AGREEMENT BETWEEN NOTE HOLDERS Dated as of December 30, 2021 by and between CITI REAL ESTATE FUNDING INC. (Note A-1 Holder) and CITI REAL ESTATE FUNDING INC. (Note A-2 Holder) and BARCLAYS BANK PLC (Note A-3 Holder) and BARCLAYS BANK PLC (Note A-4...Agreement Between Note Holders • February 16th, 2022 • Benchmark 2022-B32 Mortgage Trust • Asset-backed securities
This AGREEMENT BETWEEN NOTE HOLDERS (this “Agreement”), dated as of December 30, 2021, by and between BARCLAYS BANK PLC, a public limited company registered in England and Wales (“Barclays”), and CITI REAL ESTATE FUNDING INC., a New York corporation (“Citi” and, in its capacity as the initial agent, the “Initial Agent”).
CO-LENDER AGREEMENT Dated as of December 22, 2021 by and between CITI REAL ESTATE FUNDING INC. (Initial Note A-1 Holder) and CITI REAL ESTATE FUNDING INC. (Initial Note A-2 Holder) ExchangeRight Net Leased Portfolio #53Co-Lender Agreement • February 16th, 2022 • Benchmark 2022-B32 Mortgage Trust • Asset-backed securities • New York
THIS CO-LENDER AGREEMENT (this “Agreement”), dated as of December 22, 2021 is by and between CITI REAL ESTATE FUNDING INC. (“CREFI” and together with its successors and assigns in interest, in its capacity as initial owner of the Note A-1, the “Initial Note A-1 Holder”, and in its capacity as the initial agent, the “Initial Agent”) and CREFI (together with its successors and assigns in interest, in its capacity as initial owner of the Note A-2, the “Initial Note A-2 Holder” and, together with the Initial Note A-1 Holder, the “Initial Note Holders”).
AGREEMENT BETWEEN NOTEHOLDERS Dated as of February 16, 2022 by and among GOLDMAN SACHS BANK USA (Initial Note A-1 Holder) and GOLDMAN SACHS BANK USA (Initial Note A-2 Holder) and GOLDMAN SACHS BANK USA (Initial Note A-3 Holder) and GOLDMAN SACHS BANK...Agreement Between Noteholders • February 16th, 2022 • Benchmark 2022-B32 Mortgage Trust • Asset-backed securities • New York
THIS AGREEMENT BETWEEN NOTEHOLDERS, dated as of February 16, 2022 by and between GOLDMAN SACHS BANK USA (together with its successors and assigns in interest, “GSBI”), a New York state-chartered bank (in its capacity as initial owner of Note A-1, the “Initial Note A-1 Holder”, and in its capacity as the initial agent, the “Initial Agent”), GSBI, a New York state-chartered bank (in its capacity as initial owner of Note A-2, the “Initial Note A-2 Holder”), GSBI, a New York state-chartered bank (in its capacity as initial owner of Note A-3, the “Initial Note A-3 Holder”), and GSBI, a New York state-chartered bank (in its capacity as initial owner of Note A-4, the “Initial Note A-4 Holder” and together with the Initial Note A-1 Holder, the Initial Note A-2 Holder and the Initial Note A-3 Holder, the “Initial Noteholders”).
J.P. MORGAN CHASE COMMERCIAL MORTGAGE SECURITIES CORP., PURCHASER, and JPMORGAN CHASE BANK, NATIONAL ASSOCIATION, SELLER MORTGAGE LOAN PURCHASE AGREEMENT Dated as of February 1, 2022 Fixed Rate Mortgage Loans Series 2022-B32Mortgage Loan Purchase Agreement • February 16th, 2022 • Benchmark 2022-B32 Mortgage Trust • Asset-backed securities • New York
The Mortgage Loan documents provide that excess net insurance proceeds, after restoration, are required to be made available to the Mortgagor unless a cash sweep period is then in effect.
CO-LENDER AGREEMENT Dated as of January 12, 2022 by and between CITI REAL ESTATE FUNDING INC. (Initial Note A-1 Holder) and CITI REAL ESTATE FUNDING INC. (Initial Note A-2 Holder) The Kirby CollectionLender Agreement • February 16th, 2022 • Benchmark 2022-B32 Mortgage Trust • Asset-backed securities • New York
THIS CO-LENDER AGREEMENT (this “Agreement”), dated as of January 12, 2022 is by and between CITI REAL ESTATE FUNDING INC. (“CREFI” and together with its successors and assigns in interest, in its capacity as initial owner of the Note A-1, the “Initial Note A-1 Holder”, and in its capacity as the initial agent, the “Initial Agent”) and CREFI (together with its successors and assigns in interest, in its capacity as initial owner of the Note A-2, the “Initial Note A-2 Holder” and, together with the Initial Note A-1 Holder, the “Initial Note Holders”).
CO-LENDER AGREEMENT Dated as of October 14, 2021 by and between DBR INVESTMENTS CO. LIMITED (an Initial Note A Holder), BANK OF AMERICA, N.A. (an Initial Note A Holder), JPMORGAN CHASE BANK, NATIONAL ASSOCIATION (an Initial Note A Holder), DBR...Co-Lender Agreement • February 16th, 2022 • Benchmark 2022-B32 Mortgage Trust • Asset-backed securities • New York
This CO-LENDER AGREEMENT (together with the exhibits and schedules hereto and all amendments hereof and supplements hereto, this “Agreement”) is dated as of October 14, 2021, between DBR INVESTMENTS CO. LIMITED (“DBRI”), as an Initial Note A Holder, BANK OF AMERICA, N.A. (“BANA”), as an Initial Note A Holder, JPMORGAN CHASE BANK, NATIONAL ASSOCIATION (“JPMCB”), as an Initial Note A Holder, 3650 CAL BRIDGE LENDING, LLC (“3650 Cal Bridge”), as an Initial Note A Holder, DBRI, as Initial Note B-1 Holder, BANA, as Initial Note B-2 Holder, JPMCB, as Initial Note B-3 Holder, and 3650 Cal Bridge, as Initial Note B-4 Holder.
AGREEMENT BETWEEN NOTEHOLDERS Dated as of December 23, 2021 by and among GOLDMAN SACHS BANK USA (Initial Note A-1 Holder) and GOLDMAN SACHS BANK USA (Initial Note A-2 Holder) 425 Eye StreetAgreement • February 16th, 2022 • Benchmark 2022-B32 Mortgage Trust • Asset-backed securities • New York
WELLS FARGO COMMERCIAL MORTGAGE SECURITIES, INC., as Depositor, WELLS FARGO BANK, NATIONAL ASSOCIATION, as Servicer, SITUS HOLDINGS, LLC, as Special Servicer, COMPUTERSHARE TRUST COMPANY, NATIONAL ASSOCIATION, as Certificate Administrator and Trustee...Trust and Servicing Agreement • February 16th, 2022 • Benchmark 2022-B32 Mortgage Trust • Asset-backed securities • New York
THIS TRUST AND SERVICING AGREEMENT (“Agreement”) is dated as of December 29, 2021, among Wells Fargo Commercial Mortgage Securities, Inc. (together with its successors-in-interest, the “Depositor”), Wells Fargo Bank, National Association, as Servicer, Situs Holdings, LLC, as Special Servicer, Computershare Trust Company, National Association, as Certificate Administrator and Trustee.
AMENDED AND RESTATED CO-LENDER AGREEMENT Dated as of February 16, 2022 between MIDLAND LOAN SERVICES, A DIVISION OF PNC BANK, NATIONAL ASSOCIATION, AS MASTER SERVICER ON BEHALF OF WILMINGTON TRUST, NATIONAL ASSOCIATION, AS TRUSTEE, FOR THE BENEFIT OF...-Lender Agreement • February 16th, 2022 • Benchmark 2022-B32 Mortgage Trust • Asset-backed securities • New York
THIS AMENDED AND RESTATED CO-LENDER AGREEMENT (the “Agreement”), dated as of February 16, 2022, is between MIDLAND LOAN SERVICES, A DIVISION OF PNC BANK, NATIONAL ASSOCIATION, AS MASTER SERVICER ON BEHALF OF WILMINGTON TRUST, NATIONAL ASSOCIATION, AS TRUSTEE, FOR THE BENEFIT OF THE REGISTERED HOLDERS OF BENCHMARK 2021-B31 MORTGAGE TRUST, COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES, SERIES 2021-B31, AND THE UNCERTIFICATED VRR INTEREST OWNERS, and DBR INVESTMENTS CO. LIMITED, an Exempted Company incorporated in the Cayman Islands (“DBRI”), having an address at 1 Columbus Circle, New York, New York 10019, as Note A-1 Holder, DBRI as Note A-2 Holder, DBRI as Note A-3-1 Holder, DBRI as Note A-3-2 Holder, DBRI as Note A-4-1 Holder and DBRI as Note A-4-2 Holder.
CO-LENDER AGREEMENT Dated as of December 29, 2021 by and among WELLS FARGO BANK, NATIONAL ASSOCIATION (Initial Note Holder of Note A-1-S1, Note A-1-C1, Note A-1-C2, Note A-1-C3, Note A-1-C4 and Note B-1) and DBR INVESTMENTS CO. LIMITED (Initial Note...Co-Lender Agreement • February 16th, 2022 • Benchmark 2022-B32 Mortgage Trust • Asset-backed securities • New York
CO-LENDER AGREEMENT Dated as of January 27, 2022 by and among BARCLAYS BANK PLC (Note A-1-1, Note-A-1-2, Note A-1-3 and Note A-1-4 Holder) BARCLAYS CAPITAL REAL ESTATE INC. (Initial Note A-1-S Holder and Initial Note B-1-1 Holder) and GOLDMAN SACHS...Co-Lender Agreement • February 16th, 2022 • Benchmark 2022-B32 Mortgage Trust • Asset-backed securities • New York
Reference is hereby made to the Co-Lender Agreement, dated as of January 27, 2022 (as amended, supplemented or otherwise modified from time to time, the “Agreement”), by and among Barclays Bank PLC, Barclays Capital Real Estate Inc. and Goldman Sachs Bank USA and each lender from time to time party thereto.
CO-LENDER AGREEMENT Dated as of December 16, 2021 between DBR INVESTMENTS CO. LIMITED (Note A-1 Holder) and DBR INVESTMENTS CO. LIMITED (Note A-2 Holder)Lender Agreement • February 16th, 2022 • Benchmark 2022-B32 Mortgage Trust • Asset-backed securities • New York
THIS CO-LENDER AGREEMENT (the “Agreement”), dated as of December 16, 2021, is between DBR INVESTMENTS CO. LIMITED, an Exempted Company incorporated in the Cayman Islands (“DBRI”), having an address at 1 Columbus Circle, New York, New York 10019, as Note A-1 Holder, and DBRI, as Note A-2 Holder.
CO-LENDER AGREEMENT Dated as of January 1, 2022 by and between JPMORGAN CHASE BANK, NATIONAL ASSOCIATION (Initial Note A-1-1 Holder) JPMORGAN CHASE BANK, NATIONAL ASSOCIATION (Initial Note A-1-2 Holder) JPMORGAN CHASE BANK, NATIONAL ASSOCIATION...Co-Lender Agreement • February 16th, 2022 • Benchmark 2022-B32 Mortgage Trust • Asset-backed securities • New York
THIS CO-LENDER AGREEMENT (this “Agreement”), dated as of January 1, 2022 by and between JPMORGAN CHASE BANK, NATIONAL ASSOCIATION (“JPM” and together with its successors and assigns in interest, in its capacity as initial owner of the Note A-1-1, the “Initial Note A-1-1 Holder”, and in its capacity as the initial agent, the “Initial Agent”), JPMORGAN CHASE BANK, NATIONAL ASSOCIATION (together with its successors and assigns in interest, in its capacity as initial owner of the Note A-1-2, the “Initial Note A-1-2 Holder”), JPMORGAN CHASE BANK, NATIONAL ASSOCIATION (together with its successors and assigns in interest, in its capacity as initial owner of the Note A-1-3, the “Initial Note A-1-3 Holder”), JPMORGAN CHASE BANK, NATIONAL ASSOCIATION (together with its successors and assigns in interest, in its capacity as initial owner of the Note A-1-4, the “Initial Note A-1-4 Holder”), JPMORGAN CHASE BANK, NATIONAL ASSOCIATION (together with its successors and assigns in interest, in its cap
1,246,160,000 (approximate) Benchmark 2022-B32 Mortgage Trust Commercial Mortgage Pass-Through Certificates, 2022-B32 Class A-1, Class A-2, Class A-3, Class A-4, Class A-5, Class A-SB, Class X-A, Class X-B, Class A-S, Class B and Class C Underwriting...Underwriting Agreement • February 16th, 2022 • Benchmark 2022-B32 Mortgage Trust • Asset-backed securities • New York
Association, as special servicer (the “Special Servicer”), Computershare Trust Company, National Association, as certificate administrator (the “Certificate Administrator”), Wilmington Trust, National Association, as trustee (the “Trustee”), and Pentalpha Surveillance LLC, as operating advisor (in such capacity, the “Operating Advisor”) and as asset representations reviewer (in such capacity, the “Asset Representations Reviewer”). Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Pooling and Servicing Agreement as in effect on the Closing Date (as defined below).
J.P. MORGAN CHASE COMMERCIAL MORTGAGE SECURITIES CORP., PURCHASER, and CITI REAL ESTATE FUNDING INC., SELLER MORTGAGE LOAN PURCHASE AGREEMENT Dated as of February 1, 2022 Fixed Rate Mortgage Loans Series 2022-B32Mortgage Loan Purchase Agreement • February 16th, 2022 • Benchmark 2022-B32 Mortgage Trust • Asset-backed securities • New York
Under the lease for the sole tenant at the Webster Bank - Vernon Rockville (Talcottville), CT Mortgaged Property, Webster Bank has a right of first refusal to meet any written bona fide offer of sale on the same terms and conditions of a bona fide offer which the borrower submits to Webster Bank. Under the lease for the sole tenant at the Family Dollar - South Bend (Lincoln), IN Mortgaged Property, Family Dollar has a right of first refusal to purchase the applicable Mortgaged Property upon the borrower’s receipt of a bonafide written offer to purchase the Mortgaged Property. Under the lease for the sole tenant at the Kroger- Clarkston, MI Mortgaged Property, Kroger has a right of first refusal to purchase the applicable Mortgaged Property upon the borrower’s receipt of a bonafide written offer to purchase the Mortgaged Property.
J.P. MORGAN CHASE COMMERCIAL MORTGAGE SECURITIES CORP., PURCHASER, and GERMAN AMERICAN CAPITAL CORPORATION, SELLER MORTGAGE LOAN PURCHASE AGREEMENT Dated as of February 1, 2022 Fixed Rate Mortgage Loans Series 2022-B32Mortgage Loan Purchase Agreement • February 16th, 2022 • Benchmark 2022-B32 Mortgage Trust • Asset-backed securities • New York
the Borrower so long as a preapproved control party will own/control such Borrower after foreclosure and so long as the permitted transfer provisions of the loan agreement and recognition agreement are satisfied, (y) to allow the Novo Seller to purchase the Mortgage Loan upon notice to the Novo Seller that an event of default under the Mortgage Loan is continuing (for payment of the full outstanding amount of the debt, including all default interest, fees and expenses) and (z) to accept payment of the monthly interest payment or any other payment obligation by the Novo Seller (as and when such payment is due and payable by the borrower) but no more than two times during the term of the Mortgage Loan.
CO-LENDER AGREEMENT Dated as of January 26, 2022 by and between JPMORGAN CHASE BANK, NATIONAL ASSOCIATION as Initial Note A-1 Holder JPMORGAN CHASE BANK, NATIONAL ASSOCIATION as Initial Note A-2 Holder JPMORGAN CHASE BANK, NATIONAL ASSOCIATION as...Co-Lender Agreement • February 16th, 2022 • Benchmark 2022-B32 Mortgage Trust • Asset-backed securities • New York
THIS CO-LENDER AGREEMENT (this “Agreement”), dated as of January 26, 2022, by and between JPMORGAN CHASE BANK, NATIONAL ASSOCIATION (“JPM” and together with its successors and assigns in interest, in its capacity as initial owner of Note A-1, the “Initial Note A-1 Holder”, and in its capacity as the initial agent, the “Initial Agent”), JPMORGAN CHASE BANK, NATIONAL ASSOCIATION (together with its successors and assigns in interest, in its capacity as initial owner of Note A-2, the “Initial Note A-2 Holder”), JPMORGAN CHASE BANK, NATIONAL ASSOCIATION (together with its successors and assigns in interest, in its capacity as initial owner of Note A-3, the “Initial Note A-3 Holder”), JPMORGAN CHASE BANK, NATIONAL ASSOCIATION (together with its successors and assigns in interest, in its capacity as initial owner of Note A-4, the “Initial Note A-4 Holder”), JPMORGAN CHASE BANK, NATIONAL ASSOCIATION (together with its successors and assigns in interest, in its capacity as initial owner of Note
