Common use of EXCHANGE ACT REPORTING AND REGULATION AB COMPLIANCE Clause in Contracts

EXCHANGE ACT REPORTING AND REGULATION AB COMPLIANCE. Section 11.01 Intent of the Parties; Reasonableness 390 Section 11.02 Succession; Subcontractors 391 Section 11.03 Filing Obligations 392 Section 11.04 Form 10-D and Form ABS-EE Filings 393 Section 11.05 Form 10-K Filings 397 Section 11.06 Xxxxxxxx-Xxxxx Certification 400 Section 11.07 Form 8-K Filings 401 Section 11.08 Form 15 Filing 403 Section 11.09 Annual Compliance Statements 403 Section 11.10 Annual Reports on Assessment of Compliance with Servicing Criteria 405 Section 11.11 Annual Independent Public Accountants’ Attestation Report 407 Section 11.12 Indemnification 408 Section 11.13 Amendments 411 Section 11.14 Regulation AB Notices 411 Section 11.15 Certain Matters Relating to the Future Securitization of the Serviced Pari Passu Companion Loans 411 Section 11.16 Certain Matters Regarding Significant Obligors 416 Section 11.17 Impact of Cure Period 417 ARTICLE XII THE ASSET REPRESENTATIONS REVIEWER Section 12.01 Asset Review 417 Section 12.02 Payment of Asset Representations Reviewer Fees and Expenses; Limitation of Liability 424 Section 12.03 Resignation of the Asset Representations Reviewer 425 Section 12.04 Restrictions of the Asset Representations Reviewer 425 Section 12.05 Termination of the Asset Representations Reviewer 425 ARTICLE XIII MISCELLANEOUS PROVISIONS Section 13.01 Amendment 428 Section 13.02 Recordation of Agreement; Counterparts 433 Section 13.03 Limitation on Rights of Certificateholders 433 Section 13.04 Governing Law; Submission to Jurisdiction; Waiver of Jury Trial 434 Section 13.05 Notices 435 Section 13.06 Severability of Provisions 440 Section 13.07 Grant of a Security Interest 440 Section 13.08 Successors and Assigns; Third Party Beneficiaries 441

EXCHANGE ACT REPORTING AND REGULATION AB COMPLIANCE. Section 11.01 11.1 Intent of the Parties; Reasonableness 390 217 Section 11.02 11.2 Succession; Sub-Servicers; Subcontractors 391 217 Section 11.03 11.3 Other Securitization Trust’s Filing Obligations 392 219 Section 11.04 11.4 Form 10-D and Form ABS-EE Filings 393 Disclosure 219 Section 11.05 11.5 Form 10-K Filings 397 Disclosure 220 Section 11.06 Xxxxxxxx-Xxxxx Certification 400 Section 11.07 11.6 Form 8-K Filings 401 Disclosure 220 Section 11.08 Form 15 Filing 403 Section 11.09 11.7 Annual Compliance Statements 403 221 Section 11.10 11.8 Annual Reports on Assessment of Compliance with Servicing Criteria 405 222 Section 11.11 11.9 Annual Independent Public Accountants’ Attestation Servicing Report 407 223 Section 11.10 Significant Obligor 224 Section 11.11 Xxxxxxxx-Xxxxx Backup Certification 225 Section 11.12 Indemnification 408 226 Section 11.13 Amendments 411 227 Section 11.14 Regulation AB Notices 411 Termination of the Certificate Administrator 227 Section 11.15 Certain Matters Relating to the Future Termination of Sub-Servicing Agreements 227 Section 11.16 Notification Requirements and Deliveries in Connection with Securitization of the Serviced Pari Passu Companion Loans 411 Loan 227 ARTICLE 12 REMIC ADMINISTRATION Section 11.16 12.1 REMIC Administration 229 Section 12.2 Foreclosed Property 232 Section 12.3 Prohibited Transactions and Activities 234 Section 12.4 Indemnification with Respect to Certain Matters Regarding Significant Obligors 416 Taxes and Loss of REMIC Status 234 Exhibit A-1 Form of Class A Certificates Exhibit A-2 Form of Class X Exhibit A-3 Form of Class B Certificates Exhibit A-4 Form of Class C Certificates Exhibit A-5 Form of Class D Certificates Exhibit A-6 Form of Class HRR Certificates Exhibit A-7 Form of Class R Certificates Exhibit B Form of Request for Release Exhibit C Form of Transfer Certificate for Rule 144A Global Certificate to Temporary Regulation S Global Certificate Exhibit D Form of Transfer Certificate for Rule 144A Global Certificate to Regulation S Global Certificate Exhibit E Form of Transfer Certificate for Temporary Regulation S Global Certificate to Rule 144A Global Certificate during Restricted Period Exhibit F Form of Certification to be given by Beneficial Owner of Temporary Regulation S Global Certificate Exhibit G Form of Transfer Certificate of Non-Book Entry Certificate to Temporary Regulation S Global Certificate Exhibit H Form of Transfer Certificate of Non-Book Entry Certificate to Regulation S Global Certificate Exhibit I Form of Transfer Certificate of Non-Book Entry Certificate to Rule 144A Global Certificate Exhibit J-1 Form of Investment Representation Letter Exhibit J-2 Form of Affidavit Pursuant to Section 11.17 Impact of Cure Period 417 ARTICLE XII THE ASSET REPRESENTATIONS REVIEWER Section 12.01 Asset Review 417 Section 12.02 Payment of Asset Representations Reviewer Fees and Expenses; Limitation of Liability 424 Section 12.03 Resignation 860E(e) of the Asset Representations Reviewer 425 Section 12.04 Restrictions Internal Revenue Code of 1986 Exhibit J-3 Form of Transferor Letter Exhibit J-4 Form of Transferee Certificate for Transfers of the Asset Representations Reviewer 425 Section 12.05 Termination Class HRR Certificates Exhibit J-5 Form of Transferor Certificate for Transfers of the Asset Representations Reviewer 425 ARTICLE XIII MISCELLANEOUS PROVISIONS Class HRR Certificates Exhibit J-6 Form of Request of Retaining Sponsor Consent for [Release][Transfers] of the Class HRR Certificates Exhibit K Form of Investor Certification for Exercising Voting Rights Exhibit L Applicable Servicing Criteria Exhibit M Form of NRSRO Certification Exhibit N-1 Form of Power of Attorney By Trustee for Servicer Exhibit N-2 Form of Power of Attorney By Trustee for Special Servicer Exhibit O Form of ERISA Representation Letter Exhibit P [Reserved] Exhibit Q Form of Online Vendor Certification Exhibit R-1 [Reserved] Exhibit R-2 [Reserved] Exhibit S Form of Operating Advisor Annual Report Exhibit T Form of Notice from Operating Advisor Recommending Replacement of Special Servicer Exhibit U Additional Form 10-D Disclosure Exhibit V Additional Form 10-K Disclosure Exhibit W Form 8-K Disclosure Information Exhibit X Form of Certificate Administrator Receipt of the Class HRR Certificates Exhibit Y Additional Disclosure Notification Exhibit Z Initial Sub-Servicers Exhibit AA Form of Back-up Certification Exhibit BB-1 Form of Investor Certification for Non-Borrower Related Party Exhibit BB-2 Form of Investor Certification for Borrower Related Party Exhibit CC Form of Custodial Certification Exhibit DD-1 Form of Transferor Certificate for Transfer of the Excess Servicing Fee Rights Exhibit DD-2 Form of Transferee Certificate for Transfer of the Excess Servicing Fee Rights Schedule I “Performance”, “Earn-Out” or “Holdback” Escrows, Letters of Credit or Reserves THIS TRUST AND SERVICING AGREEMENT (“Agreement”) is dated as of February 1, 2020, among Credit Suisse Commercial Mortgage Securities Corp., as Depositor, Midland Loan Services, a Division of PNC Bank, National Association, as Servicer, Pacific Life Insurance Company, as Special Servicer, Xxxxx Fargo Bank, National Association, as Certificate Administrator, Xxxxx Fargo Bank, National Association, as Trustee, Xxxxx Fargo Bank, National Association, as Custodian, and Pentalpha Surveillance LLC, as Operating Advisor. INTRODUCTORY STATEMENT Terms not defined in this Introductory Statement shall have the meanings specified in Article 1 hereof. Reference is made to that certain ten year, interest-only, fixed-rate mortgage loan (the “Mortgage Loan”), evidenced by three promissory notes (the “Notes”). The Mortgage Loan was originated by Column Financial, Inc. (the “Sponsor”) pursuant to that certain Loan Agreement, dated as of January 21, 2020 (the “Loan Agreement”), by and among the Sponsor and Westchester Mall, LLC (the “Loan Borrower”). As of the Cut-off Date, the aggregate outstanding principal balance of the Mortgage Loan was $400,000,000. The Mortgage Loan consists of (a) a portion that has an unpaid principal balance as of the Cut-off Date of $193,000,000, and is evidenced by Promissory Note A-1 (as the same may hereafter be amended, restated, replaced, extended, renewed, supplemented, consolidated, severed, split or otherwise modified, “Note A-1”), (b) a portion that has an unpaid principal balance as of the Cut-off Date of $57,000,000, and is evidenced by Promissory Note B (as the same may hereafter be amended, restated, replaced, extended, renewed, supplemented, consolidated, severed, split or otherwise modified, “Note B” and together with Note A-1, the “Trust Loan Notes”), (c) a portion that has an aggregate unpaid principal balance as of the Cut-off Date of $75,000,000, and is evidenced by Promissory Note A-2 (as the same may hereafter be amended, restated, replaced, extended, renewed, supplemented, severed, split or otherwise modified, “Note A-2”) and (d) a portion that has an aggregate unpaid principal balance as of the Cut-off Date of $75,000,000, and is evidenced by Promissory Note A-3 (as the same may hereafter be amended, restated, replaced, extended, renewed, supplemented, severed, split or otherwise modified, “Note A-3”, and together with Note A-2, the “Companion Loan Notes”). Note A-1, Note A-2 and Note A-3 are collectively referred to herein as the “A-Notes” and, each, as an “A-Note”. Note B is referred to herein as the “B-Note”. The Trust Loan Notes and the Companion Loan Notes are collectively referred to herein as the “Notes” and, each, as a “Note”. As of the Cut-off Date, the aggregate outstanding principal balance of Note A-1 and Note B is $250,000,000 (the “Trust Loan”). As of the Cut-off Date, the aggregate outstanding principal balance of Note A-2 and Note A-3 is $150,000,000 (the “Companion Loan”). On or prior to the Closing Date, the Sponsor sold the Trust Loan to the Depositor pursuant to a Trust Loan Purchase and Sale Agreement, dated as of February 1, 2020, by and between the Sponsor and the Depositor (the “Loan Purchase Agreement”). As of the Closing Date, Note A-1 and the B-Note shall be held by the Trust, and Note A-2 and Note A-3 were held by the Sponsor. The relative rights of the respective lenders in respect of the Mortgage Loan are set forth in a co-lender agreement dated as of February 1, 2020 (as amended, restated, supplemented or otherwise modified from time to time, the “Co-Lender Agreement”), by and between the initial holders of the A-Notes and the initial holder of the B-Note. From and after the Closing Date, the entire Mortgage Loan is to be serviced and administered in accordance with this Agreement. As provided for herein, the Certificate Administrator shall elect or shall cause elections to be made to treat designated portions of the Trust Fund for federal income tax purposes as two separate real estate mortgage investment conduits (the “Upper-Tier REMIC” and the “Lower-Tier REMIC” and, each, a “Trust REMIC”). Each Class of Regular Certificates will represent a single Class of “regular interests” in the Upper-Tier REMIC, as further described herein. Each Class of Uncertificated Lower-Tier Interests will represent a single class of “regular interests” in the Lower-Tier REMIC as further described herein. The Class R Certificates will evidence the sole Class of “residual interests” in each of the Upper-Tier REMIC and Lower-Tier REMIC for purposes of the REMIC Provisions under federal income tax law. In exchange for the Trust Loan and the Uncertificated Lower-Tier Interests, the Trust shall issue to the Depositor all the Class A, Class X, Class B, Class C, Class D, Class HRR and Class R Certificates (collectively, the “Certificates”), which Certificates in the aggregate shall evidence the entire beneficial interest in the Trust Fund. The Trust Fund consists principally of the Trust Loan Notes, the Mortgage and related Loan Documents (exclusive of the rights of the Companion Loan Holders thereunder) and all payments under, and proceeds of, the Trust Loan on and after the Cut-off Date. The Depositor intends to sell the Certificates to the Initial Purchaser in an offering exempt from the registration requirements of the federal securities laws. UPPER-TIER REMIC As further described in Section 13.01 Amendment 428 Section 13.02 Recordation 2.11, the Class A, Class X, Class B, Class C, Class D and Class HRR Certificates will evidence “regular interests” in the Upper-Tier REMIC created hereunder. The Class UT-R Interest will constitute the sole Class of Agreement; Counterparts 433 Section 13.03 Limitation on Rights “residual interests” in the Upper-Tier REMIC created hereunder, and will be evidenced by the Class R Certificates. The following table sets forth the class designation, the Pass-Through Rate and the aggregate initial Certificate Balance (the “Initial Certificate Balance”) or Notional Amount (“Initial Notional Amount”), as applicable, for each Class of Certificateholders 433 Section 13.04 Governing Law; Submission to Jurisdiction; Waiver of Jury Trial 434 Section 13.05 Notices 435 Section 13.06 Severability of Provisions 440 Section 13.07 Grant of a Security Certificates and the Class UT-R Interest 440 Section 13.08 Successors and Assigns; Third Party Beneficiaries 441comprising the interests in the Upper-Tier REMIC created hereunder: Class Designation Approximate Initial Pass-Through Rate (per annum) Initial Certificate Balance or Initial Notional Amount Class A 3.04030% $160,200,000 Class X 0.19174%(1) $160,200,000 Class B 3.23204%(2) $23,500,000 Class C 3.23204%(2) $27,000,000 Class D 3.23204%(2) $19,600,000 Class HRR 3.23204%(2) $19,700,000 Class UT-R None(3) None(3)

EXCHANGE ACT REPORTING AND REGULATION AB COMPLIANCE. Section 11.01 13.1 Intent of the Parties; Reasonableness 390 385 Section 11.02 Succession; Subcontractors 391 13.2 Information to be Provided by the Master Servicer, the Special Servicer, the Custodian, any Primary Servicer and the Certificate Administrator 386 Section 11.03 13.3 Filing Obligations 392 388 Section 11.04 13.4 Form 10-D and Form ABS-EE Filings 393 388 Section 11.05 13.5 Form 10-K Filings 397 Filing 390 Section 11.06 13.6 Xxxxxxxx-Xxxxx Certification 400 393 Section 11.07 13.7 Form 8-K Filings 401 394 Section 11.08 Form 15 Filing 403 13.8 Suspension of Exchange Act Filings; Incomplete Exchange Act Filings; Amendments to Exchange Act Reports 396 Section 11.09 13.9 Annual Compliance Statements 403 397 Section 11.10 13.10 Annual Reports on Assessment of Compliance with Servicing Criteria 405 398 Section 11.11 13.11 Annual Independent Public Accountants’ Attestation Servicing Report 407 401 Section 11.12 13.12 Indemnification 408 402 Section 11.13 13.13 Amendments 411 404 Section 11.14 Regulation AB Notices 411 13.14 Exchange Act Report Signatures 405 Section 11.15 Certain Matters Relating to the Future Securitization of the Serviced Pari Passu Companion Loans 411 Section 11.16 Certain Matters Regarding 13.15 Significant Obligors 416 Section 11.17 Impact of Cure Period 417 405 ARTICLE XII THE ASSET REPRESENTATIONS REVIEWER Section 12.01 Asset Review 417 Section 12.02 Payment of Asset Representations Reviewer Fees and Expenses; Limitation of Liability 424 Section 12.03 Resignation of the Asset Representations Reviewer 425 Section 12.04 Restrictions of the Asset Representations Reviewer 425 Section 12.05 Termination of the Asset Representations Reviewer 425 ARTICLE XIII XIV MISCELLANEOUS PROVISIONS Section 13.01 14.1 Binding Nature of Agreement 406 Section 14.2 Entire Agreement 406 Section 14.3 Amendment 428 406 Section 13.02 14.4 GOVERNING LAW 409 Section 14.5 Notices 409 Section 14.6 Severability of Provisions 411 Section 14.7 Indulgences; No Waivers 411 Section 14.8 Headings Not to Affect Interpretation 412 Section 14.9 Benefits of Agreement 412 Section 14.10 Reserved 412 Section 14.11 Counterparts 412 Section 14.12 Intention of Parties 412 Section 14.13 Recordation of Agreement; Counterparts 433 Agreement 414 Section 13.03 14.14 Rating Agency Surveillance Fees 414 Section 14.15 Waiver of Jury Trial 414 Section 14.16 Submission to Jurisdiction 414 Section 14.17 Limitation on Rights of Certificateholders 433 Holders 415 Section 13.04 Governing Law; Submission to Jurisdiction; Waiver 14.18 Acts of Jury Trial 434 Section 13.05 Notices 435 Section 13.06 Severability Holders of Provisions 440 Section 13.07 Grant of a Security Interest 440 Section 13.08 Successors and Assigns; Third Party Beneficiaries 441Certificates 416 Page

EXCHANGE ACT REPORTING AND REGULATION AB COMPLIANCE. Section 11.01 13.1 Intent of the Parties; Reasonableness 390 354 Section 11.02 Succession; Subcontractors 391 13.2 Information to be Provided by the Master Servicer, the Special Servicer, the Custodian, any Primary Servicer and the Certificate Administrator 354 Section 11.03 13.3 Filing Obligations 392 357 Section 11.04 13.4 Form 10-D and Form ABS-EE Filings 393 357 Section 11.05 13.5 Form 10-K Filings 397 Filing 359 Section 11.06 Xxxxxxxx13.6 Sxxxxxxx-Xxxxx Certification 400 361 Section 11.07 13.7 Form 8-K Filings 401 362 Section 11.08 Form 15 Filing 403 13.8 Suspension of Exchange Act Filings; Incomplete Exchange Act Filings; Amendments to Exchange Act Reports 364 Section 11.09 13.9 Annual Compliance Statements 403 365 Section 11.10 13.10 Annual Reports on Assessment of Compliance with Servicing Criteria 405 367 Section 11.11 13.11 Annual Independent Public Accountants’ Attestation Servicing Report 407 369 Section 11.12 13.12 Indemnification 408 371 Section 11.13 13.13 Amendments 411 372 Section 11.14 Regulation AB Notices 411 13.14 Exchange Act Report Signatures 372 Section 11.15 Certain Matters Relating to the Future Securitization of the Serviced Pari Passu Companion Loans 411 Section 11.16 Certain Matters Regarding 13.15 Significant Obligors 416 Section 11.17 Impact of Cure Period 417 372 ARTICLE XII THE ASSET REPRESENTATIONS REVIEWER Section 12.01 Asset Review 417 Section 12.02 Payment of Asset Representations Reviewer Fees and Expenses; Limitation of Liability 424 Section 12.03 Resignation of the Asset Representations Reviewer 425 Section 12.04 Restrictions of the Asset Representations Reviewer 425 Section 12.05 Termination of the Asset Representations Reviewer 425 ARTICLE XIII XIV MISCELLANEOUS PROVISIONS Section 13.01 14.1 Binding Nature of Agreement 374 Section 14.2 Entire Agreement 374 Section 14.3 Amendment 428 375 Section 13.02 14.4 GOVERNING LAW 377 Section 14.5 Notices 377 Section 14.6 Severability of Provisions 379 Section 14.7 Indulgences; No Waivers 379 Section 14.8 Headings Not to Affect Interpretation 379 Section 14.9 Benefits of Agreement 379 Section 14.10 Reserved 380 Section 14.11 Counterparts 380 Section 14.12 Intention of Parties 380 Section 14.13 Recordation of Agreement; Counterparts 433 Agreement 381 Section 13.03 14.14 Rating Agency Surveillance Fees 381 Section 14.15 Waiver of Jury Trial 381 Section 14.16 Submission to Jurisdiction 382 Section 14.17 Limitation on Rights of Certificateholders 433 Holders 382 Section 13.04 Governing Law; Submission to Jurisdiction; Waiver 14.18 Acts of Jury Trial 434 Holders of Certificates 383 Section 13.05 Notices 435 14.19 PNC Bank, National Association 385 Section 13.06 Severability 14.20 Precautionary Trust Indenture Act Provisions 385 Section 14.21 Limitation on Liability of Provisions 440 Section 13.07 Grant of a Security Interest 440 Section 13.08 Successors the Depositor and Assigns; Third Party Beneficiaries 441Others 385

EXCHANGE ACT REPORTING AND REGULATION AB COMPLIANCE. Section 11.01 Intent of the Parties; Reasonableness 390 356 Section 11.02 Succession[Reserved.] 357 Section 11.03 Sub-Servicers; Subcontractors 391 and Agents 357 Section 11.03 11.04 [Reserved] 358 Section 11.05 Information to be Provided by the Trustee 358 Section 11.06 Filing Obligations 392 358 Section 11.04 11.07 Form 10-D and Form ABS-EE Filings 393 359 Section 11.05 11.08 Form 10-K Filings 397 361 Section 11.06 11.09 Xxxxxxxx-Xxxxx Certification 400 364 Section 11.07 11.10 Form 8-K Filings 401 365 Section 11.08 Form 15 Filing 403 11.11 Suspension of Exchange Act Filings; Incomplete Exchange Act Filings; Amendments to Exchange Act Reports 367 Section 11.09 11.12 Annual Compliance Statements 403 368 Section 11.10 11.13 Annual Reports on Assessment of Compliance with Servicing Criteria 405 369 Section 11.11 11.14 Annual Independent Public Accountants’ Attestation Servicing Report 407 Section 11.12 Indemnification 408 Section 11.13 Amendments 411 Section 11.14 Regulation AB Notices 411 371 Section 11.15 Certain Matters Relating to the Future Securitization of the Serviced Pari Passu Companion Loans 411 Exchange Act Reporting Indemnification 372 Section 11.16 Certain Matters Regarding Significant Obligors 416 Amendments 374 Section 11.17 Impact Exchange Act Report Signatures; Delivery of Cure Period 417 ARTICLE XII THE ASSET REPRESENTATIONS REVIEWER Notices; Interpretation of Grace Periods 374 Section 12.01 Asset Review 417 Section 12.02 Payment of Asset Representations Reviewer Fees and Expenses; Limitation of Liability 424 Section 12.03 Resignation of the Asset Representations Reviewer 425 Section 12.04 Restrictions of the Asset Representations Reviewer 425 Section 12.05 11.18 Termination of the Asset Representations Reviewer 425 Certificate Administrator 376 ARTICLE XIII XII MISCELLANEOUS PROVISIONS Section 13.01 12.01 Amendment 428 376 Section 13.02 12.02 Recordation of Agreement; Counterparts 433 379 Section 13.03 12.03 Limitation on Rights of Certificateholders 433 379 Section 13.04 12.04 Governing Law; Submission to Jurisdiction; Waiver of Jury Trial 434 Law 380 Section 13.05 12.05 Notices 435 380 Section 13.06 12.06 Communications by Electronic Mail 381 Section 12.07 Severability of Provisions 440 382 Section 13.07 Grant of a Security Interest 440 Section 13.08 12.08 Successors and Assigns; Third Party Beneficiaries 441382 Section 12.09 Article and Section Headings 382 Section 12.10 Notices to Subordinate Class Representative 382 Section 12.11 Complete Agreement 382 EXHIBITS EXHIBIT A-1 Form of Certificates (other than Class R Certificates) EXHIBIT A-2 Form of Class R Certificates EXHIBIT B Letters of Representation Between Issuer and Initial Depository EXHIBIT C-1A Form of Transferor Certificate (For Use in Connection With Transfers of Non-Registered Certificates to Non-QIB Accredited Investors) EXHIBIT C-1B Form of Transferee Certificate (For Use in Connection with Transfers of Non-Registered Certificates to Non-QIB Accredited Investors) EXHIBIT C-2A Form of Transferor Certificate (For Use in Connection with Transfers of Non-Registered Certificates to QIBs) EXHIBIT C-2B Form of Transferee Certificate (For Use in Connection with Transfers of Non-Registered Certificates to QIBs) EXHIBIT C-3A Form of Transferor Certificate (For Use in Connection with Transfers of Non-Registered Certificates Under Regulation S) EXHIBIT C-3B Form of Transferee Certificate (For Use in Connection with Transfers of Non-Registered Certificates Under Regulation S) EXHIBIT D-1 Form of Transferee Certificate in Connection with ERISA (Non-Investment Grade Certificates Held in Physical Form) EXHIBIT D-2 Form of Transferee Certificate in Connection with ERISA (Certificates Held in Book-Entry Form) EXHIBIT E-1 Form of Transfer Affidavit and Agreement for Transfers of Class R Certificates EXHIBIT E-2 Form of Transferor Certificate for Transfers of Class R Certificates EXHIBIT F-1 Form of Master Servicer Request for Release EXHIBIT F-2 Form of Special Servicer Request for Release EXHIBIT F-3A Form of Transferor Certificate for Transfer of the Excess Servicing Fee Rights EXHIBIT F-3B Form of Transferee Certificate for Transfer of the Excess Servicing Fee Rights EXHIBIT G-1 Form of Distribution Date Statement EXHIBIT G-2 Minimum Information for Distribution Date Statement EXHIBIT H [Reserved] EXHIBIT I-1 Form of Notice and Acknowledgment Concerning Replacement of Special Servicer EXHIBIT I-2 Form of Acknowledgment of Proposed Special Servicer EXHIBIT J Form of UCC-1 Financing Statement EXHIBIT K-1 Form of Investor Certification for Non-Borrower Affiliates EXHIBIT K-2 Form of Investor Certification for Borrower Affiliates EXHIBIT K-3 Form of Investor Confidentiality Agreement EXHIBIT K-4 Form of Notice of Mezzanine Collateral Foreclosure EXHIBIT L-1 Form of Power of Attorney by Trustee for Master Servicer EXHIBIT L-2 Form of Power of Attorney by Trustee for Special Servicer EXHIBIT M Form of Final Certification of Custodian EXHIBIT N Form of Defeasance Certification EXHIBIT O-1 Form of Trust Advisor Annual Report (Subordinate Control Period) EXHIBIT O-2 Form of Trust Advisor Annual Report (Collective Consultation Period and Senior Consultation Period) EXHIBIT O-3 Form of Notice from Trust Advisor Recommending Replacement of Special Servicer EXHIBIT P Form of NRSRO Certification EXHIBIT Q Form of Online Vendor Certification EXHIBIT R Additional Disclosure Notification EXHIBIT S-1 Form of Trustee Backup Certification EXHIBIT S-2 Form of Custodian Backup Certification EXHIBIT S-3 Form of Certificate Administrator Backup Certification EXHIBIT S-4 Form of Master Servicer Backup Certification EXHIBIT S-5 Form of Special Servicer Backup Certification EXHIBIT S-6 Form of Trust Advisor Backup Certification EXHIBIT T Form of Xxxxxxxx-Xxxxx Certification EXHIBIT U Form of Outside Master Servicer Notice EXHIBIT V Form of Notice of Exchange of Exchangeable Certificates EXHIBIT W Form of Intercreditor Agreement and Subordination Agreement for Co-op Mortgage Loans SCHEDULES SCHEDULE I Mortgage Loan Schedule SCHEDULE II Schedule of Exceptions to Mortgage File Delivery (under Section 2.02(a)) SCHEDULE III Servicing Criteria to be Addressed in Assessment of Compliance SCHEDULE IV Designated Sub-Servicers SCHEDULE V Additional Form 10-D Disclosure SCHEDULE VI Additional Form 10-K Disclosure SCHEDULE VII Form 8-K Disclosure Information SCHEDULE VIII [Reserved] SCHEDULE IX Schedule of Initial Serviced Pari Passu Companion Loan Holder(s) This Pooling and Servicing Agreement (this “Agreement”), is dated and effective as of [______], 20[__], among SG COMMERCIAL MORTGAGE SECURITIES, LLC, as Depositor, [MASTER SERVICER], as Master Servicer, [SPECIAL SERVICER], as Special Servicer, [TRUST ADVISOR], as Trust Advisor, [[CERTIFICATE ADMINISTRATOR], as Certificate Administrator and Custodian] and [TRUSTEE], as Trustee. PRELIMINARY STATEMENT: (Terms used but not defined in this Preliminary Statement shall have the meanings specified in Article I hereof) The Depositor intends to sell pass-through certificates to be issued hereunder in multiple classes which in the aggregate will evidence the entire beneficial ownership interest in the Trust Fund consisting primarily of the Mortgage Loans. As provided herein, the [trustee][certificate administrator] will elect that two segregated portions of the Trust Fund be treated for federal income tax purposes as two separate REMICs (each, a “Trust REMIC” or, in the alternative, the “Upper-Tier REMIC” and the “Lower-Tier REMIC”). The Class [A-1], Class [A-2], Class [X-A], Class [X-B], Class [B], Class [C], Class [D], Class [E], Class [F] and Class [G] Certificates will each represent a single class of “regular interests” in the Upper-Tier REMIC and the Upper-Tier Residual Interest will represent the sole class of “residual interests” in the Upper-Tier REMIC. [There are also [8] classes of uncertificated Lower-Tier Regular Interests issued under this Agreement (the Class [LA-1], Class [LA-2], Class [LB], Class [LC], Class [LD], Class [LE], Class [LF] and Class [LG] Interests), each of which will a single class of “regular interests” in the Lower-Tier REMIC, and the Lower-Tier Residual Interest will represent the sole class of “residual interests” in the Lower-Tier REMIC.] The Lower-Tier Regular Interests will be held by the Trustee as assets of the Upper-Tier REMIC. The Class R Certificates will represent the Lower-Tier Residual Interest and the Upper-Tier Residual Interest. UPPER-TIER REMIC Related Certificate Approximate Initial Pass-Through Rate (per annum) Original Certificate Principal Amount / Original Notional Amount(1) Class [A-1] [_____]% $ [_____] Class [A-2] [_____]% $ [_____] Class [EC](2)] [_____]% $ [_____] Class [X-A] [_____]%(3) $ [_____] Class [X-B] [_____]%(3) $ [_____] Class [B] [_____]% $ [_____] Class [C] [_____]% $ [_____] Class [D] [_____]% $ [_____] Class [E] [_____]% $ [_____] Class [F] [_____]% $ [_____] Class [G] [_____]% $ [_____] Class [R] [_____]% $ [_____] The following table sets forth the designation, the approximate pass-through rate (the “Pass-Through Rate”), the aggregate initial principal amount (the “Original Certificate Principal Amount”) or Notional Amount (“Original Notional Amount”), as applicable, and the initial ratings given each Class by the Rating Agencies (the “Original Ratings”) for each Class of Certificates comprising the interests in the Upper-Tier REMIC created hereunder “Amount”) or notional amount (“Original Notional Amount”), as applicable, for each Class of Certificates comprising the interests in the Upper-Tier REMIC created hereunder: _______________________

EXCHANGE ACT REPORTING AND REGULATION AB COMPLIANCE. Section 11.01 Intent of the Parties; Reasonableness 390 292 Section 11.02 Succession; Subcontractors 391 [Reserved.] 292 Section 11.03 Information to be Provided by the Master Servicer and the Special Servicer 293 Section 11.04 Information to be Provided by the Trustee 293 Section 11.05 Filing Obligations 392 293 Section 11.04 11.06 Form 10-D and Form ABS-EE Filings 393 295 Section 11.05 11.07 Form 10-K Filings 397 297 Section 11.06 11.08 Xxxxxxxx-Xxxxx Certification 400 300 Section 11.07 11.09 Form 8-K Filings 401 301 Section 11.08 Form 15 Filing 403 11.10 Suspension of Exchange Act Filings; Incomplete Exchange Act Filings; Amendments to Exchange Act Reports 302 Section 11.09 11.11 Annual Compliance Statements 403 303 Section 11.10 11.12 Annual Reports on Assessment of Compliance with Servicing Criteria 405 304 Section 11.11 11.13 Annual Independent Public Accountants’ Attestation Servicing Report 407 Section 11.12 Indemnification 408 Section 11.13 Amendments 411 306 Section 11.14 Regulation AB Notices 411 Exchange Act Reporting Indemnification 307 Section 11.15 Certain Matters Relating to the Future Securitization of the Serviced Pari Passu Companion Loans 411 Amendments 308 Section 11.16 Certain Matters Regarding Significant Obligors 416 Exchange Act Report Signatures; Delivery of Notices; Interpretation of Grace Periods 309 Section 11.17 Impact of Cure Period 417 ARTICLE XII THE ASSET REPRESENTATIONS REVIEWER Section 12.01 Asset Review 417 Section 12.02 Payment of Asset Representations Reviewer Fees and Expenses; Limitation of Liability 424 Section 12.03 Resignation of the Asset Representations Reviewer 425 Section 12.04 Restrictions of the Asset Representations Reviewer 425 Section 12.05 Termination of the Asset Representations Reviewer 425 Certificate Administrator 310 ARTICLE XIII XII MISCELLANEOUS PROVISIONS Section 13.01 12.01 Amendment 428 311 Section 13.02 12.02 Recordation of Agreement; Counterparts 433 313 Section 13.03 12.03 Limitation on Rights of Certificateholders 433 313 Section 13.04 12.04 Governing Law; Submission to Jurisdiction; Waiver of Jury Trial 434 Law 314 Section 13.05 12.05 Notices 435 314 Section 13.06 12.06 Severability of Provisions 440 315 Section 13.07 Grant of a Security Interest 440 Section 13.08 12.07 Successors and Assigns; Third Party Beneficiaries 441316 Section 12.08 Article and Section Headings 316 Section 12.09 Notices to Subordinate Class Representative 316 Section 12.10 Complete Agreement 316 Section 12.11 PNC Bank, National Association 316 EXHIBITS EXHIBIT A-1 Form of Certificates (other than Class R Certificates) EXHIBIT A-2 Form of Class R Certificates EXHIBIT B Letters of Representations Among Depositor, Certificate Administrator and Initial Depository EXHIBIT C-1A Form of Transferor Certificate (For Use in Connection With Transfers to Non-QIB Accredited Investors) EXHIBIT C-1B Form of Transferee Certificate (For Use in Connection with Transfers of Non-Registered Certificates to Non-QIB Accredited Investors) EXHIBIT C-2A Form of Transferor Certificate (For Use in Connection with Transfers of Non-Registered Certificates to QIBs) EXHIBIT C-2B Form of Transferee Certificate (For Use in Connection with Transfers of Non-Registered Certificates to QIBs) EXHIBIT C-3A Form of Transferor Certificate (For Use in Connection with Transfers of Non-Registered Certificates Under Regulation S) EXHIBIT C-3B Form of Transferee Certificate (For Use in Connection with Transfers of Non-Registered Certificates Under Regulation S) EXHIBIT D-1 Form of Transferee Certificate in Connection with ERISA (Non-Investment Grade Certificates Held in Physical Form) EXHIBIT D-2 Form of Transferee Certificate in Connection with ERISA (Certificates Held in Book-Entry Form) EXHIBIT E-1 Form of Transfer Affidavit and Agreement for Transfers of Class R Certificates EXHIBIT E-2 Form of Transferor Certificate for Transfers of Class R Certificates EXHIBIT F-1 Form of Master Servicer Request for Release EXHIBIT F-2 Form of Special Servicer Request for Release EXHIBIT F-3A Form of Transferor Certificate for Transfer of the Excess Servicing Fee Rights EXHIBIT F-3B Form of Transferee Certificate for Transfer of the Excess Servicing Fee Rights EXHIBIT G-1 Form of Distribution Date Statement EXHIBIT G-2 Minimum Information for Distribution Date Statement EXHIBIT H [Reserved] EXHIBIT I-1 Form of Notice and Acknowledgment Concerning Replacement of Special Servicer EXHIBIT I-2 Form of Acknowledgment of Proposed Special Servicer EXHIBIT J Form of UCC-1 Financing Statement EXHIBIT K-1 Form of Investor Certification for Non-Borrower Affiliates EXHIBIT K-2 Form of Investor Certification for Borrower Affiliates EXHIBIT K-3 Form of Investor Confidentiality Agreement EXHIBIT L Form of Power of Attorney by Trustee EXHIBIT M Form of Final Certification of Custodian EXHIBIT N Form of Defeasance Certification EXHIBIT O-1 Form of Trust Advisor Annual Report (Subordinate Control Period) EXHIBIT O-2 Form of Trust Advisor Annual Report (Collective Consultation Period and Senior Consultation Period) EXHIBIT O-3 Form of Notice from Trust Advisor Recommending Replacement of Special Servicer EXHIBIT P Form of NRSRO Certification EXHIBIT Q Form of Online Vendor Certification EXHIBIT R Additional Disclosure Notification EXHIBIT S-1 Form of Trustee Backup Certification EXHIBIT S-2 Form of Custodian Backup Certification EXHIBIT S-3 Form of Certificate Administrator Backup Certification EXHIBIT S-4 Form of Master Servicer Backup Certification EXHIBIT S-5 Form of Special Servicer Backup Certification EXHIBIT S-6 Form of Trust Advisor Backup Certification EXHIBIT T [Reserved] EXHIBIT U [Reserved] EXHIBIT V Form of Sarbanes Oxley Certification SCHEDULES SCHEDULE I Mortgage Loan Schedule SCHEDULE II Schedule of Exceptions to Mortgage File Delivery (under Section 2.02(a)) SCHEDULE III Servicing Criteria to be Addressed in Assessment of Compliance SCHEDULE IV [Reserved] SCHEDULE V Additional Form 10-D Disclosure SCHEDULE VI Additional Form 10-K Disclosure SCHEDULE VII Form 8-K Disclosure Information SCHEDULE VIII Initial NOI Information for The Domain Mortgage Loan This Pooling and Servicing Agreement (this “Agreement”), is dated and effective as of November 1, 2011, among XXXXX FARGO COMMERCIAL MORTGAGE SECURITIES, INC., as Depositor, XXXXX FARGO BANK, NATIONAL ASSOCIATION, as Master Servicer, MIDLAND LOAN SERVICES, A DIVISION OF PNC BANK, NATIONAL ASSOCIATION, as Special Servicer, TRIMONT REAL ESTATE ADVISORS, INC., as Trust Advisor, XXXXX FARGO BANK, NATIONAL ASSOCIATION, as Certificate Administrator, as Tax Administrator and as Custodian, and DEUTSCHE BANK TRUST COMPANY AMERICAS, as Trustee.

EXCHANGE ACT REPORTING AND REGULATION AB COMPLIANCE. Section 11.01 11.1. Intent of the Parties; Reasonableness 390 194 Section 11.02 11.2. Succession; Sub-Servicers; Subcontractors 391 194 Section 11.03 11.3. Other Securitization Trust’s Filing Obligations 392 196 Section 11.04 11.4. Form 10-D and Form ABS-EE Filings 393 Disclosure 196 Section 11.05 11.5. Form 10-K Filings 397 Disclosure 197 Section 11.06 Xxxxxxxx-Xxxxx Certification 400 Section 11.07 11.6. Form 8-K Filings 401 Disclosure 197 Section 11.08 Form 15 Filing 403 Section 11.09 11.7. Annual Compliance Statements 403 198 Section 11.10 11.8. Annual Reports on Assessment of Compliance with Servicing Criteria 405 199 Section 11.11 11.9. Annual Independent Public Accountants’ Attestation Servicing Report 407 200 Section 11.12 11.10. Significant Obligor 201 Section 11.11. Xxxxxxxx-Xxxxx Backup Certification 202 Section 11.12. Indemnification 408 203 Section 11.13 11.13. Amendments 411 204 Section 11.14 Regulation AB Notices 411 Section 11.15 Certain Matters Relating to the Future Securitization of the Serviced Pari Passu Companion Loans 411 Section 11.16 Certain Matters Regarding Significant Obligors 416 Section 11.17 Impact of Cure Period 417 ARTICLE XII THE ASSET REPRESENTATIONS REVIEWER Section 12.01 Asset Review 417 Section 12.02 Payment of Asset Representations Reviewer Fees and Expenses; Limitation of Liability 424 Section 12.03 Resignation of the Asset Representations Reviewer 425 Section 12.04 Restrictions of the Asset Representations Reviewer 425 Section 12.05 11.14. Termination of the Asset Representations Reviewer 425 ARTICLE XIII MISCELLANEOUS PROVISIONS Certificate Administrator 204 Section 13.01 Amendment 428 11.15. Termination of Sub-Servicing Agreements 204 Section 13.02 Recordation of Agreement; Counterparts 433 Section 13.03 Limitation on Rights of Certificateholders 433 Section 13.04 Governing Law; Submission to Jurisdiction; Waiver of Jury Trial 434 Section 13.05 Notices 435 Section 13.06 Severability of Provisions 440 Section 13.07 Grant 11.16. Notification Requirements and Deliveries in Connection with Securitization of a Security Interest 440 Companion Loan 204 ARTICLE 12 REMIC ADMINISTRATION Section 13.08 Successors 12.1. REMIC Administration 206 Section 12.2. Foreclosed Property 209 Section 12.3. Prohibited Transactions and Assigns; Third Party Beneficiaries 441Activities 211 Section 12.4. Indemnification with Respect to Certain Taxes and Loss of REMIC Status 212 EXHIBITS Exhibit A-1 Form of Class A Certificates Exhibit A-2 Form of Class X-A Certificates Exhibit A-3 Form of Class B Certificates Exhibit A-4 Form of Class C Certificates Exhibit A-5 Form of Class D Certificates Exhibit A-6 Form of Class E Certificates Exhibit A-7 Form of Class R Certificates Exhibit B Form of Request for Release Exhibit C Form of Transfer Certificate for Rule 144A Global Certificate to Temporary Regulation S Global Certificate Exhibit D Form of Transfer Certificate for Rule 144A Global Certificate to Regulation S Global Certificate Exhibit E Form of Transfer Certificate for Temporary Regulation S Global Certificate to Rule 144A Global Certificate during Restricted Period Exhibit F Form of Certification to be given by Beneficial Owner of Temporary Regulation S Global Certificate Exhibit G Form of Transfer Certificate of Non-Book Entry Certificate to Temporary Regulation S Global Certificate Exhibit H Form of Transfer Certificate of Non-Book Entry Certificate to Regulation S Global Certificate Exhibit I Form of Transfer Certificate of Non-Book Entry Certificate to Rule 144A Global Certificate Exhibit J-1 Investment Representation Letter Exhibit J-2 Form of Affidavit Pursuant to Section 860E(e) of the Internal Revenue Code of 1986 Exhibit J-3 Form of Transferor Letter Exhibit K-1 Form of Investor Certification for Non-Borrower Related Parties Exhibit K-2 Form of Investor Certification for Borrower Related Parties Exhibit K-3 Form of Investor Certification for Exercising Voting Rights Exhibit L Applicable Servicing Criteria Exhibit M [Reserved] Exhibit N Form of Power of Attorney Exhibit O Form of ERISA Representation Letter Exhibit P Form of Notice to Parties of a Control Termination Event / Consultation Termination Event Exhibit Q Form of Online Vendor Certification Exhibit R Additional Form 10-D Disclosure Exhibit S Additional Form 10-K Disclosure Exhibit T Form 8-K Disclosure Information Exhibit U Additional Disclosure Notification Exhibit V Initial Sub-Servicers Exhibit W Form of Back-up Certification Exhibit X Form of NRSRO Certification Exhibit Y-1 Form of Transferor Certificate for Transfer of the Excess Servicing Fee Rights Exhibit Y-2 Form of Transferee Certificate for Transfer of the Excess Servicing Fee Rights THIS TRUST AND SERVICING AGREEMENT (“Agreement”) is dated as of December 6, 2016, among GS Mortgage Securities Corporation II, as Depositor, Midland Loan Services, a Division of PNC Bank, National Association, as Servicer, AEGON USA Realty Advisors, LLC, as Special Servicer, and Xxxxx Fargo Bank, National Association, as Certificate Administrator and Trustee. INTRODUCTORY STATEMENT Terms not defined in this Introductory Statement shall have the meanings specified in Article 1 hereof. Reference is made to that certain 10-year and one month mortgage loan (the “Whole Loan”), evidenced by six promissory notes (the “Notes”). The Whole Loan was co-originated by Xxxxxxx Sachs Mortgage Company (“GSMC”) and Deutsche Bank AG, New York Branch (“DBNY”, and together with GSMC, the “Originators”), pursuant to that certain Loan Agreement, dated as of December 2, 2016 (the “Loan Agreement”), by and among the Originators and 350 Park EAT LLC (the “Loan Borrower”). As of the Cut-off Date, the aggregate outstanding principal balance of the Whole Loan was $400,000,000. The Whole Loan consists of (a) a portion that has an unpaid principal balance as of the Cut-off Date of $233,332,000 (the “Trust Loan”), and is evidenced by Promissory Note A-1 (as the same may hereafter be amended, restated, replaced, extended, renewed, supplemented, consolidated, severed, split or otherwise modified, “Note A-1”), Promissory Note A-3 (as the same may hereafter be amended, restated, replaced, extended, renewed, supplemented, consolidated, severed, split or otherwise modified, “Note A-3” and, together with Note A-1, the “Trust A Notes”), Promissory Note B-1 (as the same may hereafter be amended, restated, replaced, extended, renewed, supplemented, consolidated, severed, split or otherwise modified “Note B-1”) and Promissory Note B-2 (as the same may hereafter be amended, restated, replaced, extended, renewed, supplemented, consolidated, severed, split or otherwise modified, “Note B-2” and, together with Note B-1, the “B Notes” and, together with the Trust A Notes, the “Trust Notes”), and (b) a portion that has an unpaid principal balance as of the Cut-off Date of $166,668,000 (the “Companion Loans”), and is evidenced by Promissory Notes A-2 and A-4 (as the same may hereafter be amended, restated, replaced, extended, renewed, supplemented, consolidated, severed, split or otherwise modified, the “Companion Loan Notes” and, together with the Trust A Notes, the “A Notes”). The Trust A Notes, the B Notes and the Companion Loan Notes are collectively referred to herein as the “Notes” and, each, as a “Note”. German American Capital Corporation (“GACC”) acquired from DBNY its respective percentage interest in the Whole Loan on or before the Closing Date. On or prior to the Closing Date, each of GSMC and GACC (each in such capacity, a “Loan Seller” and collectively, the “Loan Sellers”) each sold their respective interest in the Trust Loan to the Depositor pursuant to a Mortgage Loan Purchase and Sale Agreement, dated as of the date hereof, by and among the Loan Sellers and the Depositor (the “Loan Purchase Agreement”). As of the Closing Date, Note A-2 was held by GSMC and Note A-4 was held by GACC. The relative rights of the respective lenders in respect of the Whole Loan are set forth in a co-lender agreement dated as of December 2, 2016 (as amended, restated, supplemented or otherwise modified from time to time, the “Co-Lender Agreement”), between the holders of the Notes related to the Trust Loan and the holders of the Companion Loan Notes. From and after the Closing Date, the entire Whole Loan is to be serviced and administered in accordance with this Agreement. As provided for herein, the Certificate Administrator shall elect or shall cause elections to be made to treat designated portions of the Trust Fund for federal income tax purposes as two separate real estate mortgage investment conduits (the “Upper-Tier REMIC” and the “Lower-Tier REMIC” and, each, a “REMIC”). Each Class of Regular Certificates will represent a single Class of “regular interests” in the Upper-Tier REMIC, as further described herein. Each Class of Uncertificated Lower-Tier Interests will represent a single class of “regular interests” in the Lower-Tier REMIC as further described herein. The Class R Certificates will evidence the sole Class of “residual interests” in each of the Upper-Tier REMIC and Lower-Tier REMIC for purposes of the REMIC Provisions under federal income tax law. In exchange for the Trust Loan and the Uncertificated Lower-Tier Interests, the Trust will issue to the Depositor the Class A, Class X-A, Class B, Class C, Class D, Class E and Class R Certificates (collectively, the “Certificates”), which Certificates in the aggregate will evidence the entire ownership interest in the Trust. The Trust Fund consists principally of the Trust Loan, the Loan Documents (exclusive of the rights of the Companion Loan Holders thereunder) and all payments under, and proceeds of, the Trust Loan following the Cut-off Date. The Depositor intends to sell the Certificates to the Initial Purchasers in an offering exempt from the registration requirements of the federal securities laws.

EXCHANGE ACT REPORTING AND REGULATION AB COMPLIANCE. Section 11.01 11.1. Intent of the Parties; Reasonableness 390 221 Section 11.02 11.2. Succession; Sub-Servicers; Subcontractors 391 222 Section 11.03 11.3. Other Securitization Trust’s Filing Obligations 392 224 Section 11.04 11.4. Form 10-D and Form ABS-EE Filings 393 Disclosure 224 Section 11.05 11.5. Form 10-K Filings 397 Disclosure 224 Section 11.06 Xxxxxxxx-Xxxxx Certification 400 Section 11.07 11.6. Form 8-K Filings 401 Disclosure 225 Section 11.08 Form 15 Filing 403 Section 11.09 11.7. Annual Compliance Statements 403 226 Section 11.10 11.8. Annual Reports on Assessment of Compliance with Servicing Criteria 405 226 Section 11.11 11.9. Annual Independent Public Accountants’ Attestation Servicing Report 407 228 Section 11.12 11.10. Significant Obligor 229 Section 11.11. Xxxxxxxx-Xxxxx Backup Certification 230 Section 11.12. Indemnification 408 230 Section 11.13 11.13. Amendments 411 231 Section 11.14 Regulation AB Notices 411 11.14. Termination of the Certificate Administrator 231 Section 11.15 Certain Matters Relating to the Future 11.15. Termination of Sub-Servicing Agreements 232 Section 11.16. Notification Requirements and Deliveries in Connection with Securitization of the Serviced Pari Passu Companion Loans 411 Loan 232 ARTICLE 12 REMIC ADMINISTRATION Section 11.16 12.1. REMIC Administration 233 Section 12.2. Foreclosed Property 237 Section 12.3. Prohibited Transactions and Activities 239 Section 12.4. Indemnification with Respect to Certain Matters Regarding Significant Obligors 416 Taxes and Loss of REMIC Status 239 EXHIBITS Exhibit A-1 Form of Class A Certificates Exhibit A-2 Form of Class X-A Certificates Exhibit A-3 Form of Class X-B Certificates Exhibit A-4 Form of Class B Certificates Exhibit A-5 Form of Class C Certificates Exhibit A-6 Form of Class D Certificates Exhibit A-7 Form of Class E Certificates Exhibit A-8 Form of Class F Certificates Exhibit A-9 Form of Class G Certificates Exhibit A-10 Form of Class HRR Certificates Exhibit A-11 Form of Class R Certificates Exhibit B Form of Request for Release Exhibit C Form of Transfer Certificate for Rule 144A Global Certificate to Temporary Regulation S Global Certificate Exhibit D Form of Transfer Certificate for Rule 144A Global Certificate to Regulation S Global Certificate Exhibit E Form of Transfer Certificate for Temporary Regulation S Global Certificate to Rule 144A Global Certificate during Restricted Period Exhibit F Form of Certification to be given by Beneficial Owner of Temporary Regulation S Global Certificate Exhibit G Form of Transfer Certificate of Non-Book Entry Certificate to Temporary Regulation S Global Certificate Exhibit H Form of Transfer Certificate of Non-Book Entry Certificate to Regulation S Global Certificate Exhibit I Form of Transfer Certificate of Non-Book Entry Certificate to Rule 144A Global Certificate Exhibit J-1 Form of Investment Representation Letter Exhibit J-2 Form of Affidavit Pursuant to Section 11.17 Impact of Cure Period 417 ARTICLE XII THE ASSET REPRESENTATIONS REVIEWER Section 12.01 Asset Review 417 Section 12.02 Payment of Asset Representations Reviewer Fees and Expenses; Limitation of Liability 424 Section 12.03 Resignation 860E(e) of the Asset Representations Reviewer 425 Section 12.04 Restrictions Internal Revenue Code of 1986 Exhibit J-3 Form of Transferor Letter Exhibit J-4 Form of Transferee Certificate for Transfers of the Asset Representations Reviewer 425 Section 12.05 Termination Class HRR Certificates Exhibit J-5 Form of Transferor Certificate for Transfers of the Asset Representations Reviewer 425 ARTICLE XIII MISCELLANEOUS PROVISIONS Class HRR Certificates Exhibit J-6 Form of Request of Retaining Sponsor Consent for [Release][Transfers] of the Class HRR Certificates Exhibit K Form of Investor Certification for Exercising Voting Rights Exhibit L Applicable Servicing Criteria Exhibit M Form of NRSRO Certification Exhibit N Form of Power of Attorney Exhibit O Form of ERISA Representation Letter Exhibit P [Reserved] Exhibit Q Form of Online Vendor Certification Exhibit R-1 Form of Transferor Certificate for Transfer of the Excess Servicing Fee Rights Exhibit R-2 Form of Transferee Certificate for Transfer of the Excess Servicing Fee Rights Exhibit S Form of Operating Advisor Annual Report Exhibit T Form of Notice from Operating Advisor Recommending Replacement of Special Servicer Exhibit U Additional Form 10-D Disclosure Exhibit V Additional Form 10-K Disclosure Exhibit W Form 8-K Disclosure Information Exhibit X Form of Certificate Administrator Receipt of the Class HRR Certificates Exhibit Y Additional Disclosure Notification Exhibit Z Initial Sub-Servicers Exhibit AA Form of Back-up Certification Exhibit BB-1 Form of Investor Certification for Non- Borrower Related Party Exhibit BB-2 Form of Investor Certification for Borrower Related Party Exhibit CC Form of Custodial Certification THIS TRUST AND SERVICING AGREEMENT (“Agreement”) is dated as of November 6, 2017, among Credit Suisse Commercial Mortgage Securities Corp., as Depositor, KeyBank National Association, as Servicer, Xxxxx Financial, a Division of SunTrust Bank, as Special Servicer, U.S. Bank National Association, as Certificate Administrator, U.S. Bank National Association, as Trustee, U.S. Bank National Association, as Custodian, and Park Bridge Lender Services LLC, as Operating Advisor. INTRODUCTORY STATEMENT Terms not defined in this Introductory Statement shall have the meanings specified in Article 1 hereof. Reference is made to that certain five-year fixed-rate mortgage loan (the “Whole Loan”), evidenced by three promissory notes (the “Notes”). The Whole Loan was originated by Column Financial, Inc. (the “Sponsor”) pursuant to that certain Loan Agreement, dated as of October 26, 2017 (the “Loan Agreement”), by and among the Sponsor and CNI One Cal Plaza Owner, LLC (the “Loan Borrower”). As of the Cut-off Date, the aggregate outstanding principal balance of the Whole Loan was $300,000,000. The Whole Loan consists of (a) a portion that has an unpaid principal balance as of the Cut-off Date of $250,000,000, and is evidenced by Promissory Note A-1 (as the same may hereafter be amended, restated, replaced, extended, renewed, supplemented, consolidated, severed, split or otherwise modified, “Note A-1”) and Promissory Note B (as the same may hereafter be amended, restated, replaced, extended, renewed, supplemented, consolidated, severed, split or otherwise modified, “Note B” and together with Note A-1, the “Trust Loan Notes”), and (b) a portion that has an aggregate unpaid principal balance as of the Cut-off Date of $50,000,000, and is evidenced by Promissory Note A-2 (as the same may hereafter be amended, restated, replaced, extended, renewed, supplemented, severed, split or otherwise modified, the “Companion Loan Note”). Note A-1 and Note A-2 are collectively referred to herein as the “A-Notes” and, each, as an “A-Note”. Note B is referred to herein as the “B-Note”. The Trust Loan Notes and the Companion Loan Note are collectively referred to herein as the “Notes” and, each, as a “Note”. As of the Cut-off Date, the aggregate outstanding principal balance of Note A-1 and Note B is $250,000,000 (the “Trust Loan”). As of the Cut-off Date, the outstanding principal balance of Note A-2 is $50,000,000 (the “Companion Loan”). On or prior to the Closing Date, the Sponsor sold the Trust Loan to the Depositor pursuant to a Trust Loan Purchase and Sale Agreement, dated as of November 6, 2017, by and between the Sponsor and the Depositor (the “Loan Purchase Agreement”). The Depositor, as sole owner of the Trust Loan before its transfer to the Trust, is granting to the Trustee and directing the Trustee to hold in trust for the sole benefit of the Holders of the Class HRR Certificates pursuant to Section 13.01 Amendment 428 2.1(a) hereof, the Excess Liquidation Proceeds Option described in Section 13.02 Recordation 3.15(g) hereof. The transfer by the Depositor of the Trust Loan to the Trustee pursuant to Section 2.1(a) hereof will be subject to the rights of the Holders of the Class HRR Certificates under the Excess Liquidation Proceeds Option. As of the Closing Date, the A-Notes and the B-Note were held by the Sponsor, and Note A-2 was held by the Sponsor. The relative rights of the respective lenders in respect of the Whole Loan are set forth in a co-lender agreement dated as of November 6, 2017 (as amended, restated, supplemented or otherwise modified from time to time, the “Co-Lender Agreement; Counterparts 433 ”), by and between the initial holders of the A-Notes and the initial holder of the B-Note. From and after the Closing Date, the entire Whole Loan is to be serviced and administered in accordance with this Agreement. As provided for herein, the Certificate Administrator shall elect or shall cause elections to be made to treat designated portions of the Trust Fund for federal income tax purposes as two separate real estate mortgage investment conduits (the “Upper-Tier REMIC” and the “Lower-Tier REMIC” and, each, a “Trust REMIC”). Each Class of Regular Certificates will represent a single Class of “regular interests” in the Upper-Tier REMIC, as further described herein. Each Class of Uncertificated Lower-Tier Interests will represent a single class of “regular interests” in the Lower-Tier REMIC as further described herein. The Class R Certificates will evidence the sole Class of “residual interests” in each of the Upper-Tier REMIC and Lower-Tier REMIC for purposes of the REMIC Provisions under federal income tax law. In exchange for the Trust Loan and the Uncertificated Lower-Tier Interests, the Trust shall issue to the Depositor all the Class A, Class X-A, Class X-B, Class B, Class C, Class D, Class E, Class F, Class G, Class HRR and Class R Certificates (collectively, the “Certificates”), which Certificates in the aggregate shall evidence the entire beneficial interest in the Trust. The Trust consists principally of the Trust Loan Notes, the Mortgage and related Loan Documents (exclusive of the rights of the Companion Loan Holders thereunder), the Excess Liquidation Proceeds Option and all payments under, and proceeds of, the Trust Loan on and after the Cut-off Date (the “Trust Assets”). All of the Trust Assets other than the Excess Liquidation Proceeds Option will be designated as assets of the Lower-Tier REMIC. The Excess Liquidation Proceeds Option will not be held by either Trust REMIC, and will be held by the Trustee outside of the REMICs. The Trust Loan will be held in the Lower-Tier REMIC subject to the rights of the Holders of the Class HRR Certificates under the Excess Liquidation Proceeds Option. The Depositor intends to sell the Certificates to the Initial Purchaser in an offering exempt from the registration requirements of the federal securities laws. UPPER-TIER REMIC As further described in Section 13.03 Limitation on Rights 2.11, the Class A, Class X-A, Class X-B, Class B, Class C, Class D, Class E, Class F, Class G and Class HRR Certificates will evidence “regular interests” in the Upper-Tier REMIC created hereunder. The Class UT-R Interest will constitute the sole Class of Certificateholders 433 Section 13.04 Governing Law; Submission to Jurisdiction; Waiver “residual interests” in the Upper-Tier REMIC created hereunder, and will be evidenced by the Class R Certificates. All of Jury Trial 434 Section 13.05 Notices 435 Section 13.06 Severability the regular interests in the Lower-Tier REMIC will be held as assets of Provisions 440 Section 13.07 Grant the Upper-Tier REMIC. The following table sets forth the class designation, the Pass-Through Rate and the aggregate initial Certificate Balance (the “Initial Certificate Balance”) or Notional Amount (“Initial Notional Amount”), as applicable, for each Class of a Security Certificates and the Class UT-R Interest 440 Section 13.08 Successors and Assigns; Third Party Beneficiaries 441comprising the interests in the Upper-Tier REMIC created hereunder: Class Designation Approximate Initial Pass-Through Rate (per annum) Initial Certificate Balance or Initial Notional Amount Class A 3.43134% $72,700,000 Class X-A 0.34682%(1) $72,700,000 Class X-B 0.02412%(1) $37,100,000 Class B 3.72816%(2) $17,900,000 Class C 3.77816%(3) $19,200,000 Class D 3.77816%(3) $23,500,000 Class E 3.77816%(3) $32,000,000 Class F 3.77816%(3) $30,900,000 Class G 3.77816%(3) $39,700,000 Class HRR 3.77816%(3) $14,100,000 Class UT-R None(4) None(4)

EXCHANGE ACT REPORTING AND REGULATION AB COMPLIANCE. Section 11.01 11.1. Intent of the Parties; Reasonableness 390 219 Section 11.02 11.2. Succession; Sub-Servicers; Subcontractors 391 220 Section 11.03 11.3. Other Securitization Trust’s Filing Obligations 392 221 Section 11.04 11.4. Form 10-D and Form ABS-EE Filings 393 Disclosure 222 Section 11.05 11.5. Form 10-K Filings 397 Disclosure 222 Section 11.06 Xxxxxxxx-Xxxxx Certification 400 Section 11.07 11.6. Form 8-K Filings 401 Disclosure 223 Section 11.08 Form 15 Filing 403 Section 11.09 11.7. Annual Compliance Statements 403 223 Section 11.10 11.8. Annual Reports on Assessment of Compliance with Servicing Criteria 405 224 Section 11.11 11.9. Annual Independent Public Accountants’ Attestation Servicing Report 407 226 Section 11.12 11.10. Significant Obligor 227 Section 11.11. Xxxxxxxx-Xxxxx Backup Certification 227 Section 11.12. Indemnification 408 228 Section 11.13 11.13. Amendments 411 229 Section 11.14 Regulation AB Notices 411 11.14. Termination of the Certificate Administrator 229 Section 11.15 Certain Matters Relating to the Future 11.15. Termination of Sub-Servicing Agreements 229 Section 11.16. Notification Requirements and Deliveries in Connection with Securitization of the Serviced Pari Passu Companion Loans 411 Loan 229 ARTICLE 12 REMIC ADMINISTRATION Section 11.16 12.1. REMIC Administration 231 Section 12.2. Foreclosed Property 234 Section 12.3. Prohibited Transactions and Activities 236 Section 12.4. Indemnification with Respect to Certain Matters Regarding Significant Obligors 416 Taxes and Loss of REMIC Status 236 EXHIBITS Exhibit A-1 Form of Class A Certificates Exhibit A-2 Form of Class X Exhibit A-3 Form of Class B Certificates Exhibit A-4 Form of Class C Certificates Exhibit A-5 Form of Class D Certificates Exhibit A-6 Form of Class E Certificates Exhibit A-7 Form of Class HRR Certificates Exhibit A-8 Form of Class R Certificates Exhibit B Form of Request for Release Exhibit C Form of Transfer Certificate for Rule 144A Global Certificate to Temporary Regulation S Global Certificate Exhibit D Form of Transfer Certificate for Rule 144A Global Certificate to Regulation S Global Certificate Exhibit E Form of Transfer Certificate for Temporary Regulation S Global Certificate to Rule 144A Global Certificate during Restricted Period Exhibit F Form of Certification to be given by Beneficial Owner of Temporary Regulation S Global Certificate Exhibit G Form of Transfer Certificate of Non-Book Entry Certificate to Temporary Regulation S Global Certificate Exhibit H Form of Transfer Certificate of Non-Book Entry Certificate to Regulation S Global Certificate Exhibit I Form of Transfer Certificate of Non-Book Entry Certificate to Rule 144A Global Certificate Exhibit J-1 Form of Investment Representation Letter Exhibit J-2 Form of Affidavit Pursuant to Section 11.17 Impact of Cure Period 417 ARTICLE XII THE ASSET REPRESENTATIONS REVIEWER Section 12.01 Asset Review 417 Section 12.02 Payment of Asset Representations Reviewer Fees and Expenses; Limitation of Liability 424 Section 12.03 Resignation 860E(e) of the Asset Representations Reviewer 425 Section 12.04 Restrictions Internal Revenue Code of 1986 Exhibit J-3 Form of Transferor Letter Exhibit J-4 Form of Transferee Certificate for Transfers of the Asset Representations Reviewer 425 Section 12.05 Termination Class HRR Certificates Exhibit J-5 Form of Transferor Certificate for Transfers of the Asset Representations Reviewer 425 ARTICLE XIII MISCELLANEOUS PROVISIONS Class HRR Certificates Exhibit J-6 Form of Request of Retaining Sponsor Consent for [Release][Transfers] of the Class HRR Certificates Exhibit K Form of Investor Certification for Exercising Voting Rights Exhibit L Applicable Servicing Criteria Exhibit M Form of NRSRO Certification Exhibit N Form of Power of Attorney Exhibit O Form of ERISA Representation Letter Exhibit P [Reserved] Exhibit Q Form of Online Vendor Certification Exhibit R-1 [Reserved] Exhibit S Form of Operating Advisor Annual Report Exhibit T Form of Notice from Operating Advisor Recommending Replacement of Special Servicer Exhibit U Additional Form 10-D Disclosure Exhibit V Additional Form 10-K Disclosure Exhibit W Form 8-K Disclosure Information Exhibit X Form of Certificate Administrator Receipt of the Class HRR Certificates Exhibit Y Additional Disclosure Notification Exhibit Z Initial Sub-Servicers Exhibit AA Form of Back-up Certification Exhibit BB-1 Form of Investor Certification for Non-Borrower Related Party Exhibit BB-2 Form of Investor Certification for Borrower Related Party Exhibit CC Form of Custodial Certification THIS TRUST AND SERVICING AGREEMENT (“Agreement”) is dated as of December 6, 2018, among Credit Suisse Commercial Mortgage Securities Corp., as Depositor, Xxxxx Fargo Bank, National Association, as Servicer, Midland Loan Services, a Division of PNC Bank, National Association, as Special Servicer, U.S. Bank National Association, as Certificate Administrator, U.S. Bank National Association, as Trustee, U.S. Bank National Association, as Custodian, and Park Bridge Lender Services LLC, as Operating Advisor. INTRODUCTORY STATEMENT Terms not defined in this Introductory Statement shall have the meanings specified in Article 1 hereof. Reference is made to that certain 64-month, interest-only, fixed-rate mortgage loan (the “Mortgage Loan”), evidenced by three promissory notes (the “Notes”). The Mortgage Loan was originated by Column Financial, Inc. (the “Sponsor”) pursuant to that certain Loan Agreement, dated as of November 29, 2018 (the “Loan Agreement”), by and among the Sponsor and 8 Delaware limited liability companies and 3 Delaware limited partnerships (individually or collectively, as the context may require, the “Loan Borrower”). As of the Cut-off Date, the aggregate outstanding principal balance of the Mortgage Loan was $314,320,000. The Mortgage Loan consists of (a) a portion that has an unpaid principal balance as of the Cut-off Date of $170,000,000, and is evidenced by Promissory Note A-1 (as the same may hereafter be amended, restated, replaced, extended, renewed, supplemented, consolidated, severed, split or otherwise modified, “Note A-1”), (b) a portion that has an unpaid principal balance as of the Cut-off Date of $144,320,000, and is evidenced by Promissory Note B (as the same may hereafter be amended, restated, replaced, extended, renewed, supplemented, consolidated, severed, split or otherwise modified, “Note B” and together with Note A-1, the “Trust Loan Notes”), and (c) a portion that has an aggregate unpaid principal balance as of the Cut-off Date of $50,000,000, and is evidenced by Promissory Note A-2 (as the same may hereafter be amended, restated, replaced, extended, renewed, supplemented, severed, split or otherwise modified, “Note A-2” or the “Companion Loan Note”). Note A-1 and Note A-2 are collectively referred to herein as the “A-Notes” and, each, as an “A-Note”. Note B is referred to herein as the “B-Note”. The Trust Loan Notes and the Companion Loan Note are collectively referred to herein as the “Notes” and, each, as a “Note”. As of the Cut-off Date, the aggregate outstanding principal balance of Note A-1 and Note B is $314,320,000 (the “Trust Loan”). As of the Cut-off Date, the outstanding principal balance of Note A-2 is $50,000,000 (the “Companion Loan”). On or prior to the Closing Date, the Sponsor sold the Trust Loan to the Depositor pursuant to a Trust Loan Purchase and Sale Agreement, dated as of December 6, 2018, by and between the Sponsor and the Depositor (the “Loan Purchase Agreement”). The Depositor, as sole owner of the Trust Loan before its transfer to the Trust, is granting to the Trustee and directing the Trustee to hold in trust for the sole benefit of the Holders of the Class HRR Certificates pursuant to Section 13.01 Amendment 428 2.1(a) hereof, the Excess Liquidation Proceeds Option described in Section 13.02 Recordation 3.15(g) hereof. The transfer by the Depositor of the Trust Loan to the Trustee pursuant to Section 2.1(a) hereof will be subject to the rights of the Holders of the Class HRR Certificates under the Excess Liquidation Proceeds Option. As of the Closing Date, Note A-1 and the B-Note shall be held by the Trust, and Note A-2 was held by the Sponsor. The relative rights of the respective lenders in respect of the Mortgage Loan are set forth in a co-lender agreement dated as of December 6, 2018 (as amended, restated, supplemented or otherwise modified from time to time, the “Co-Lender Agreement; Counterparts 433 ”), by and between the initial holders of the A-Notes and the initial holder of the B-Note. From and after the Closing Date, the entire Mortgage Loan is to be serviced and administered in accordance with this Agreement. As provided for herein, the Certificate Administrator shall elect or shall cause elections to be made to treat designated portions of the Trust Fund for federal income tax purposes as two separate real estate mortgage investment conduits (the “Upper-Tier REMIC” and the “Lower-Tier REMIC” and, each, a “Trust REMIC”). Each Class of Regular Certificates will represent a single Class of “regular interests” in the Upper-Tier REMIC, as further described herein. Each Class of Uncertificated Lower-Tier Interests will represent a single class of “regular interests” in the Lower-Tier REMIC as further described herein. The Class R Certificates will evidence the sole Class of “residual interests” in each of the Upper-Tier REMIC and Lower-Tier REMIC for purposes of the REMIC Provisions under federal income tax law. In addition, the Class HRR Certificates will also represent the right to Excess Liquidation Proceeds Option, as further described herein. The Excess Liquidation Proceeds Option will not be an asset of either Trust REMIC and will not represent a beneficial interest in either Trust REMIC for federal income tax purposes. Any cash settlement amount with respect to the Excess Liquidation Proceeds Option pursuant to Section 13.03 Limitation 3.15(g) will not be treated as an asset of, an interest in or a distribution from either Trust REMIC for federal income tax purposes. In exchange for the Trust Loan and the Uncertificated Lower-Tier Interests, the Trust shall issue to the Depositor all the Class A, Class X, Class B, Class C, Class D, Class E, Class HRR and Class R Certificates (collectively, the “Certificates”), which Certificates in the aggregate shall evidence the entire beneficial interest in the Trust Fund. The Trust Fund consists principally of the Trust Loan Notes, the Mortgage and related Loan Documents (exclusive of the rights of the Companion Loan Holders thereunder) and all payments under, and proceeds of, the Trust Loan on Rights and after the Cut-off Date. The Depositor intends to sell the Certificates to the Initial Purchaser in an offering exempt from the registration requirements of Certificateholders 433 the federal securities laws. UPPER-TIER REMIC As further described in Section 13.04 Governing Law; Submission to Jurisdiction; Waiver 2.11, the Class A, Class X, Class B, Class C, Class D, Class E and Class HRR Certificates will evidence “regular interests” in the Upper-Tier REMIC created hereunder. The Class UT-R Interest will constitute the sole Class of Jury Trial 434 Section 13.05 Notices 435 Section 13.06 Severability “residual interests” in the Upper-Tier REMIC created hereunder, and will be evidenced by the Class R Certificates. The following table sets forth the class designation, the Pass-Through Rate and the aggregate initial Certificate Balance (the “Initial Certificate Balance”) or Notional Amount (“Initial Notional Amount”), as applicable, for each Class of Provisions 440 Section 13.07 Grant of a Security Certificates and the Class UT-R Interest 440 Section 13.08 Successors and Assigns; Third Party Beneficiaries 441comprising the interests in the Upper-Tier REMIC created hereunder: Class Designation Approximate Initial Pass-Through Rate (per annum) Initial Certificate Balance or Initial Notional Amount Class A 4.2840% $136,690,000 Class X 0.4532%(1) $166,360,000 Class B 4.5349% $29,670,000 Class C 4.7820%(2) $33,840,000 Class D 4.7820%(2) $40,800,000 Class E 4.7820%(2) $55,220,000 Class HRR 4.7820%(2) $18,100,000 Class UT-R None(3) None(3)

EXCHANGE ACT REPORTING AND REGULATION AB COMPLIANCE. Section 11.01 Intent of the Parties; Reasonableness 390 356 Section 11.02 Succession[Reserved.] 357 Section 11.03 Sub-Servicers; Subcontractors 391 and Agents 357 Section 11.03 11.04 [Reserved] 358 Section 11.05 Information to be Provided by the Trustee 358 Section 11.06 Filing Obligations 392 359 Section 11.04 11.07 Form 10-D and Form ABS-EE Filings 393 359 Section 11.05 11.08 Form 10-K Filings 397 362 Section 11.06 11.09 Xxxxxxxx-Xxxxx Certification 400 365 Section 11.07 11.10 Form 8-K Filings 401 366 Section 11.08 Form 15 Filing 403 11.11 Suspension of Exchange Act Filings; Incomplete Exchange Act Filings; Amendments to Exchange Act Reports 368 Section 11.09 11.12 Annual Compliance Statements 403 369 Section 11.10 11.13 Annual Reports on Assessment of Compliance with Servicing Criteria 405 371 Section 11.11 11.14 Annual Independent Public Accountants’ Attestation Servicing Report 407 Section 11.12 Indemnification 408 Section 11.13 Amendments 411 Section 11.14 Regulation AB Notices 411 372 Section 11.15 Certain Matters Relating to the Future Securitization of the Serviced Pari Passu Companion Loans 411 Exchange Act Reporting Indemnification 373 Section 11.16 Certain Matters Regarding Significant Obligors 416 Amendments 375 Section 11.17 Impact Exchange Act Report Signatures; Delivery of Cure Period 417 ARTICLE XII THE ASSET REPRESENTATIONS REVIEWER Notices; Interpretation of Grace Periods 376 Section 12.01 Asset Review 417 Section 12.02 Payment of Asset Representations Reviewer Fees and Expenses; Limitation of Liability 424 Section 12.03 Resignation of the Asset Representations Reviewer 425 Section 12.04 Restrictions of the Asset Representations Reviewer 425 Section 12.05 11.18 Termination of the Asset Representations Reviewer 425 Certificate Administrator 377 ARTICLE XIII XII MISCELLANEOUS PROVISIONS Section 13.01 12.01 Amendment 428 378 Section 13.02 12.02 Recordation of Agreement; Counterparts 433 380 Section 13.03 12.03 Limitation on Rights of Certificateholders 433 381 Section 13.04 12.04 Governing Law; Submission to Jurisdiction; Waiver of Jury Trial 434 Law 382 Section 13.05 12.05 Notices 435 382 Section 13.06 12.06 Communications by Electronic Mail 383 Section 12.07 Severability of Provisions 440 383 Section 13.07 Grant of a Security Interest 440 Section 13.08 12.08 Successors and Assigns; Third Party Beneficiaries 441383 Section 12.09 Article and Section Headings 384 Section 12.10 Notices to Subordinate Class Representative 384 Section 12.11 Complete Agreement 384 Section 12.12 Precautionary Trust Indenture Act Provisions 384 EXHIBITS EXHIBIT A-1 Form of Certificates (other than Class R Certificates) EXHIBIT A-2 Form of Class R Certificates EXHIBIT B Letters of Representation Between Issuer and Initial Depository EXHIBIT C-1A Form of Transferor Certificate (For Use in Connection With Transfers of Non-Registered Certificates to Non-QIB Accredited Investors) EXHIBIT C-1B Form of Transferee Certificate (For Use in Connection with Transfers of Non-Registered Certificates to Non-QIB Accredited Investors) EXHIBIT C-2A Form of Transferor Certificate (For Use in Connection with Transfers of Non-Registered Certificates to QIBs) EXHIBIT C-2B Form of Transferee Certificate (For Use in Connection with Transfers of Non-Registered Certificates to QIBs) EXHIBIT C-3A Form of Transferor Certificate (For Use in Connection with Transfers of Non-Registered Certificates Under Regulation S) EXHIBIT C-3B Form of Transferee Certificate (For Use in Connection with Transfers of Non-Registered Certificates Under Regulation S) EXHIBIT D-1 Form of Transferee Certificate in Connection with ERISA (Non-Investment Grade Certificates Held in Physical Form) EXHIBIT D-2 Form of Transferee Certificate in Connection with ERISA (Certificates Held in Book-Entry Form) EXHIBIT E-1 Form of Transfer Affidavit and Agreement for Transfers of Class R Certificates EXHIBIT E-2 Form of Transferor Certificate for Transfers of Class R Certificates EXHIBIT F-1 Form of Master Servicer Request for Release EXHIBIT F-2 Form of Special Servicer Request for Release EXHIBIT F-3A Form of Transferor Certificate for Transfer of the Excess Servicing Fee Rights EXHIBIT F-3B Form of Transferee Certificate for Transfer of the Excess Servicing Fee Rights EXHIBIT G-1 Form of Distribution Date Statement EXHIBIT G-2 Minimum Information for Distribution Date Statement EXHIBIT H [Reserved] EXHIBIT I-1 Form of Notice and Acknowledgment Concerning Replacement of Special Servicer EXHIBIT I-2 Form of Acknowledgment of Proposed Special Servicer EXHIBIT J Form of UCC-1 Financing Statement EXHIBIT K-1 Form of Investor Certification for Non-Borrower Affiliates EXHIBIT K-2 Form of Investor Certification for Borrower Affiliates EXHIBIT K-3 Form of Investor Confidentiality Agreement EXHIBIT K-4 Form of Notice of Mezzanine Collateral Foreclosure EXHIBIT L-1 Form of Power of Attorney by Trustee for Master Servicer EXHIBIT L-2 Form of Power of Attorney by Trustee for Special Servicer EXHIBIT M Form of Final Certification of Custodian EXHIBIT N Form of Defeasance Certification EXHIBIT O-1 Form of Trust Advisor Annual Report (Subordinate Control Period) EXHIBIT O-2 Form of Trust Advisor Annual Report (Collective Consultation Period and Senior Consultation Period) EXHIBIT O-3 Form of Notice from Trust Advisor Recommending Replacement of Special Servicer EXHIBIT P Form of NRSRO Certification EXHIBIT Q Form of Online Vendor Certification EXHIBIT R Additional Disclosure Notification EXHIBIT S-1 Form of Trustee Backup Certification EXHIBIT S-2 Form of Custodian Backup Certification EXHIBIT S-3 Form of Certificate Administrator Backup Certification EXHIBIT S-4 Form of Master Servicer Backup Certification EXHIBIT S-5 Form of Special Servicer Backup Certification EXHIBIT S-6 Form of Trust Advisor Backup Certification EXHIBIT T Form of Xxxxxxxx-Xxxxx Certification EXHIBIT U Form of Outside Master Servicer Notice EXHIBIT V Form of Notice of Exchange of Exchangeable Certificates EXHIBIT W Form of Intercreditor Agreement and Subordination Agreement for Co-op Mortgage Loans SCHEDULES SCHEDULE I Mortgage Loan Schedule SCHEDULE II Schedule of Exceptions to Mortgage File Delivery (under Section 2.02(a)) SCHEDULE III Servicing Criteria to be Addressed in Assessment of Compliance SCHEDULE IV Designated Sub-Servicers SCHEDULE V Additional Form 10-D Disclosure SCHEDULE VI Additional Form 10-K Disclosure SCHEDULE VII Form 8-K Disclosure Information SCHEDULE VIII [Reserved] SCHEDULE IX Schedule of Initial Serviced Pari Passu Companion Loan Holder(s) This Pooling and Servicing Agreement (this “Agreement”), is dated and effective as of [______], 20[__], among RBS COMMERCIAL FUNDING INC., as Depositor, [MASTER SERVICER], as Master Servicer, [SPECIAL SERVICER], as Special Servicer, [TRUST ADVISOR], as Trust Advisor, [[CERTIFICATE ADMINISTRATOR], as Certificate Administrator and Custodian] and [TRUSTEE], as Trustee. PRELIMINARY STATEMENT: (Terms used but not defined in this Preliminary Statement shall have the meanings specified in Article I hereof) The Depositor intends to sell pass-through certificates to be issued hereunder in multiple classes which in the aggregate will evidence the entire beneficial ownership interest in the Trust Fund consisting primarily of the Mortgage Loans. As provided herein, the [trustee][certificate administrator] will elect that two segregated portions of the Trust Fund be treated for federal income tax purposes as two separate REMICs (each, a “Trust REMIC” or, in the alternative, the “Upper-Tier REMIC” and the “Lower-Tier REMIC”). The Class [A-1], Class [A-2], Class [X-A], Class [X-B], Class [B], Class [C], Class [D], Class [E], Class [F] and Class [G] Certificates will each represent a single class of “regular interests” in the Upper-Tier REMIC and the Upper-Tier Residual Interest will represent the sole class of “residual interests” in the Upper-Tier REMIC. [There are also [8] classes of uncertificated Lower-Tier Regular Interests issued under this Agreement (the Class [LA-1], Class [LA-2], Class [LB], Class [LC], Class [LD], Class [LE], Class [LF] and Class [LG] Interests), each of which will a single class of “regular interests” in the Lower-Tier REMIC, and the Lower-Tier Residual Interest will represent the sole class of “residual interests” in the Lower-Tier REMIC.] The Lower-Tier Regular Interests will be held by the Trustee as assets of the Upper-Tier REMIC. The Class R Certificates will represent the Lower-Tier Residual Interest and the Upper-Tier Residual Interest. UPPER-TIER REMIC Related Certificate Approximate Initial Pass-Through Rate (per annum) Original Certificate Principal Amount / Original Notional Amount(1) Class [A-1] [_____]% $ [_____] Class [A-2] [_____]% $ [_____] Class [EC](2)] [_____]% $ [_____] Class [X-A] [_____]%(3) $ [_____] Class [X-B] [_____]%(3) $ [_____] Class [B] [_____]% $ [_____] Class [C] [_____]% $ [_____] Class [D] [_____]% $ [_____] Class [E] [_____]% $ [_____] Class [F] [_____]% $ [_____] Class [G] [_____]% $ [_____] Class [R] [_____]% $ [_____] The following table sets forth the designation, the approximate pass-through rate (the “Pass-Through Rate”), the aggregate initial principal amount (the “Original Certificate Principal Amount”) or Notional Amount (“Original Notional Amount”), as applicable, and the initial ratings given each Class by the Rating Agencies (the “Original Ratings”) for each Class of Certificates comprising the interests in the Upper-Tier REMIC created hereunder “Amount”) or notional amount (“Original Notional Amount”), as applicable, for each Class of Certificates comprising the interests in the Upper-Tier REMIC created hereunder: