Common use of INTRODUCTORY STATEMENT Clause in Contracts

INTRODUCTORY STATEMENT. Terms not defined in this Introductory Statement shall have the meanings specified in Article 1 hereof. ▇▇▇▇▇ Fargo Bank, National Association (together with its successors-in-interest, “WFB”), ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Bank, N.A. (together with its successors-in-interest, “MSBNA”), Citi Real Estate Funding Inc. (together with its successors-in-interest, “CREFI”) and DBR Investments Co. Limited (“DBRI”), originated a ten-year, fixed-rate, interest-only mortgage loan (the “Whole Loan”) pursuant to that certain Loan Agreement, dated as of December 10, 2021 (as amended, restated, supplemented or otherwise modified from time to time, the “Loan Agreement”), by WFB, MSBNA, CREFI and DBRI as lenders, and BP/CGCenter I LLC and BP/CGCenter II LLC, each a Delaware limited liability company (individually or collectively, as the context may require, and together with their respective successors-in-interest and permitted assigns, the “Borrower”). The Whole Loan consists of (a) a portion that has an unpaid principal balance as of the Cut-off Date of $426,700,000 (the “Mortgage Loan”), and is evidenced by the promissory notes designated as Note A-1-S1, Note A-2-S1, Note A-3-S1, Note A-4-S1, Note B-1, Note B-2, Note B-3 and Note B-4 (as the same may hereafter be amended, restated, replaced, extended, renewed, supplemented, consolidated, severed, split or otherwise modified, the “Trust Notes”), and (b) portions that have an aggregate unpaid principal balance as of the Cut-off Date of $573,300,000 (“Companion Loan”), and are evidenced by the promissory notes designated as Note A-1-C1, Note A-1-C2, Note A-1-C3, Note A-1-C4, Note A-2-C1, Note A-2-C2, Note A-2-C3, Note A-2-C4, Note A-3-C1, Note A-3-C2, Note A-3-C3, Note A-3-C4, Note A-4-C1, Note A-4-C2, Note A-4-C3 and Note A-4-C4 (as the same may hereafter be amended, restated, replaced, extended, renewed, supplemented, consolidated, severed, split or otherwise modified, the “Companion Notes”). The Trust Notes and the Companion Notes are collectively referred to herein as the “Notes” and, each, as a “Note”. The Mortgage Loan was sold and assigned by WFB, ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Mortgage Capital Holdings LLC (“MSMCH”), CREFI and German American Capital Corporation (“GACC”) (collectively, in such capacity, the “Mortgage Loan Sellers”) to the Depositor pursuant to a mortgage loan purchase agreement, dated as of December 17, 2021 (the “Mortgage Loan Purchase Agreement”), among the Mortgage Loan Sellers and the Depositor. The Companion Loans are not part of the Trust Fund. 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 10, 2021 (as amended, restated, supplemented or otherwise modified from time to time, the “Co-Lender Agreement”), among the holders of the Trust Notes and the holders of the Companion Loan Notes. 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 Mortgage Loan and the Uncertificated Lower-Tier Interests, the Trust will issue to the Depositor the Class A, Class X, Class B, Class C, Class D and Class E Certificates (collectively, the “Non-Retained Certificates”) and the RR Interest, the Class R Certificates (together with the Non-Retained Certificates and the RR Interest, the “Certificates”), which Certificates in the aggregate will evidence the entire ownership interest in the Trust. The Trust Fund consists principally of the Mortgage Loan, the Mortgage, the Loan Documents and the Co-Lender Agreement (exclusive of the rights of the Companion Loan Holders thereunder) and all payments under, and proceeds of, the Mortgage Loan from and after the Cut-off Date. The Depositor intends to sell the Certificates (other than the RR Interest) to the Initial Purchasers, and the Depositor intends to sell the RR Interest to ▇▇▇▇▇ Fargo, MSBNA, DBRI and CREFI, in an offering exempt from the registration requirements of the federal securities laws. As further described in Section 2.10, the Class A, Class X, Class B, Class C, Class D and Class E Certificates and the RR Interest will evidence “regular interests” in the Upper-Tier REMIC created hereunder. The Class UT-R Interest will constitute the sole Class of “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 principal balance of each Class of Principal Balance Certificates (each, the “Original Certificate Balance”) or the initial notional balance of the Class X Certificates (the “Original Notional Amount”), as applicable, for each Class of Certificates and the Class UT-R Interest comprising the interests in the Upper-Tier REMIC created hereunder: Class Designation Pass-Through Rate (per annum) Original Certificate Balance or Notional Amount Class A 2.61800% $124,545,000 Class X (1) $168,530,000(1) Class B (2) $43,985,000 Class C (2) $97,850,000 Class D (2) $109,250,000 Class E (2) $29,735,000 RR Interest (3) $21,335,000 Class R None(4) None(4)

INTRODUCTORY STATEMENT. Terms not defined in this Introductory Statement shall have the meanings specified in Article 1 hereof. ▇▇▇▇▇ Fargo Bank, National Association (together with its successors-in-interest, “WFB”), ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Bank, N.A. Bank USA (together with its successors-in-interest, “MSBNAGS Bank”)) and JPMorgan Chase Bank, Citi Real Estate Funding Inc. National Association (together with its successors-in-interest, “CREFIJPMCB” and, together with WFB and GS Bank, the “Lenders”) and DBR Investments Co. Limited (“DBRI”), co-originated a tenfive-year, fixed-rate, interest-only mortgage loan (the “Whole Loan”) pursuant to that certain Loan Agreement, dated as of December 10, 2021 the Origination Date (as amended, restated, supplemented or otherwise modified from time to time, the “Loan Agreement”), by WFBamong the Lenders, MSBNA, CREFI and DBRI as lenderslenders thereunder, and BP/CGCenter I LLC and BP/CGCenter II LLC, each a Delaware limited liability company the entity set forth therein (individually or collectively, as the context may require, and together with their respective its successors-in-interest and permitted assigns, the “Borrower”). The Whole Loan consists of (a) a portion that has an unpaid principal balance as of the Cut-off Date of $426,700,000 475,000,000 (the “Mortgage Loan”), and is evidenced by the promissory notes designated as Note A-1-S11, Note A-2A-1-S12, Note A-3A-1-S1, Note A-4-S13, Note B-1-1, Note B-2, Note B-3 B-1-2 and Note B-4 B-1-3 (as the same may hereafter be amended, restated, replaced, extended, renewed, supplemented, consolidated, severed, split or otherwise modified, the “Trust Notes”), and (b) portions that have an aggregate unpaid principal balance as of the Cut-off Date of $573,300,000 100,000,000 (the “Companion LoanLoans”), and are evidenced by the promissory notes designated as Note A-1-C1, Note A-1-C2, Note A-1-C3, Note A-1-C4, (1) Note A-2-C11, in the principal amount of $25,000,000; (2) Note A-2-C22, in the principal amount of $12,500,000; (3) Note A-2-C33, Note A-2-C4, in the principal amount of $12,500,000; (4) Note A-3-C11, in the principal amount of $25,000,000; (5) Note A-3-C22, in the principal amount of $12,500,000 and (6) Note A-3-C33, Note A-3-C4, Note A-4-C1, Note A-4-C2, Note A-4-C3 and Note A-4-C4 in the principal amount of $12,500,000 (as the same may hereafter be amended, restated, replaced, extended, renewed, supplemented, consolidated, severed, split or otherwise modified, the “Original Companion Notes”). The Trust Notes and the Companion Notes are collectively referred to herein as the “Notes” and, each, as a “Note”. The Mortgage Loan For purposes of calculating interest and other amounts payable on the Whole Loan, each Note was sold and assigned by WFB, ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Mortgage Capital Holdings LLC divided into components (“MSMCH”), CREFI and German American Capital Corporation (“GACC”) (collectively, in such capacity, the “Mortgage Loan Sellers”) to the Depositor pursuant to a mortgage loan purchase agreement, dated as of December 17, 2021 (the “Mortgage Loan Purchase Agreement”), among the Mortgage Loan Sellers and the Depositor. The Companion Loans are not part of the Trust Fund. 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 10, 2021 (as amended, restated, supplemented or otherwise modified from time to time, the “Co-Lender Agreement”), among the holders of the Trust Notes and the holders of the Companion Loan Notes. 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 interestsComponent” in the Upper-Tier REMICand, 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 Mortgage Loan and the Uncertificated Lower-Tier Interests, the Trust will issue to the Depositor the Class A, Class X, Class B, Class C, Class D and Class E Certificates (collectively, the “Non-Retained CertificatesComponents”) and the RR Interest, the Class R Certificates (together with the Non-Retained Certificates and the RR Interest, the “Certificates”), which Certificates in the aggregate will evidence the entire ownership interest in the Trust. The Trust Fund consists principally of the Mortgage Loan, the Mortgage, the Loan Documents and the Co-Lender Agreement (exclusive of the rights of the Companion Loan Holders thereunderas follows: Component(1) and all payments under, and proceeds of, the Mortgage Loan from and after the Cut-off Date. The Depositor intends to sell the Certificates (other than the RR Interest) to the Initial Purchasers, and the Depositor intends to sell the RR Interest to ▇▇▇▇▇ Fargo, MSBNA, DBRI and CREFI, in an offering exempt from the registration requirements of the federal securities laws. As further described in Section 2.10, the Class A, Class X, Class B, Class C, Class D and Class E Certificates and the RR Interest will evidence “regular interests” in the Upper-Tier REMIC created hereunder. The Class UT-R Interest will constitute the sole Class of “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 principal balance of each Class of Principal Component Balance Certificates (each, the “Original Certificate Balance”) or the initial notional balance of the Class X Certificates (the “Original Notional Amount”), as applicable, for each Class of Certificates and the Class UT-R Interest comprising the interests in the Upper-Tier REMIC created hereunder: Class Designation Pass-Through Rate (per annum) Original Certificate Balance or Notional Amount Class Corresponding Notes Component A 2.61800% $124,545,000 Class X (1) $168,530,000(1) Class B 513,074,792.24 (2) $43,985,000 Class C (2) $97,850,000 Class D (2) $109,250,000 Class E (2) $29,735,000 RR Interest Trust A Notes and Companion Notes Component B $ 38,175,207.76 (3) $21,335,000 Class R None(4) None(4)Component HRR $ 23,750,000.00 Trust B Notes