0001539497-24-002271 Sample Contracts

AGREEMENT BETWEEN NOTE HOLDERS Dated as of July 9, 2024 by and between WELLS FARGO BANK, NATIONAL ASSOCIATION (Note A-1 Holder and Note A-2 Holder) and JPMORGAN CHASE BANK, NATIONAL ASSOCIATION (Note A-3 Holder and Note A-4 Holder)
Agreement Between Note Holders • October 28th, 2024 • BMO 2024-C10 Mortgage Trust • Asset-backed securities • New York

This AGREEMENT BETWEEN NOTE HOLDERS (this “Agreement”), dated as of July 9, 2024, by and between WELLS FARGO BANK, NATIONAL ASSOCIATION (“WFB” and, in its capacity as the initial agent, the “Initial Agent”) and JPMORGAN CHASE BANK, NATIONAL ASSOCIATION (“JPMCB”).

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BMO COMMERCIAL MORTGAGE SECURITIES LLC PURCHASER and goldman sachs mortgage company SELLER MORTGAGE LOAN PURCHASE AGREEMENT Dated as of November 1, 2024 BMO 2024-C10 Mortgage Trust Commercial Mortgage Pass-Through Certificates, Series 2024-C10
Pooling and Servicing Agreement • October 28th, 2024 • BMO 2024-C10 Mortgage Trust • Asset-backed securities • New York

This Mortgage Loan Purchase Agreement (“Agreement”), dated as of November 1, 2024, is between BMO Commercial Mortgage Securities LLC, a Delaware limited liability company, as purchaser (the “Purchaser”), and Goldman Sachs Mortgage Company, a New York limited partnership, as seller (the “Seller”).

CO-LENDER AGREEMENT Dated as of September 16, 2024 by and between CITI REAL ESTATE FUNDING INC. (Initial Note A-1 Holder) and CITI REAL ESTATE FUNDING INC. (Initial Note A-2 Holder) and CITI REAL ESTATE FUNDING INC. (Initial Note A-3 Holder) and CITI...
Co-Lender Agreement • October 28th, 2024 • BMO 2024-C10 Mortgage Trust • Asset-backed securities • New York

THIS CO-LENDER AGREEMENT (this “Agreement”), dated as of September 16, 2024 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”), 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”), CREFI (together with its successors and assigns in interest, in its capacity as initial owner of the Note A-3, the “Initial Note A-3 Holder”) and CREFI (together with its successors and assigns in interest, in its capacity as initial owner of the 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 Note Holders”).

CO-LENDER AGREEMENT Dated as of August 5, 2024 by and among GERMAN AMERICAN CAPITAL CORPORATION, (Note A-1-1 Holder, Note A-1-2 Holder) GOLDMAN SACHS BANK USA, (Note A-2-1 Holder, Note A-2-2 Holder) and WELLS FARGO BANK, NATIONAL ASSOCIATION, (Note...
Co-Lender Agreement • October 28th, 2024 • BMO 2024-C10 Mortgage Trust • Asset-backed securities • New York

THIS CO-LENDER AGREEMENT (the “Agreement”), dated as of August 5, 2024, is between German American Capital Corporation, a Maryland corporation, having an address at 1 Columbus Circle, New York, New York 10019, as Note A-1-1 Holder and Note A-1-2 Holder (together with its successors and assigns, “GACC”), Goldman Sachs Bank USA, a New York state-chartered bank, having an address at 200 West Street, New York, New York 10282, as Note A-2-1 Holder and Note A-2-2 Holder (together with its successors and assigns, “Goldman”), and Wells Fargo Bank, National Association, having an address at c/o Wells Fargo Commercial Mortgage Servicing, 401 S. Tryon Street, 8th Floor, Charlotte, North Carolina 28202, as Note A-3 Holder (“Wells Fargo”, and together with GACC and Goldman, individually or collectively, as the context may require, “Lender” and collectively, the “Lenders”).

CO-LENDER AGREEMENT Dated as of October 1, 2024 by and between BANK OF MONTREAL (Initial Note A-1-1 Holder) and BANK OF MONTREAL (Initial Note A-1-2 Holder) and BANK OF MONTREAL (Initial Note A-2-1 Holder) and BANK OF MONTREAL (Initial Note A-2-2...
Lender Agreement • October 28th, 2024 • BMO 2024-C10 Mortgage Trust • Asset-backed securities • New York

THIS CO-LENDER AGREEMENT (this “Agreement”), dated and effective as of October 1, 2024, by and between BANK OF MONTREAL (“BMO” and together with its successors and assigns in interest, in its capacity as owner of each of Note A-1-1, the “Initial Note A-1-1 Holder”, and in its capacity as the initial agent, the “Initial Agent”), BMO (together with its successors and assigns in interest, in its capacity as owner of Note A-1-2, the “Initial Note A-1-2 Holder”), BMO (together with its successors and assigns in interest, in its capacity as owner of Note A-2-1, the “Initial Note A-2-1 Holder”), and BMO (together with its successors and assigns in interest, in its capacity as owner of Note A-2-2, the “Initial Note A-2-2 Holder” and, together with the Initial Note A-1-1 Holder, the Initial Note A-1-2 Holder and the Initial Note A-2-1 Holder, the “Initial Note Holders”).

COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES, SERIES 2024-C10
Underwriting Agreement • October 28th, 2024 • BMO 2024-C10 Mortgage Trust • Asset-backed securities

Citigroup Global Markets Inc. 390 Greenwich Street New York, New York 10013 Bancroft Capital, LLC 501 Office Center Drive, Suite 130 Fort Washington, Pennsylvania 19034

BMO COMMERCIAL MORTGAGE SECURITIES LLC PURCHASER and CITI REAL ESTATE FUNDING INC. SELLER MORTGAGE LOAN PURCHASE AGREEMENT Dated as of November 1, 2024 BMO 2024-C10 Mortgage Trust Commercial Mortgage Pass-Through Certificates, Series 2024-C10
Pooling and Servicing Agreement • October 28th, 2024 • BMO 2024-C10 Mortgage Trust • Asset-backed securities • New York

This Mortgage Loan Purchase Agreement (“Agreement”), dated as of November 1, 2024, is between BMO Commercial Mortgage Securities LLC, a Delaware limited liability company, as purchaser (the “Purchaser”), and Citi Real Estate Funding Inc., a New York corporation, as seller (the “Seller”).

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