AGREEMENT BETWEEN NOTE HOLDERS Dated as of July 6, 2018 by and between SPREF WH II LLC (Initial Note A-1 Holder) and SPREF WH II LLC (Initial Note A-2 Holder) and SPREF WH II LLC (Initial Note A-3 Holder) and SPREF WH II LLC (Initial Note A-4 Holder)...Agreement Between Note Holders • July 10th, 2018 • UBS Commercial Mortgage Trust 2018-C11 • Asset-backed securities • New York
THIS AGREEMENT BETWEEN NOTEHOLDERS (“Agreement”), dated as of July 6, 2018 by and between SPREF WH II LLC (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”), SPREF WH II LLC (in its capacity as initial owner of the Note A-2, the “Initial Note A-2 Holder”), SPREF WH II LLC (in its capacity as initial owner of the Note A-3, the “Initial Note A-3 Holder”), SPREF WH II LLC (in its capacity as initial owner of the Note A-4, the “Initial Note A-4 Holder”), SPREF WH II LLC (in its capacity as initial owner of the Note A-5, the “Initial Note A-5 Holder”) and SPREF WH II LLC (in its capacity as initial owner of the Note A-6, the “Initial Note A-6 Holder” and, together with the Initial Note A-1 Holder, the Initial Note A-2 Holder, the Initial Note A-3 Holder, the Initial Note A-4 Holder and the Initial Note A-5 Holder, the “Initial Note Holders”).
MORTGAGE LOAN PURCHASE AGREEMENTMortgage Loan Purchase Agreement • July 10th, 2018 • UBS Commercial Mortgage Trust 2018-C11 • Asset-backed securities • New York
This Mortgage Loan Purchase Agreement (this “Agreement”), is dated and effective as of June 28, 2018, between Société Générale, as seller (in such capacity, together with its successors and permitted assigns hereunder, the “Mortgage Loan Seller” or “Seller”), and UBS Commercial Mortgage Securitization Corp., as purchaser (in such capacity, together with its successors and permitted assigns hereunder, the “Purchaser”).
Second amended and restated SERVICING AGREEMENTServicing Agreement • November 3rd, 2021 • UBS Commercial Mortgage Trust 2018-C11 • Asset-backed securities • New York
This SECOND AMENDED AND RESTATED SERVICING AGREEMENT, effective as of October 31, 2021 (including the Exhibit and Annexes attached hereto, this “Agreement”), among Wells Fargo Bank, N.A. (“Wells Bank”) and Wells Fargo Delaware Trust Company, N.A. (“Wells Trust Company,” and together with Wells Bank, the “Sellers” and each, a “Seller”), Computershare Trust Company, N.A. (the “Bank Assets Purchaser”) and, upon execution of the Joinder Agreement, the Delaware Trust Assets Purchaser (together with the Bank Assets Purchaser, the “Purchasers” and each, a “Purchaser”), and Computershare Limited (“Guarantor”) (solely for purposes of Section 9.5).
UBS COMMERCIAL MORTGAGE TRUST 2018-C11 COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES, SERIES 2018-C11 UNDERWRITING AGREEMENT As of June 28, 2018Underwriting Agreement • July 10th, 2018 • UBS Commercial Mortgage Trust 2018-C11 • Asset-backed securities • New York
SG AMERICAS SECURITIES, LLC 245 Park Avenue New York, New York 10167 ACADEMY SECURITIES, INC. 140 East 45th Street, 5th Floor New York, New York 10017
CO-LENDER AGREEMENT Dated as of April 18, 2018 by and between NATIXIS REAL ESTATE CAPITAL LLC (Note A-1 Holder) and NATIXIS REAL ESTATE CAPITAL LLC (Note A-2 Holder)Lender Agreement • July 10th, 2018 • UBS Commercial Mortgage Trust 2018-C11 • Asset-backed securities • New York
THIS CO-LENDER AGREEMENT (the “Agreement”), dated as of April 18, 2018, is by and between NATIXIS REAL ESTATE CAPITAL LLC, a Delaware limited liability company (“Natixis”), having an address at 1251 Avenue of the Americas, New York, New York 10020, as the holder of Note A-1 and Natixis, as the holder of Note A-2.
WELLS FARGO BANK, NATIONAL ASSOCIATION, Master Servicer and KEYBANK NATIONAL ASSOCIATION, Primary Servicer PRIMARY SERVICING AGREEMENT Dated as of July 1, 2018 Morgan Stanley Capital I Trust 2018-H3, Commercial Mortgage Pass-Through Certificates...Primary Servicing Agreement • February 7th, 2019 • UBS Commercial Mortgage Trust 2018-C11 • Asset-backed securities • New York
This is a Primary Servicing Agreement (the “Agreement”), dated as of July 1, 2018, by and between KEYBANK NATIONAL ASSOCIATION, having an office at 11501 Outlook Street, Suite 300, Overland Park, Kansas 66211, and its successors and assigns (the “Primary Servicer”), and WELLS FARGO BANK, NATIONAL ASSOCIATION, having an office at c/o Commercial Mortgage Servicing, MAC D1050-084, Three Wells Fargo, 401 South Tryon Street, 8th Floor, Charlotte, North Carolina 28202, and its successors and assigns (the “Master Servicer”).
AGREEMENT AMONG NOTEHOLDERS Dated as of May 18, 2018 by and among UBS AG, BY AND THROUGH ITS BRANCH OFFICE AT 1285 AVENUE OF THE AMERICAS, NEW YORK, NEW YORK (Initial Note A-1 Holder and Initial Note A-2 Holder) and ATHENE ANNUITY AND LIFE COMPANY, AN...Agreement Among Noteholders • July 10th, 2018 • UBS Commercial Mortgage Trust 2018-C11 • Asset-backed securities • New York
THIS AGREEMENT AMONG NOTEHOLDERS (with the exhibits and schedules hereto and all amendments and modifications hereof and supplements hereto, this “Agreement”), dated as of May 21, 2018 by and among UBS AG, by and through its branch office at 1285 Avenue of the Americas, New York, New York (“UBS AG, New York Branch,” together with its successors and assigns in interest, in its capacity as the initial owner of Note A-1 (as defined herein), the “Initial Note A-1 Holder”), UBS AG, New York Branch (together with its successors and assigns in interest, in its capacity as the initial owner of Note A-2 (as defined herein), the “Initial Note A-2 Holder”) (the Initial Note A-1 Holder and the Initial Note A-2 Holder shall be referred to herein each as a “Initial Senior Noteholder” and collectively as the “Initial Senior Noteholders”), and Athene Annuity and Life Company (in its capacity as initial owner of Note B-1 (as defined herein), the “Initial Note B-1 Holder”), American Equity Investment Li
AGREEMENT BETWEEN NOTEHOLDERS Dated as of May 4, 2018 by and among KEYBANK NATIONAL ASSOCIATION (Initial Note A-1 Holder), KEYBANK NATIONAL ASSOCIATION (Initial Note A-2 Holder) and KEYBANK NATIONAL ASSOCIATION (Initial Note A-3 Holder) HTI MOB PortfolioAgreement • July 10th, 2018 • UBS Commercial Mortgage Trust 2018-C11 • Asset-backed securities • New York
Agreement and the Lead Securitization Servicing Agreement and (iii) to the extent consistent with the foregoing, the Servicing Standard;
CO-LENDER AGREEMENT Dated as of June 7, 2018 by and among NATIXIS REAL ESTATE CAPITAL LLC (Note A-1 Holder) NATIXIS REAL ESTATE CAPITAL LLC (Note A-2 Holder) NATIXIS REAL ESTATE CAPITAL LLC (Note A-3 Holder) NATIXIS REAL ESTATE CAPITAL LLC (Note A-4...Co-Lender Agreement • July 10th, 2018 • UBS Commercial Mortgage Trust 2018-C11 • Asset-backed securities • New York
THIS CO-LENDER AGREEMENT (the “Agreement”), dated as of June 7, 2018, is by and among NATIXIS REAL ESTATE CAPITAL LLC, a Delaware limited liability company (“Natixis”), having an address at 1251 Avenue of the Americas, New York, New York 10020, as the holder of Note A-1, Natixis in its capacity as initial agent, the “Initial Agent”, Natixis, as the holder of Note A-2, Natixis as the holder of Note A-3, Natixis as the holder of Note A-4, Natixis as the holder of Note A 5, Natixis as the holder of Note A-6, Natixis as the holder of Note A-7 and Natixis as the holder of Note A-8.
CO-LENDER AGREEMENT Dated as of May 23, 2018 by and between NATIXIS REAL ESTATE CAPITAL LLC (Initial Note A-1-A Holder) COLUMN FINANCIAL, INC. (Initial Note A-1-B Holder) CHINA MERCHANTS BANK CO., LTD. NEW YORK BRANCH (Initial Note A-1-C Holder)...Co-Lender Agreement • July 10th, 2018 • UBS Commercial Mortgage Trust 2018-C11 • Asset-backed securities • New York
THIS CO-LENDER AGREEMENT (this “Agreement”), dated as of May 23, 2018, by and among NATIXIS REAL ESTATE CAPITAL LLC (“Natixis”, in its capacity as initial owner of Note A-1-A, the “Initial Note A-1-A Holder”, and in its capacity as the initial agent, the “Initial Agent”), COLUMN FINANCIAL, INC. (“Column”, in its capacity as initial owner of Note A-1-B, the “Initial Note A-1-B Holder”), CHINA MERCHANTS BANK CO., LTD. NEW YORK BRANCH (“CMBNY”, in its capacity as initial owner of Note A-1-C, the “Initial Note A-1-C Holder”), NATIXIS (in its capacity as initial owner of Note A-2-A-1, Note A-2-A-2, Note A-2-A-3, Note A-2-A-4, Note A-2-A-5 and Note A-2-A-6, the “Initial Note A-2-A Holder”), COLUMN (in its capacity as initial owner of Note A-2-B-1, Note A-2-B-2, Note A-2-B-3 and Note A-2-B-4, the “Initial Note A-2-B Holder”), CMBNY (in its capacity as initial owner of Note A-2-C-1, Note A-2-C-2-A and Note A-2-C-2-B, the “Initial Note A-2-C Holder”), NATIXIS (in its capacity as initial owner o
