AGREEMENT BETWEEN NOTE HOLDERS Dated as of April 8, 2022 by and between CITI REAL ESTATE FUNDING INC. (Note A-1-A Holder and Note A-1-B Holder) and BARCLAYS BANK PLC (Note A-2 Holder) ExchangeRight Net Leased Portfolio #55Agreement Between Note Holders • May 12th, 2022 • Benchmark 2022-B35 Mortgage Trust • Asset-backed securities • New York
This AGREEMENT BETWEEN NOTE HOLDERS (this “Agreement”), dated as of April 8, 2022, by and between CITI REAL ESTATE FUNDING INC., a New York corporation (“Citi” and, in its capacity as the initial agent, the “Initial Agent”), and BARCLAYS BANK PLC, a public limited company registered in England and Wales (“Barclays”).
CO-LENDER AGREEMENT Dated as of April 19, 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) 2550 M StreetCo-Lender Agreement • May 12th, 2022 • Benchmark 2022-B35 Mortgage Trust • Asset-backed securities • New York
THIS CO-LENDER AGREEMENT (this “Agreement”), dated as of April 19, 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”).
CITIGROUP COMMERCIAL MORTGAGE SECURITIES INC., PURCHASER,Mortgage Loan Purchase Agreement • May 12th, 2022 • Benchmark 2022-B35 Mortgage Trust • Asset-backed securities • New York
conforming use in the event of fire, flood, wind, earthquake or other calamity or by the public enemy if, (1) with respect to the portion of the Mortgaged Property located within the Hamilton Township, the damage to the structure is less than 60% of its market value at the time of such damage, or (2) with respect to the portion of the Mortgaged Property located within the Robbinsville Township, the damage does not exceed 66% of the recorded true value as appraised by the average of three independent, certified appraisers selected by the Robbinsville Township. The Mortgagor obtained law and ordinance coverage in connection with the Mortgage Loan origination. The Mortgage Loan documents provide a non-recourse carveout for any losses incurred by the lender associated with the breach of representation by the Mortgagor that, on the loan origination date, all improvements at the Mortgaged Property were in material compliance with applicable laws.
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 • May 12th, 2022 • Benchmark 2022-B35 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”).
CITIGROUP COMMERCIAL MORTGAGE SECURITIES INC. BENCHMARK 2022-B35 MORTGAGE TRUST COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES, SERIES 2022-B35 Underwriting Agreement Dated as of May 4, 2022Underwriting Agreement • May 12th, 2022 • Benchmark 2022-B35 Mortgage Trust • Asset-backed securities
Citigroup Global Markets Inc. 390 Greenwich Street New York, New York 10013 J.P. Morgan Securities LLC 383 Madison Avenue, 8th Floor New York, New York 10179
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 • May 12th, 2022 • Benchmark 2022-B35 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...Co-Lender Agreement • May 12th, 2022 • Benchmark 2022-B35 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.
CITIGROUP COMMERCIAL MORTGAGE SECURITIES INC., PURCHASER,Mortgage Loan Purchase Agreement • May 12th, 2022 • Benchmark 2022-B35 Mortgage Trust • Asset-backed securities • New York
third party for the purchase of the Mortgaged Property. Huntington Bank has, pursuant to a subordination, non-disturbance and attornment agreement, agreed that such right of first refusal shall be expressly inapplicable to any foreclosure of the related mortgage, deed-in-lieu thereof, or any other taking of title to the Mortgaged Property in enforcement of the mortgage. The sole tenant at the Family Dollar - Cuyahoga Falls (Bailey), OH Mortgaged Property, Family Dollar, has a right of first refusal to purchase the applicable Mortgaged Property upon the related landlord’s receipt of a bona fide third party offer for the purchase of the Mortgaged Property. Pursuant to the terms of such tenant’s lease, the right of first refusal does not apply to a foreclosure of the related mortgage by or deed in lieu of foreclosure to or at the direction of a bona fide third-party commercial lender. The sole tenant at the Citizens Bank - Wilmington (Marsh), DE Mortgaged Property, Citizens Bank, has a ri
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 • May 12th, 2022 • Benchmark 2022-B35 Mortgage Trust • Asset-backed securities • New York
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 • May 12th, 2022 • Benchmark 2022-B35 Mortgage Trust • Asset-backed securities • New York
