Common use of PRELIMINARY STATEMENT Clause in Contracts

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 (including, in the case of the One Court Square Mortgage Loan, the One Court Square Trust REMIC Regular Interests). As provided herein, the Certificate Administrator will elect that two segregated portions of the Trust Fund (other than the Class A-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets and the proceeds of the foregoing) be treated for federal income tax purposes as two separate REMICs (designated as the “Upper-Tier REMIC” and the “Lower-Tier REMIC”, respectively). The Regular Certificates and the Class EC Regular Interests will represent “regular interests” in the Upper-Tier REMIC, and the Upper-Tier Residual Interest will be the sole class of “residual interests” in the Upper-Tier REMIC. There are also (i) 12 classes of uncertificated Lower-Tier Regular Interests issued under this Agreement (designated as the Class XX-0, Xxxxx XX-0, Class LA-3, Class LA-4, Class LA-AB, Class LA-S, Class LB, Class LC, Class LD, Class LE, Class LF and Class LG Interests), each of which will constitute a class of “regular interests” in the Lower-Tier REMIC, and (ii) the Lower-Tier Residual Interest, which will be 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 both the Lower-Tier Residual Interest and the Upper-Tier Residual Interest. In addition, on October 13, 2015, NREC formed the One Court Square REMIC with respect to part of the One Court Square Loan Combination, which issued three pro rata and pari passu regular interests (the “One Court Square REMIC A-1 Regular Interest”, the “One Court Square REMIC A-2 Regular Interest” and the “One Court Square REMIC A-3 Regular Interest (each, a “One Court Square REMIC Regular Interest”, and collectively, the “One Court Square REMIC Regular Interests”). Each One Court Square REMIC Regular Interest has a principal balance set forth below and for tax reporting purposes will be entitled to principal and interest and any other amounts payable on the One Court Square REMIC Regular Interest in the same proportion that its principal balance bears to the aggregate principal balance all of the One Court Square REMIC Regular Interests, as set forth below: One Court Square REMIC Regular Interest Corresponding One Court Square promissory note(s) Initial Principal Balance One Court Square REMIC A-1 Regular Interest One Court Square Promissory Note A-1 $50,000,000 One Court Square REMIC A-2 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $95,000,000 One Court Square REMIC A-3 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $90,000,000 Each One Court Square REMIC Regular Interest holder will be the owner of a percentage interest, specified below, in its corresponding One Court Square Promissory Note(s) other than for tax reporting purposes. The promissory note designated as “Note A-5” (the “One Court Square Promissory Note A-5”), which evidences the One Court Square Mortgage Loan and will be contributed to the Trust, represents a 21.0526% ownership interest in the One Court Square REMIC A-2 Regular Interest and a 22.2222% ownership interest in the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-1” (the “One Court Square Promissory Note A-1”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 100.0000% ownership of the One Court Square REMIC A-1 Regular Interest. The promissory note designated as “Note A-2” (the “One Court Square Promissory Note A-2”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 78.9474% ownership of the One Court Square REMIC A-2 Regular Interest. The promissory note designated as “Note A-3” (the “One Court Square Promissory Note A-3”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 77.7778% ownership of the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-4” (the “One Court Square Promissory Note A-4”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust and does not represent an ownership interest in any of the One Court Square REMIC Regular Interests or the One Court Square REMIC, was contributed to the Outside Securitization Trust related to the One Court Square Mortgage Loan. The residual interest in the One Court Square REMIC is not an asset of the Trust. The parties intend that (i) the portion of the Trust Fund representing the Class A-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets and the proceeds of the foregoing will be treated as assets of a grantor trust under subpart E of Part I of subchapter J of the Code and (ii) the beneficial interests in such grantor trust will be represented by the Class A-S Certificates, the Class B Certificates, the Class C Certificates, the Class EC Certificates and any Excess Interest Certificates. UPPER-TIER REMIC The following table sets forth the Class designation, the approximate initial pass-through rate and the aggregate initial principal amount (the “Original Certificate Balance”) or, in the case of the Class X-A, Class X-B and Class X-D Certificates, notional amount (the “Original Notional Amount”), as applicable, for each Class of Certificates and each Class EC Regular Interest comprising or evidencing the interests in the Upper-Tier REMIC created hereunder: Class Designation Approximate Initial Pass-Through Rate (per annum) Original Certificate Balance / Original Notional Amount Class A-1 1.700% $13,614,000 Class A-2 2.743% $98,127,000 Class A-3 3.063% $175,000,000 Class A-4 3.329% $221,743,000 Class A-AB 3.127% $31,196,000 Class X-A(1) 1.718% $580,156,000 Class X-B(1) 0.565% $42,404,000 Class A-S Regular Interest 3.585% $40,476,000 Class B Regular Interest 4.271% $42,404,000 Class C Regular Interest 4.836% $38,548,000 Class D 2.804% $44,331,000 Class X-D(1) 2.032% $44,331,000 Class E 4.836% $19,274,000 Class F 4.836% $9,637,000 Class G 4.836% $36,622,163 Class R(2) N/A N/A

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 aggregate, together with the Combined Uncertificated VRR Interest, will evidence the entire beneficial ownership interest in the Trust Fund consisting primarily of the Mortgage Loans (including, in and the case of the One Court Square Mortgage Loan, the One Court Square Trust REMIC Regular Interests)Subordinate Companion Loans. As provided herein, the Certificate Administrator will elect that two four segregated portions of the Trust Fund (other than the any VRR Specific Grantor Trust Assets and any Class A-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets and the proceeds of the foregoing) be treated for federal income tax purposes as two four separate REMICs (designated as the “360 Rxxxxxxx XXXXX,” the “100 Xxxxx Xxxxxx REMIC,” the “Upper-Tier REMIC” and the “Lower-Tier REMIC”, respectively). The Regular In addition, the parties intend that the portion of the Trust Fund consisting of any VRR Specific Grantor Trust Assets and any Class S Specific Grantor Trust Assets will be treated as a grantor trust under subpart E of Part I of subchapter J of the Code. Solely for federal income tax purposes, the Class VRR Certificates and the Class EC Regular Interests will Combined Uncertificated VRR Interest shall represent “regular interests” undivided beneficial interests in the Upper-Tier REMICany VRR Specific Grantor Trust Assets, and the Upper-Tier Residual Interest Class S Certificates shall represent undivided beneficial interests in any Class S Specific Grantor Trust Assets. 360 RXXXXXXX XXXXX The 360 Rxxxxxxx XXXXX will be hold the sole class of “residual interests” in the Upper-Tier REMIC. There are also 360 Rxxxxxxx Trust Subordinate Companion Loan and will issue (i) 12 6 classes of uncertificated Lower-Tier 360 Rxxxxxxx Regular Interests issued under this Agreement (designated as the Class XX-0, Xxxxx XX-0L360A, Class LA-3L360B, Class LA-4L360C, Class LA-ABL360D, Class LA-S, Class LB, Class LC, Class LD, Class LE, Class LF L360E and Class LG L360RR 360 Rxxxxxxx Regular Interests, respectively), each of which will constitute a class of “regular interests” in the Lower-Tier REMIC360 Rxxxxxxx XXXXX, and (ii) the Lower-Tier 360 Rxxxxxxx Residual Interest, which will be 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 both the Lower-Tier Residual Interest and the Upper-Tier Residual Interest. In addition, on October 13, 2015, NREC formed the One Court Square REMIC with respect to part of the One Court Square Loan Combination, which issued three pro rata and pari passu regular interests (the “One Court Square REMIC A-1 Regular Interest”, the “One Court Square REMIC A-2 Regular Interest” and the “One Court Square REMIC A-3 Regular Interest (each, a “One Court Square REMIC Regular Interest”, and collectively, the “One Court Square REMIC Regular Interests”). Each One Court Square REMIC Regular Interest has a principal balance set forth below and for tax reporting purposes will be entitled to principal and interest and any other amounts payable on the One Court Square REMIC Regular Interest in the same proportion that its principal balance bears to the aggregate principal balance all of the One Court Square REMIC Regular Interests, as set forth below: One Court Square REMIC Regular Interest Corresponding One Court Square promissory note(s) Initial Principal Balance One Court Square REMIC A-1 Regular Interest One Court Square Promissory Note A-1 $50,000,000 One Court Square REMIC A-2 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $95,000,000 One Court Square REMIC A-3 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $90,000,000 Each One Court Square REMIC Regular Interest holder will be the owner of a percentage interest, specified below, in its corresponding One Court Square Promissory Note(s) other than for tax reporting purposes. The promissory note designated as “Note A-5” (the “One Court Square Promissory Note A-5”), which evidences the One Court Square Mortgage Loan 360 Rxxxxxxx XXXXX and will be contributed to the Trust, represents a 21.0526% ownership interest in the One Court Square REMIC A-2 Regular Interest and a 22.2222% ownership interest in the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-1” (the “One Court Square Promissory Note A-1”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 100.0000% ownership of the One Court Square REMIC A-1 Regular Interest. The promissory note designated as “Note A-2” (the “One Court Square Promissory Note A-2”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 78.9474% ownership of the One Court Square REMIC A-2 Regular Interest. The promissory note designated as “Note A-3” (the “One Court Square Promissory Note A-3”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 77.7778% ownership of the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-4” (the “One Court Square Promissory Note A-4”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust and does not represent an ownership interest in any of the One Court Square REMIC Regular Interests or the One Court Square REMIC, was contributed to the Outside Securitization Trust related to the One Court Square Mortgage Loan. The residual interest in the One Court Square REMIC is not an asset of the Trust. The parties intend that (i) the portion of the Trust Fund representing the Class A-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets and the proceeds of the foregoing will be treated as assets of a grantor trust under subpart E of Part I of subchapter J of the Code and (ii) the beneficial interests in such grantor trust will be represented evidenced by the Class A-S Certificates, the Class B Certificates, the Class C Certificates, the Class EC Certificates and any Excess Interest R Certificates. UPPER-TIER REMIC The following table sets forth the Class designationper annum rate at which interest will accrue on, the approximate initial pass-through rate and the aggregate initial principal amount (the “Original Certificate Balance”) ororiginal 360 Rxxxxxxx Principal Balance of, in the case each 360 Rxxxxxxx Regular Interest: Designation of the Class X-A, Class X-B and Class X-D Certificates, notional amount (the “Original Notional Amount”), as applicable, for each Class of Certificates and each Class EC 360 Rxxxxxxx Regular Interest comprising or evidencing the interests in the Upper-Tier REMIC created hereunder: Interest Rate Original 360 Rxxxxxxx Principal Balance Class Designation Approximate Initial Pass-Through Rate L360A (per annum1) Original Certificate Balance / Original Notional Amount $ 20,750,000 Class A-1 1.700% $13,614,000 L360B (1) $ 18,495,000 Class A-2 2.743% $98,127,000 L360C (1) $ 18,650,000 Class A-3 3.063% $175,000,000 L360D (1) $ 17,919,000 Class A-4 3.329% $221,743,000 L360E (1) $ 18,838,000 Class A-AB 3.127% $31,196,000 Class X-A(1L360RR (1) 1.718% $580,156,000 Class X-B(1) 0.565% $42,404,000 Class A-S Regular Interest 3.585% $40,476,000 Class B Regular Interest 4.271% $42,404,000 Class C Regular Interest 4.836% $38,548,000 Class D 2.804% $44,331,000 Class X-D(1) 2.032% $44,331,000 Class E 4.836% $19,274,000 Class F 4.836% $9,637,000 Class G 4.836% $36,622,163 Class R(2) N/A N/A$ 6,150,000

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 (including, in the case of the One Court Square Mortgage Loan, the One Court Square Trust REMIC Regular Interests)Loans. As provided herein, the Certificate Administrator will elect that two segregated portions of the Trust Fund (other than the Class A-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets and the proceeds of the foregoing) be treated for federal income tax purposes as two separate REMICs (designated as the “Upper-Tier REMIC” and the “Lower-Tier REMIC”, respectively). The Regular Certificates and the Class EC Regular Interests will represent “regular interests” in the Upper-Tier REMIC, and the Upper-Tier Residual Interest will be the sole class of “residual interests” in the Upper-Tier REMIC. There are also (i) 12 14 classes of uncertificated Lower-Tier Regular Interests issued under this Agreement (designated as the Class XX-0, Xxxxx XX-0, Class LA-3, Class LA-4, Class LA-5, Class LA-AB, Class LA-S, Class LB, Class LC, Class LD, Class LE, Class LF LF, Class LG and Class LG LH Interests), each of which will constitute a class of “regular interests” in the Lower-Tier REMIC, and (ii) the Lower-Tier Residual Interest, which will be 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 both the Lower-Tier Residual Interest and the Upper-Tier Residual Interest. In addition, on October 13, 2015, NREC formed the One Court Square REMIC with respect to part of the One Court Square Loan Combination, which issued three pro rata and pari passu regular interests (the “One Court Square REMIC A-1 Regular Interest”, the “One Court Square REMIC A-2 Regular Interest” and the “One Court Square REMIC A-3 Regular Interest (each, a “One Court Square REMIC Regular Interest”, and collectively, the “One Court Square REMIC Regular Interests”). Each One Court Square REMIC Regular Interest has a principal balance set forth below and for tax reporting purposes will be entitled to principal and interest and any other amounts payable on the One Court Square REMIC Regular Interest in the same proportion that its principal balance bears to the aggregate principal balance all of the One Court Square REMIC Regular Interests, as set forth below: One Court Square REMIC Regular Interest Corresponding One Court Square promissory note(s) Initial Principal Balance One Court Square REMIC A-1 Regular Interest One Court Square Promissory Note A-1 $50,000,000 One Court Square REMIC A-2 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $95,000,000 One Court Square REMIC A-3 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $90,000,000 Each One Court Square REMIC Regular Interest holder will be the owner of a percentage interest, specified below, in its corresponding One Court Square Promissory Note(s) other than for tax reporting purposes. The promissory note designated as “Note A-5” (the “One Court Square Promissory Note A-5”), which evidences the One Court Square Mortgage Loan and will be contributed to the Trust, represents a 21.0526% ownership interest in the One Court Square REMIC A-2 Regular Interest and a 22.2222% ownership interest in the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-1” (the “One Court Square Promissory Note A-1”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 100.0000% ownership of the One Court Square REMIC A-1 Regular Interest. The promissory note designated as “Note A-2” (the “One Court Square Promissory Note A-2”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 78.9474% ownership of the One Court Square REMIC A-2 Regular Interest. The promissory note designated as “Note A-3” (the “One Court Square Promissory Note A-3”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 77.7778% ownership of the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-4” (the “One Court Square Promissory Note A-4”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust and does not represent an ownership interest in any of the One Court Square REMIC Regular Interests or the One Court Square REMIC, was contributed to the Outside Securitization Trust related to the One Court Square Mortgage Loan. The residual interest in the One Court Square REMIC is not an asset of the Trust. The parties intend that (i) the portion of the Trust Fund representing the Class A-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets and the proceeds of the foregoing will be treated as assets of a grantor trust under subpart E of Part I of subchapter J of the Code and (ii) the beneficial interests in such grantor trust will be represented by the Class A-S Certificates, the Class B Certificates, the Class C Certificates, the Class EC Certificates and any Excess Interest Certificates. UPPER-TIER REMIC The following table sets forth the Class designation, the approximate initial pass-through rate and the aggregate initial principal amount (the “Original Certificate Balance”) or, in the case of the Class X-A, Class X-B and Class X-D Certificates, notional amount (the “Original Notional Amount”), as applicable, for each Class of Certificates and each Class EC Regular Interest comprising or evidencing the interests in the Upper-Tier REMIC created hereunder: Class Designation Approximate Initial Pass-Through Rate (per annum) Original Certificate Balance / Original Notional Amount Class A-1 1.700% $13,614,000 Class A-2 2.743% $98,127,000 Class A-3 3.063% $175,000,000 Class A-4 3.329% $221,743,000 Class A-AB 3.127% $31,196,000 Class X-A(1) 1.718% $580,156,000 Class X-B(1) 0.565% $42,404,000 Class A-S Regular Interest 3.585% $40,476,000 Class B Regular Interest 4.271% $42,404,000 Class C Regular Interest 4.836% $38,548,000 Class D 2.804% $44,331,000 Class X-D(1) 2.032% $44,331,000 Class E 4.836% $19,274,000 Class F 4.836% $9,637,000 Class G 4.836% $36,622,163 Class R(2) N/A N/A.

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 aggregate, together with the Uncertificated VRR Interest, will evidence the entire beneficial ownership interest in the Trust Fund consisting primarily of the Mortgage Loans (including, in the case of the One Court Square Mortgage Loan, the One Court Square Trust REMIC Regular Interests)Loans. As provided herein, the Certificate Administrator will elect that two segregated portions of the Trust Fund (other than the any VRR Specific Grantor Trust Assets and any Class A-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets and the proceeds of the foregoing) be treated for federal income tax purposes as two separate REMICs (designated as the “Upper-Tier REMIC” and the “Lower-Tier REMIC”, respectively). The Regular In addition, the parties intend that the portion of the Trust Fund consisting of any VRR Specific Grantor Trust Assets and any Class S Specific Grantor Trust Assets will be treated as a grantor trust under subpart E of Part I of subchapter J of the Code. Solely for federal income tax purposes, the Class VRR Certificates and the Class EC Regular Interests will Uncertificated VRR Interest shall represent “regular interests” undivided beneficial interests in the Upper-Tier REMICany VRR Specific Grantor Trust Assets, and the UpperClass S Certificates shall represent undivided beneficial interests in any Class S Specific Grantor Trust Assets. The Lower-Tier Residual Interest REMIC will be hold the sole class Mortgage Loans (exclusive of “residual interests” in the Upper-Tier REMIC. There are also any Excess Interest) and will issue (i) 12 15 classes of uncertificated Lower-Tier Regular Interests issued under this Agreement (designated as the Class XX-0, Xxxxx XX-0, Class LA-3LA-4, Class LA-4LA-5, Class LA-AB, Class LA-S, Class LB, Class LC, Class LD, Class LE, Class LF LF, Class LG-RR, Class XX-XX, Class LVRR and Class LG LUVRR Lower-Tier Regular Interests, respectively), each of which will constitute a class of “regular interests” in the Lower-Tier REMIC, and (ii) the Lower-Tier Residual Interest, which will be 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 both the Lower-Tier Residual Interest and the Upper-Tier Residual Interest. In addition, on October 13, 2015, NREC formed the One Court Square REMIC with respect to part of the One Court Square Loan Combination, which issued three pro rata and pari passu regular interests (the “One Court Square REMIC A-1 Regular Interest”, the “One Court Square REMIC A-2 Regular Interest” and the “One Court Square REMIC A-3 Regular Interest (each, a “One Court Square REMIC Regular Interest”, and collectively, the “One Court Square REMIC Regular Interests”). Each One Court Square REMIC Regular Interest has a principal balance set forth below and for tax reporting purposes will be entitled to principal and interest and any other amounts payable on the One Court Square REMIC Regular Interest in the same proportion that its principal balance bears to the aggregate principal balance all of the One Court Square REMIC Regular Interests, as set forth below: One Court Square REMIC Regular Interest Corresponding One Court Square promissory note(s) Initial Principal Balance One Court Square REMIC A-1 Regular Interest One Court Square Promissory Note A-1 $50,000,000 One Court Square REMIC A-2 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $95,000,000 One Court Square REMIC A-3 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $90,000,000 Each One Court Square REMIC Regular Interest holder will be the owner of a percentage interest, specified below, in its corresponding One Court Square Promissory Note(s) other than for tax reporting purposes. The promissory note designated as “Note A-5” (the “One Court Square Promissory Note A-5”), which evidences the One Court Square Mortgage Loan and will be contributed to the Trust, represents a 21.0526% ownership interest in the One Court Square REMIC A-2 Regular Interest and a 22.2222% ownership interest in the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-1” (the “One Court Square Promissory Note A-1”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 100.0000% ownership of the One Court Square REMIC A-1 Regular Interest. The promissory note designated as “Note A-2” (the “One Court Square Promissory Note A-2”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 78.9474% ownership of the One Court Square REMIC A-2 Regular Interest. The promissory note designated as “Note A-3” (the “One Court Square Promissory Note A-3”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 77.7778% ownership of the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-4” (the “One Court Square Promissory Note A-4”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust and does not represent an ownership interest in any of the One Court Square REMIC Regular Interests or the One Court Square REMIC, was contributed to the Outside Securitization Trust related to the One Court Square Mortgage Loan. The residual interest in the One Court Square REMIC is not an asset of the Trust. The parties intend that (i) the portion of the Trust Fund representing the Class A-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets and the proceeds of the foregoing will be treated as assets of a grantor trust under subpart E of Part I of subchapter J of the Code and (ii) the beneficial interests in such grantor trust will be represented evidenced by the Class A-S Certificates, the Class B Certificates, the Class C Certificates, the Class EC Certificates and any Excess Interest R Certificates. UPPER-TIER REMIC The following table sets forth the Class designationper annum rate at which interest will accrue on, the approximate initial pass-through rate and the aggregate initial principal amount (the “Original Certificate Balance”) ororiginal Lower-Tier Principal Balance of, in the case each Lower-Tier Regular Interest: Designation of the Class XLower-A, Class X-B and Class X-D Certificates, notional amount (the “Original Notional Amount”), as applicable, for each Class of Certificates and each Class EC Tier Regular Interest comprising or evidencing the interests in the UpperInterest Rate Original Lower-Tier REMIC created hereunder: Principal Balance Class Designation Approximate Initial Pass-Through Rate LA-1 (per annum1) Original Certificate Balance / Original Notional Amount $19,967,000 Class A-1 1.700% LA-2 (1) $13,614,000 80,787,000 Class A-2 2.743% $98,127,000 Class A-3 3.063% LA-4 (1) $175,000,000 Class A-4 3.329% LA-5 (1) $221,743,000 506,855,000 Class ALA-AB 3.127% (1) $31,196,000 39,232,000 Class X-A(1) 1.718% $580,156,000 Class X-B(1) 0.565% $42,404,000 Class ALA-S Regular Interest 3.585% (1) $40,476,000 139,420,000 Class B Regular Interest 4.271% LB (1) $42,404,000 46,962,000 Class C Regular Interest 4.836% LC (1) $38,548,000 45,495,000 Class D 2.804% LD (1) $44,331,000 30,819,000 Class XLE (1) $22,014,000 Class LF (1) $19,078,000 Class LG-D(1RR (1) 2.032% $44,331,000 11,741,000 Class E 4.836% XX-XX (1) $19,274,000 36,689,490 Class F 4.836% LVRR (1) $9,637,000 Class G 4.836% 26,242,644 LUVRR (1) $36,622,163 Class R(2) N/A N/A19,757,356

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 (including, in the case of the One Court Square Mortgage Loan, the One Court Square Trust REMIC Regular Interests)Loans. As provided herein, the Certificate Administrator will elect that two segregated portions of the Trust Fund (other than the any VRR Specific Grantor Trust Assets and any Class A-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets and the proceeds of the foregoing) be treated for federal income tax purposes as two separate REMICs (designated as the “Upper-Tier REMIC” and the “Lower-Tier REMIC”, respectively). The Regular In addition, the parties intend that the portion of the Trust Fund consisting of any VRR Specific Grantor Trust Assets and any Class S Specific Grantor Trust Assets will be treated as a grantor trust under subpart E of Part I of subchapter J of the Code. Solely for federal income tax purposes, the Class VRR Certificates shall represent undivided beneficial interests in any VRR Specific Grantor Trust Assets, and the Class EC Regular Interests will S Certificates shall represent “regular interests” undivided beneficial interests in the Upperany Class S Specific Grantor Trust Assets. The Lower-Tier REMIC, REMIC will hold the Mortgage Loans (exclusive of any Excess Interest) and the Upper-Tier Residual Interest will be the sole class of “residual interests” in the Upper-Tier REMIC. There are also issue (i) 12 15 classes of uncertificated Lower-Tier Regular Interests issued under this Agreement (designated as the Class XX-0, Xxxxx XX-0, Class LA-3, Class LA-4, Class LA-AB, Class LA-S, Class LB, Class LC, Class LD, Class LE, Class LF XX-XX, Class LG-RR, Class XX-XX, Class LNR-RR and Class LG LVRR Lower-Tier Regular Interests, respectively), each of which will constitute a class of “regular interests” in the Lower-Tier REMIC, and (ii) the Lower-Tier Residual Interest, which will be 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 both the Lower-Tier Residual Interest and the Upper-Tier Residual Interest. In addition, on October 13, 2015, NREC formed the One Court Square REMIC with respect to part of the One Court Square Loan Combination, which issued three pro rata and pari passu regular interests (the “One Court Square REMIC A-1 Regular Interest”, the “One Court Square REMIC A-2 Regular Interest” and the “One Court Square REMIC A-3 Regular Interest (each, a “One Court Square REMIC Regular Interest”, and collectively, the “One Court Square REMIC Regular Interests”). Each One Court Square REMIC Regular Interest has a principal balance set forth below and for tax reporting purposes will be entitled to principal and interest and any other amounts payable on the One Court Square REMIC Regular Interest in the same proportion that its principal balance bears to the aggregate principal balance all of the One Court Square REMIC Regular Interests, as set forth below: One Court Square REMIC Regular Interest Corresponding One Court Square promissory note(s) Initial Principal Balance One Court Square REMIC A-1 Regular Interest One Court Square Promissory Note A-1 $50,000,000 One Court Square REMIC A-2 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $95,000,000 One Court Square REMIC A-3 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $90,000,000 Each One Court Square REMIC Regular Interest holder will be the owner of a percentage interest, specified below, in its corresponding One Court Square Promissory Note(s) other than for tax reporting purposes. The promissory note designated as “Note A-5” (the “One Court Square Promissory Note A-5”), which evidences the One Court Square Mortgage Loan and will be contributed to the Trust, represents a 21.0526% ownership interest in the One Court Square REMIC A-2 Regular Interest and a 22.2222% ownership interest in the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-1” (the “One Court Square Promissory Note A-1”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 100.0000% ownership of the One Court Square REMIC A-1 Regular Interest. The promissory note designated as “Note A-2” (the “One Court Square Promissory Note A-2”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 78.9474% ownership of the One Court Square REMIC A-2 Regular Interest. The promissory note designated as “Note A-3” (the “One Court Square Promissory Note A-3”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 77.7778% ownership of the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-4” (the “One Court Square Promissory Note A-4”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust and does not represent an ownership interest in any of the One Court Square REMIC Regular Interests or the One Court Square REMIC, was contributed to the Outside Securitization Trust related to the One Court Square Mortgage Loan. The residual interest in the One Court Square REMIC is not an asset of the Trust. The parties intend that (i) the portion of the Trust Fund representing the Class A-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets and the proceeds of the foregoing will be treated as assets of a grantor trust under subpart E of Part I of subchapter J of the Code and (ii) the beneficial interests in such grantor trust will be represented evidenced by the Class A-S Certificates, the Class B Certificates, the Class C Certificates, the Class EC Certificates and any Excess Interest R Certificates. UPPER-TIER REMIC The following table sets forth the Class designationper annum rate at which interest will accrue on, the approximate initial pass-through rate and the aggregate initial principal amount (the “Original Certificate Balance”) ororiginal Lower-Tier Principal Balance of, in the case each Lower-Tier Regular Interest: Designation of the Class XLower-A, Class X-B and Class X-D Certificates, notional amount (the “Original Notional Amount”), as applicable, for each Class of Certificates and each Class EC Tier Regular Interest comprising or evidencing the interests in the UpperInterest Rate Original Lower-Tier REMIC created hereunder: Principal Balance Class Designation Approximate Initial Pass-Through Rate LA-1 (per annum1) Original Certificate Balance / Original Notional Amount $19,640,000 Class A-1 1.700% LA-2 (1) $13,614,000 159,660,000 Class A-2 2.743% LA-3 (1) $98,127,000 265,000,000 Class A-3 3.063% LA-4 (1) $175,000,000 305,239,000 Class A-4 3.329% $221,743,000 Class ALA-AB 3.127% (1) $31,196,000 32,741,000 Class X-A(1) 1.718% $580,156,000 Class X-B(1) 0.565% $42,404,000 Class ALA-S Regular Interest 3.585% (1) $40,476,000 128,518,000 Class B Regular Interest 4.271% LB (1) $42,404,000 46,099,000 Class C Regular Interest 4.836% LC (1) $38,548,000 43,304,000 Class D 2.804% LD (1) $44,331,000 27,939,000 Class XLE (1) $22,351,000 Class XX-D(1XX (1) 2.032% $44,331,000 11,175,000 Class E 4.836% LG-RR (1) $19,274,000 11,176,000 Class F 4.836% XX-XX (1) $9,637,000 11,175,000 Class G 4.836% LNR-RR (1) $36,622,163 33,527,108 Class R(2LVRR (1) N/A N/A$29,485,474

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 (including, in the case of the One Court Square Mortgage Loan, the One Court Square Trust REMIC Regular Interests)Loans. As provided herein, the Certificate Administrator will elect that two segregated portions of the Trust Fund (other than the any VRR Specific Grantor Trust Assets and any Class A-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets and the proceeds of the foregoing) be treated for federal income tax purposes as two separate REMICs (designated as the “Upper-Tier REMIC” and the “Lower-Tier REMIC”, respectively). The Regular In addition, the parties intend that the portion of the Trust Fund consisting of the VRR Specific Grantor Trust Assets and the Class S Specific Grantor Trust Assets will be treated as a grantor trust under subpart E of Part I of subchapter J of the Code. Solely for federal income tax purposes, the Class V-1 Certificates, the Class V-2 Certificates and the Class EC Regular Interests will V-3 Certificates shall represent “regular interests” undivided beneficial interests in the Upper-Tier REMICVRR Specific Grantor Trust Assets, and the UpperClass S Certificates shall represent undivided beneficial interests in any Class S Specific Grantor Trust Assets. The Lower-Tier Residual Interest REMIC will be hold the sole class Mortgage Loans (exclusive of “residual interests” in the Upper-Tier REMIC. There are also Excess Interest) and will issue (i) 12 13 classes of uncertificated Lower-Tier Regular Interests issued under this Agreement (designated as the Class XX-0, Xxxxx XX-0, Class LA-3, Class LA-4, Class LA-AB, Class LA-S, Class LB, Class LC, Class LD, Class LE, Class LF LF, Class LG and Class LG LVRR Lower-Tier Regular Interests, respectively), each of which will constitute a class of “regular interests” in the Lower-Tier REMIC, and (ii) the Lower-Tier Residual Interest, which will be 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 both the Lower-Tier Residual Interest and the Upper-Tier Residual Interest. In addition, on October 13, 2015, NREC formed the One Court Square REMIC with respect to part of the One Court Square Loan Combination, which issued three pro rata and pari passu regular interests (the “One Court Square REMIC A-1 Regular Interest”, the “One Court Square REMIC A-2 Regular Interest” and the “One Court Square REMIC A-3 Regular Interest (each, a “One Court Square REMIC Regular Interest”, and collectively, the “One Court Square REMIC Regular Interests”). Each One Court Square REMIC Regular Interest has a principal balance set forth below and for tax reporting purposes will be entitled to principal and interest and any other amounts payable on the One Court Square REMIC Regular Interest in the same proportion that its principal balance bears to the aggregate principal balance all of the One Court Square REMIC Regular Interests, as set forth below: One Court Square REMIC Regular Interest Corresponding One Court Square promissory note(s) Initial Principal Balance One Court Square REMIC A-1 Regular Interest One Court Square Promissory Note A-1 $50,000,000 One Court Square REMIC A-2 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $95,000,000 One Court Square REMIC A-3 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $90,000,000 Each One Court Square REMIC Regular Interest holder will be the owner of a percentage interest, specified below, in its corresponding One Court Square Promissory Note(s) other than for tax reporting purposes. The promissory note designated as “Note A-5” (the “One Court Square Promissory Note A-5”), which evidences the One Court Square Mortgage Loan and will be contributed to the Trust, represents a 21.0526% ownership interest in the One Court Square REMIC A-2 Regular Interest and a 22.2222% ownership interest in the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-1” (the “One Court Square Promissory Note A-1”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 100.0000% ownership of the One Court Square REMIC A-1 Regular Interest. The promissory note designated as “Note A-2” (the “One Court Square Promissory Note A-2”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 78.9474% ownership of the One Court Square REMIC A-2 Regular Interest. The promissory note designated as “Note A-3” (the “One Court Square Promissory Note A-3”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 77.7778% ownership of the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-4” (the “One Court Square Promissory Note A-4”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust and does not represent an ownership interest in any of the One Court Square REMIC Regular Interests or the One Court Square REMIC, was contributed to the Outside Securitization Trust related to the One Court Square Mortgage Loan. The residual interest in the One Court Square REMIC is not an asset of the Trust. The parties intend that (i) the portion of the Trust Fund representing the Class A-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets and the proceeds of the foregoing will be treated as assets of a grantor trust under subpart E of Part I of subchapter J of the Code and (ii) the beneficial interests in such grantor trust will be represented evidenced by the Class A-S Certificates, the Class B Certificates, the Class C Certificates, the Class EC Certificates and any Excess Interest R Certificates. UPPER-TIER REMIC The following table sets forth the Class designationper annum rate at which interest will accrue on, the approximate initial pass-through rate and the aggregate initial principal amount (the “Original Certificate Balance”) ororiginal Lower-Tier Principal Balance of, in the case each Lower-Tier Regular Interest: Designation of the Class XLower-A, Class X-B and Class X-D Certificates, notional amount (the “Original Notional Amount”), as applicable, for each Class of Certificates and each Class EC Tier Regular Interest comprising or evidencing the interests in the UpperInterest Rate Original Lower-Tier REMIC created hereunder: Principal Balance Class Designation Approximate Initial Pass-Through Rate LA-1 (per annum1) Original Certificate Balance / Original Notional Amount $31,000,000 Class A-1 1.700% LA-2 (1) $13,614,000 40,600,000 Class A-2 2.743% LA-3 (1) $98,127,000 285,000,000 Class A-3 3.063% LA-4 (1) $175,000,000 317,631,000 Class A-4 3.329% $221,743,000 Class ALA-AB 3.127% (1) $31,196,000 48,700,000 Class X-A(1) 1.718% $580,156,000 Class X-B(1) 0.565% $42,404,000 Class ALA-S Regular Interest 3.585% (1) $40,476,000 111,022,000 Class B Regular Interest 4.271% LB (1) $42,404,000 41,310,000 Class C Regular Interest 4.836% LC (1) $38,548,000 42,601,000 Class D 2.804% LD (1) $44,331,000 47,765,000 Class X-D(1LE (1) 2.032% $44,331,000 20,655,000 Class E 4.836% LF (1) $19,274,000 10,328,000 Class F 4.836% LG (1) $9,637,000 36,147,149 Class G 4.836% LVRR (1) $36,622,163 Class R(2) N/A N/A54,355,745

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 aggregate, together with the Uncertificated VRR Interest, will evidence the entire beneficial ownership interest in the Trust Fund consisting primarily of the Mortgage Loans (including, in the case of the One Court Square Mortgage Loan, the One Court Square Trust REMIC Regular Interests)Loans. As provided herein, the Certificate Administrator will elect that two segregated portions of the Trust Fund (other than the any VRR Specific Grantor Trust Assets and any Class A-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets and the proceeds of the foregoing) be treated for federal income tax purposes as two separate REMICs (designated as the “Upper-Tier REMIC” and the “Lower-Tier REMIC”, respectively). The Regular In addition, the parties intend that the portion of the Trust Fund consisting of any VRR Specific Grantor Trust Assets and any Class S Specific Grantor Trust Assets will be treated as a grantor trust under subpart E of Part I of subchapter J of the Code. Solely for federal income tax purposes, the Class VRR Certificates and the Class EC Regular Interests will Uncertificated VRR Interest shall represent “regular interests” undivided beneficial interests in the Upper-Tier REMICany VRR Specific Grantor Trust Assets, and the UpperClass S Certificates shall represent undivided beneficial interests in any Class S Specific Grantor Trust Assets. The Lower-Tier Residual Interest REMIC will be hold the sole class Mortgage Loans (exclusive of “residual interests” in the Upper-Tier REMIC. There are also any Excess Interest) and will issue (i) 12 15 classes of uncertificated Lower-Tier Regular Interests issued under this Agreement (designated as the Class XX-0, Xxxxx XX-0, Class LA-3, Class LA-4, Class LA-5, Class LA-AB, Class LA-S, Class LB, Class LC, Class LD, Class LE, Class LF LF, Class LG-RR, Class XX-XX and Class LG LVRR Lower-Tier Regular Interests, respectively), each of which will constitute a class of “regular interests” in the Lower-Tier REMIC, and (ii) the Lower-Tier Residual Interest, which will be 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 both the Lower-Tier Residual Interest and the Upper-Tier Residual Interest. In addition, on October 13, 2015, NREC formed the One Court Square REMIC with respect to part of the One Court Square Loan Combination, which issued three pro rata and pari passu regular interests (the “One Court Square REMIC A-1 Regular Interest”, the “One Court Square REMIC A-2 Regular Interest” and the “One Court Square REMIC A-3 Regular Interest (each, a “One Court Square REMIC Regular Interest”, and collectively, the “One Court Square REMIC Regular Interests”). Each One Court Square REMIC Regular Interest has a principal balance set forth below and for tax reporting purposes will be entitled to principal and interest and any other amounts payable on the One Court Square REMIC Regular Interest in the same proportion that its principal balance bears to the aggregate principal balance all of the One Court Square REMIC Regular Interests, as set forth below: One Court Square REMIC Regular Interest Corresponding One Court Square promissory note(s) Initial Principal Balance One Court Square REMIC A-1 Regular Interest One Court Square Promissory Note A-1 $50,000,000 One Court Square REMIC A-2 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $95,000,000 One Court Square REMIC A-3 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $90,000,000 Each One Court Square REMIC Regular Interest holder will be the owner of a percentage interest, specified below, in its corresponding One Court Square Promissory Note(s) other than for tax reporting purposes. The promissory note designated as “Note A-5” (the “One Court Square Promissory Note A-5”), which evidences the One Court Square Mortgage Loan and will be contributed to the Trust, represents a 21.0526% ownership interest in the One Court Square REMIC A-2 Regular Interest and a 22.2222% ownership interest in the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-1” (the “One Court Square Promissory Note A-1”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 100.0000% ownership of the One Court Square REMIC A-1 Regular Interest. The promissory note designated as “Note A-2” (the “One Court Square Promissory Note A-2”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 78.9474% ownership of the One Court Square REMIC A-2 Regular Interest. The promissory note designated as “Note A-3” (the “One Court Square Promissory Note A-3”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 77.7778% ownership of the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-4” (the “One Court Square Promissory Note A-4”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust and does not represent an ownership interest in any of the One Court Square REMIC Regular Interests or the One Court Square REMIC, was contributed to the Outside Securitization Trust related to the One Court Square Mortgage Loan. The residual interest in the One Court Square REMIC is not an asset of the Trust. The parties intend that (i) the portion of the Trust Fund representing the Class A-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets and the proceeds of the foregoing will be treated as assets of a grantor trust under subpart E of Part I of subchapter J of the Code and (ii) the beneficial interests in such grantor trust will be represented evidenced by the Class A-S Certificates, the Class B Certificates, the Class C Certificates, the Class EC Certificates and any Excess Interest R Certificates. UPPER-TIER REMIC The following table sets forth the Class designationper annum rate at which interest will accrue on, the approximate initial pass-through rate and the aggregate initial principal amount (the “Original Certificate Balance”) ororiginal Lower-Tier Principal Balance of, in the case each Lower-Tier Regular Interest: Designation of the Class XLower-A, Class X-B and Class X-D Certificates, notional amount (the “Original Notional Amount”), as applicable, for each Class of Certificates and each Class EC Tier Regular Interest comprising or evidencing the interests in the UpperInterest Rate Original Lower-Tier REMIC created hereunder: Principal Balance Class Designation Approximate Initial Pass-Through Rate LA-1 (per annum1) Original Certificate Balance / Original Notional Amount $11,821,000 Class A-1 1.700% LA-2 (1) $13,614,000 128,061,000 Class A-2 2.743% LA-3 (1) $98,127,000 10,109,000 Class A-3 3.063% LA-4 (1) $175,000,000 210,000,000 Class A-4 3.329% LA-5 (1) $221,743,000 482,910,000 Class ALA-AB 3.127% (1) $31,196,000 19,488,000 Class X-A(1) 1.718% $580,156,000 Class X-B(1) 0.565% $42,404,000 Class ALA-S Regular Interest 3.585% (1) $40,476,000 109,339,000 Class B Regular Interest 4.271% LB (1) $42,404,000 69,299,000 Class C Regular Interest 4.836% LC (1) $38,548,000 50,819,000 Class D 2.804% LD (1) $44,331,000 32,340,000 Class XLE (1) $26,179,000 Class LF (1) $26,180,000 Class LG-D(1RR (1) 2.032% $44,331,000 12,320,000 Class E 4.836% XX-XX (1) $19,274,000 43,119,964 Class F 4.836% LVRR (1) $9,637,000 Class G 4.836% $36,622,163 Class R(2) N/A N/A44,650,000

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 (including, in the case of the One Court Square Mortgage Loan, the One Court Square Trust REMIC Regular Interests)Loans. As provided herein, the Certificate Administrator will elect that two segregated portions of the Trust Fund (other than the Class A-S Specific Grantor Trust AssetsExcess Interest, the Class B Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets Distribution Amount and the proceeds of the foregoingthereof) be treated for federal income tax purposes as two separate REMICs (designated as each, a “Trust REMIC” or, in the alternative, the “Upper-Tier REMIC” and the “Lower-Tier REMIC”, respectively). The Regular Class A-0, Xxxxx X-0, Class A-0, Xxxxx X-0, Class A-SB, Class A-S, Class B, Class C, Class D, Class E, Class F, Class NR, Class X-A, Class X-B, Class X-D, Class X-E, Class X-F and Class X-NR Certificates and the Class EC Regular Interests will represent “regular interests” in the Upper-Tier REMIC, REMIC and the Upper-Tier Residual Interest will be represent the sole class of “residual interests” in the Upper-Tier REMIC. There are also (i) 12 classes of uncertificated Lower-Tier Regular Interests issued under this Agreement (designated as the Class XX-0LX-0, Xxxxx XX-0, Class LA-3, Class LA-4, Class LA-ABSB, Class LA-S, Class LB, Class LC, Class LD, Class LE, Class LF and Class LG LNR Interests), each of which will constitute a class of “regular interests” in the Lower-Tier REMIC, and (ii) the Lower-Tier Residual Interest, which will be 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 both the Lower-Tier Residual Interest and the Upper-Tier Residual Interest. In additionFor the avoidance of doubt, on October 13, 2015, NREC formed any cash collateral posted by the One Court Square REMIC with respect to part holder of the One Court Square Cxxxxxx River Plaza North Subordinate Companion Loan Combination, which issued three pro rata and pari passu regular interests (the “One Court Square REMIC A-1 Regular Interest”, the “One Court Square REMIC A-2 Regular Interest” and the “One Court Square REMIC A-3 Regular Interest (each, a “One Court Square REMIC Regular Interest”, and collectively, the “One Court Square REMIC Regular Interests”). Each One Court Square REMIC Regular Interest has a principal balance set forth below and for tax reporting purposes as described in Section 3.10(a) of this Agreement) will not be entitled to principal and interest and any other amounts payable on the One Court Square REMIC Regular Interest in the same proportion that its principal balance bears to the aggregate principal balance all of the One Court Square REMIC Regular Interests, as set forth below: One Court Square REMIC Regular Interest Corresponding One Court Square promissory note(s) Initial Principal Balance One Court Square REMIC A-1 Regular Interest One Court Square Promissory Note A-1 $50,000,000 One Court Square REMIC A-2 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $95,000,000 One Court Square REMIC A-3 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $90,000,000 Each One Court Square REMIC Regular Interest holder will be the owner of a percentage interest, specified below, in its corresponding One Court Square Promissory Note(s) other than for tax reporting purposes. The promissory note designated as “Note A-5” (the “One Court Square Promissory Note A-5”), which evidences the One Court Square Mortgage Loan and will be contributed to the Trust, represents a 21.0526% ownership interest in the One Court Square REMIC A-2 Regular Interest and a 22.2222% ownership interest in the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-1” (the “One Court Square Promissory Note A-1”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 100.0000% ownership of the One Court Square either Trust REMIC A-1 Regular Interest. The promissory note designated as “Note A-2” (the “One Court Square Promissory Note A-2”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 78.9474% ownership of the One Court Square REMIC A-2 Regular Interest. The promissory note designated as “Note A-3” (the “One Court Square Promissory Note A-3”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 77.7778% ownership of the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-4” (the “One Court Square Promissory Note A-4”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust and does not represent an ownership interest in any of the One Court Square REMIC Regular Interests or the One Court Square REMIC, was contributed to the Outside Securitization Trust related to the One Court Square Mortgage Loan. The residual interest in the One Court Square REMIC is not an asset of the Trust. The parties intend that (i) the portion of the Trust Fund representing the Class A-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets and the proceeds of the foregoing but will be treated as assets an “outside reserve fund” within the meaning of a grantor trust under subpart E of Part I of subchapter J of the Code and (iiTreasury Regulation Section 1.860G-2(h) the beneficial interests in beneficially owned by such grantor trust will be represented by the Class A-S Certificates, the Class B Certificates, the Class C Certificates, the Class EC Certificates and any Excess Interest Certificatesholder. UPPER-TIER REMIC The following table sets forth the Class designation, the approximate initial pass-through rate and (the “Pass-Through Rate”), the aggregate initial principal amount balance (the “Original Certificate Principal Balance”) or, in the case of the Class X-A, Class X-B B, Class X-D, Class X-E, Class X-F and Class X-D NR Certificates, notional amount (the “Original Notional Amount”), as applicable, and the initial ratings given each Class by the Rating Agencies (the “Original Ratings”) for each Class of Certificates and each Class EC Regular Interest comprising or evidencing the interests in the Upper-Tier REMIC created hereunder: Class Designation Approximate Initial Pass-Through Rate (per annum) Original Certificate Principal Balance / Original Notional Amount Original Ratings Mxxxx’x/Fitch/KBRA/Morningstar(1) Class A-1 1.7001.7167 % $13,614,000 $ 60,509,000 Aaa(sf)/AAAsf/AAA(sf)/AAA Class A-2 2.7433.0326 % $98,127,000 $ 148,324,000 Aaa(sf)/AAAsf/AAA(sf)/AAA Class A-3 3.0633.4465 % $175,000,000 $ 200,000,000 Aaa(sf)/AAAsf/AAA(sf)/AAA Class A-4 3.3293.7182 % $221,743,000 $ 502,390,000 Aaa(sf)/AAAsf/AAA(sf)/AAA Class A-AB 3.127SB 3.4481 % $31,196,000 $ 82,627,000 Aaa(sf)/AAAsf/AAA(sf)/AAA Class X-A(1A 1.0395 %(2) 1.718% $580,156,000 $ 1,080,812,000 (3) Aa1(sf)/AAAsf/AAA(sf)/AAA Class X-B(1B 0.2500 %(2) 0.565% $42,404,000 $ 86,961,000 (3) NR/AA-sf/AAA(sf)/AAA Class X-D 1.0000 %(2) $ 72,764,000 (3) NR/BBB-sf/BBB-(sf)/BBB Class X-E 1.2876 %(2) $ 35,495,000 (3) NR/BB-sf/BB-(sf)/AAA Class X-F 1.2876 %(2) $ 14,197,000 (3) NR/B-sf/B-(sf)/AAA Class X-NR 1.2876 %(2) $ 65,666,014 (3) NR/NR/NR/AAA Class A-S Regular Interest 3.5854.0532 % $40,476,000 $ 86,962,000 Aa2(sf)/AAAsf/AAA(sf)/AAA Class B Regular Interest 4.2714.2576 % $42,404,000 $ 86,961,000 NR/AA-sf/AA-(sf)/AA Class C Regular Interest 4.8364.5076 % $38,548,000 $ 63,891,000 NR/A-sf/A-(sf)/A- Class D 2.8043.5076 % $44,331,000 Class X$ 72,764,000 NR/BBB-D(1) 2.032% $44,331,000 sf/BBB-(sf)/BBB Class E 4.8363.2200 % $19,274,000 $ 35,495,000 NR/BB-sf/BB-(sf)/BB Class F 4.8363.2200 % $9,637,000 $ 14,197,000 NR/B-sf/B-(sf)/B+ Class G 4.836NR 3.2200 % $36,622,163 $ 65,666,014 NR/NR/NR/NR Class R(2R(4) N/A N/AA NR/NR/NR/NR

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 (including, in the case of the One Court Square Mortgage Loan, the One Court Square Trust REMIC Regular Interests). As provided herein, the Certificate Securities Administrator will elect that two segregated portions on behalf of the Trust Fund (other than exclusive of (i) the Swap Agreement, (ii) the Cap Agreement (iii) the right to receive and the obligation to pay Basis Risk Carryover Amounts, (iv) the Supplemental Interest Trust and the Supplemental Interest Trust Account and (v) the obligation to pay Class A-S Specific Grantor I Shortfalls (collectively, the “Excluded Trust Assets, ”) shall elect that two segregated asset pools within the Class B Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets and the proceeds of the foregoing) Fund be treated for federal income tax purposes as two separate REMICs comprising four real estate mortgage investment conduits under Section 860D of the Code (designated each a “REMIC” or, in the alternative, “REMIC 1,” REMIC 2,” “REMIC 3” and “REMIC 4,”; REMIC 4 also being referred to herein as the “Upper-Upper Tier REMIC” and .”) Any inconsistencies or ambiguities in this Agreement or in the “Lower-Tier REMIC”administration of this Agreement shall be resolved in a manner that preserves the validity of such REMIC election. Each Certificate, respectively). The Regular Certificates and other than the Class EC Regular Interests will represent “R Certificates, represents ownership of a regular interests” interest in the Upper-Upper Tier REMICREMIC for purposes of the REMIC Provisions. In addition, each Certificate, other than the Class R, Class X and the Upper-Tier Residual Interest will be the sole class of “residual interests” in the Upper-Tier REMIC. There are also Class P Certificates, represents (i) 12 classes of uncertificated Lower-Tier Regular Interests issued under this Agreement (designated as the Class XX-0, Xxxxx XX-0, Class LA-3, Class LA-4, Class LA-AB, Class LA-S, Class LB, Class LC, Class LD, Class LE, Class LF and Class LG Interests), each of which will constitute a class of “regular interests” in the Lower-Tier REMIC, right to receive payments with respect to any Basis Risk Carryover Amounts and (ii) the Lower-Tier Residual Interest, which will be 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 REMICobligation to pay Class I Shortfalls. The Class R Certificates will represent both the Lower-Tier Residual Interest and the Upper-Tier Residual Interest. In addition, on October 13, 2015, NREC formed the One Court Square REMIC with respect to part of the One Court Square Loan Combination, which issued three pro rata and pari passu regular interests (the “One Court Square REMIC A-1 Regular Interest”, the “One Court Square REMIC A-2 Regular Interest” and the “One Court Square REMIC A-3 Regular Interest (each, a “One Court Square REMIC Regular Interest”, and collectively, the “One Court Square REMIC Regular Interests”). Each One Court Square REMIC Regular Interest has a principal balance set forth below and for tax reporting purposes will be entitled to principal and interest and any other amounts payable on the One Court Square REMIC Regular Interest in the same proportion that its principal balance bears to the aggregate principal balance all of the One Court Square REMIC Regular Interests, as set forth below: One Court Square REMIC Regular Interest Corresponding One Court Square promissory note(s) Initial Principal Balance One Court Square REMIC A-1 Regular Interest One Court Square Promissory Note A-1 $50,000,000 One Court Square REMIC A-2 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $95,000,000 One Court Square REMIC A-3 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $90,000,000 Each One Court Square REMIC Regular Interest holder will be the owner of a percentage interest, specified below, in its corresponding One Court Square Promissory Note(s) other than for tax reporting purposes. The promissory note designated as “Note A-5” (the “One Court Square Promissory Note A-5”), which evidences the One Court Square Mortgage Loan and will be contributed to the Trust, Certificate represents a 21.0526% ownership interest in the One Court Square REMIC A-2 Regular Interest and a 22.2222% ownership interest in the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-1” (the “One Court Square Promissory Note A-1”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 100.0000% ownership of the One Court Square REMIC A-1 Regular Interest. The promissory note designated as “Note A-2” (the “One Court Square Promissory Note A-2”), which evidences one sole Class of the One Court Square Companion Loans and is not an asset of the Trust, evidences 78.9474% ownership of the One Court Square REMIC A-2 Regular Interest. The promissory note designated as “Note A-3” (the “One Court Square Promissory Note A-3”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 77.7778% ownership of the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-4” (the “One Court Square Promissory Note A-4”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust and does not represent an ownership interest in any of the One Court Square REMIC Regular Interests or the One Court Square REMIC, was contributed to the Outside Securitization Trust related to the One Court Square Mortgage Loan. The residual interest in each of REMIC 1, REMIC 2, REMIC 3 and the One Court Square Upper Tier REMIC is not an asset for purposes of the TrustREMIC Provisions. The parties intend that (i) Upper Tier REMIC shall hold as its assets the portion uncertificated Lower Tier Interests in REMIC 3, other than the Class LT3-R interest, and each such Lower Tier Interest is hereby designated as a regular interest in REMIC 3 for purposes of the REMIC Provisions. REMIC 3 shall hold as its assets the uncertificated Lower Tier Interests in REMIC 2, and each such Lower Tier Interest is hereby designated as a regular interest in REMIC 2. REMIC 2 shall hold as its assets the uncertificated Lower Tier Interests in REMIC 1, and each such Lower Tier Interest is hereby designated as a regular interest in REMIC 1. REMIC 1 shall hold as its assets the property of the Trust Fund representing other than the Class A-S Specific Grantor Lower Tier Interests in REMIC 1, REMIC 2 and REMIC 3 and the Excluded Trust Assets, the Class B Specific Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets and the proceeds of the foregoing will be treated as assets of a grantor trust under subpart E of Part I of subchapter J of the Code and (ii) the beneficial interests in such grantor trust will be represented by the Class A-S Certificates, the Class B Certificates, the Class C Certificates, the Class EC Certificates and any Excess Interest Certificates. UPPER-TIER REMIC The following table sets forth the Class designation, the approximate initial pass-through rate and the aggregate initial principal amount (the “Original Certificate Balance”) or, in the case of the Class X-A, Class X-B and Class X-D Certificates, notional amount (the “Original Notional Amount”), as applicable, for each Class of Certificates and each Class EC Regular Interest comprising or evidencing the interests in the Upper-Tier REMIC created hereunder: Class Designation Approximate Initial Pass-Through Rate (per annum) Original Certificate Balance / Original Notional Amount Class A-1 1.700% $13,614,000 Class A-2 2.743% $98,127,000 Class A-3 3.063% $175,000,000 Class A-4 3.329% $221,743,000 Class A-AB 3.127% $31,196,000 Class X-A(1) 1.718% $580,156,000 Class X-B(1) 0.565% $42,404,000 Class A-S Regular Interest 3.585% $40,476,000 Class B Regular Interest 4.271% $42,404,000 Class C Regular Interest 4.836% $38,548,000 Class D 2.804% $44,331,000 Class X-D(1) 2.032% $44,331,000 Class E 4.836% $19,274,000 Class F 4.836% $9,637,000 Class G 4.836% $36,622,163 Class R(2) N/A N/A.

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 (including, in the case of the One Court Square Mortgage Loan, the One Court Square Trust REMIC Regular Interests)Loans. As provided herein, the Certificate Administrator Trustee will elect that two segregated portions of the Trust Fund (other than the Class A-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets and the proceeds of the foregoing) be treated for federal income tax purposes as two separate REMICs real estate mortgage investment conduits (designated as each a "REMIC" or, in the “alternative, the "Lower-Tier REMIC" and the "Upper-Tier REMIC” and the “Lower-Tier REMIC”, ," respectively). The Regular Class , Class , Class , Class , Class , Class , Class , Class , Class , Class , Class and Class Certificates and the Class EC Regular Interests will represent “constitute "regular interests” " in the Upper-Tier REMIC, REMIC and the Upper-Tier Residual Interest will be Class __ Certificates are the sole class of “"residual interests” interest" in the Upper-Tier REMICREMIC for purposes of the REMIC Provisions. The Class Certificates are the sole class of "residual interest" in the Lower-Tier REMIC for purposes of the REMIC Provisions. There are also (i) 12 ten classes of uncertificated Lower-Tier Regular Interests issued under this Agreement (designated as the Class XX-0, Xxxxx XX-0, Class LA-3, Class LA-4, Class LA-AB, Class LA-S, Class LB, Class LC, Class LD, Class LE, Class LF and Class LG Interests), each of which will constitute a class of “regular interests” in the Lower-Tier REMIC, and (ii) the Lower-Tier Residual Interest, which will be the sole class of “residual interests” interest in the Lower-Tier REMIC. The All such Lower-Tier Regular Interests will be held by the Trustee as assets of the Upper-Tier REMIC. The Class R Certificates will represent both the Lower-Tier Residual Interest and the Upper-Tier Residual Interest. In addition, on October 13, 2015, NREC formed the One Court Square REMIC with respect to part of the One Court Square Loan Combination, which issued three pro rata and pari passu regular interests (the “One Court Square REMIC A-1 Regular Interest”, the “One Court Square REMIC A-2 Regular Interest” and the “One Court Square REMIC A-3 Regular Interest (each, a “One Court Square REMIC Regular Interest”, and collectively, the “One Court Square REMIC Regular Interests”). Each One Court Square REMIC Regular Interest has a principal balance set forth below and for tax reporting purposes will be entitled to principal and interest and any other amounts payable on the One Court Square REMIC Regular Interest in the same proportion that its principal balance bears to the aggregate principal balance all of the One Court Square REMIC Regular Interests, as set forth below: One Court Square REMIC Regular Interest Corresponding One Court Square promissory note(s) Initial Principal Balance One Court Square REMIC A-1 Regular Interest One Court Square Promissory Note A-1 $50,000,000 One Court Square REMIC A-2 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $95,000,000 One Court Square REMIC A-3 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $90,000,000 Each One Court Square REMIC Regular Interest holder will be the owner of a percentage interest, specified below, in its corresponding One Court Square Promissory Note(s) other than for tax reporting purposes. The promissory note designated as “Note A-5” (the “One Court Square Promissory Note A-5”), which evidences the One Court Square Mortgage Loan and will be contributed to the Trust, represents a 21.0526% ownership interest in the One Court Square REMIC A-2 Regular Interest and a 22.2222% ownership interest in the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-1” (the “One Court Square Promissory Note A-1”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 100.0000% ownership of the One Court Square REMIC A-1 Regular Interest. The promissory note designated as “Note A-2” (the “One Court Square Promissory Note A-2”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 78.9474% ownership of the One Court Square REMIC A-2 Regular Interest. The promissory note designated as “Note A-3” (the “One Court Square Promissory Note A-3”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 77.7778% ownership of the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-4” (the “One Court Square Promissory Note A-4”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust and does not represent an ownership interest in any of the One Court Square REMIC Regular Interests or the One Court Square REMIC, was contributed to the Outside Securitization Trust related to the One Court Square Mortgage Loan. The residual interest in the One Court Square REMIC is not an asset of the Trust. The parties intend that (i) the portion of the Trust Fund representing the Class A-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets and the proceeds of the foregoing will be treated as assets of a grantor trust under subpart E of Part I of subchapter J of the Code and (ii) the beneficial interests in such grantor trust will be represented by the Class A-S Certificates, the Class B Certificates, the Class C Certificates, the Class EC Certificates and any Excess Interest Certificates. UPPER-TIER REMIC The following table sets forth the designation and aggregate initial Certificate Balance (or, with respect to the Class designation___ and Class ___ Certificates, the approximate initial pass-through rate Class ___ Notional Balance and the aggregate initial principal amount (the “Original Certificate Class ___ Notional Balance”, respectively) or, in the case of the Class X-A, Class X-B and Class X-D Certificates, notional amount (the “Original Notional Amount”), as applicable, for each Class of Certificates and each Class EC Regular Interest comprising or evidencing the interests in the Upper-Tier REMIC created hereunder: Class Designation Approximate Initial Pass-Through Rate (per annum) Original REMIC. Certificate Balance / Original Class or Notional Amount Class A-1 1.700% $13,614,000 Class A-2 2.743% $98,127,000 Class A-3 3.063% $175,000,000 Class A-4 3.329% $221,743,000 Class A-AB 3.127% $31,196,000 Class X-A(1) 1.718% $580,156,000 Class X-B(1) 0.565% $42,404,000 Class A-S Regular Interest 3.585% $40,476,000 Class B Regular Interest 4.271% $42,404,000 Class C Regular Interest 4.836% $38,548,000 Class D 2.804% $44,331,000 Class X-D(1) 2.032% $44,331,000 Class E 4.836% $19,274,000 Class F 4.836% $9,637,000 Class G 4.836% $36,622,163 Class R(2) N/A N/ABalance ----- -------------------

PRELIMINARY STATEMENT. On the Closing Date, the Depositor will acquire the Mortgage Loans from Mxxxxx Sxxxxxx Mortgage Capital Holdings LLC, as seller (Terms used but not defined in this Preliminary Statement shall have “MSMCH”), Bank of America, National Association, as seller (“BANA”), and CIBC Inc., as seller (“CIBC”), and will be the meanings specified in Article I hereof) The Depositor intends owner of the Mortgage Loans and the other property being conveyed by it to sell pass-through certificates to be issued hereunder in multiple classes which in the aggregate will evidence the entire beneficial ownership interest Trustee for inclusion in the Trust Fund consisting primarily which is hereby created. On the Closing Date, the Depositor will acquire: (i) the REMIC I Regular Interests and, to the extent they represent the REMIC I Residual Interest, the Class R Certificates as consideration for its transfer to the Trust of the Mortgage Loans (includingother than any Excess Interest payable thereon) and the other property constituting REMIC I; (ii) the REMIC II Regular Interests and, in to the case extent they represent the REMIC II Residual Interest, the Class R Certificates as consideration for its transfer of the One Court Square Mortgage Loan, REMIC I Regular Interests to the One Court Square Trust Trust; (iii) the REMIC III Regular Interests). As provided herein, the Certificate Administrator will elect that two segregated portions of the Trust Fund Certificates (other than the portion of the Class H Certificates representing the right to receive Excess Interest), the EX XXXXX III Regular Interests and, to the extent they represent the REMIC III Residual Interest, the Class R Certificates as consideration for its transfer of the REMIC II Regular Interests to the Trust; (iv) the Exchangeable Certificates as consideration for its transfer of the EX XXXXX III Regular Interests to the Trust; and (v) the portion of the Class H Certificates representing the right to receive Excess Interest as consideration for its transfer to the Trust of such right. The Depositor has duly authorized the execution and delivery of this Agreement to provide for the foregoing and the issuance of (A) the REMIC I Regular Interests and, to the extent they represent the REMIC I Residual Interest, the Class R Certificates, representing in the aggregate the entire beneficial ownership of REMIC I, (B) the REMIC II Regular Interests and, to the extent they represent the REMIC II Residual Interest, the Class R Certificates, representing in the aggregate the entire beneficial ownership of REMIC II, (C) the REMIC III Regular Certificates, the EX XXXXX III Regular Interests and, to the extent they represent the REMIC III Residual Interest, the Class R Certificates, representing in the aggregate the entire beneficial ownership of REMIC III, (D) the Class A-S Certificates, representing in the aggregate the entire beneficial ownership of the Class A-S Specific Grantor Trust Assets, (E) the Class B Certificates, representing in the aggregate the entire beneficial ownership of the Class B Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets(F) the Class C Certificates, representing in the aggregate the entire beneficial ownership of the Class C Specific Grantor Trust Assets, (G) the Class EC PST Certificates, representing in the aggregate the entire beneficial ownership of the Class PST Specific Grantor Trust Assets and the proceeds of the foregoing(H) be treated for federal income tax purposes as two separate REMICs (designated as the “Upper-Tier REMIC” and the “Lower-Tier REMIC”, respectively). The Regular Certificates and the Class EC Regular Interests will represent “regular interests” in the Upper-Tier REMIC, and the Upper-Tier Residual Interest will be the sole class of “residual interests” in the Upper-Tier REMIC. There are also (i) 12 classes of uncertificated Lower-Tier Regular Interests issued under this Agreement (designated as the Class XX-0, Xxxxx XX-0, Class LA-3, Class LA-4, Class LA-AB, Class LA-S, Class LB, Class LC, Class LD, Class LE, Class LF and Class LG Interests), each of which will constitute a class of “regular interests” in the Lower-Tier REMIC, and (ii) the Lower-Tier Residual Interest, which will be 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 both the Lower-Tier Residual Interest and the Upper-Tier Residual Interest. In addition, on October 13, 2015, NREC formed the One Court Square REMIC with respect to part of the One Court Square Loan Combination, which issued three pro rata and pari passu regular interests (the “One Court Square REMIC A-1 Regular Interest”, the “One Court Square REMIC A-2 Regular Interest” and the “One Court Square REMIC A-3 Regular Interest (each, a “One Court Square REMIC Regular Interest”, and collectively, the “One Court Square REMIC Regular Interests”). Each One Court Square REMIC Regular Interest has a principal balance set forth below and for tax reporting purposes will be entitled to principal and interest and any other amounts payable on the One Court Square REMIC Regular Interest in the same proportion that its principal balance bears to the aggregate principal balance all of the One Court Square REMIC Regular Interests, as set forth below: One Court Square REMIC Regular Interest Corresponding One Court Square promissory note(s) Initial Principal Balance One Court Square REMIC A-1 Regular Interest One Court Square Promissory Note A-1 $50,000,000 One Court Square REMIC A-2 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $95,000,000 One Court Square REMIC A-3 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $90,000,000 Each One Court Square REMIC Regular Interest holder will be the owner of a percentage interest, specified below, in its corresponding One Court Square Promissory Note(s) other than for tax reporting purposes. The promissory note designated as “Note A-5” (the “One Court Square Promissory Note A-5”), which evidences the One Court Square Mortgage Loan and will be contributed to the Trust, represents a 21.0526% ownership interest in the One Court Square REMIC A-2 Regular Interest and a 22.2222% ownership interest in the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-1” (the “One Court Square Promissory Note A-1”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 100.0000% ownership of the One Court Square REMIC A-1 Regular Interest. The promissory note designated as “Note A-2” (the “One Court Square Promissory Note A-2”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 78.9474% ownership of the One Court Square REMIC A-2 Regular Interest. The promissory note designated as “Note A-3” (the “One Court Square Promissory Note A-3”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 77.7778% ownership of the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-4” (the “One Court Square Promissory Note A-4”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust and does not represent an ownership interest in any of the One Court Square REMIC Regular Interests or the One Court Square REMIC, was contributed to the Outside Securitization Trust related to the One Court Square Mortgage Loan. The residual interest in the One Court Square REMIC is not an asset of the Trust. The parties intend that (i) the portion of the Trust Fund representing the Class A-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets and the proceeds of the foregoing will be treated as assets of a grantor trust under subpart E of Part I of subchapter J of the Code and (ii) the beneficial interests in such grantor trust will be represented by the Class A-S Certificates, the Class B Certificates, the Class C Certificates, the Class EC Certificates and any Excess Interest Certificates. UPPER-TIER REMIC The following table sets forth the Class designation, the approximate initial pass-through rate and the aggregate initial principal amount (the “Original Certificate Balance”) or, in the case of the Class X-AH Certificates, representing in the aggregate the entire beneficial ownership of the Class H Specific Grantor Trust Assets. Excess Interest received on the Mortgage Loans shall be held in the Grantor Trust for the benefit of the Holders of the Class H Certificates. All covenants and agreements made by the Depositor herein with respect to the Mortgage Loans and the other property constituting the Trust are for the benefit of the holders of the REMIC I Regular Interests, the holders of the REMIC II Regular Interests, the Holders of the REMIC III Regular Certificates, the holders of the EX XXXXX III Regular Interests, the Holders of the Exchangeable Certificates and the Holders of the Class R Certificates. The parties hereto are entering into this Agreement, and the Trustee is accepting the trusts created hereby, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged. The Class A Senior Certificates, the Exchangeable Certificates and the Class X-B and Class X-D A Certificates (collectively, the “Registered Certificates”) were offered for sale pursuant to the Depositor’s prospectus dated October 1, notional amount 2013 (the “Original Notional AmountProspectus”), as applicablesupplemented by a free writing prospectus dated October 2, for each Class of Certificates 2013 (collectively, the “Free Writing Prospectus”, and each Class EC Regular Interest comprising or evidencing together with the interests in Prospectus, the Upper-Tier REMIC created hereunder: Class Designation Approximate Initial Pass-Through Rate “Preliminary Prospectus”), and as further supplemented by the final prospectus supplement dated the Pricing Date (per annum) Original Certificate Balance / Original Notional Amount Class A-1 1.700% $13,614,000 Class A-2 2.743% $98,127,000 Class A-3 3.063% $175,000,000 Class A-4 3.329% $221,743,000 Class A-AB 3.127% $31,196,000 the “Prospectus Supplement”, and together with the Prospectus, the “Final Prospectus”). The Class X-A(1C, Class D, Class E, Class F, Class G, Class H and Class R Certificates will be offered for sale pursuant to a Preliminary Private Placement Memorandum dated October 2, 2013 (the “Preliminary Private Placement Memorandum”) 1.718% $580,156,000 Class X-B(1) 0.565% $42,404,000 Class A-S Regular Interest 3.585% $40,476,000 Class B Regular Interest 4.271% $42,404,000 Class C Regular Interest 4.836% $38,548,000 Class D 2.804% $44,331,000 Class X-D(1) 2.032% $44,331,000 Class E 4.836% $19,274,000 Class F 4.836% $9,637,000 Class G 4.836% $36,622,163 Class R(2) N/A N/Aand a final Private Placement Memorandum dated the Pricing Date (the “Private Placement Memorandum”).

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 is the aggregate will evidence the entire beneficial ownership interest in the Trust Fund consisting primarily of the Mortgage Loans (including, in the case of the One Court Square Mortgage Loan, the One Court Square Trust REMIC Regular Interests). As provided herein, the Certificate Administrator will elect that two segregated portions owner of the Trust Fund (other than that is hereby conveyed to the Class A-S Specific Grantor Trustee in return for the Certificates. The Trust Assets, Fund is being conveyed to the Class B Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets, Trustee to create a trust for the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets and the proceeds benefit of the foregoing) be treated Certificateholders. The Trust Fund for federal income tax purposes as two separate shall consist of three REMICs (designated as the “Upper-Tier Subsidiary REMIC”, the “Middle REMIC” and the “Lower-Tier Master REMIC”, respectively). The Regular Certificates “latest possible maturity date” for federal income tax purposes of all interests created hereby shall be the Latest Possible Maturity Date. The Subsidiary REMIC shall consist of all of the assets constituting the Trust Fund corresponding to Collateral Group 1 and Collateral Group 2, (exclusive of the Class EC P Prepayment Charges) and shall be evidenced by the uncertificated interests set forth below that shall be designated as REMIC regular interests (the “Subsidiary REMIC Regular Interests”). In addition, the Subsidiary REMIC shall issue the Class A-LR Certificate and shall designate such interest as its sole class of residual interest. The Middle REMIC shall hold as its assets the uncertificated REMIC regular interests issued by the Subsidiary REMIC. The Middle REMIC shall issue the Class R-2 interest and shall designate such interest as its sole class of residual interest. In addition, the Middle REMIC shall issue the uncertificated REMIC regular interests set forth below for the Middle REMIC (the “Middle REMIC Regular Interests”). The Master REMIC shall consist of the Middle REMIC Regular Interests will and shall be evidenced by the Classes of Certificates set forth below for the Master REMIC (which, except for the Class P, Class A-LR and Class A-UR Certificates, shall represent the “regular interests” in the Upper-Tier Master REMIC, ) and the Upper-Tier Residual Class R-3 Interest will be as the sole class of single “residual interestsinterest” in the Upper-Tier REMIC. There are also (i) 12 classes of uncertificated Lower-Tier Regular Interests issued under this Agreement (designated as the Class XX-0, Xxxxx XX-0, Class LA-3, Class LA-4, Class LA-AB, Class LA-S, Class LB, Class LC, Class LD, Class LE, Class LF and Class LG Interests), each of which will constitute a class of “regular interests” in the Lower-Tier REMIC, and (ii) the Lower-Tier Residual Interest, which will be 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 Master REMIC. The Class R Certificates will A-UR Certificate shall not be considered a Certificate issued by the Master REMIC, but instead shall represent both the Lower-Tier Residual Interest and the Upper-Tier Residual Interest. In addition, on October 13, 2015, NREC formed the One Court Square REMIC with respect to part of the One Court Square Loan Combination, which issued three pro rata and pari passu regular interests (the “One Court Square REMIC A-1 Regular Interest”, the “One Court Square REMIC A-2 Regular Interest” and the “One Court Square REMIC A-3 Regular Interest (each, a “One Court Square REMIC Regular Interest”, and collectively, the “One Court Square REMIC Regular Interests”). Each One Court Square REMIC Regular Interest has a principal balance set forth below and for tax reporting purposes will be entitled to principal and interest and any other amounts payable on the One Court Square REMIC Regular Interest in the same proportion that its principal balance bears to the aggregate principal balance all of the One Court Square REMIC Regular Interests, as set forth below: One Court Square REMIC Regular Interest Corresponding One Court Square promissory note(s) Initial Principal Balance One Court Square REMIC A-1 Regular Interest One Court Square Promissory Note A-1 $50,000,000 One Court Square REMIC A-2 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $95,000,000 One Court Square REMIC A-3 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $90,000,000 Each One Court Square REMIC Regular Interest holder will be the owner of a percentage interest, specified below, in its corresponding One Court Square Promissory Note(s) other than for tax reporting purposes. The promissory note designated as “Note A-5” (the “One Court Square Promissory Note A-5”), which evidences the One Court Square Mortgage Loan and will be contributed to the Trust, represents a 21.0526% ownership interest in the One Court Square REMIC A-2 Regular Interest and a 22.2222% ownership interest in the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-1” (the “One Court Square Promissory Note A-1”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 100.0000% beneficial ownership of the One Court Square REMIC A-1 Regular Interest. The promissory note designated as “Note A-2” (the “One Court Square Promissory Note A-2”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 78.9474% ownership of the One Court Square REMIC A-2 Regular Interest. The promissory note designated as “Note A-3” (the “One Court Square Promissory Note A-3”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 77.7778% ownership of the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-4” (the “One Court Square Promissory Note A-4”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust and does not represent an ownership interest in any of the One Court Square REMIC Regular Interests or the One Court Square REMIC, was contributed to the Outside Securitization Trust related to the One Court Square Mortgage Loan. The residual interest in the One Court Square REMIC is not an asset of the Trust. The parties intend that (i) the portion of the Trust Fund representing the Class A-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets and the proceeds of the foregoing will be treated as assets of a grantor trust under subpart E of Part I of subchapter J of the Code and (ii) the beneficial interests in such grantor trust will be represented by the Class A-S Certificates, the Class B Certificates, the Class C Certificates, the Class EC Certificates and any Excess Interest Certificates. UPPER-TIER REMIC The following table sets forth the Class designation, the approximate initial pass-through rate and the aggregate initial principal amount (the “Original Certificate Balance”) or, in the case of the Class X-A, Class X-B R-2 and Class X-D Certificates, notional amount (the “Original Notional Amount”), as applicable, for each Class of Certificates and each Class EC Regular Interest comprising or evidencing the interests in the Upper-Tier REMIC created hereunder: Class Designation Approximate Initial Pass-Through Rate (per annum) Original Certificate Balance / Original Notional Amount Class A-1 1.700% $13,614,000 Class A-2 2.743% $98,127,000 Class A-3 3.063% $175,000,000 Class A-4 3.329% $221,743,000 Class A-AB 3.127% $31,196,000 Class X-A(1) 1.718% $580,156,000 Class X-B(1) 0.565% $42,404,000 Class A-S Regular Interest 3.585% $40,476,000 Class B Regular Interest 4.271% $42,404,000 Class C Regular Interest 4.836% $38,548,000 Class D 2.804% $44,331,000 Class X-D(1) 2.032% $44,331,000 Class E 4.836% $19,274,000 Class F 4.836% $9,637,000 Class G 4.836% $36,622,163 Class R(2) N/A N/AR-3 interests.

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 (including, in the case of the One Court Square Mortgage Loan, the One Court Square Trust REMIC Regular Interests)Loans. As provided herein, the Certificate Administrator will elect that two segregated portions of the Trust Fund (other than the Class A-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, any the Excess Interest Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC PEZ Specific Grantor Trust Assets and the proceeds of the foregoing) be treated for federal income tax purposes as two separate REMICs (designated as the “Upper-Tier REMIC” and the “Lower-Tier REMIC”, respectively). The Regular Certificates and the Class EC PEZ Regular Interests will represent “regular interests” in the Upper-Tier REMIC, and the Upper-Tier Residual Interest will be the sole class of “residual interests” in the Upper-Tier REMIC. There are also (i) 12 13 classes of uncertificated Lower-Tier Regular Interests issued under this Agreement (designated as the Class XX-0, Xxxxx XX-0, Class LA-3, Class LA-4, Class LA-5, Class LA-AB, Class LA-S, Class LB, Class LC, Class LD, Class LE, Class LF and Class LG Interests), each of which will constitute a class of “regular interests” in the Lower-Tier REMIC, and (ii) the Lower-Tier Residual Interest, which will be 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 both the Lower-Tier Residual Interest and the Upper-Tier Residual Interest. In addition, on October 13, 2015, NREC formed the One Court Square REMIC with respect to part of the One Court Square Loan Combination, which issued three pro rata and pari passu regular interests (the “One Court Square REMIC A-1 Regular Interest”, the “One Court Square REMIC A-2 Regular Interest” and the “One Court Square REMIC A-3 Regular Interest (each, a “One Court Square REMIC Regular Interest”, and collectively, the “One Court Square REMIC Regular Interests”). Each One Court Square REMIC Regular Interest has a principal balance set forth below and for tax reporting purposes will be entitled to principal and interest and any other amounts payable on the One Court Square REMIC Regular Interest in the same proportion that its principal balance bears to the aggregate principal balance all of the One Court Square REMIC Regular Interests, as set forth below: One Court Square REMIC Regular Interest Corresponding One Court Square promissory note(s) Initial Principal Balance One Court Square REMIC A-1 Regular Interest One Court Square Promissory Note A-1 $50,000,000 One Court Square REMIC A-2 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $95,000,000 One Court Square REMIC A-3 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $90,000,000 Each One Court Square REMIC Regular Interest holder will be the owner of a percentage interest, specified below, in its corresponding One Court Square Promissory Note(s) other than for tax reporting purposes. The promissory note designated as “Note A-5” (the “One Court Square Promissory Note A-5”), which evidences the One Court Square Mortgage Loan and will be contributed to the Trust, represents a 21.0526% ownership interest in the One Court Square REMIC A-2 Regular Interest and a 22.2222% ownership interest in the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-1” (the “One Court Square Promissory Note A-1”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 100.0000% ownership of the One Court Square REMIC A-1 Regular Interest. The promissory note designated as “Note A-2” (the “One Court Square Promissory Note A-2”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 78.9474% ownership of the One Court Square REMIC A-2 Regular Interest. The promissory note designated as “Note A-3” (the “One Court Square Promissory Note A-3”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 77.7778% ownership of the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-4” (the “One Court Square Promissory Note A-4”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust and does not represent an ownership interest in any of the One Court Square REMIC Regular Interests or the One Court Square REMIC, was contributed to the Outside Securitization Trust related to the One Court Square Mortgage Loan. The residual interest in the One Court Square REMIC is not an asset of the Trust. The parties intend that (i) the portion of the Trust Fund representing the Class A-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC PEZ Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets and the proceeds of the foregoing will be treated as assets of a grantor trust under subpart E of Part I of subchapter J of the Code and (ii) the beneficial interests in such grantor trust will be represented by the Class A-S Certificates, the Class B Certificates, the Class C Certificates, the Class EC PEZ Certificates and any Excess Interest Certificates. UPPER-TIER REMIC The following table sets forth the Class designation, the approximate initial pass-through rate and the aggregate initial principal amount (the “Original Certificate BalancePrincipal Amount”) or, in the case of the Class X-A, Class X-X B and Class X-D Certificates, notional amount (the “Original Notional Amount”), as applicable, for each Class of Certificates and each Class EC PEZ Regular Interest comprising or evidencing the interests in the Upper-Tier REMIC created hereunder: Class Designation Approximate Initial Pass-Through Rate (per annum) Original Certificate Balance Principal Amount / Original Notional Amount Class A-1 1.7001.648% $13,614,000 35,065,000 Class A-2 2.7433.039% $98,127,000 55,289,000 Class A-3 3.0633.098% $175,000,000 2,198,000 Class A-4 3.3293.462% $221,743,000 200,000,000 Class A-5 3.717% $398,935,000 Class A-AB 3.1273.470% $31,196,000 75,556,000 Class X-A(1) 1.7180.957% $580,156,000 838,269,000 Class X-B(1) 0.5650.053% $42,404,000 58,898,000 Class X-D(1) 1.260% $56,159,000 Class A-S Regular Interest 3.5854.033% $40,476,000 71,226,000 Class B Regular Interest 4.2714.432% $42,404,000 58,898,000 Class C Regular Interest 4.8364.485% $38,548,000 52,049,000 Class D 2.8043.225% $44,331,000 56,159,000 Class X-D(1) 2.032E 4.485% $44,331,000 23,285,000 Class E 4.836F 4.485% $19,274,000 10,958,000 Class F 4.836G 4.485% $9,637,000 Class G 4.836% $36,622,163 56,158,641 Class R(2) N/A N/A

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 (including, in the case of the One Court Square Mortgage Loan, the One Court Square Trust REMIC Regular Interests). As provided herein, the Certificate Securities Administrator will elect that two segregated portions on behalf of the Trust Fund (other than exclusive of (i) the Swap Agreement, (u) the Cap Agreement (iii) the right to receive and the obligation to pay Basis Risk Carryover Amounts, (iv) the Excess Reserve Fund Account, (v) the Supplemental Interest Trust and the Supplemental Interest Trust Account and (vi) the obligations to pay Class A-S Specific Grantor I Shortfalls (collectively, the “Excluded Trust Assets, ”) shall elect that two segregated asset pools within the Class B Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets and the proceeds of the foregoing) Fund be treated for federal income tax purposes as two separate REMICs comprising three real estate mortgage investment conduits under Section 860D of the Code (designated each a “REMIC” or, in the alternative, “REMIC 1,” REMIC 2” and “REMIC 3,”; REMIC 3 also being referred to herein as the “Upper-Upper Tier REMIC” and .”) Any inconsistencies or ambiguities in this Agreement or in the “Lower-Tier REMIC”administration of this Agreement shall be resolved in a manner that preserves the validity of such REMIC election. Each Certificate, respectively). The Regular Certificates and other than the Class EC Regular Interests will represent “R Certificates, represents ownership of a regular interests” interest in the Upper-Upper Tier REMICREMIC for purposes of the REMIC Provisions. In addition, each Certificate, other than the Class R, Class X and the Upper-Tier Residual Interest will be the sole class of “residual interests” in the Upper-Tier REMIC. There are also Class P Certificates, represents (i) 12 classes of uncertificated Lower-Tier Regular Interests issued under this Agreement (designated as the Class XX-0, Xxxxx XX-0, Class LA-3, Class LA-4, Class LA-AB, Class LA-S, Class LB, Class LC, Class LD, Class LE, Class LF and Class LG Interests), each of which will constitute a class of “regular interests” in the Lower-Tier REMIC, right to receive payments with respect to any Basis Risk Carryover Amounts and (ii) the Lower-Tier Residual Interest, which will be 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 REMICobligation to pay Class I Shortfalls. The Class R Certificates will represent both the Lower-Tier Residual Interest and the Upper-Tier Residual Interest. In addition, on October 13, 2015, NREC formed the One Court Square REMIC with respect to part of the One Court Square Loan Combination, which issued three pro rata and pari passu regular interests (the “One Court Square REMIC A-1 Regular Interest”, the “One Court Square REMIC A-2 Regular Interest” and the “One Court Square REMIC A-3 Regular Interest (each, a “One Court Square REMIC Regular Interest”, and collectively, the “One Court Square REMIC Regular Interests”). Each One Court Square REMIC Regular Interest has a principal balance set forth below and for tax reporting purposes will be entitled to principal and interest and any other amounts payable on the One Court Square REMIC Regular Interest in the same proportion that its principal balance bears to the aggregate principal balance all of the One Court Square REMIC Regular Interests, as set forth below: One Court Square REMIC Regular Interest Corresponding One Court Square promissory note(s) Initial Principal Balance One Court Square REMIC A-1 Regular Interest One Court Square Promissory Note A-1 $50,000,000 One Court Square REMIC A-2 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $95,000,000 One Court Square REMIC A-3 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $90,000,000 Each One Court Square REMIC Regular Interest holder will be the owner of a percentage interest, specified below, in its corresponding One Court Square Promissory Note(s) other than for tax reporting purposes. The promissory note designated as “Note A-5” (the “One Court Square Promissory Note A-5”), which evidences the One Court Square Mortgage Loan and will be contributed to the Trust, Certificate represents a 21.0526% ownership interest in the One Court Square REMIC A-2 Regular Interest and a 22.2222% ownership interest in the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-1” (the “One Court Square Promissory Note A-1”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 100.0000% ownership of the One Court Square REMIC A-1 Regular Interest. The promissory note designated as “Note A-2” (the “One Court Square Promissory Note A-2”), which evidences one sole Class of the One Court Square Companion Loans and is not an asset of the Trust, evidences 78.9474% ownership of the One Court Square REMIC A-2 Regular Interest. The promissory note designated as “Note A-3” (the “One Court Square Promissory Note A-3”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 77.7778% ownership of the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-4” (the “One Court Square Promissory Note A-4”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust and does not represent an ownership interest in any of the One Court Square REMIC Regular Interests or the One Court Square REMIC, was contributed to the Outside Securitization Trust related to the One Court Square Mortgage Loan. The residual interest in each of REMIC 1, REMIC 2 and the One Court Square Upper Tier REMIC is not an asset for purposes of the TrustREMIC Provisions. The parties intend that (i) Upper Tier REMIC shall hold as its assets the portion uncertificated Lower Tier Interests in REMIC 2, other than the Class LT2-R interest, and each such Lower Tier Interest is hereby designated as a regular interest in REMIC 2 for purposes of the REMIC Provisions. REMIC 2 shall hold as its assets the uncertificated Lower Tier Interests in REMIC 1, and each such Lower Tier Interest is hereby designated as a regular interest in REMIC 1. REMIC 1 shall hold as its assets the property of the Trust Fund representing other than the Class A-S Specific Grantor Lower Tier Interests in REMIC 1 and REMIC 2 and the Excluded Trust Assets, the Class B Specific Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets and the proceeds of the foregoing will be treated as assets of a grantor trust under subpart E of Part I of subchapter J of the Code and (ii) the beneficial interests in such grantor trust will be represented by the Class A-S Certificates, the Class B Certificates, the Class C Certificates, the Class EC Certificates and any Excess Interest Certificates. UPPER-TIER REMIC The following table sets forth the Class designation, the approximate initial pass-through rate and the aggregate initial principal amount (the “Original Certificate Balance”) or, in the case of the Class X-A, Class X-B and Class X-D Certificates, notional amount (the “Original Notional Amount”), as applicable, for each Class of Certificates and each Class EC Regular Interest comprising or evidencing the interests in the Upper-Tier REMIC created hereunder: Class Designation Approximate Initial Pass-Through Rate (per annum) Original Certificate Balance / Original Notional Amount Class A-1 1.700% $13,614,000 Class A-2 2.743% $98,127,000 Class A-3 3.063% $175,000,000 Class A-4 3.329% $221,743,000 Class A-AB 3.127% $31,196,000 Class X-A(1) 1.718% $580,156,000 Class X-B(1) 0.565% $42,404,000 Class A-S Regular Interest 3.585% $40,476,000 Class B Regular Interest 4.271% $42,404,000 Class C Regular Interest 4.836% $38,548,000 Class D 2.804% $44,331,000 Class X-D(1) 2.032% $44,331,000 Class E 4.836% $19,274,000 Class F 4.836% $9,637,000 Class G 4.836% $36,622,163 Class R(2) N/A N/A.

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 (including, in the case of the One Court Square Mortgage Loan, the One Court Square Trust REMIC Regular Interests)Loans. As provided herein, the Certificate Administrator will elect that two segregated portions of the Trust Fund (other than the any VRR Specific Grantor Trust Assets and any Class A-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets and the proceeds of the foregoing) be treated for federal income tax purposes as two separate REMICs (designated as the “Upper-Tier REMIC” and the “Lower-Tier REMIC”, respectively). The Regular In addition, the parties intend that the portion of the Trust Fund consisting of any VRR Specific Grantor Trust Assets and any Class S Specific Grantor Trust Assets will be treated as a grantor trust under subpart E of Part I of subchapter J of the Code. Solely for federal income tax purposes, the Class VRR Certificates shall represent undivided beneficial interests in any VRR Specific Grantor Trust Assets, and the Class EC Regular Interests will S Certificates shall represent “regular interests” undivided beneficial interests in the Upperany Class S Specific Grantor Trust Assets. The Lower-Tier REMIC, REMIC will hold the Mortgage Loans (exclusive of any Excess Interest) and the Upper-Tier Residual Interest will be the sole class of “residual interests” in the Upper-Tier REMIC. There are also issue (i) 12 16 classes of uncertificated Lower-Tier Regular Interests issued under this Agreement (designated as the Class XX-0, Xxxxx XX-0, Class LA-3, Class LA-4, Class LA-5, Class LA-AB, Class LA-S, Class LB, Class LC, Class LD, Class LE, Class LF LF, Class LG, Class LH, Class LJ and Class LG LVRR Lower-Tier Regular Interests, respectively), each of which will constitute a class of “regular interests” in the Lower-Tier REMIC, and (ii) the Lower-Tier Residual Interest, which will be 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 both the Lower-Tier Residual Interest and the Upper-Tier Residual Interest. In addition, on October 13, 2015, NREC formed the One Court Square REMIC with respect to part of the One Court Square Loan Combination, which issued three pro rata and pari passu regular interests (the “One Court Square REMIC A-1 Regular Interest”, the “One Court Square REMIC A-2 Regular Interest” and the “One Court Square REMIC A-3 Regular Interest (each, a “One Court Square REMIC Regular Interest”, and collectively, the “One Court Square REMIC Regular Interests”). Each One Court Square REMIC Regular Interest has a principal balance set forth below and for tax reporting purposes will be entitled to principal and interest and any other amounts payable on the One Court Square REMIC Regular Interest in the same proportion that its principal balance bears to the aggregate principal balance all of the One Court Square REMIC Regular Interests, as set forth below: One Court Square REMIC Regular Interest Corresponding One Court Square promissory note(s) Initial Principal Balance One Court Square REMIC A-1 Regular Interest One Court Square Promissory Note A-1 $50,000,000 One Court Square REMIC A-2 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $95,000,000 One Court Square REMIC A-3 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $90,000,000 Each One Court Square REMIC Regular Interest holder will be the owner of a percentage interest, specified below, in its corresponding One Court Square Promissory Note(s) other than for tax reporting purposes. The promissory note designated as “Note A-5” (the “One Court Square Promissory Note A-5”), which evidences the One Court Square Mortgage Loan and will be contributed to the Trust, represents a 21.0526% ownership interest in the One Court Square REMIC A-2 Regular Interest and a 22.2222% ownership interest in the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-1” (the “One Court Square Promissory Note A-1”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 100.0000% ownership of the One Court Square REMIC A-1 Regular Interest. The promissory note designated as “Note A-2” (the “One Court Square Promissory Note A-2”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 78.9474% ownership of the One Court Square REMIC A-2 Regular Interest. The promissory note designated as “Note A-3” (the “One Court Square Promissory Note A-3”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 77.7778% ownership of the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-4” (the “One Court Square Promissory Note A-4”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust and does not represent an ownership interest in any of the One Court Square REMIC Regular Interests or the One Court Square REMIC, was contributed to the Outside Securitization Trust related to the One Court Square Mortgage Loan. The residual interest in the One Court Square REMIC is not an asset of the Trust. The parties intend that (i) the portion of the Trust Fund representing the Class A-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets and the proceeds of the foregoing will be treated as assets of a grantor trust under subpart E of Part I of subchapter J of the Code and (ii) the beneficial interests in such grantor trust will be represented evidenced by the Class A-S Certificates, the Class B Certificates, the Class C Certificates, the Class EC Certificates and any Excess Interest R Certificates. UPPER-TIER REMIC The following table sets forth the Class designationper annum rate at which interest will accrue on, the approximate initial pass-through rate and the aggregate initial principal amount (the “Original Certificate Balance”) ororiginal Lower-Tier Principal Balance of, in the case each Lower-Tier Regular Interest: Designation of the Class XLower-A, Class X-B and Class X-D Certificates, notional amount (the “Original Notional Amount”), as applicable, for each Class of Certificates and each Class EC Tier Regular Interest comprising or evidencing the interests in the UpperInterest Rate Original Lower-Tier REMIC created hereunder: Principal Balance Class Designation Approximate Initial Pass-Through Rate LA-1 (per annum1) Original Certificate Balance / Original Notional Amount $15,600,000 Class A-1 1.700% LA-2 (1) $13,614,000 15,800,000 Class A-2 2.743% LA-3 (1) $98,127,000 8,867,000 Class A-3 3.063% LA-4 (1) $175,000,000 130,000,000 Class A-4 3.329% LA-5 (1) $221,743,000 385,272,000 Class ALA-AB 3.127% (1) $31,196,000 32,000,000 Class X-A(1) 1.718% $580,156,000 Class X-B(1) 0.565% $42,404,000 Class ALA-S Regular Interest 3.585% (1) $40,476,000 61,901,000 Class B Regular Interest 4.271% LB (1) $42,404,000 38,820,000 Class C Regular Interest 4.836% LC (1) $38,548,000 39,869,000 Class D 2.804% LD (1) $44,331,000 26,229,000 Class X-D(1LE (1) 2.032% $44,331,000 19,934,000 Class E 4.836% LF (1) $19,274,000 20,984,000 Class F 4.836% LG (1) $9,637,000 9,443,000 Class G 4.836% LH (1) $36,622,163 9,442,000 Class R(2LJ (1) N/A N/A$25,180,928 Class LVRR (1) $44,175,891

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 is the aggregate will evidence the entire beneficial ownership interest in owner of the Trust Fund consisting primarily that is hereby conveyed to the Trustee in return for the Certificates. The Trust Fund is being conveyed to the Trustee to create a trust for the benefit of the Mortgage Loans (including, in the case Certificateholders. The Trust Fund for federal income tax purposes will consist of three REMICs. The Lower-Tier REMIC will consist of all of the One Court Square Mortgage Loan, the One Court Square Trust REMIC Regular Interests). As provided herein, the Certificate Administrator will elect that two segregated portions of assets constituting the Trust Fund (other than the Class A-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets and the proceeds of the foregoing) be treated for federal income tax purposes as two separate REMICs (designated as the “Upper-Tier REMIC” and the “Lower-Tier REMIC”REMIC Regular Interests, respectively). The Regular Certificates and the Class EC Middle-Tier REMIC Regular Interests will represent “regular interests” and proceeds thereof in the Upper-Tier REMIC, Distribution Account) and the Upper-Tier Residual Interest will be evidenced by the sole class of “residual interests” in the Upper-Tier REMIC. There are also (i) 12 classes of uncertificated Lower-Tier REMIC Regular Interests issued under this Agreement (designated as the Class XX-0, Xxxxx XX-0, Class LA-3, Class LA-4, Class LA-AB, Class LA-S, Class LB, Class LC, Class LD, Class LE, Class LF and Class LG Interests), each of which will constitute a class of “be uncertificated and will represent the "regular interests” " in the Lower-Tier REMIC, ) and (ii) the LowerClass A-Tier Residual Interest, which will be LR Certificates as the sole class of “single "residual interests” interest" in the Lower-Tier REMIC. The Trustee will hold the Lower-Tier REMIC Regular Interests. The Middle-Tier REMIC will consist of the Lower-Tier REMIC Regular Interests and all proceeds thereof in the Distribution Account and will be held evidenced by the Middle-Tier REMIC Regular Interests (which will be uncertificated and will represent the "regular interests" in the Middle-Tier REMIC) and the Class A-MR Interest as the single "residual interest" in the Middle-Tier REMIC. The Trustee shall hold the Middle-Tier REMIC Regular Interests. The Upper-Tier REMIC will consist of the Middle-Tier REMIC Regular Interests and all proceeds thereof in the Distribution Account and will be evidenced by the Regular Certificates (which will represent the "regular interests" in the Upper-Tier REMIC) and the Class A-UR Interest as assets the single "residual interest" of the Upper-Tier REMIC. The "latest possible maturity date" for federal income tax purposes of all interests created hereby will be the Latest Possible Maturity Date. The Class A-R Certificates will represent both the Lower-Tier Residual Interest and the Upper-Tier Residual Interest. In addition, on October 13, 2015, NREC formed the One Court Square REMIC with respect to part of the One Court Square Loan Combination, which issued three pro rata and pari passu regular interests (the “One Court Square REMIC A-1 Regular Interest”, the “One Court Square REMIC A-2 Regular Interest” and the “One Court Square REMIC A-3 Regular Interest (each, a “One Court Square REMIC Regular Interest”, and collectively, the “One Court Square REMIC Regular Interests”). Each One Court Square REMIC Regular Interest has a principal balance set forth below and for tax reporting purposes will be entitled to principal and interest and any other amounts payable on the One Court Square REMIC Regular Interest in the same proportion that its principal balance bears to the aggregate principal balance all of the One Court Square REMIC Regular Interests, as set forth below: One Court Square REMIC Regular Interest Corresponding One Court Square promissory note(s) Initial Principal Balance One Court Square REMIC A-1 Regular Interest One Court Square Promissory Note A-1 $50,000,000 One Court Square REMIC A-2 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $95,000,000 One Court Square REMIC A-3 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $90,000,000 Each One Court Square REMIC Regular Interest holder will be the owner of a percentage interest, specified below, in its corresponding One Court Square Promissory Note(s) other than for tax reporting purposes. The promissory note designated as “Note A-5” (the “One Court Square Promissory Note A-5”), which evidences the One Court Square Mortgage Loan and will be contributed to the Trust, represents a 21.0526% ownership interest in the One Court Square REMIC A-2 Regular Interest and a 22.2222% ownership interest in the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-1” (the “One Court Square Promissory Note A-1”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 100.0000% ownership of the One Court Square REMIC A-1 Regular Interest. The promissory note designated as “Note A-2” (the “One Court Square Promissory Note A-2”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 78.9474% ownership of the One Court Square REMIC A-2 Regular Interest. The promissory note designated as “Note A-3” (the “One Court Square Promissory Note A-3”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 77.7778% ownership of the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-4” (the “One Court Square Promissory Note A-4”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust and does not represent an ownership interest in any of the One Court Square REMIC Regular Interests or the One Court Square REMIC, was contributed to the Outside Securitization Trust related to the One Court Square Mortgage Loan. The residual interest in the One Court Square REMIC is not an asset of the Trust. The parties intend that (i) the portion of the Trust Fund representing the Class A-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets, any Excess MR Interest Grantor Trust Assets and the proceeds of the foregoing will be treated as assets of a grantor trust under subpart E of Part I of subchapter J of the Code and (ii) the beneficial interests in such grantor trust will be represented by the Class A-S Certificates, the Class B Certificates, the Class C Certificates, the Class EC Certificates and any Excess Interest CertificatesUR Interest. UPPER-TIER REMIC The following table sets forth the Class designation, the approximate initial pass-through rate and the aggregate initial principal amount (the “Original Certificate Balance”) or, in the case characteristics of the Class X-A, Class X-B and Class X-D Certificates, notional amount together with the minimum denominations and integral multiples in excess thereof in which such Classes shall be issuable (the “Original Notional Amount”), as applicable, for except that one Certificate of each Class of Certificates and each Class EC Regular Interest comprising or evidencing the interests may be issued in the Upper-Tier REMIC created hereunder: Class Designation Approximate Initial Pass-Through Rate (per annum) Original Certificate Balance / Original Notional Amount Class A-1 1.700% $13,614,000 Class A-2 2.743% $98,127,000 Class A-3 3.063% $175,000,000 Class A-4 3.329% $221,743,000 Class A-AB 3.127% $31,196,000 Class X-A(1) 1.718% $580,156,000 Class X-B(1) 0.565% $42,404,000 Class A-S Regular Interest 3.585% $40,476,000 Class B Regular Interest 4.271% $42,404,000 Class C Regular Interest 4.836% $38,548,000 Class D 2.804% $44,331,000 Class X-D(1) 2.032% $44,331,000 Class E 4.836% $19,274,000 Class F 4.836% $9,637,000 Class G 4.836% $36,622,163 Class R(2) N/A N/Aa different amount):

PRELIMINARY STATEMENT. (Terms used but not defined in this Preliminary Statement shall have In exchange for the meanings specified in Article I hereof) The Certificates, 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 hereby conveys the Trust Fund consisting primarily of Estate to the Mortgage Loans Trustee to create the Trust. The Trust Estate for federal income tax purposes will be treated as three separate real estate mortgage investment conduits (includingthe "Upper-Tier REMIC," the "Middle-Tier REMIC" and the "Lower-Tier REMIC," respectively, in the case of the One Court Square Mortgage Loanand each, the One Court Square Trust REMIC Regular Interestsa "REMIC"). As provided herein, the Certificate Administrator will elect that two segregated portions of the Trust Fund The Class A Certificates (other than the Class 1-A-S Specific Grantor Trust AssetsR, the Class B Specific Grantor Trust Assets1-A-MR, any Excess Interest Grantor Trust AssetsClass 1-A-LR, the Class C Specific Grantor Trust AssetsA-PO, the Class EC Specific Grantor Trust Assets 15-IO, Class 30-IO and the proceeds of the foregoingClass SES Certificates) be treated for federal income tax purposes as two separate REMICs (designated as the “Upper-Tier REMIC” and the “Lower-Tier REMIC”, respectively). The Regular Certificates and the Class EC 1-B, Class X-B and Class 3-B Certificates are referred to collectively as the "Regular Interests will represent “Certificates" and shall constitute "regular interests” in the Upper-Tier REMIC, and the Upper-Tier Residual Interest will be the sole class of “residual interests” " in the Upper-Tier REMIC. There are The Class 1-A-PO Component, Class 2-A-PO Component, 3-A-PO Component, 4-A-PO Component, Class 1-30-IO Component, Class 2-30-IO Component, 3-15-IO Component, 4-15-IO Component, Class 1-SES Component, Class 2-SES Component, Class 3-SES Component and Class 4-SES Component (collectively, the "Components") shall also (i) 12 classes of uncertificated constitute "regular interests" in the Upper-Tier REMIC. The Uncertificated Middle-Tier Interests shall constitute the "regular interests" in the Middle-Tier REMIC. The Uncertificated Lower-Tier Regular Interests issued under this Agreement (designated as shall constitute the Class XX-0, Xxxxx XX-0, Class LA-3, Class LA-4, Class LA-AB, Class LA-S, Class LB, Class LC, Class LD, Class LE, Class LF and Class LG Interests), each of which will constitute a class of “"regular interests” in the Lower-Tier REMIC, and (ii) the Lower-Tier Residual Interest, which will be the sole class of “residual interests” " in the Lower-Tier REMIC. The LowerClass 1-Tier Regular Interests will A-R Certificate shall be held by the Trustee as assets of "residual interest" in the Upper-Tier REMIC. The , the Class R Certificates will represent both 1-A-MR Certificate shall be the "residual interest" in the Middle-Tier REMIC and the Class 1-A-LR Certificate shall be the "residual interest" in the Lower-Tier Residual Interest REMIC. The Certificates, the Uncertificated Lower-Tier Interests and the UpperUncertificated Middle-Tier Residual Interest. In addition, on October 13, 2015, NREC formed Interests will represent the One Court Square REMIC with respect to part of the One Court Square Loan Combination, which issued three pro rata and pari passu regular interests (the “One Court Square REMIC A-1 Regular Interest”, the “One Court Square REMIC A-2 Regular Interest” and the “One Court Square REMIC A-3 Regular Interest (each, a “One Court Square REMIC Regular Interest”, and collectively, the “One Court Square REMIC Regular Interests”). Each One Court Square REMIC Regular Interest has a principal balance set forth below and for tax reporting purposes will be entitled to principal and interest and any other amounts payable on the One Court Square REMIC Regular Interest in the same proportion that its principal balance bears to the aggregate principal balance all of the One Court Square REMIC Regular Interests, as set forth below: One Court Square REMIC Regular Interest Corresponding One Court Square promissory note(s) Initial Principal Balance One Court Square REMIC A-1 Regular Interest One Court Square Promissory Note A-1 $50,000,000 One Court Square REMIC A-2 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $95,000,000 One Court Square REMIC A-3 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $90,000,000 Each One Court Square REMIC Regular Interest holder will be the owner of a percentage interest, specified below, in its corresponding One Court Square Promissory Note(s) other than for tax reporting purposes. The promissory note designated as “Note A-5” (the “One Court Square Promissory Note A-5”), which evidences the One Court Square Mortgage Loan and will be contributed to the Trust, represents a 21.0526% entire beneficial ownership interest in the One Court Square REMIC A-2 Regular Interest and a 22.2222% ownership interest in the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-1” (the “One Court Square Promissory Note A-1”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 100.0000% ownership of the One Court Square REMIC A-1 Regular Interest. The promissory note designated as “Note A-2” (the “One Court Square Promissory Note A-2”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 78.9474% ownership of the One Court Square REMIC A-2 Regular Interest. The promissory note designated as “Note A-3” (the “One Court Square Promissory Note A-3”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 77.7778% ownership of the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-4” (the “One Court Square Promissory Note A-4”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust and does not represent an ownership interest in any of the One Court Square REMIC Regular Interests or the One Court Square REMIC, was contributed to the Outside Securitization Trust related to the One Court Square Mortgage Loan. The residual interest in the One Court Square REMIC is not an asset of the Trust. The parties intend that (i) the portion "latest possible maturity date" for federal income tax purposes of the Trust Fund representing the Class A-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets and the proceeds of the foregoing all interests created hereby will be treated as assets of a grantor trust under subpart E of Part I of subchapter J of the Code and (ii) the beneficial interests in such grantor trust will be represented by the Class A-S Certificates, the Class B Certificates, the Class C Certificates, the Class EC Certificates and any Excess Interest CertificatesREMIC Certificate Maturity Date. UPPER-TIER REMIC The following table sets forth characteristics of the Class designation, the approximate initial pass-through rate Certificates and the aggregate initial principal amount Components, together with the minimum denominations and integral multiples in excess thereof in which the Classes of Certificates shall be issuable (the “Original except that one Certificate Balance”) or, in the case of the Class X-A, Class X-B and Class X-D Certificates, notional amount (the “Original Notional Amount”), as applicable, for each Class of Certificates and each Class EC Regular Interest comprising or evidencing may be issued in any amount in excess of the interests in the Upper-Tier REMIC created hereunder: Class Designation Approximate Initial Pass-Through Rate (per annum) Original Certificate Balance / Original Notional Amount Class A-1 1.700% $13,614,000 Class A-2 2.743% $98,127,000 Class A-3 3.063% $175,000,000 Class A-4 3.329% $221,743,000 Class A-AB 3.127% $31,196,000 Class X-A(1) 1.718% $580,156,000 Class X-B(1) 0.565% $42,404,000 Class A-S Regular Interest 3.585% $40,476,000 Class B Regular Interest 4.271% $42,404,000 Class C Regular Interest 4.836% $38,548,000 Class D 2.804% $44,331,000 Class X-D(1) 2.032% $44,331,000 Class E 4.836% $19,274,000 Class F 4.836% $9,637,000 Class G 4.836% $36,622,163 Class R(2) N/A N/Aminimum denomination):

PRELIMINARY STATEMENT. On the Closing Date, the Depositor will acquire the Mortgage Loans from Mxxxxx Sxxxxxx Mortgage Capital Holdings LLC, as seller (Terms used but not defined in this Preliminary Statement shall have “MSMCH”), Bank of America, National Association, as seller (“BANA”), and CIBC Inc., as seller (“CIBC”), and will be the meanings specified in Article I hereof) The Depositor intends owner of the Mortgage Loans and the other property being conveyed by it to sell pass-through certificates to be issued hereunder in multiple classes which in the aggregate will evidence the entire beneficial ownership interest Trustee for inclusion in the Trust Fund consisting primarily which is hereby created. On the Closing Date, the Depositor will acquire: (i) the REMIC I Regular Interests and, to the extent they represent the REMIC I Residual Interest, the Class R Certificates as consideration for its transfer to the Trust of the Mortgage Loans (includingother than any Excess Interest payable thereon) and the other property constituting REMIC I; (ii) the REMIC II Regular Interests and, in to the case extent they represent the REMIC II Residual Interest, the Class R Certificates as consideration for its transfer of the One Court Square Mortgage Loan, REMIC I Regular Interests to the One Court Square Trust Trust; (iii) the REMIC III Regular Interests). As provided herein, the Certificate Administrator will elect that two segregated portions of the Trust Fund Certificates (other than the portion of the Class J Certificates representing the right to receive Excess Interest), the EX XXXXX III Regular Interests, the Swap REMIC III Regular Interests and, to the extent they represent the REMIC III Residual Interest, the Class R Certificates as consideration for its transfer of the REMIC II Regular Interests to the Trust; (iv) the Exchangeable Certificates as consideration for its transfer of the EX XXXXX III Regular Interests to the Trust; (v) the Swap Certificates as consideration for its transfer of the Swap REMIC III Regular Interests to the Trust; and (vi) the portion of the Class J Certificates representing the right to receive Excess Interest as consideration for its transfer to the Trust of such right. The Depositor has duly authorized the execution and delivery of this Agreement to provide for the foregoing and the issuance of (A) the REMIC I Regular Interests and, to the extent they represent the REMIC I Residual Interest, the Class R Certificates, representing in the aggregate the entire beneficial ownership of REMIC I, (B) the REMIC II Regular Interests and, to the extent they represent the REMIC II Residual Interest, the Class R Certificates, representing in the aggregate the entire beneficial ownership of REMIC II, (C) the REMIC III Regular Certificates, the EX XXXXX III Regular Interests, the Swap REMIC III Regular Interests and, to the extent they represent the REMIC III Residual Interest, the Class R Certificates, representing in the aggregate the entire beneficial ownership of REMIC III, (D) the Class A-S Certificates, representing in the aggregate the entire beneficial ownership of the Class A-S Specific Grantor Trust Assets, (E) the Class B Certificates, representing in the aggregate the entire beneficial ownership of the Class B Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets(F) the Class C Certificates, representing in the aggregate the entire beneficial ownership of the Class C Specific Grantor Trust Assets, (G) the Class EC Specific Grantor Trust Assets and the proceeds of the foregoing) be treated for federal income tax purposes as two separate REMICs (designated as the “Upper-Tier REMIC” and the “Lower-Tier REMIC”PST Certificates, respectively). The Regular Certificates and the Class EC Regular Interests will represent “regular interests” representing in the Upper-Tier REMIC, and aggregate the Upper-Tier Residual Interest will be the sole class of “residual interests” in the Upper-Tier REMIC. There are also (i) 12 classes of uncertificated Lower-Tier Regular Interests issued under this Agreement (designated as the Class XX-0, Xxxxx XX-0, Class LA-3, Class LA-4, Class LA-AB, Class LA-S, Class LB, Class LC, Class LD, Class LE, Class LF and Class LG Interests), each of which will constitute a class of “regular interests” in the Lower-Tier REMIC, and (ii) the Lower-Tier Residual Interest, which will be 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 both the Lower-Tier Residual Interest and the Upper-Tier Residual Interest. In addition, on October 13, 2015, NREC formed the One Court Square REMIC with respect to part of the One Court Square Loan Combination, which issued three pro rata and pari passu regular interests (the “One Court Square REMIC A-1 Regular Interest”, the “One Court Square REMIC A-2 Regular Interest” and the “One Court Square REMIC A-3 Regular Interest (each, a “One Court Square REMIC Regular Interest”, and collectively, the “One Court Square REMIC Regular Interests”). Each One Court Square REMIC Regular Interest has a principal balance set forth below and for tax reporting purposes will be entitled to principal and interest and any other amounts payable on the One Court Square REMIC Regular Interest in the same proportion that its principal balance bears to the aggregate principal balance all of the One Court Square REMIC Regular Interests, as set forth below: One Court Square REMIC Regular Interest Corresponding One Court Square promissory note(s) Initial Principal Balance One Court Square REMIC A-1 Regular Interest One Court Square Promissory Note A-1 $50,000,000 One Court Square REMIC A-2 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $95,000,000 One Court Square REMIC A-3 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $90,000,000 Each One Court Square REMIC Regular Interest holder will be the owner of a percentage interest, specified below, in its corresponding One Court Square Promissory Note(s) other than for tax reporting purposes. The promissory note designated as “Note A-5” (the “One Court Square Promissory Note A-5”), which evidences the One Court Square Mortgage Loan and will be contributed to the Trust, represents a 21.0526% ownership interest in the One Court Square REMIC A-2 Regular Interest and a 22.2222% ownership interest in the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-1” (the “One Court Square Promissory Note A-1”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 100.0000% entire beneficial ownership of the One Court Square REMIC A-1 Regular Interest. The promissory note designated as “Note A-2” (the “One Court Square Promissory Note A-2”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 78.9474% ownership of the One Court Square REMIC A-2 Regular Interest. The promissory note designated as “Note A-3” (the “One Court Square Promissory Note A-3”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 77.7778% ownership of the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-4” (the “One Court Square Promissory Note A-4”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust and does not represent an ownership interest in any of the One Court Square REMIC Regular Interests or the One Court Square REMIC, was contributed to the Outside Securitization Trust related to the One Court Square Mortgage Loan. The residual interest in the One Court Square REMIC is not an asset of the Trust. The parties intend that (i) the portion of the Trust Fund representing the Class A-S PST Specific Grantor Trust Assets, (H) the Class B Specific Swap Floating Rate Certificates, representing in the aggregate the entire beneficial ownership of the related Swap Floating Rate Grantor Trust Assets, (I) the Class C Specific Swap Fixed Rate Certificates, representing in the aggregate the entire beneficial ownership of the related Swap Fixed Rate Grantor Trust Assets, the Class EC Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets and the proceeds of the foregoing will be treated as assets of a grantor trust under subpart E of Part I of subchapter J of the Code and (iiF) the beneficial interests in such grantor trust will be represented by the Class A-S Certificates, the Class B Certificates, the Class C Certificates, the Class EC Certificates and any Excess Interest Certificates. UPPER-TIER REMIC The following table sets forth the Class designation, the approximate initial pass-through rate and the aggregate initial principal amount (the “Original Certificate Balance”) or, in the case of the Class X-AJ Certificates, representing in the aggregate the entire beneficial ownership of the Class J Specific Grantor Trust Assets. Excess Interest received on the Mortgage Loans shall be held in the Grantor Trust for the benefit of the Holders of the Class J Certificates. All covenants and agreements made by the Depositor herein with respect to the Mortgage Loans and the other property constituting the Trust are for the benefit of the holders of the REMIC I Regular Interests, the holders of the REMIC II Regular Interests, the Holders of the REMIC III Regular Certificates, the holders of the EX XXXXX III Regular Interests, the Holders of the Exchangeable Certificates, the holders of the Swap REMIC III Regular Interests, the Holders of the Swap Certificates and the Holders of the Class R Certificates. The parties hereto are entering into this Agreement, and the Trustee is accepting the trusts created hereby, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged. The Class A Senior Certificates (other than the Class A-3FL and Class A-3FX Certificates), the Exchangeable Certificates and the Class X-B and Class X-D A Certificates (collectively, the “Registered Certificates”) were offered for sale pursuant to the Depositor’s prospectus dated December 31, notional amount 2012 (the “Original Notional AmountProspectus”), as applicablesupplemented by a free writing prospectus dated June 13, 2013, as further supplemented by the free writing prospectus dated June 20, 2013, the free writing prospectus dated June 20, 2013, the free writing prospectus dated June 24, 2013 and the free writing prospectus dated June 24, 2013 (collectively, the “Free Writing Prospectus”, and together with the Prospectus, the “Preliminary Prospectus”), and as further supplemented by the final prospectus supplement dated the Pricing Date (the “Prospectus Supplement”, and together with the Prospectus, the “Final Prospectus”). The Class A-3FL, Class A-3FX, Class D, Class E, Class F, Class G, Class H, Class J and Class R Certificates will be offered for each Class of Certificates sale pursuant to a Preliminary Private Placement Memorandum dated June 13, 2013 (the “Preliminary Private Placement Memorandum”) and each Class EC Regular Interest comprising or evidencing a final Private Placement Memorandum dated the interests in Pricing Date (the Upper-Tier REMIC created hereunder: Class Designation Approximate Initial Pass-Through Rate (per annum) Original Certificate Balance / Original Notional Amount Class A-1 1.700% $13,614,000 Class A-2 2.743% $98,127,000 Class A-3 3.063% $175,000,000 Class A-4 3.329% $221,743,000 Class A-AB 3.127% $31,196,000 Class X-A(1) 1.718% $580,156,000 Class X-B(1) 0.565% $42,404,000 Class A-S Regular Interest 3.585% $40,476,000 Class B Regular Interest 4.271% $42,404,000 Class C Regular Interest 4.836% $38,548,000 Class D 2.804% $44,331,000 Class X-D(1) 2.032% $44,331,000 Class E 4.836% $19,274,000 Class F 4.836% $9,637,000 Class G 4.836% $36,622,163 Class R(2) N/A N/A“Private Placement Memorandum”).

PRELIMINARY STATEMENT. On the Closing Date, the Depositor will acquire the Mortgage Loans from Mxxxxx Sxxxxxx Mortgage Capital Holdings LLC, as seller (Terms used but not defined in this Preliminary Statement shall have “MSMCH”), Bank of America, National Association, as seller (“BANA”), and CIBC Inc., as seller (“CIBC”), and will be the meanings specified in Article I hereof) The Depositor intends owner of the Mortgage Loans and the other property being conveyed by it to sell pass-through certificates to be issued hereunder in multiple classes which in the aggregate will evidence the entire beneficial ownership interest Trustee for inclusion in the Trust Fund consisting primarily which is hereby created. On the Closing Date, the Depositor will acquire: (i) the REMIC I Regular Interests and, to the extent they represent the REMIC I Residual Interest, the Class R Certificates as consideration for its transfer to the Trust of the Mortgage Loans (includingother than any Excess Interest payable thereon) and the other property constituting REMIC I; (ii) the REMIC II Regular Interests and, in to the case extent they represent the REMIC II Residual Interest, the Class R Certificates as consideration for its transfer of the One Court Square Mortgage Loan, REMIC I Regular Interests to the One Court Square Trust Trust; (iii) the REMIC III Regular Interests). As provided herein, the Certificate Administrator will elect that two segregated portions of the Trust Fund Certificates (other than the portion of the Class H Certificates representing the right to receive Excess Interest), the EX XXXXX III Regular Interests and, to the extent they represent the REMIC III Residual Interest, the Class R Certificates as consideration for its transfer of the REMIC II Regular Interests to the Trust; (iv) the Exchangeable Certificates as consideration for its transfer of the EX XXXXX III Regular Interests to the Trust; and (v) the portion of the Class H Certificates representing the right to receive Excess Interest as consideration for its transfer to the Trust of such right. The Depositor has duly authorized the execution and delivery of this Agreement to provide for the foregoing and the issuance of (A) the REMIC I Regular Interests and, to the extent they represent the REMIC I Residual Interest, the Class R Certificates, representing in the aggregate the entire beneficial ownership of REMIC I, (B) the REMIC II Regular Interests and, to the extent they represent the REMIC II Residual Interest, the Class R Certificates, representing in the aggregate the entire beneficial ownership of REMIC II, (C) the REMIC III Regular Certificates, the EX XXXXX III Regular Interests and, to the extent they represent the REMIC III Residual Interest, the Class R Certificates, representing in the aggregate the entire beneficial ownership of REMIC III, (D) the Class A-S Certificates, representing in the aggregate the entire beneficial ownership of the Class A-S Specific Grantor Trust Assets, (E) the Class B Certificates, representing in the aggregate the entire beneficial ownership of the Class B Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets(F) the Class C Certificates, representing in the aggregate the entire beneficial ownership of the Class C Specific Grantor Trust Assets, (G) the Class EC PST Certificates, representing in the aggregate the entire beneficial ownership of the Class PST Specific Grantor Trust Assets and the proceeds of the foregoing(H) be treated for federal income tax purposes as two separate REMICs (designated as the “Upper-Tier REMIC” and the “Lower-Tier REMIC”, respectively). The Regular Certificates and the Class EC Regular Interests will represent “regular interests” in the Upper-Tier REMIC, and the Upper-Tier Residual Interest will be the sole class of “residual interests” in the Upper-Tier REMIC. There are also (i) 12 classes of uncertificated Lower-Tier Regular Interests issued under this Agreement (designated as the Class XX-0, Xxxxx XX-0, Class LA-3, Class LA-4, Class LA-AB, Class LA-S, Class LB, Class LC, Class LD, Class LE, Class LF and Class LG Interests), each of which will constitute a class of “regular interests” in the Lower-Tier REMIC, and (ii) the Lower-Tier Residual Interest, which will be 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 both the Lower-Tier Residual Interest and the Upper-Tier Residual Interest. In addition, on October 13, 2015, NREC formed the One Court Square REMIC with respect to part of the One Court Square Loan Combination, which issued three pro rata and pari passu regular interests (the “One Court Square REMIC A-1 Regular Interest”, the “One Court Square REMIC A-2 Regular Interest” and the “One Court Square REMIC A-3 Regular Interest (each, a “One Court Square REMIC Regular Interest”, and collectively, the “One Court Square REMIC Regular Interests”). Each One Court Square REMIC Regular Interest has a principal balance set forth below and for tax reporting purposes will be entitled to principal and interest and any other amounts payable on the One Court Square REMIC Regular Interest in the same proportion that its principal balance bears to the aggregate principal balance all of the One Court Square REMIC Regular Interests, as set forth below: One Court Square REMIC Regular Interest Corresponding One Court Square promissory note(s) Initial Principal Balance One Court Square REMIC A-1 Regular Interest One Court Square Promissory Note A-1 $50,000,000 One Court Square REMIC A-2 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $95,000,000 One Court Square REMIC A-3 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $90,000,000 Each One Court Square REMIC Regular Interest holder will be the owner of a percentage interest, specified below, in its corresponding One Court Square Promissory Note(s) other than for tax reporting purposes. The promissory note designated as “Note A-5” (the “One Court Square Promissory Note A-5”), which evidences the One Court Square Mortgage Loan and will be contributed to the Trust, represents a 21.0526% ownership interest in the One Court Square REMIC A-2 Regular Interest and a 22.2222% ownership interest in the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-1” (the “One Court Square Promissory Note A-1”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 100.0000% ownership of the One Court Square REMIC A-1 Regular Interest. The promissory note designated as “Note A-2” (the “One Court Square Promissory Note A-2”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 78.9474% ownership of the One Court Square REMIC A-2 Regular Interest. The promissory note designated as “Note A-3” (the “One Court Square Promissory Note A-3”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 77.7778% ownership of the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-4” (the “One Court Square Promissory Note A-4”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust and does not represent an ownership interest in any of the One Court Square REMIC Regular Interests or the One Court Square REMIC, was contributed to the Outside Securitization Trust related to the One Court Square Mortgage Loan. The residual interest in the One Court Square REMIC is not an asset of the Trust. The parties intend that (i) the portion of the Trust Fund representing the Class A-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets and the proceeds of the foregoing will be treated as assets of a grantor trust under subpart E of Part I of subchapter J of the Code and (ii) the beneficial interests in such grantor trust will be represented by the Class A-S Certificates, the Class B Certificates, the Class C Certificates, the Class EC Certificates and any Excess Interest Certificates. UPPER-TIER REMIC The following table sets forth the Class designation, the approximate initial pass-through rate and the aggregate initial principal amount (the “Original Certificate Balance”) or, in the case of the Class H Certificates, representing in the aggregate the entire beneficial ownership of the Class H Specific Grantor Trust Assets. Excess Interest received on the Mortgage Loans shall be held in the Grantor Trust for the benefit of the Holders of the Class H Certificates. All covenants and agreements made by the Depositor herein with respect to the Mortgage Loans and the other property constituting the Trust are for the benefit of the holders of the REMIC I Regular Interests, the holders of the REMIC II Regular Interests, the Holders of the REMIC III Regular Certificates, the holders of the EX XXXXX III Regular Interests, the Holders of the Exchangeable Certificates and the Holders of the Class R Certificates. The parties hereto are entering into this Agreement, and the Trustee is accepting the trusts created hereby, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged. The Class A Senior Certificates, the Exchangeable Certificates and the Class X-AA Certificates (collectively, the “Registered Certificates”) were offered for sale pursuant to the Depositor’s prospectus dated October 1, 2013 (the “Prospectus”), as supplemented by a free writing prospectus dated November 18, 2013, as further supplemented by the free writing prospectus dated November 25, 2013 (collectively, the “Free Writing Prospectus”, and together with the Prospectus, the “Preliminary Prospectus”), and as further supplemented by the final prospectus supplement dated the Pricing Date (the “Prospectus Supplement”, and together with the Prospectus, the “Final Prospectus”). The Class X-B, Class X-B C, Class D, Class E, Class F, Class G, Class H and Class X-D CertificatesR Certificates will be offered for sale pursuant to a Preliminary Private Placement Memorandum dated November 18, notional amount 2013 (as supplemented by the preliminary private placement memorandum supplement, dated November 25, 2013, the “Preliminary Private Placement Memorandum”) and a final Private Placement Memorandum dated the Pricing Date (the “Original Notional AmountPrivate Placement Memorandum”), as applicable, for each Class of Certificates and each Class EC Regular Interest comprising or evidencing the interests in the Upper-Tier REMIC created hereunder: Class Designation Approximate Initial Pass-Through Rate (per annum) Original Certificate Balance / Original Notional Amount Class A-1 1.700% $13,614,000 Class A-2 2.743% $98,127,000 Class A-3 3.063% $175,000,000 Class A-4 3.329% $221,743,000 Class A-AB 3.127% $31,196,000 Class X-A(1) 1.718% $580,156,000 Class X-B(1) 0.565% $42,404,000 Class A-S Regular Interest 3.585% $40,476,000 Class B Regular Interest 4.271% $42,404,000 Class C Regular Interest 4.836% $38,548,000 Class D 2.804% $44,331,000 Class X-D(1) 2.032% $44,331,000 Class E 4.836% $19,274,000 Class F 4.836% $9,637,000 Class G 4.836% $36,622,163 Class R(2) N/A N/A.

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 (including, in the case of the One Court Square Mortgage Loan, the One Court Square Trust REMIC Regular Interests)Loans. As provided herein, the Certificate Administrator will elect that two segregated portions of the Trust Fund (other than the Class A-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets and the proceeds of the foregoing) be treated for federal income tax purposes as two separate REMICs (designated as each, a “Trust REMIC” or, in the alternative, the “Upper-Tier REMIC” and the “Lower-Tier REMIC”, respectively). The Regular Class X-0, Xxxxx X-0, Class X-0, Xxxxx X-0, Class A-SB, Class A-S, Class B, Class C, Class D, Class E, Class F, Class NR, Class X-A, Class X-B, Class X-D, Class X-E, Class X-F and Class X-NR Certificates and the Class EC Regular Interests will represent “regular interests” in the Upper-Tier REMIC, REMIC and the Upper-Tier Residual Interest will be represent the sole class of “residual interests” in the Upper-Tier REMIC. There are also (i) 12 classes of uncertificated Lower-Tier Regular Interests issued under this Agreement (designated as the Class XX-0, Xxxxx XX-0, Class LA-3, Class LA-4, Class LA-ABSB, Class LA-S, Class LB, Class LC, Class LD, Class LE, Class LF and Class LG LNR Interests), each of which will constitute a class of “regular interests” in the Lower-Tier REMIC, and (ii) the Lower-Tier Residual Interest, which will be 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 both the Lower-Tier Residual Interest and the Upper-Tier Residual Interest. In additionFor the avoidance of doubt, on October 13, 2015, NREC formed any cash collateral posted by the One Court Square REMIC with respect to part holder of the One Court Square Soho-Tribeca Grand Hotel Portfolio Subordinate Companion Loan Combination, which issued three pro rata and pari passu regular interests (the “One Court Square REMIC A-1 Regular Interest”, the “One Court Square REMIC A-2 Regular Interest” and the “One Court Square REMIC A-3 Regular Interest (each, a “One Court Square REMIC Regular Interest”, and collectively, the “One Court Square REMIC Regular Interests”). Each One Court Square REMIC Regular Interest has a principal balance set forth below and for tax reporting purposes as described in Section 3.10(a) of this Agreement) will not be entitled to principal and interest and any other amounts payable on the One Court Square REMIC Regular Interest in the same proportion that its principal balance bears to the aggregate principal balance all of the One Court Square REMIC Regular Interests, as set forth below: One Court Square REMIC Regular Interest Corresponding One Court Square promissory note(s) Initial Principal Balance One Court Square REMIC A-1 Regular Interest One Court Square Promissory Note A-1 $50,000,000 One Court Square REMIC A-2 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $95,000,000 One Court Square REMIC A-3 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $90,000,000 Each One Court Square REMIC Regular Interest holder will be the owner of a percentage interest, specified below, in its corresponding One Court Square Promissory Note(s) other than for tax reporting purposes. The promissory note designated as “Note A-5” (the “One Court Square Promissory Note A-5”), which evidences the One Court Square Mortgage Loan and will be contributed to the Trust, represents a 21.0526% ownership interest in the One Court Square REMIC A-2 Regular Interest and a 22.2222% ownership interest in the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-1” (the “One Court Square Promissory Note A-1”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 100.0000% ownership of the One Court Square either Trust REMIC A-1 Regular Interest. The promissory note designated as “Note A-2” (the “One Court Square Promissory Note A-2”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 78.9474% ownership of the One Court Square REMIC A-2 Regular Interest. The promissory note designated as “Note A-3” (the “One Court Square Promissory Note A-3”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 77.7778% ownership of the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-4” (the “One Court Square Promissory Note A-4”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust and does not represent an ownership interest in any of the One Court Square REMIC Regular Interests or the One Court Square REMIC, was contributed to the Outside Securitization Trust related to the One Court Square Mortgage Loan. The residual interest in the One Court Square REMIC is not an asset of the Trust. The parties intend that (i) the portion of the Trust Fund representing the Class A-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets and the proceeds of the foregoing but will be treated as assets an “outside reserve fund” within the meaning of a grantor trust under subpart E of Part I of subchapter J of the Code and (iiTreasury Regulation Section 1.860G-2(h) the beneficial interests in beneficially owned by such grantor trust will be represented by the Class A-S Certificates, the Class B Certificates, the Class C Certificates, the Class EC Certificates and any Excess Interest Certificatesholder. UPPER-TIER REMIC The following table sets forth the Class designation, the approximate initial pass-through rate and (the “Pass-Through Rate”), the aggregate initial principal amount balance (the “Original Certificate Principal Balance”) or, in the case of the Class X-A, Class X-B B, Class X-D, Class X-E, Class X-F and Class X-D NR Certificates, notional amount (the “Original Notional Amount”), as applicable, for and the initial ratings given each Class of Certificates and each Class EC Regular Interest comprising or evidencing by the interests in the Upper-Tier REMIC created hereunder: Class Designation Approximate Initial Pass-Through Rate Rating Agencies (per annum) Original Certificate Balance / Original Notional Amount Class A-1 1.700% $13,614,000 Class A-2 2.743% $98,127,000 Class A-3 3.063% $175,000,000 Class A-4 3.329% $221,743,000 Class A-AB 3.127% $31,196,000 Class X-A(1) 1.718% $580,156,000 Class X-B(1) 0.565% $42,404,000 Class A-S Regular Interest 3.585% $40,476,000 Class B Regular Interest 4.271% $42,404,000 Class C Regular Interest 4.836% $38,548,000 Class D 2.804% $44,331,000 Class X-D(1) 2.032% $44,331,000 Class E 4.836% $19,274,000 Class F 4.836% $9,637,000 Class G 4.836% $36,622,163 Class R(2) N/A N/Athe

PRELIMINARY STATEMENT. On the Closing Date, the Depositor will acquire the Mortgage Loans from Mxxxxx Sxxxxxx Mortgage Capital Holdings LLC, as seller (Terms used but not defined in this Preliminary Statement shall have “MSMCH”), Bank of America, National Association, as seller (“BANA”), and CIBC Inc., as seller (“CIBC”), and will be the meanings specified in Article I hereof) The Depositor intends owner of the Mortgage Loans and the other property being conveyed by it to sell pass-through certificates to be issued hereunder in multiple classes which in the aggregate will evidence the entire beneficial ownership interest Trustee for inclusion in the Trust Fund consisting primarily which is hereby created. On the Closing Date, the Depositor will acquire: (i) the REMIC I Regular Interests and, to the extent they represent the REMIC I Residual Interest, the Class R Certificates, as consideration for its transfer to the Trust of the Mortgage Loans (includingother than any Excess Interest payable thereon) and the other property constituting REMIC I; (ii) the REMIC II Regular Interests and, in to the case extent they represent the REMIC II Residual Interest, the Class R Certificates, as consideration for its transfer of the One Court Square Mortgage Loan, REMIC I Regular Interests to the One Court Square Trust Trust; (iii) the REMIC III Regular Interests). As provided herein, the Certificate Administrator will elect that two segregated portions of the Trust Fund Certificates (other than the portion of the Class J Certificates representing the right to receive Excess Interest, if applicable), the EX XXXXX III Regular Interests and, to the extent they represent the REMIC III Residual Interest, the Class R Certificates, as consideration for its transfer of the REMIC II Regular Interests to the Trust; (iv) the Exchangeable Certificates as consideration for its transfer of the EX XXXXX III Regular Interests to the Trust; and (v) the portion of the Class J Certificates representing the right to receive Excess Interest as consideration for its transfer to the Trust of such right, if applicable. The Depositor has duly authorized the execution and delivery of this Agreement to provide for the foregoing and the issuance of (A) the REMIC I Regular Interests and, to the extent they represent the REMIC I Residual Interest, the Class R Certificates, representing in the aggregate the entire beneficial ownership of REMIC I, (B) the REMIC II Regular Interests and, to the extent they represent the REMIC II Residual Interest, the Class R Certificates, representing in the aggregate the entire beneficial ownership of REMIC II, (C) the REMIC III Regular Certificates (other than the portion of the Class J Certificates representing the right to receive Excess Interest, if applicable), the EX XXXXX III Regular Interests and, to the extent they represent the REMIC III Residual Interest, the Class R Certificates, representing in the aggregate the entire beneficial ownership of REMIC III, (D) the Class A-S Certificates, representing in the aggregate the entire beneficial ownership of the Class A-S Specific Grantor Trust Assets, (E) the Class B Certificates, representing in the aggregate the entire beneficial ownership of the Class B Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets(F) the Class C Certificates, representing in the aggregate the entire beneficial ownership of the Class C Specific Grantor Trust Assets, (G) the Class EC Specific Grantor Trust Assets and the proceeds of the foregoing) be treated for federal income tax purposes as two separate REMICs (designated as the “Upper-Tier REMIC” and the “Lower-Tier REMIC”PST Certificates, respectively). The Regular Certificates and the Class EC Regular Interests will represent “regular interests” representing in the Upper-Tier REMIC, and aggregate the Upper-Tier Residual Interest will be the sole class of “residual interests” in the Upper-Tier REMIC. There are also (i) 12 classes of uncertificated Lower-Tier Regular Interests issued under this Agreement (designated as the Class XX-0, Xxxxx XX-0, Class LA-3, Class LA-4, Class LA-AB, Class LA-S, Class LB, Class LC, Class LD, Class LE, Class LF and Class LG Interests), each of which will constitute a class of “regular interests” in the Lower-Tier REMIC, and (ii) the Lower-Tier Residual Interest, which will be 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 both the Lower-Tier Residual Interest and the Upper-Tier Residual Interest. In addition, on October 13, 2015, NREC formed the One Court Square REMIC with respect to part of the One Court Square Loan Combination, which issued three pro rata and pari passu regular interests (the “One Court Square REMIC A-1 Regular Interest”, the “One Court Square REMIC A-2 Regular Interest” and the “One Court Square REMIC A-3 Regular Interest (each, a “One Court Square REMIC Regular Interest”, and collectively, the “One Court Square REMIC Regular Interests”). Each One Court Square REMIC Regular Interest has a principal balance set forth below and for tax reporting purposes will be entitled to principal and interest and any other amounts payable on the One Court Square REMIC Regular Interest in the same proportion that its principal balance bears to the aggregate principal balance all of the One Court Square REMIC Regular Interests, as set forth below: One Court Square REMIC Regular Interest Corresponding One Court Square promissory note(s) Initial Principal Balance One Court Square REMIC A-1 Regular Interest One Court Square Promissory Note A-1 $50,000,000 One Court Square REMIC A-2 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $95,000,000 One Court Square REMIC A-3 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $90,000,000 Each One Court Square REMIC Regular Interest holder will be the owner of a percentage interest, specified below, in its corresponding One Court Square Promissory Note(s) other than for tax reporting purposes. The promissory note designated as “Note A-5” (the “One Court Square Promissory Note A-5”), which evidences the One Court Square Mortgage Loan and will be contributed to the Trust, represents a 21.0526% ownership interest in the One Court Square REMIC A-2 Regular Interest and a 22.2222% ownership interest in the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-1” (the “One Court Square Promissory Note A-1”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 100.0000% entire beneficial ownership of the One Court Square REMIC A-1 Regular Interest. The promissory note designated as “Note A-2” (the “One Court Square Promissory Note A-2”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 78.9474% ownership of the One Court Square REMIC A-2 Regular Interest. The promissory note designated as “Note A-3” (the “One Court Square Promissory Note A-3”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 77.7778% ownership of the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-4” (the “One Court Square Promissory Note A-4”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust and does not represent an ownership interest in any of the One Court Square REMIC Regular Interests or the One Court Square REMIC, was contributed to the Outside Securitization Trust related to the One Court Square Mortgage Loan. The residual interest in the One Court Square REMIC is not an asset of the Trust. The parties intend that (i) the portion of the Trust Fund representing the Class A-S PST Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets and the proceeds of the foregoing will be treated as assets of a grantor trust under subpart E of Part I of subchapter J of the Code and (iiH) the beneficial interests in such grantor trust will be represented by the Class A-S Certificates, the Class B Certificates, the Class C Certificates, the Class EC Certificates and any Excess Interest Certificates. UPPER-TIER REMIC The following table sets forth the Class designation, the approximate initial pass-through rate and the aggregate initial principal amount (the “Original Certificate Balance”) or, in the case of the Class X-AJ Certificates, representing in the aggregate the entire beneficial ownership of the Class J Specific Grantor Trust Assets, if any. All covenants and agreements made by the Depositor herein with respect to the Mortgage Loans and the other property constituting the Trust are for the benefit of the holders of the REMIC I Regular Interests, the holders of the REMIC II Regular Interests, the Holders of the REMIC III Regular Certificates, the holders of the EX XXXXX III Regular Interests, the Holders of the Exchangeable Certificates and the Holders of the Class R Certificates. The parties hereto are entering into this Agreement, and the Trustee is accepting the trusts created hereby, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged. The Class A Senior Certificates, the Exchangeable Certificates and the Class X-B and Class X-D A Certificates (collectively, the “Registered Certificates”) were offered for sale pursuant to the Depositor’s prospectus dated July 29, notional amount 2013 (the “Original Notional AmountProspectus”), as applicablesupplemented by a free writing prospectus dated July 29, for 2013 and as further supplemented by the two free writing prospectuses each Class of Certificates dated July 30, 2013 (collectively, the “Free Writing Prospectus”, and each Class EC Regular Interest comprising or evidencing together with the interests in Prospectus, the Upper-Tier REMIC created hereunder: Class Designation Approximate Initial Pass-Through Rate “Preliminary Prospectus”), and as further supplemented by the final prospectus supplement dated the Pricing Date (per annum) Original Certificate Balance / Original Notional Amount Class A-1 1.700% $13,614,000 Class A-2 2.743% $98,127,000 Class A-3 3.063% $175,000,000 Class A-4 3.329% $221,743,000 Class A-AB 3.127% $31,196,000 the “Prospectus Supplement”, and together with the Prospectus, the “Final Prospectus”). The Class X-A(1B, Class D, Class E, Class F, Class G, Class H, Class J and Class R Certificates will be offered for sale pursuant to a Preliminary Private Placement Memorandum dated July 29, 2013 (the “Preliminary Private Placement Memorandum”) 1.718% $580,156,000 Class X-B(1) 0.565% $42,404,000 Class A-S Regular Interest 3.585% $40,476,000 Class B Regular Interest 4.271% $42,404,000 Class C Regular Interest 4.836% $38,548,000 Class D 2.804% $44,331,000 Class X-D(1) 2.032% $44,331,000 Class E 4.836% $19,274,000 Class F 4.836% $9,637,000 Class G 4.836% $36,622,163 Class R(2) N/A N/Aand a final Private Placement Memorandum dated the Pricing Date (the “Private Placement Memorandum”).

PRELIMINARY STATEMENT. On the Closing Date, the Depositor will acquire the Mortgage Loans from Morgan Stanley Mortgage Capital Inc., as seller (Terms used but not defined in this Preliminary Statement shall have "MSMC"), SunTrust Baxx, xx xxxxxx ("SunTrust"), Natixis Real Estate Capital Inc. (formerly IXIS Real Estate Capital Inc.), as seller ("Natixis"), and NCB, FSB, as seller ("NCB, FSB"), and will be the meanings specified in Article I hereof) The Depositor intends owner of the Mortgage Loans and the other property being conveyed by it to sell pass-through certificates to be issued hereunder in multiple classes which in the aggregate will evidence the entire beneficial ownership interest Trustee for inclusion in the Trust Fund consisting primarily which is hereby created. On the Closing Date, the Depositor will acquire (i) the REMIC I Regular Interests and the Class R-I Certificates as consideration for its transfer to the Trust of the Mortgage Loans (including, in the case of the One Court Square Mortgage Loan, the One Court Square Trust REMIC Regular Interests). As provided herein, the Certificate Administrator will elect that two segregated portions of the Trust Fund (other than the Class A-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets payable thereon) and the proceeds of the foregoing) be treated for federal income tax purposes as two separate REMICs (designated as the “Upper-Tier REMIC” and the “Lower-Tier REMIC”, respectively). The Regular Certificates and the Class EC Regular Interests will represent “regular interests” in the Upper-Tier REMIC, and the Upper-Tier Residual Interest will be the sole class of “residual interests” in the Upper-Tier REMIC. There are also (i) 12 classes of uncertificated Lower-Tier Regular Interests issued under this Agreement (designated as the Class XX-0, Xxxxx XX-0, Class LA-3, Class LA-4, Class LA-AB, Class LA-S, Class LB, Class LC, Class LD, Class LE, Class LF and Class LG Interests), each of which will constitute a class of “regular interests” in the Lower-Tier REMIC, and other property constituting REMIC I; (ii) the Lower-Tier Residual Interest, which will be the sole class of “residual interests” in the Lower-Tier REMIC. The Lower-Tier REMIC II Regular Interests will be held by and the Trustee Class R-II Certificates as assets consideration for its transfer of the Upper-Tier REMIC. The Class R Certificates will represent both the Lower-Tier Residual Interest and the Upper-Tier Residual Interest. In addition, on October 13, 2015, NREC formed the One Court Square REMIC with respect to part of the One Court Square Loan Combination, which issued three pro rata and pari passu regular interests (the “One Court Square REMIC A-1 I Regular Interest”, the “One Court Square REMIC A-2 Regular Interest” and the “One Court Square REMIC A-3 Regular Interest (each, a “One Court Square REMIC Regular Interest”, and collectively, the “One Court Square REMIC Regular Interests”). Each One Court Square REMIC Regular Interest has a principal balance set forth below and for tax reporting purposes will be entitled to principal and interest and any other amounts payable on the One Court Square REMIC Regular Interest in the same proportion that its principal balance bears to the aggregate principal balance all of the One Court Square REMIC Regular Interests, as set forth below: One Court Square REMIC Regular Interest Corresponding One Court Square promissory note(s) Initial Principal Balance One Court Square REMIC A-1 Regular Interest One Court Square Promissory Note A-1 $50,000,000 One Court Square REMIC A-2 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $95,000,000 One Court Square REMIC A-3 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $90,000,000 Each One Court Square REMIC Regular Interest holder will be the owner of a percentage interest, specified below, in its corresponding One Court Square Promissory Note(s) other than for tax reporting purposes. The promissory note designated as “Note A-5” (the “One Court Square Promissory Note A-5”), which evidences the One Court Square Mortgage Loan and will be contributed Interests to the Trust, represents a 21.0526% ownership interest in ; (iii) the One Court Square REMIC A-2 Regular Interest and a 22.2222% ownership interest in the One Court Square REMIC A-3 Regular Interest. The promissory note designated III Certificates as “Note A-1” (the “One Court Square Promissory Note A-1”), which evidences one consideration for its transfer of the One Court Square Companion Loans REMIC II Regular Interests to the Trust; and is not an asset (iv) the Class EI Certificates as consideration for its transfer of the Trust, evidences 100.0000% ownership of the One Court Square REMIC A-1 Regular Interest. The promissory note designated as “Note A-2” (the “One Court Square Promissory Note A-2”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 78.9474% ownership of the One Court Square REMIC A-2 Regular Interest. The promissory note designated as “Note A-3” (the “One Court Square Promissory Note A-3”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 77.7778% ownership of the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-4” (the “One Court Square Promissory Note A-4”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust and does not represent an ownership interest in any of the One Court Square REMIC Regular Interests or the One Court Square REMIC, was contributed Excess Interest to the Outside Securitization Trust related to the One Court Square Mortgage Loan. The residual interest in the One Court Square REMIC is not an asset of the Trust. The parties intend that Depositor has duly authorized the execution and delivery of this Agreement to provide for the foregoing and the issuance of (iA) the portion of the Trust Fund representing REMIC I Regular Interests and the Class AR-S Specific Grantor Trust AssetsI Certificates representing in the aggregate the entire beneficial ownership of REMIC I, (B) the REMIC II Regular Interests and the Class B Specific Grantor Trust AssetsR-II Certificates representing in the aggregate the entire beneficial ownership of REMIC II, (C) the REMIC III Certificates representing in the aggregate the entire beneficial ownership of REMIC III and (D) the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets and the proceeds of the foregoing will be treated as assets of a grantor trust under subpart E of Part I of subchapter J of the Code and (ii) the beneficial interests EI Certificates representing in such grantor trust will be represented by the Class A-S Certificates, the Class B Certificates, the Class C Certificates, the Class EC Certificates and any Excess Interest Certificates. UPPER-TIER REMIC The following table sets forth the Class designation, the approximate initial pass-through rate and the aggregate initial principal amount (the “Original Certificate Balance”) or, in the case entire beneficial ownership of the Class X-A, Class X-B and Class X-D Certificates, notional amount (the “Original Notional Amount”), as applicable, for each Class of Certificates and each Class EC Regular Interest comprising or evidencing the interests in the Upper-Tier REMIC created hereunder: Class Designation Approximate Initial Pass-Through Rate (per annum) Original Certificate Balance / Original Notional Amount Class A-1 1.700% $13,614,000 Class A-2 2.743% $98,127,000 Class A-3 3.063% $175,000,000 Class A-4 3.329% $221,743,000 Class A-AB 3.127% $31,196,000 Class X-A(1) 1.718% $580,156,000 Class X-B(1) 0.565% $42,404,000 Class A-S Regular Interest 3.585% $40,476,000 Class B Regular Interest 4.271% $42,404,000 Class C Regular Interest 4.836% $38,548,000 Class D 2.804% $44,331,000 Class X-D(1) 2.032% $44,331,000 Class E 4.836% $19,274,000 Class F 4.836% $9,637,000 Class G 4.836% $36,622,163 Class R(2) N/A N/AEI Grantor Trust.

PRELIMINARY STATEMENT. On the Closing Date, the Depositor will acquire the Mortgage Loans from Morgan Stanley Mortgage Capital Inc., as seller (Terms used but not defined in this Preliminary Statement shall have "MSMC"), Principal Comxxxxxxl Xxxxxxg, LLC, as seller ("Principal"), Bear Stearns Commercial Mortgage, Inc., as seller ("BSCMI") and Wells Fargo Xxxx, Xational Association, as seller ("Wells Fargo") and wxxx xe the meanings specified in Article I hereof) The Depositor intends owner of the Mortgage Loans and the other xxxxerty being conveyed by it to sell pass-through certificates to be issued hereunder in multiple classes which in the aggregate will evidence the entire beneficial ownership interest Trustee for inclusion in the Trust Fund consisting primarily which is hereby created. On the Closing Date, the Depositor will acquire (i) the REMIC I Regular Interests and the Class R-I Certificates as consideration for its transfer to the Trust of the Mortgage Loans (includingother than any Excess Interest payable thereon) and the other property constituting REMIC I; (ii) the REMIC II Regular Interests and the Class R-II Certificates as consideration for its transfer of the REMIC I Regular Interests to the Trust; (iii) the REMIC III Certificates (other than the portion of the Class P Certificates representing the right to receive Excess Interest), and the Class A-4FL Regular Interest as consideration for its transfer of the REMIC II Regular Interests to the Trust; (iv) the portion of the Class P Certificates representing the right to receive Excess Interest as consideration for its transfer to the Trust of such right; and (v) the Class A-4FL Certificates as consideration for its transfer of the Class A-4FL Regular Interest and the Swap Contract to the Trust. The Depositor has duly authorized the execution and delivery of this Agreement to provide for the foregoing and the issuance of (A) the REMIC I Regular Interests and the Class R-I Certificates representing in the aggregate the entire beneficial ownership of REMIC I, (B) the REMIC II Regular Interests and the Class R-II Certificates representing in the aggregate the entire beneficial ownership of REMIC II, (C) the REMIC III Certificates and the Class A-4FL Regular Interest representing in the aggregate the entire beneficial ownership of REMIC III and, in the case of the One Court Square Class P Certificates, the Class P Grantor Trust and (D) the Class A-4FL Certificates representing in the aggregate the entire beneficial ownership of the Class A-4FL Grantor Trust. Excess Interest received on the Mortgage Loans shall be held in the Class P Grantor Trust for the benefit of the Class P Certificates. All covenants and agreements made by the Depositor and the Trustee herein with respect to the Mortgage Loans and the other property constituting the Trust are for the benefit of the Holders of the REMIC I Regular Interests, the REMIC II Regular Interests, the Residual Certificates, the REMIC Regular Certificates (including the Class P Certificates to the extent of their interest in any Excess Interest), the Class A-4FL Regular Interest and the Swap Counterparty. The parties hereto are entering into this Agreement, and the Trustee is accepting the trusts created hereby, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged. The Class A Senior, Class A-J, Class B, Class C and Class D Certificates will be offered for sale pursuant to the prospectus (the "Prospectus") dated March 2, 2005, as supplemented by the preliminary prospectus supplement dated April 7, 2005 (together with the Prospectus, the "Preliminary Prospectus Supplement"), and as further supplemented by the final prospectus supplement dated April 19, 2005 (together with the Prospectus, the "Final Prospectus Supplement"), and the Class X, Class E, Class F, Class G, Class H, Class J, Class K, Class L, Class M, Class N, Class O and Class P Certificates will be offered for sale pursuant to a Private Placement Memorandum dated April 19, 2005. REMIC I Each REMIC I Regular Interest (a "Corresponding REMIC I Regular Interest") will relate to a specific Mortgage Loan. Each Corresponding REMIC I Regular Interest will have a pass-through rate equal to the REMIC I Net Mortgage Rate of the related Mortgage Loan, an initial principal amount (the One Court Square Trust REMIC Regular Interests). As provided herein, initial "Certificate Balance") equal to the Certificate Administrator will elect that two segregated portions Scheduled Principal Balance as of the Trust Fund (other than the Class ACut-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets and the proceeds Off Date of the foregoing) Mortgage Loan to which the Corresponding REMIC I Regular Interest relates, and a "latest possible maturity date" set to the Maturity Date of the Mortgage Loan to which the Corresponding REMIC I Regular Interest relates. The Class R-I Certificate will be treated for federal income tax purposes as two separate REMICs (designated as the “Uppersole Class of residual interests in REMIC I and will have no Certificate Balance and no Pass-Tier REMIC” and the “Lower-Tier REMIC”Through Rate, respectively). The Regular Certificates and the Class EC Regular Interests will represent “regular interests” in the Upper-Tier REMIC, and the Upper-Tier Residual Interest will be the sole class of “residual interests” in the Upper-Tier REMIC. There are also (i) 12 classes of uncertificated Lower-Tier Regular Interests issued under this Agreement (designated as the Class XX-0, Xxxxx XX-0, Class LA-3, Class LA-4, Class LA-AB, Class LA-S, Class LB, Class LC, Class LD, Class LE, Class LF and Class LG Interests), each of which will constitute a class of “regular interests” in the Lower-Tier REMIC, and (ii) the Lower-Tier Residual Interest, which will be 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 both the Lower-Tier Residual Interest and the Upper-Tier Residual Interest. In addition, on October 13, 2015, NREC formed the One Court Square REMIC with respect to part of the One Court Square Loan Combination, which issued three pro rata and pari passu regular interests (the “One Court Square REMIC A-1 Regular Interest”, the “One Court Square REMIC A-2 Regular Interest” and the “One Court Square REMIC A-3 Regular Interest (each, a “One Court Square REMIC Regular Interest”, and collectively, the “One Court Square REMIC Regular Interests”). Each One Court Square REMIC Regular Interest has a principal balance set forth below and for tax reporting purposes but will be entitled to principal and interest and any other amounts payable on the One Court Square REMIC Regular Interest in the same proportion that its principal balance bears to the aggregate principal balance all of the One Court Square REMIC Regular Interests, as set forth below: One Court Square REMIC Regular Interest Corresponding One Court Square promissory note(s) Initial Principal Balance One Court Square REMIC A-1 Regular Interest One Court Square Promissory Note A-1 $50,000,000 One Court Square REMIC A-2 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $95,000,000 One Court Square REMIC A-3 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $90,000,000 Each One Court Square REMIC Regular Interest holder will be the owner of a percentage interest, specified below, in its corresponding One Court Square Promissory Note(s) other than for tax reporting purposes. The promissory note designated as “Note A-5” (the “One Court Square Promissory Note A-5”), which evidences the One Court Square Mortgage Loan and will be contributed to the Trust, represents a 21.0526% ownership interest in the One Court Square REMIC A-2 Regular Interest and a 22.2222% ownership interest in the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-1” (the “One Court Square Promissory Note A-1”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 100.0000% ownership of the One Court Square REMIC A-1 Regular Interest. The promissory note designated as “Note A-2” (the “One Court Square Promissory Note A-2”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 78.9474% ownership of the One Court Square REMIC A-2 Regular Interest. The promissory note designated as “Note A-3” (the “One Court Square Promissory Note A-3”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 77.7778% ownership of the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-4” (the “One Court Square Promissory Note A-4”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust and does not represent an ownership interest in any of the One Court Square REMIC Regular Interests or the One Court Square REMIC, was contributed to the Outside Securitization Trust related to the One Court Square Mortgage Loan. The residual interest in the One Court Square REMIC is not an asset of the Trust. The parties intend that (i) the portion of the Trust Fund representing the Class A-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets and receive the proceeds of any assets remaining in REMIC I after all Classes of REMIC I Regular Interests have been paid in full. REMIC II The REMIC II Regular Interests have the foregoing pass-through rates and Certificate Balances set forth in the definition thereof. The Class R-II Certificates will be treated designated as assets the sole Class of a grantor trust under subpart E of Part I of subchapter J of the Code and (ii) the beneficial residual interests in such grantor trust REMIC II and will have no Certificate Balance and no Pass-Through Rate, but will be represented by entitled to receive the Class A-S Certificates, the Class B Certificates, the Class C Certificates, the Class EC Certificates and proceeds of any Excess Interest Certificatesassets remaining in REMIC II after all Classes of REMIC II Regular Interests have been paid in full. UPPER-TIER REMIC The following table sets forth the Class designation, the approximate initial pass-through rate corresponding REMIC II Regular Interest (the "Corresponding REMIC II Regular Interest") and the aggregate initial principal amount (the “Original Certificate Balance”) or, in the case of the Class X-A, Class X-B and Class X-D Certificates, notional amount (the “Original Notional Amount”), as applicable, Balance for each Class of Principal Balance Certificates and each (the "Corresponding Certificates"). Initial REMIC II Corresponding Initial Class EC Corresponding REMIC Regular Interest comprising or evidencing the interests in the Upper-Tier REMIC created hereunder: Class Designation Approximate Initial Pass-Through Rate (per annum) Original Certificates Certificate Balance / Original Notional Amount II Regular Interests Certificate Balance ------------ ------------------- -------------------- ------------------- Class A-1 1.700% $13,614,000 69,500,000 A-1 $69,500,000 Class A-2 2.743% $98,127,000 121,900,000 A-2 $121,900,000 Class A-3 3.063% $175,000,000 Class A-4 3.329% 41,600,000 A-3 $221,743,000 41,600,000 Class A-AB 3.127% $31,196,000 105,700,000 A-AB $105,700,000 Class X-A(1A-4 $517,238,000 A-4 $517,238,000 Class A-4FL $75,000,000 A-4FL(1) 1.718% $580,156,000 Class X-B(1) 0.565% $42,404,000 75,000,000 Class A-S Regular Interest 3.585% J $40,476,000 74,307,000 A-J $74,307,000 Class B Regular Interest 4.271% $42,404,000 29,443,000 B $29,443,000 Class C Regular Interest 4.836% $38,548,000 8,412,000 C $8,412,000 Class D 2.804% $44,331,000 Class X-D(1) 2.032% 12,618,000 D $44,331,000 12,618,000 Class E 4.836% $19,274,000 11,216,000 E $11,216,000 Class F 4.836% $9,637,000 9,814,000 F $9,814,000 Class G 4.836% $36,622,163 9,814,000 G $9,814,000 Class R(2) N/A N/AH $8,412,000 H $8,412,000 Class J $4,206,000 J $4,206,000 Class K $4,206,000 K $4,206,000 Class L $4,206,000 L $4,206,000 Class M $1,402,000 M $1,402,000 Class N $1,403,000 N $1,403,000 Class O $2,804,000 O $2,804,000 Class P $8,412,137 P $8,412,137

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 (including, in the case of the One Court Square Mortgage Loan, the One Court Square Trust REMIC Regular Interests)Loans. As provided herein, the Certificate Administrator will elect that two segregated portions of the Trust Fund (other than the any Class A-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets and the proceeds of the foregoing) be treated for federal income tax purposes as two separate REMICs (designated as the “Upper-Tier REMIC” and the “Lower-Tier REMIC”, respectively). The Regular Certificates and In addition, the parties intend that the portion of the Trust Fund consisting of any Class S Specific Grantor Trust Assets will be treated as a grantor trust under subpart E of Part I of subchapter J of the Code. Solely for federal income tax purposes, the Class EC Regular Interests will S Certificates shall represent “regular interests” undivided beneficial interests in the Upperany Class S Specific Grantor Trust Assets. The Lower-Tier REMIC, REMIC will hold the Mortgage Loans (exclusive of any Excess Interest) and the Upper-Tier Residual Interest will be the sole class of “residual interests” in the Upper-Tier REMIC. There are also issue (i) 12 14 classes of uncertificated Lower-Tier Regular Interests issued under this Agreement (designated as the Class XX-0, Xxxxx XX-0, Class LA-3, Class LA-4, Class LA-AB, Class LA-S, Class LB, Class LC, Class LD, Class LE-RR, Class LF XX-XX, Class LG-RR, Class XX-XX and Class LG XX-XX Lower-Tier Regular Interests, respectively), each of which will constitute a class of “regular interests” in the Lower-Tier REMIC, and (ii) the Lower-Tier Residual Interest, which will be 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 both the Lower-Tier Residual Interest and the Upper-Tier Residual Interest. In addition, on October 13, 2015, NREC formed the One Court Square REMIC with respect to part of the One Court Square Loan Combination, which issued three pro rata and pari passu regular interests (the “One Court Square REMIC A-1 Regular Interest”, the “One Court Square REMIC A-2 Regular Interest” and the “One Court Square REMIC A-3 Regular Interest (each, a “One Court Square REMIC Regular Interest”, and collectively, the “One Court Square REMIC Regular Interests”). Each One Court Square REMIC Regular Interest has a principal balance set forth below and for tax reporting purposes will be entitled to principal and interest and any other amounts payable on the One Court Square REMIC Regular Interest in the same proportion that its principal balance bears to the aggregate principal balance all of the One Court Square REMIC Regular Interests, as set forth below: One Court Square REMIC Regular Interest Corresponding One Court Square promissory note(s) Initial Principal Balance One Court Square REMIC A-1 Regular Interest One Court Square Promissory Note A-1 $50,000,000 One Court Square REMIC A-2 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $95,000,000 One Court Square REMIC A-3 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $90,000,000 Each One Court Square REMIC Regular Interest holder will be the owner of a percentage interest, specified below, in its corresponding One Court Square Promissory Note(s) other than for tax reporting purposes. The promissory note designated as “Note A-5” (the “One Court Square Promissory Note A-5”), which evidences the One Court Square Mortgage Loan and will be contributed to the Trust, represents a 21.0526% ownership interest in the One Court Square REMIC A-2 Regular Interest and a 22.2222% ownership interest in the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-1” (the “One Court Square Promissory Note A-1”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 100.0000% ownership of the One Court Square REMIC A-1 Regular Interest. The promissory note designated as “Note A-2” (the “One Court Square Promissory Note A-2”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 78.9474% ownership of the One Court Square REMIC A-2 Regular Interest. The promissory note designated as “Note A-3” (the “One Court Square Promissory Note A-3”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 77.7778% ownership of the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-4” (the “One Court Square Promissory Note A-4”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust and does not represent an ownership interest in any of the One Court Square REMIC Regular Interests or the One Court Square REMIC, was contributed to the Outside Securitization Trust related to the One Court Square Mortgage Loan. The residual interest in the One Court Square REMIC is not an asset of the Trust. The parties intend that (i) the portion of the Trust Fund representing the Class A-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets and the proceeds of the foregoing will be treated as assets of a grantor trust under subpart E of Part I of subchapter J of the Code and (ii) the beneficial interests in such grantor trust will be represented evidenced by the Class A-S Certificates, the Class B Certificates, the Class C Certificates, the Class EC Certificates and any Excess Interest R Certificates. UPPER-TIER REMIC The following table sets forth the Class designationper annum rate at which interest will accrue on, the approximate initial pass-through rate and the aggregate initial principal amount (the “Original Certificate Balance”) ororiginal Lower-Tier Principal Balance of, in the case each Lower-Tier Regular Interest: Designation of the Class XLower-A, Class X-B and Class X-D Certificates, notional amount (the “Original Notional Amount”), as applicable, for each Class of Certificates and each Class EC Tier Regular Interest comprising or evidencing the interests in the UpperInterest Rate Original Lower-Tier REMIC created hereunder: Principal Balance Class Designation Approximate Initial Pass-Through Rate LA-1 (per annum1) Original Certificate Balance / Original Notional Amount $27,750,000 Class A-1 1.700% LA-2 (1) $13,614,000 103,900,000 Class A-2 2.743% LA-3 (1) $98,127,000 240,000,000 Class A-3 3.063% LA-4 (1) $175,000,000 271,691,000 Class A-4 3.329% $221,743,000 Class ALA-AB 3.127% (1) $31,196,000 40,600,000 Class X-A(1) 1.718% $580,156,000 Class X-B(1) 0.565% $42,404,000 Class ALA-S Regular Interest 3.585% (1) $40,476,000 73,280,000 Class B Regular Interest 4.271% LB (1) $42,404,000 45,189,000 Class C Regular Interest 4.836% LC (1) $38,548,000 40,304,000 Class D 2.804% LD (1) $44,331,000 29,311,000 Class XLE-D(1RR (1) 2.032% $44,331,000 21,984,000 Class E 4.836% XX-XX (1) $19,274,000 12,214,000 Class F 4.836% LG-RR (1) $9,637,000 12,213,000 Class G 4.836% XX-XX (1) $36,622,163 9,770,000 Class R(2XX-XX (1) N/A N/A$48,853,893

PRELIMINARY STATEMENT. (Terms used but not defined in this Preliminary Statement shall have In exchange for the meanings specified in Article I hereof) The Certificates, 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 hereby conveys the Trust Fund consisting primarily of Estate to the Mortgage Loans Trustee to create the Trust. The Trust Estate for federal income tax purposes will be treated as three separate real estate mortgage investment conduits (includingthe "Upper-Tier REMIC," the "Middle-Tier REMIC" and the "Lower-Tier REMIC," respectively, in the case of the One Court Square Mortgage Loanand each, the One Court Square Trust REMIC Regular Interestsa "REMIC"). As provided herein, the Certificate Administrator will elect that two segregated portions of the Trust Fund The Class A Certificates (other than the Class 1-A-S Specific Grantor Trust AssetsR, the Class B Specific Grantor Trust Assets1-A-MR, any Excess Interest Grantor Trust AssetsClass 1-A-LR, the Class C Specific Grantor Trust AssetsA-PO, the Class EC Specific Grantor Trust Assets 15-IO, Class 30-IO and the proceeds of the foregoingClass SES Certificates) be treated for federal income tax purposes as two separate REMICs (designated as the “Upper-Tier REMIC” and the “Lower-Tier REMIC”, respectively). The Regular Certificates and the Class EC 1-B, Class X-B, Class 3-B and Class 5-B Certificates are referred to collectively as the "Regular Interests will represent “Certificates" and shall constitute "regular interests” in the Upper-Tier REMIC, and the Upper-Tier Residual Interest will be the sole class of “residual interests” " in the Upper-Tier REMIC. There are The Class 1-A-PO Component, Class 2-A-PO Component, Class 3-A-PO Component, Class 4-A-PO Component, Class 5-A-PO Component, Class 1-30-IO Component, Class 2-30-IO Component, 3-15-IO Component, 4-15-IO Component, Class 1-SES Component, Class 2-SES Component, Class 3-SES Component, Class 4-SES Component and Class 5-SES Component (collectively, the "Components") shall also (i) 12 classes of uncertificated constitute "regular interests" in the Upper-Tier REMIC. The Uncertificated Middle-Tier Interests shall constitute the "regular interests" in the Middle-Tier REMIC. The Uncertificated Lower-Tier Regular Interests issued under this Agreement (designated as shall constitute the Class XX-0, Xxxxx XX-0, Class LA-3, Class LA-4, Class LA-AB, Class LA-S, Class LB, Class LC, Class LD, Class LE, Class LF and Class LG Interests), each of which will constitute a class of “"regular interests” in the Lower-Tier REMIC, and (ii) the Lower-Tier Residual Interest, which will be the sole class of “residual interests” " in the Lower-Tier REMIC. The LowerClass 1-Tier Regular Interests will A-R Certificate shall be held by the Trustee as assets of "residual interest" in the Upper-Tier REMIC. The , the Class R Certificates will represent both 1-A-MR Certificate shall be the "residual interest" in the Middle-Tier REMIC and the Class 1-A-LR Certificate shall be the "residual interest" in the Lower-Tier Residual Interest REMIC. The Certificates, the Uncertificated Lower-Tier Interests and the UpperUncertificated Middle-Tier Residual Interest. In addition, on October 13, 2015, NREC formed Interests will represent the One Court Square REMIC with respect to part of the One Court Square Loan Combination, which issued three pro rata and pari passu regular interests (the “One Court Square REMIC A-1 Regular Interest”, the “One Court Square REMIC A-2 Regular Interest” and the “One Court Square REMIC A-3 Regular Interest (each, a “One Court Square REMIC Regular Interest”, and collectively, the “One Court Square REMIC Regular Interests”). Each One Court Square REMIC Regular Interest has a principal balance set forth below and for tax reporting purposes will be entitled to principal and interest and any other amounts payable on the One Court Square REMIC Regular Interest in the same proportion that its principal balance bears to the aggregate principal balance all of the One Court Square REMIC Regular Interests, as set forth below: One Court Square REMIC Regular Interest Corresponding One Court Square promissory note(s) Initial Principal Balance One Court Square REMIC A-1 Regular Interest One Court Square Promissory Note A-1 $50,000,000 One Court Square REMIC A-2 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $95,000,000 One Court Square REMIC A-3 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $90,000,000 Each One Court Square REMIC Regular Interest holder will be the owner of a percentage interest, specified below, in its corresponding One Court Square Promissory Note(s) other than for tax reporting purposes. The promissory note designated as “Note A-5” (the “One Court Square Promissory Note A-5”), which evidences the One Court Square Mortgage Loan and will be contributed to the Trust, represents a 21.0526% entire beneficial ownership interest in the One Court Square REMIC A-2 Regular Interest and a 22.2222% ownership interest in the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-1” (the “One Court Square Promissory Note A-1”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 100.0000% ownership of the One Court Square REMIC A-1 Regular Interest. The promissory note designated as “Note A-2” (the “One Court Square Promissory Note A-2”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 78.9474% ownership of the One Court Square REMIC A-2 Regular Interest. The promissory note designated as “Note A-3” (the “One Court Square Promissory Note A-3”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 77.7778% ownership of the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-4” (the “One Court Square Promissory Note A-4”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust and does not represent an ownership interest in any of the One Court Square REMIC Regular Interests or the One Court Square REMIC, was contributed to the Outside Securitization Trust related to the One Court Square Mortgage Loan. The residual interest in the One Court Square REMIC is not an asset of the Trust. The parties intend that (i) the portion "latest possible maturity date" for federal income tax purposes of the Trust Fund representing the Class A-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets and the proceeds of the foregoing all interests created hereby will be treated as assets of a grantor trust under subpart E of Part I of subchapter J of the Code and (ii) the beneficial interests in such grantor trust will be represented by the Class A-S Certificates, the Class B Certificates, the Class C Certificates, the Class EC Certificates and any Excess Interest CertificatesREMIC Certificate Maturity Date. UPPER-TIER REMIC The following table sets forth characteristics of the Class designation, the approximate initial pass-through rate Certificates and the aggregate initial principal amount Components, together with the minimum denominations and integral multiples in excess thereof in which the Classes of Certificates shall be issuable (the “Original except that one Certificate Balance”) or, in the case of the Class X-A, Class X-B and Class X-D Certificates, notional amount (the “Original Notional Amount”), as applicable, for each Class of Certificates and each Class EC Regular Interest comprising or evidencing may be issued in any amount in excess of the interests in the Upper-Tier REMIC created hereunder: Class Designation Approximate Initial Pass-Through Rate (per annum) Original Certificate Balance / Original Notional Amount Class A-1 1.700% $13,614,000 Class A-2 2.743% $98,127,000 Class A-3 3.063% $175,000,000 Class A-4 3.329% $221,743,000 Class A-AB 3.127% $31,196,000 Class X-A(1) 1.718% $580,156,000 Class X-B(1) 0.565% $42,404,000 Class A-S Regular Interest 3.585% $40,476,000 Class B Regular Interest 4.271% $42,404,000 Class C Regular Interest 4.836% $38,548,000 Class D 2.804% $44,331,000 Class X-D(1) 2.032% $44,331,000 Class E 4.836% $19,274,000 Class F 4.836% $9,637,000 Class G 4.836% $36,622,163 Class R(2) N/A N/Aminimum denomination):

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 is the aggregate will evidence the entire beneficial ownership interest in owner of the Trust Fund consisting primarily that is hereby conveyed to the Trustee in return for the Certificates. The Trust Fund is being conveyed to the Trustee to create a trust for the benefit of the Mortgage Loans (including, in the case Certificateholders. The Trust Fund for federal income tax purposes will consist of three REMICs. The Lower-Tier REMIC will consist of all of the One Court Square Mortgage Loan, the One Court Square Trust REMIC Regular Interests). As provided herein, the Certificate Administrator will elect that two segregated portions of assets constituting the Trust Fund (other than the any Class A-S Specific Grantor Trust AssetsP Prepayment Charges, the Class B Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets and the proceeds of the foregoing) be treated for federal income tax purposes as two separate REMICs (designated as the “Upper-Tier REMIC” and the “Lower-Tier REMIC”REMIC Regular Interests, respectively). The Regular Certificates and the Class EC Middle-Tier REMIC Regular Interests will represent “regular interests” and proceeds thereof in the Upper-Tier REMIC, Distribution Account) and the Upper-Tier Residual Interest will be evidenced by the sole class of “residual interests” in the Upper-Tier REMIC. There are also (i) 12 classes of uncertificated Lower-Tier REMIC Regular Interests issued under this Agreement (designated as the Class XX-0, Xxxxx XX-0, Class LA-3, Class LA-4, Class LA-AB, Class LA-S, Class LB, Class LC, Class LD, Class LE, Class LF and Class LG Interests), each of which will constitute a class of “be uncertificated and will represent the "regular interests” " in the Lower-Tier REMIC, ) and (ii) the LowerClass A-Tier Residual Interest, which will be LR Certificates as the sole class of “single "residual interests” interest" in the Lower-Tier REMIC. The Trustee will hold the Lower-Tier REMIC Regular Interests. The Middle-Tier REMIC will consist of the Lower-Tier REMIC Regular Interests and all proceeds thereof in the Distribution Account and will be held evidenced by the Middle-Tier REMIC Regular Interests (which will be uncertificated and will represent the "regular interests" in the Middle-Tier REMIC) and the Class A-MR Interest as the single "residual interest" in the Middle-Tier REMIC. The Trustee shall hold the Middle-Tier REMIC Regular Interests. The Upper-Tier REMIC will consist of the Middle-Tier REMIC Regular Interests and all proceeds thereof in the Distribution Account and will be evidenced by the Regular Certificates (which will represent the "regular interests" in the Upper-Tier REMIC) and the Class A-UR Interest as assets the single "residual interest" of the Upper-Tier REMIC. The In addition, the Class R P Certificates will represent both the Lower-Tier Residual Interest and the Upper-Tier Residual Interest. In addition, on October 13, 2015, NREC formed the One Court Square REMIC with respect to part of the One Court Square Loan Combination, which issued three pro rata and pari passu regular interests (the “One Court Square REMIC A-1 Regular Interest”, the “One Court Square REMIC A-2 Regular Interest” and the “One Court Square REMIC A-3 Regular Interest (each, a “One Court Square REMIC Regular Interest”, and collectively, the “One Court Square REMIC Regular Interests”). Each One Court Square REMIC Regular Interest has a principal balance set forth below and for tax reporting purposes will be entitled to principal and interest and any other amounts payable on the One Court Square REMIC Regular Interest in the same proportion that its principal balance bears to the aggregate principal balance all of the One Court Square REMIC Regular Interests, as set forth below: One Court Square REMIC Regular Interest Corresponding One Court Square promissory note(s) Initial Principal Balance One Court Square REMIC A-1 Regular Interest One Court Square Promissory Note A-1 $50,000,000 One Court Square REMIC A-2 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $95,000,000 One Court Square REMIC A-3 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $90,000,000 Each One Court Square REMIC Regular Interest holder will be the owner of a percentage interest, specified below, in its corresponding One Court Square Promissory Note(s) other than for tax reporting purposes. The promissory note designated as “Note A-5” (the “One Court Square Promissory Note A-5”), which evidences the One Court Square Mortgage Loan and will be contributed to the Trust, represents a 21.0526% ownership interest in the One Court Square REMIC A-2 Regular Interest and a 22.2222% ownership interest in the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-1” (the “One Court Square Promissory Note A-1”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 100.0000% beneficial ownership of the One Court Square REMIC A-1 Regular Interest. The promissory note designated as “Note A-2” (the “One Court Square Promissory Note A-2”)Class P Prepayment Charges, which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 78.9474% ownership of the One Court Square REMIC A-2 Regular Interest. The promissory note designated as “Note A-3” (the “One Court Square Promissory Note A-3”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 77.7778% ownership of the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-4” (the “One Court Square Promissory Note A-4”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust and does not represent an ownership interest in any of the One Court Square REMIC Regular Interests or the One Court Square REMIC, was contributed to the Outside Securitization Trust related to the One Court Square Mortgage Loan. The residual interest in the One Court Square REMIC is not an asset of the Trust. The parties intend that (i) the portion of the Trust Fund representing shall be treated as a grantor trust. The "latest possible maturity date" for federal income tax purposes of all interests created hereby will be the Latest Possible Maturity Date. The Class A-R Certificates will represent the Class A-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets, any Excess MR Interest Grantor Trust Assets and the proceeds of the foregoing will be treated as assets of a grantor trust under subpart E of Part I of subchapter J of the Code and (ii) the beneficial interests in such grantor trust will be represented by the Class A-S Certificates, the Class B Certificates, the Class C Certificates, the Class EC Certificates and any Excess Interest CertificatesUR Interest. UPPER-TIER REMIC The following table sets forth the Class designation, the approximate initial pass-through rate and the aggregate initial principal amount (the “Original Certificate Balance”) or, in the case characteristics of the Class X-A, Class X-B and Class X-D Certificates, notional amount together with the minimum denominations and integral multiples in excess thereof in which such Classes shall be issuable (the “Original Notional Amount”), as applicable, for except that one Certificate of each Class of Certificates and each Class EC Regular Interest comprising or evidencing the interests may be issued in the Upper-Tier REMIC created hereunder: Class Designation Approximate Initial Pass-Through Rate (per annum) Original Certificate Balance / Original Notional Amount Class A-1 1.700% $13,614,000 Class A-2 2.743% $98,127,000 Class A-3 3.063% $175,000,000 Class A-4 3.329% $221,743,000 Class A-AB 3.127% $31,196,000 Class X-A(1) 1.718% $580,156,000 Class X-B(1) 0.565% $42,404,000 Class A-S Regular Interest 3.585% $40,476,000 Class B Regular Interest 4.271% $42,404,000 Class C Regular Interest 4.836% $38,548,000 Class D 2.804% $44,331,000 Class X-D(1) 2.032% $44,331,000 Class E 4.836% $19,274,000 Class F 4.836% $9,637,000 Class G 4.836% $36,622,163 Class R(2) N/A N/Aa different amount):

PRELIMINARY STATEMENT. On the Closing Date, the Depositor will acquire the Mortgage Loans from Bear Xxxxxxx Commercial Mortgage, Inc., as seller (Terms used but not defined in this Preliminary Statement shall have "BSCMI"), Xxxxxx Xxxxxxx Mortgage Capital Inc., as seller ("MSMC"), Xxxxx Fargo Bank, National Association, as seller ("Xxxxx Fargo") and Principal Commercial Funding, LLC, as seller ("Principal"), and will be the meanings specified in Article I hereof) The Depositor intends owner of the Mortgage Loans and the other property being conveyed by it to sell pass-through certificates to be issued hereunder in multiple classes which in the aggregate will evidence the entire beneficial ownership interest Trustee for inclusion in the Trust Fund consisting primarily which is hereby created. On the Closing Date, the Depositor will acquire (i) the REMIC I Regular Interests and the Class R-I Certificates as consideration for its transfer to the Trust of the Mortgage Loans (includingother than any Excess Interest payable thereon) and the other property constituting REMIC I; (ii) the REMIC II Regular Interests and the Class R-II Certificates as consideration for its transfer of the REMIC I Regular Interests to the Trust and (iii) the REMIC III Certificates (other than the portion of the Class P Certificates representing the right to receive Excess Interest) as consideration for its transfer of the REMIC II Regular Interests to the Trust and the portion of the Class P Certificates representing the right to receive Excess Interest as consideration for its transfer to the Trust of such right. The Depositor has duly authorized the execution and delivery of this Agreement to provide for the foregoing and the issuance of (A) the REMIC I Regular Interests and the Class R-I Certificates representing in the aggregate the entire beneficial ownership of REMIC I, (B) the REMIC II Regular Interests and the Class R-II Certificates representing in the aggregate the entire beneficial ownership of REMIC II and (C) the REMIC III Certificates representing in the aggregate the entire beneficial ownership of REMIC III and, in the case of the One Court Square Class P Certificates, the Class P Grantor Trust. Excess Interest received on the Mortgage Loans shall be held in the Class P Grantor Trust for the benefit of the Class P Certificates. All covenants and agreements made by the Depositor and the Trustee herein with respect to the Mortgage Loans and the other property constituting the Trust are for the benefit of the Holders of the REMIC I Regular Interests, the REMIC II Regular Interests, the Residual Certificates and the REMIC Regular Certificates (including the Class P Certificates to the extent of their interest in any Excess Interest). The parties hereto are entering into this Agreement, and the Trustee is accepting the trusts created hereby, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged. The Class A Senior, Class A-J, Class B, Class C, Class D and Class X-2 Certificates will be offered for sale pursuant to the prospectus (the "Prospectus") dated August 2, 2004, as supplemented by the preliminary prospectus supplement dated January 6, 2005 (together with the Prospectus, the "Preliminary Prospectus Supplement"), and as further supplemented by the final prospectus supplement dated January 20, 2005 (together with the Prospectus, the "Final Prospectus Supplement"), and the Class X-1, Class E, Class F, Class G, Class H, Class J, Class K, Class L, Class M, Class N, Class O and Class P Certificates will be offered for sale pursuant to a Private Placement Memorandum dated January 20, 2005. REMIC I Each REMIC I Regular Interest (a "Corresponding REMIC I Regular Interest") will relate to a specific Mortgage Loan. Each Corresponding REMIC I Regular Interest will have a pass-through rate equal to the REMIC I Net Mortgage Rate of the related Mortgage Loan, an initial principal amount (the One Court Square Trust REMIC Regular Interests). As provided herein, initial "Certificate Balance") equal to the Certificate Administrator will elect that two segregated portions Scheduled Principal Balance as of the Trust Fund (other than the Class ACut-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets and the proceeds Off Date of the foregoing) Mortgage Loan to which the Corresponding REMIC I Regular Interest relates, and a "latest possible maturity date" set to the Maturity Date of the Mortgage Loan to which the Corresponding REMIC I Regular Interest relates. The Class R-I Certificate will be treated for federal income tax purposes as two separate REMICs (designated as the “Uppersole Class of residual interests in REMIC I and will have no Certificate Balance and no Pass-Tier REMIC” and the “Lower-Tier REMIC”Through Rate, respectively). The Regular Certificates and the Class EC Regular Interests will represent “regular interests” in the Upper-Tier REMIC, and the Upper-Tier Residual Interest will be the sole class of “residual interests” in the Upper-Tier REMIC. There are also (i) 12 classes of uncertificated Lower-Tier Regular Interests issued under this Agreement (designated as the Class XX-0, Xxxxx XX-0, Class LA-3, Class LA-4, Class LA-AB, Class LA-S, Class LB, Class LC, Class LD, Class LE, Class LF and Class LG Interests), each of which will constitute a class of “regular interests” in the Lower-Tier REMIC, and (ii) the Lower-Tier Residual Interest, which will be 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 both the Lower-Tier Residual Interest and the Upper-Tier Residual Interest. In addition, on October 13, 2015, NREC formed the One Court Square REMIC with respect to part of the One Court Square Loan Combination, which issued three pro rata and pari passu regular interests (the “One Court Square REMIC A-1 Regular Interest”, the “One Court Square REMIC A-2 Regular Interest” and the “One Court Square REMIC A-3 Regular Interest (each, a “One Court Square REMIC Regular Interest”, and collectively, the “One Court Square REMIC Regular Interests”). Each One Court Square REMIC Regular Interest has a principal balance set forth below and for tax reporting purposes but will be entitled to principal and interest and any other amounts payable on the One Court Square REMIC Regular Interest in the same proportion that its principal balance bears to the aggregate principal balance all of the One Court Square REMIC Regular Interests, as set forth below: One Court Square REMIC Regular Interest Corresponding One Court Square promissory note(s) Initial Principal Balance One Court Square REMIC A-1 Regular Interest One Court Square Promissory Note A-1 $50,000,000 One Court Square REMIC A-2 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $95,000,000 One Court Square REMIC A-3 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $90,000,000 Each One Court Square REMIC Regular Interest holder will be the owner of a percentage interest, specified below, in its corresponding One Court Square Promissory Note(s) other than for tax reporting purposes. The promissory note designated as “Note A-5” (the “One Court Square Promissory Note A-5”), which evidences the One Court Square Mortgage Loan and will be contributed to the Trust, represents a 21.0526% ownership interest in the One Court Square REMIC A-2 Regular Interest and a 22.2222% ownership interest in the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-1” (the “One Court Square Promissory Note A-1”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 100.0000% ownership of the One Court Square REMIC A-1 Regular Interest. The promissory note designated as “Note A-2” (the “One Court Square Promissory Note A-2”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 78.9474% ownership of the One Court Square REMIC A-2 Regular Interest. The promissory note designated as “Note A-3” (the “One Court Square Promissory Note A-3”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 77.7778% ownership of the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-4” (the “One Court Square Promissory Note A-4”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust and does not represent an ownership interest in any of the One Court Square REMIC Regular Interests or the One Court Square REMIC, was contributed to the Outside Securitization Trust related to the One Court Square Mortgage Loan. The residual interest in the One Court Square REMIC is not an asset of the Trust. The parties intend that (i) the portion of the Trust Fund representing the Class A-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets and receive the proceeds of any assets remaining in REMIC I after all Classes of REMIC I Regular Interests have been paid in full. REMIC II The REMIC II Regular Interests have the foregoing pass-through rates and Certificate Balances set forth in the definition thereof. The Class R-II Certificates will be treated designated as assets the sole Class of a grantor trust under subpart E of Part I of subchapter J of the Code and (ii) the beneficial residual interests in such grantor trust REMIC II and will have no Certificate Balance and no Pass-Through Rate, but will be represented by entitled to receive the Class A-S Certificates, the Class B Certificates, the Class C Certificates, the Class EC Certificates and proceeds of any Excess Interest Certificatesassets remaining in REMIC II after all Classes of REMIC II Regular Interests have been paid in full. UPPER-TIER REMIC The following table sets forth the Class or Component designation, the approximate initial pass-through rate and the aggregate initial principal amount corresponding REMIC II Regular Interest (the “Original Certificate Balance”) or"CORRESPONDING REMIC II REGULAR INTEREST"), in the case Corresponding Components of the Class X-A, X-1 or Class X-B X-2 Certificates and Class X-D Certificates, notional amount (the “Original Notional Amount”), as applicable, initial Certificate Balance for each Class of Principal Balance Certificates and each Class EC Regular Interest comprising or evidencing (the interests in the Upper-Tier "CORRESPONDING CERTIFICATES"). CORRESPONDING CORRESPONDING REMIC created hereunder: Class Designation Approximate Initial Pass-Through Rate INITIAL REMIC II COMPONENTS OF CLASS CORRESPONDING INITIAL CLASS II REGULAR REGULAR INTEREST X-1 OR CLASS X-2 CERTIFICATES CERTIFICATE BALANCE INTERESTS (per annum1) Original Certificate Balance / Original Notional Amount CERTIFICATE BALANCE CERTIFICATES (1) ----------------------- ------------------- ------------------- ------------------- ------------------- Class A-1 1.700% $13,614,000 14,400,000 A-1A $6,489,000 A-1A A-1B $7,911,000 A-1B Class A-2 2.743% $98,127,000 23,000,000 A-2A $11,760,000 A-2A A-2B $11,240,000 A-2B Class A-3 3.063% $175,000,000 56,800,000 A-3A $11,224,000 A-3A A-3B $22,084,000 A-3B A-3C $21,559,000 A-3C A-3D $1,933,000 A-3D Class A-4 3.329% $221,743,000 85,600,000 A-4A $19,093,000 A-4A A-4B $20,417,000 A-4B A-4C $25,900,000 A-4C A-4D $20,190,000 A-4D Class A-AB 3.127% $31,196,000 58,200,000 A-ABA $32,528,000 A-ABA A-ABB $17,993,000 A-ABB A-ABC $7,679,000 A-ABC Class X-A(1) 1.718% A-5 $580,156,000 Class X-B(1) 0.565% 576,041,000 A-5A $42,404,000 9,735,000 A-5A A-5B $26,726,000 A-5B A-5C $61,364,000 A-5C A-5D $14,850,000 A-5D A-5E $14,420,000 A-5E A-5F $448,946,000 A-5F Class A-S Regular Interest 3.585% J $40,476,000 74,784,000 X-XX $0,000,000 X-XX A-JB $6,433,000 A-JB A-JC $5,878,000 A-JC A-JD $5,650,000 A-JD A-JE $54,406,000 A-JE Class B Regular Interest 4.271% $42,404,000 20,841,000 B-1 $1,616,000 B-1 B-2 $7,487,000 B-2 B-3 $7,218,000 B-3 B-4 $4,520,000 B-4 Class C Regular Interest 4.836% $38,548,000 7,356,000 C-1 $833,000 C-1 C-2 $6,523,000 C-2 Class D 2.804% $44,331,000 Class X-D(111,034,000 D-1 $3,373,000 X-0 X-0 $7,661,000 D-2 CORRESPONDING CORRESPONDING REMIC INITIAL REMIC II COMPONENTS OF CLASS CORRESPONDING INITIAL CLASS II REGULAR REGULAR INTEREST X-1 OR CLASS X-2 CERTIFICATES CERTIFICATE BALANCE INTERESTS (1) 2.032% $44,331,000 CERTIFICATE BALANCE CERTIFICATES (1) ----------------------- ------------------- ------------------- ------------------- ------------------- Class E 4.836% $19,274,000 9,808,000 E-1 $4,364,000 E-1 E-2 $5,444,000 E-2 Class F 4.836% $9,637,000 6,129,000 F-1 $1,357,000 F-1 F-2 $4,772,000 F-2 Class G 4.836% $36,622,163 7,356,000 G $7,356,000 G Class R(2) N/A N/AH $7,356,000 H-1 $6,604,000 H-1 H-2 $752,000 H-2 Class J $2,452,000 J $2,452,000 J Class K $3,678,000 K-1 $2,934,000 K-1 K-2 $744,000 K-2 Class L $3,678,000 L $3,678,000 L Class M $1,226,000 M $1,226,000 M Class N $1,226,000 N $1,226,000 N Class O $2,452,000 O $2,452,000 O Class P $7,355,819 P $7,355,819 P

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 is the aggregate will evidence the entire beneficial ownership interest in owner of the Trust Fund consisting primarily that is hereby conveyed to the Trustee in return for the Certificates. The Trust Fund is being conveyed to the Trustee to create a trust for the benefit of the Mortgage Loans (including, in the case Certificateholders. The Trust Fund for federal income tax purposes will consist of three REMICs. The Lower-Tier REMIC will consist of all of the One Court Square Mortgage Loan, the One Court Square Trust REMIC Regular Interests). As provided herein, the Certificate Administrator will elect that two segregated portions of assets constituting the Trust Fund (other than the Class A-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets and the proceeds of the foregoing) be treated for federal income tax purposes as two separate REMICs (designated as the “Upper-Tier REMIC” and the “Lower-Tier REMIC”, respectively). The Regular Certificates and the Class EC REMIC Regular Interests will represent “regular interests” and proceeds thereof in the Upper-Tier REMIC, Distribution Account) and the Upper-Tier Residual Interest will be evidenced by the sole class of “residual interests” in the Upper-Tier REMIC. There are also (i) 12 classes of uncertificated Lower-Tier REMIC Regular Interests issued under this Agreement (designated as the Class XX-0, Xxxxx XX-0, Class LA-3, Class LA-4, Class LA-AB, Class LA-S, Class LB, Class LC, Class LD, Class LE, Class LF and Class LG Interests), each of which will constitute a class of “be uncertificated and will represent the "regular interests” " in the Lower-Tier REMIC, ) and (ii) the LowerClass A-Tier Residual Interest, which will be LR Interest as the sole class of “single "residual interests” interest" in the Lower-Tier REMIC. The Trustee shall hold the Lower-Tier REMIC Regular Interests. The Middle-Tier REMIC will consist of the Lower-Tier Regular Interests and will be held evidenced by the Middle-Tier REMIC Regular Interests (which will be uncertificated and will represent the "regular interests" in the Middle-Tier REMIC) and the Class A-MR Interest as the single "residual interest" in the Middle-Tier REMIC. The Trustee shall hold the Middle-Tier REMIC Regular Interests. The Upper-Tier REMIC will consist of the Middle-Tier REMIC Regular Interests and proceeds thereof in the Distribution Account and will be evidenced by the Regular Certificates (which will represent the "regular interests" in the Upper-Tier REMIC) and the Class A-UR Interest as assets the single "residual interest" of the Upper-Tier REMIC. The "latest possible maturity date" for federal income tax purposes of all interests created hereby will be the Latest Possible Maturity Date. The Class A-R Certificates will represent both the Lower-Tier Residual Interest and the Upper-Tier Residual Interest. In addition, on October 13, 2015, NREC formed the One Court Square REMIC with respect to part of the One Court Square Loan Combination, which issued three pro rata and pari passu regular interests (the “One Court Square REMIC A-1 Regular Interest”, the “One Court Square REMIC A-2 Regular Interest” and the “One Court Square REMIC A-3 Regular Interest (each, a “One Court Square REMIC Regular Interest”, and collectively, the “One Court Square REMIC Regular Interests”). Each One Court Square REMIC Regular Interest has a principal balance set forth below and for tax reporting purposes will be entitled to principal and interest and any other amounts payable on the One Court Square REMIC Regular Interest in the same proportion that its principal balance bears to the aggregate principal balance all of the One Court Square REMIC Regular Interests, as set forth below: One Court Square REMIC Regular Interest Corresponding One Court Square promissory note(s) Initial Principal Balance One Court Square REMIC A-1 Regular Interest One Court Square Promissory Note A-1 $50,000,000 One Court Square REMIC A-2 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $95,000,000 One Court Square REMIC A-3 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $90,000,000 Each One Court Square REMIC Regular Interest holder will be the owner of a percentage interest, specified below, in its corresponding One Court Square Promissory Note(s) other than for tax reporting purposes. The promissory note designated as “Note A-5” (the “One Court Square Promissory Note A-5”), which evidences the One Court Square Mortgage Loan and will be contributed to the Trust, represents a 21.0526% ownership interest in the One Court Square REMIC A-2 Regular Interest and a 22.2222% ownership interest in the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-1” (the “One Court Square Promissory Note A-1”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 100.0000% ownership of the One Court Square REMIC A-1 Regular Interest. The promissory note designated as “Note A-2” (the “One Court Square Promissory Note A-2”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 78.9474% ownership of the One Court Square REMIC A-2 Regular Interest. The promissory note designated as “Note A-3” (the “One Court Square Promissory Note A-3”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 77.7778% ownership of the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-4” (the “One Court Square Promissory Note A-4”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust and does not represent an ownership interest in any of the One Court Square REMIC Regular Interests or the One Court Square REMIC, was contributed to the Outside Securitization Trust related to the One Court Square Mortgage Loan. The residual interest in the One Court Square REMIC is not an asset of the Trust. The parties intend that (i) the portion of the Trust Fund representing the Class A-S Specific Grantor Trust AssetsLR Interest, the Class B Specific Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets and the proceeds of the foregoing will be treated as assets of a grantor trust under subpart E of Part I of subchapter J of the Code and (ii) the beneficial interests in such grantor trust will be represented by the Class A-S Certificates, MR Interest and the Class B Certificates, the Class C Certificates, the Class EC Certificates and any Excess Interest CertificatesA-UR Interest. UPPER-TIER REMIC The following table sets forth the Class designation, the approximate initial pass-through rate and the aggregate initial principal amount (the “Original Certificate Balance”) or, in the case characteristics of the Class X-A, Class X-B and Class X-D Certificates, notional amount together with the minimum denominations and integral multiples in excess thereof in which such Classes shall be issuable (the “Original Notional Amount”), as applicable, for except that one Certificate of each Class of Certificates and each Class EC Regular Interest comprising or evidencing the interests may be issued in the Uppera different amount): INITIAL CLASS PRINCIPAL INTEGRAL BALANCE OR INITIAL MULTIPLES NOTIONAL PASS-Tier REMIC created hereunder: Class Designation Approximate Initial Pass-Through Rate (per annum) Original Certificate Balance / Original Notional Amount Class A-1 1.700% $13,614,000 Class A-2 2.743% $98,127,000 Class A-3 3.063% $175,000,000 Class A-4 3.329% $221,743,000 Class A-AB 3.127% $31,196,000 Class X-A(1) 1.718% $580,156,000 Class X-B(1) 0.565% $42,404,000 Class A-S Regular Interest 3.585% $40,476,000 Class B Regular Interest 4.271% $42,404,000 Class C Regular Interest 4.836% $38,548,000 Class D 2.804% $44,331,000 Class X-D(1) 2.032% $44,331,000 Class E 4.836% $19,274,000 Class F 4.836% $9,637,000 Class G 4.836% $36,622,163 Class R(2) N/A N/ATHROUGH MINIMUM IN EXCESS OF AMOUNT RATE DENOMINATION MINIMUM ------ ---- ------------ -------

PRELIMINARY STATEMENT. (Terms used but not defined in this Preliminary Statement shall have In exchange for the meanings specified in Article I hereof) The Certificates, 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 hereby conveys the Trust Fund consisting primarily of Estate to the Mortgage Loans Trustee to create the Trust. The Trust Estate for federal income tax purposes will be treated as two separate real estate mortgage investment conduits (includingthe "Upper-Tier REMIC" and the "Lower-Tier REMIC," respectively, in the case of the One Court Square Mortgage Loanand each, the One Court Square Trust REMIC Regular Interestsa "REMIC"). As provided herein, the Certificate Administrator will elect that two segregated portions of the Trust Fund The Senior Certificates (other than the Class CB-IO, Class 15-IO, Class SES, Class 1-A-S Specific Grantor Trust AssetsR, Class 1-A-LR and Class PO Certificates), the Class 30-B Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets and the proceeds of the foregoing) be treated for federal income tax purposes as two separate REMICs (designated as the “Upper-Tier REMIC” and the “Lower-Tier REMIC”, respectively). The Regular Certificates and the Class EC 15-B Certificates are referred to collectively as the "Regular Interests will represent “Certificates" and shall constitute "regular interests” in the Upper-Tier REMIC, and the Upper-Tier Residual Interest will be the sole class of “residual interests” " in the Upper-Tier REMIC. There are The Class 1-PO Component, Class 1-IO Component, Class 1-SES Component, Class 2-PO Component, Class 2-IO Component, Class 2-SES Component, Class 3-PO Component, Class 3-SES Component, Class 4-IO Component, Class 4-PO Component, Class 4-SES Component, Class 5-PO Component, Class 5-IO Component and Class 5-SES Component (collectively, the "Components") shall also (i) 12 classes of uncertificated constitute "regular interests" in the Upper-Tier REMIC. The Uncertificated Lower-Tier Regular Interests issued under this Agreement (designated as shall constitute the Class XX-0, Xxxxx XX-0, Class LA-3, Class LA-4, Class LA-AB, Class LA-S, Class LB, Class LC, Class LD, Class LE, Class LF and Class LG Interests), each of which will constitute a class of “"regular interests” in the Lower-Tier REMIC, and (ii) the Lower-Tier Residual Interest, which will be the sole class of “residual interests” " in the Lower-Tier REMIC. The LowerClass 1-Tier Regular Interests will be held by the Trustee as assets of the UpperA-Tier REMIC. The Class R Certificates will represent both the Lower-Tier Residual Interest and the Upper-Tier Residual Interest. In addition, on October 13, 2015, NREC formed the One Court Square REMIC with respect to part of the One Court Square Loan Combination, which issued three pro rata and pari passu regular interests (the “One Court Square REMIC A-1 Regular Interest”, the “One Court Square REMIC A-2 Regular Interest” and the “One Court Square REMIC A-3 Regular Interest (each, a “One Court Square REMIC Regular Interest”, and collectively, the “One Court Square REMIC Regular Interests”). Each One Court Square REMIC Regular Interest has a principal balance set forth below and for tax reporting purposes will be entitled to principal and interest and any other amounts payable on the One Court Square REMIC Regular Interest in the same proportion that its principal balance bears to the aggregate principal balance all of the One Court Square REMIC Regular Interests, as set forth below: One Court Square REMIC Regular Interest Corresponding One Court Square promissory note(s) Initial Principal Balance One Court Square REMIC A-1 Regular Interest One Court Square Promissory Note A-1 $50,000,000 One Court Square REMIC A-2 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $95,000,000 One Court Square REMIC A-3 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $90,000,000 Each One Court Square REMIC Regular Interest holder will Certificate shall be the owner of a percentage "residual interest, specified below, in its corresponding One Court Square Promissory Note(s) other than for tax reporting purposes. The promissory note designated as “Note A-5” (the “One Court Square Promissory Note A-5”), which evidences the One Court Square Mortgage Loan and will be contributed to the Trust, represents a 21.0526% ownership interest in the One Court Square REMIC A-2 Regular Interest and a 22.2222% ownership interest in the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-1” (the “One Court Square Promissory Note A-1”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 100.0000% ownership of the One Court Square REMIC A-1 Regular Interest. The promissory note designated as “Note A-2” (the “One Court Square Promissory Note A-2”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 78.9474% ownership of the One Court Square REMIC A-2 Regular Interest. The promissory note designated as “Note A-3” (the “One Court Square Promissory Note A-3”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 77.7778% ownership of the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-4” (the “One Court Square Promissory Note A-4”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust and does not represent an ownership interest in any of the One Court Square REMIC Regular Interests or the One Court Square REMIC, was contributed to the Outside Securitization Trust related to the One Court Square Mortgage Loan. The residual interest in the One Court Square REMIC is not an asset of the Trust. The parties intend that (i) the portion of the Trust Fund representing the Class A-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets and the proceeds of the foregoing will be treated as assets of a grantor trust under subpart E of Part I of subchapter J of the Code and (ii) the beneficial interests in such grantor trust will be represented by the Class A-S Certificates, the Class B Certificates, the Class C Certificates, the Class EC Certificates and any Excess Interest Certificates. UPPER-TIER REMIC The following table sets forth the Class designation, the approximate initial pass-through rate and the aggregate initial principal amount (the “Original Certificate Balance”) or, in the case of the Class X-A, Class X-B and Class X-D Certificates, notional amount (the “Original Notional Amount”), as applicable, for each Class of Certificates and each Class EC Regular Interest comprising or evidencing the interests " in the Upper-Tier REMIC created hereunder: and the Class Designation Approximate Initial Pass1-Through Rate (per annum) Original Certificate Balance / Original Notional Amount Class A-1 1.700% $13,614,000 Class A-2 2.743% $98,127,000 Class A-3 3.063% $175,000,000 Class A-4 3.329% $221,743,000 Class A-AB 3.127% $31,196,000 LR Certificate shall be the "residual interest" in the Lower-Tier REMIC. The Certificates and the Uncertificated Lower-Tier Interests will represent the entire beneficial ownership interest in the Trust. The "latest possible maturity date" for federal income tax purposes of all interests created hereby will be the REMIC Certificate Maturity Date. The following table sets forth characteristics of the Certificates and the Components, together with the minimum denominations and integral multiples in excess thereof in which the Classes of Certificates shall be issuable (except that one Certificate of each Class X-A(1) 1.718% $580,156,000 Class X-B(1) 0.565% $42,404,000 Class A-S Regular Interest 3.585% $40,476,000 Class B Regular Interest 4.271% $42,404,000 Class C Regular Interest 4.836% $38,548,000 Class D 2.804% $44,331,000 Class X-D(1) 2.032% $44,331,000 Class E 4.836% $19,274,000 Class F 4.836% $9,637,000 Class G 4.836% $36,622,163 Class R(2) N/A N/Aof Certificates may be issued in any amount in excess of the minimum denomination):

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 is the aggregate will evidence the entire beneficial ownership interest in owner of the Trust Fund consisting primarily of that is hereby conveyed to the Mortgage Loans (including, Trustee in return for the case of the One Court Square Mortgage Loan, the One Court Square Trust REMIC Regular Interests)Certificates. As provided herein, the Certificate Administrator will Trustee shall elect that two segregated portions of the Trust Fund (other than exclusive of (i) the Cap Agreement, (ii) the Reserve Fund, (iii) the right to receive and the obligation to pay Basis Risk Shortfalls and Unpaid Basis Risk Shortfalls, (iv) the right to receive and the obligation to pay AFC Shortfalls, (v) the right to receive and the obligation to pay Class F Shortfalls and Unpaid Class F Shortfalls, (vi) the right to receive and the obligation to pay the Class A-S Specific Grantor IO Termination Amount, and (vii) any Additional Collateral (collectively, the “Excluded Trust Assets, the Class B Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets and the proceeds of the foregoing”)) be treated for federal income tax purposes as two separate REMICs comprising five real estate mortgage investment conduits under Section 860D of the Code (designated each a “REMIC” or, in the alternative “REMIC 1,” “REMIC 2,” “REMIC 3,” “REMIC 4,” and “REMIC 5;” REMIC 5 also being referred to as the “Upper-Tier REMIC” and the “Lower-Upper Tier REMIC”, respectively). The Regular Certificates and Any inconsistencies or ambiguities in this Agreement or in the administration of this Agreement shall be resolved in a manner that preserves the validity of such REMIC elections. Each Certificate, other than the Class EC Regular Interests will represent “R Certificate, represents ownership of a regular interests” interest in the UpperUpper Tier REMIC for purposes of the REMIC Provisions. In addition, each Certificate, other than the Class R, Class F, Class A-Tier REMICIO, Class X and the Upper-Tier Residual Interest will be the sole class of “residual interests” in the Upper-Tier REMIC. There are also Class P Certificates, represents (i) 12 classes of uncertificated Lower-Tier Regular Interests issued under this Agreement (designated as the Class XX-0, Xxxxx XX-0, Class LA-3, Class LA-4, Class LA-AB, Class LA-S, Class LB, Class LC, Class LD, Class LE, Class LF right to receive payments with respect to any Basis Risk Shortfalls and Class LG Interests), each of which will constitute a class of “regular interests” in the Lower-Tier REMIC, Unpaid Basis Risk Shortfalls and (ii) the Lower-Tier Residual Interest, which will be right to receive and the sole class of “residual interests” in the Lower-Tier REMICobligation to pay AFC Shortfalls. The Lower-Tier Regular Interests will be held by Class F Certificates also represent the Trustee as assets of the Upper-Tier REMICright to receive payments with respect to Class F Shortfalls and Unpaid Class F Shortfalls. The Class R Certificates will represent both Certificate represents ownership of the Lower-Tier Residual Interest sole Class of residual interest in each of REMIC 1, REMIC 2, REMIC 3, REMIC 4 and the Upper-Upper Tier Residual REMIC for purposes of the REMIC Provisions. The Upper Tier REMIC shall hold as its assets the uncertificated Interests in REMIC 4, other than the R-4 Interest, and each such Interest is hereby designated as a regular interest in REMIC 4 for purposes of the REMIC Provisions. REMIC 4 shall hold as its assets the uncertificated Interests in REMIC 3, other than the R-3 Interest, and each such Interest is hereby designated as a regular interest in REMIC 3 for purposes of the REMIC Provisions. REMIC 3 shall hold as its assets the uncertificated Interests in REMIC 2, other than the R-2 Interest, and each such Interest is hereby designated as a regular interest in REMIC 2 for purposes of the REMIC Provisions. REMIC 2 shall hold as its assets the uncertificated Interests in REMIC 1, other than the R-1 Interest, and each such Interest is hereby designated as a regular interest in REMIC 1. REMIC 1 shall hold as its assets the property of the Trust Fund other than the Interests in REMIC 1, REMIC 2, REMIC 3 and REMIC 4 and the Excluded Trust Assets. The startup day for each REMIC created hereby for purposes of the REMIC Provisions is the Closing Date. In addition, on October 13, 2015, NREC formed the One Court Square REMIC with respect to part for purposes of the One Court Square Loan Combination, which issued three pro rata and pari passu regular interests (the “One Court Square REMIC A-1 Regular Interest”Provisions, the “One Court Square REMIC A-2 Regular Interest” and the “One Court Square REMIC A-3 Regular Interest (each, a “One Court Square REMIC Regular Interest”, and collectively, the “One Court Square REMIC Regular Interests”). Each One Court Square REMIC Regular Interest has a principal balance set forth below and latest possible maturity date for tax reporting purposes will be entitled to principal and interest and any other amounts payable on the One Court Square REMIC Regular Interest in the same proportion that its principal balance bears to the aggregate principal balance all of the One Court Square REMIC Regular Interests, as set forth below: One Court Square REMIC Regular Interest Corresponding One Court Square promissory note(s) Initial Principal Balance One Court Square REMIC A-1 Regular Interest One Court Square Promissory Note A-1 $50,000,000 One Court Square REMIC A-2 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $95,000,000 One Court Square REMIC A-3 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $90,000,000 Each One Court Square REMIC Regular Interest holder will be the owner of a percentage interest, specified below, in its corresponding One Court Square Promissory Note(s) other than for tax reporting purposes. The promissory note designated as “Note A-5” (the “One Court Square Promissory Note A-5”), which evidences the One Court Square Mortgage Loan and will be contributed to the Trust, represents a 21.0526% ownership each regular interest in each REMIC created hereby is the One Court Square Latest Possible Maturity Date. REMIC A-2 Regular Interest and a 22.2222% ownership interest in the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-1” (the “One Court Square Promissory Note A-1”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 100.0000% ownership of the One Court Square REMIC A-1 Regular Interest. The promissory note designated as “Note A-2” (the “One Court Square Promissory Note A-2”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 78.9474% ownership of the One Court Square REMIC A-2 Regular Interest. The promissory note designated as “Note A-3” (the “One Court Square Promissory Note A-3”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 77.7778% ownership of the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-4” (the “One Court Square Promissory Note A-4”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust and does not represent an ownership interest in any of the One Court Square REMIC Regular Interests or the One Court Square REMIC, was contributed to the Outside Securitization Trust related to the One Court Square Mortgage Loan. The residual interest in the One Court Square REMIC is not an asset of the Trust. The parties intend that (i) the portion of the Trust Fund representing the Class A-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets and the proceeds of the foregoing will be treated as assets of a grantor trust under subpart E of Part I of subchapter J of the Code and (ii) the beneficial interests in such grantor trust will be represented by the Class A-S Certificates, the Class B Certificates, the Class C Certificates, the Class EC Certificates and any Excess Interest Certificates. UPPER-TIER REMIC 1: The following table sets forth the Class designationdesignations, principal balances, and interest rates for each interest in REMIC 1, each of which (other than the approximate initial pass-through rate and the aggregate initial principal amount R-1 Interest) is hereby designated as a regular interest in REMIC 1 (the “Original Certificate BalanceREMIC 1 Regular Interests”): Class Designation Initial Principal Balance Interest Rate T1-ARM-A (1) or, in the case of the Class X(2) T1-A, Class XARM-B and Class X(1) (2) T1-D Certificates, notional amount Fixed-A-1 (the “Original Notional Amount”3) (5) T1-Fixed-A-2 (3) (5) T1-Fixed-B (4) (6) R-1 (7) (7), as applicable, for each Class of Certificates and each Class EC Regular Interest comprising or evidencing the interests in the Upper-Tier REMIC created hereunder: Class Designation Approximate Initial Pass-Through Rate (per annum) Original Certificate Balance / Original Notional Amount Class A-1 1.700% $13,614,000 Class A-2 2.743% $98,127,000 Class A-3 3.063% $175,000,000 Class A-4 3.329% $221,743,000 Class A-AB 3.127% $31,196,000 Class X-A(1) 1.718% $580,156,000 Class X-B(1) 0.565% $42,404,000 Class A-S Regular Interest 3.585% $40,476,000 Class B Regular Interest 4.271% $42,404,000 Class C Regular Interest 4.836% $38,548,000 Class D 2.804% $44,331,000 Class X-D(1) 2.032% $44,331,000 Class E 4.836% $19,274,000 Class F 4.836% $9,637,000 Class G 4.836% $36,622,163 Class R(2) N/A N/A

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 (collectively, the "Certificates"), to be issued hereunder in multiple classes classes, which in the aggregate will evidence the entire beneficial ownership interest in the each REMIC (as defined herein) created hereunder. The Trust Fund consisting primarily will consist of a segregated pool of assets comprising of the Mortgage Loans (including, in the case of the One Court Square Mortgage LoanLoans, the One Court Square Trust REMIC Regular Interests)Pre-Funding Account and the Interest Coverage Account and certain other related assets subject to this Agreement. As provided herein, the Certificate Administrator Trustee will elect that two to treat the segregated portions pool of assets consisting of the Trust Fund Mortgage Loans and certain other related assets (other than the Class A-S Specific Grantor Trust AssetsMaster Servicer Prepayment Charge Payment Amount, the Class B Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets Pre-Funding Account and the proceeds of the foregoingInterest Coverage Account) be treated subject to this Agreement as a REMIC for federal income tax purposes as two separate REMICs (purposes, and such segregated pool of assets will be designated as the “Upper"REMIC I." The Class R-Tier REMIC” and the “Lower-Tier REMIC”, respectively). The Regular I Certificates and the Class EC Regular Interests will represent “regular interests” in the Upper-Tier REMIC, and the Upper-Tier Residual Interest will be the sole class of “"residual interests” " in REMIC I for purposes of the Upper-Tier REMICREMIC Provisions (as defined herein). There are also (i) 12 classes The following table irrevocably sets forth the designation, the REMIC I Remittance Rate, the initial Uncertificated Balance and, solely for purposes of uncertificated Lower-Tier satisfying Treasury regulation Section 1.860G-1(a)(4)(iii), the "latest possible maturity date" for each of the REMIC I Regular Interests issued under this Agreement (designated as defined herein). None of the Class XX-0, Xxxxx XX-0, Class LA-3, Class LA-4, Class LA-AB, Class LA-S, Class LB, Class LC, Class LD, Class LE, Class LF and Class LG Interests), each of which will constitute a class of “regular interests” in the Lower-Tier REMIC, and (ii) the Lower-Tier Residual Interest, which will be the sole class of “residual interests” in the Lower-Tier REMIC. The Lower-Tier REMIC I Regular Interests will be held by the Trustee as assets of the Uppercertificated. Designation REMIC I Initial Latest Possible Maturity Date(1) Remittance Rate Uncertificated Balance ---------------- --------------- ---------------------- I-Tier REMIC. The Class R Certificates will represent both the LowerLT1 Variable(2) I-Tier Residual Interest and the UpperLT2 Variable(2) I-Tier Residual Interest. In addition, on October 13, 2015, NREC formed the One Court Square REMIC with respect to part of the One Court Square Loan Combination, which issued three pro rata and pari passu regular interests (the “One Court Square REMIC A-1 Regular Interest”, the “One Court Square REMIC A-2 Regular Interest” and the “One Court Square REMIC A-3 Regular Interest (each, a “One Court Square REMIC Regular Interest”, and collectively, the “One Court Square REMIC Regular Interests”). Each One Court Square REMIC Regular Interest has a principal balance set forth below and for tax reporting purposes will be entitled to principal and interest and any other amounts payable on the One Court Square REMIC Regular Interest in the same proportion that its principal balance bears to the aggregate principal balance all of the One Court Square REMIC Regular Interests, as set forth below: One Court Square REMIC Regular Interest Corresponding One Court Square promissory note(sLT3 Variable(2) Initial Principal Balance One Court Square REMIC A-1 Regular Interest One Court Square Promissory Note A-1 $50,000,000 One Court Square REMIC A-2 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $95,000,000 One Court Square REMIC A-3 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $90,000,000 Each One Court Square REMIC Regular Interest holder will be the owner of a percentage interest, specified below, in its corresponding One Court Square Promissory Note(sI-LT4 Variable(2) other than for tax reporting purposes. The promissory note designated as “Note A-5” (the “One Court Square Promissory Note A-5”), which evidences the One Court Square Mortgage Loan and will be contributed to the Trust, represents a 21.0526% ownership interest in the One Court Square REMIC A-2 Regular Interest and a 22.2222% ownership interest in the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-1” (the “One Court Square Promissory Note A-1”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 100.0000% ownership of the One Court Square REMIC A-1 Regular Interest. The promissory note designated as “Note A-2” (the “One Court Square Promissory Note A-2”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 78.9474% ownership of the One Court Square REMIC A-2 Regular Interest. The promissory note designated as “Note A-3” (the “One Court Square Promissory Note A-3”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 77.7778% ownership of the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-4” (the “One Court Square Promissory Note A-4”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust and does not represent an ownership interest in any of the One Court Square REMIC Regular Interests or the One Court Square REMIC, was contributed to the Outside Securitization Trust related to the One Court Square Mortgage Loan. The residual interest in the One Court Square REMIC is not an asset of the Trust. The parties intend that (iI-LT5 Variable(2) the portion of the Trust Fund representing the Class AI-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets and the proceeds of the foregoing will be treated as assets of a grantor trust under subpart E of Part I of subchapter J of the Code and (iiLT6 Variable(2) the beneficial interests in such grantor trust will be represented by the Class AI-S Certificates, the Class B Certificates, the Class C Certificates, the Class EC Certificates and any Excess Interest Certificates. UPPERLT7 Variable(2) I-TIER REMIC The following table sets forth the Class designation, the approximate initial pass-through rate and the aggregate initial principal amount (the “Original Certificate Balance”LTP Variable(2) or, in the case of the Class X-A, Class X-B and Class X-D Certificates, notional amount (the “Original Notional Amount”), as applicable, for each Class of Certificates and each Class EC Regular Interest comprising or evidencing the interests in the Upper-Tier REMIC created hereunder: Class Designation Approximate Initial Pass-Through Rate (per annum) Original Certificate Balance / Original Notional Amount Class A-1 1.700% $13,614,000 Class A-2 2.743% $98,127,000 Class A-3 3.063% $175,000,000 Class A-4 3.329% $221,743,000 Class A-AB 3.127% $31,196,000 Class X-A(1) 1.718% $580,156,000 Class X-B(1) 0.565% $42,404,000 Class A-S Regular Interest 3.585% $40,476,000 Class B Regular Interest 4.271% $42,404,000 Class C Regular Interest 4.836% $38,548,000 Class D 2.804% $44,331,000 Class X-D(1) 2.032% $44,331,000 Class E 4.836% $19,274,000 Class F 4.836% $9,637,000 Class G 4.836% $36,622,163 Class R(2) N/A N/A_____________

PRELIMINARY STATEMENT. (Terms used but not defined in this Preliminary Statement shall have the meanings specified in Article I hereof) The Depositor Seller 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 (including, in the case of the One Court Square Mortgage Loan, the One Court Square Trust REMIC Regular Interests)Loans. As provided herein, the Certificate Administrator Trustee will elect that two segregated designated portions of the Trust Fund (other than Fund, exclusive of the Class A-S Specific Grantor Trust AssetsDefault Interest, the Class B Specific Grantor Trust AssetsQ Distribution Account, any the Excess Interest, the Excess Interest Grantor Trust AssetsDistribution Account, the Marriott Desert Springs Parent Loan, the Class C Specific Grantor M Collection Account and the Class M Distribution Account (such portion of the Trust AssetsFund, the Class EC Specific Grantor "Trust Assets and the proceeds of the foregoing) REMICs"), be treated for federal income tax purposes as two separate REMICs real estate mortgage investment conduits (designated as each, a "REMIC" or, in the “alternative, the "Upper-Tier REMIC” " and the “"Lower-Tier REMIC”, ," respectively). The Regular Class X-0, Xxxxx X-0, Class X, Class B, Class C, Class D, Class E, Class F and Class G Certificates and the Class EC Regular Interests will represent “"regular interests” in the Upper-Tier REMIC, and the Upper-Tier Residual Interest will be the sole class of “residual interests” " in the Upper-Tier REMIC. The Class R Certificates constitute the sole class of "residual interests" in the Upper-Tier REMIC for purposes of the REMIC Provisions. The Class LR Certificates constitute the sole class of "residual interests" in the Lower-Tier REMIC for purposes of the REMIC Provisions. There are also (i) 12 eight classes of uncertificated Lower-Tier Regular Interests issued under this Agreement (designated as the Class XX-0, Xxxxx XX-0, Class LA-3, Class LA-4, Class LA-AB, Class LA-S, Class LB, Class LC, Class LD, Class LE, Class LF and Class LG Interests), each of which will constitute a class of “regular interests” in the Lower-Tier REMIC, and (ii) the Lower-Tier Residual Interest, which will be the sole class of “residual interests” interest in the Lower-Tier REMIC. The All such Lower-Tier Regular Interests will be held by the Trustee as assets of the Upper-Tier REMIC. The Class R Certificates will represent both parties intend that the Lower-Tier Residual Interest and the Upper-Tier Residual Interest. In addition, on October 13, 2015, NREC formed the One Court Square REMIC with respect to part of the One Court Square Loan Combination, which issued three pro rata and pari passu regular interests (the “One Court Square REMIC A-1 Regular Interest”, the “One Court Square REMIC A-2 Regular Interest” and the “One Court Square REMIC A-3 Regular Interest (each, a “One Court Square REMIC Regular Interest”, and collectively, the “One Court Square REMIC Regular Interests”). Each One Court Square REMIC Regular Interest has a principal balance set forth below and for tax reporting purposes will be entitled to principal and interest and any other amounts payable on the One Court Square REMIC Regular Interest in the same proportion that its principal balance bears to the aggregate principal balance all of the One Court Square REMIC Regular Interests, as set forth below: One Court Square REMIC Regular Interest Corresponding One Court Square promissory note(s) Initial Principal Balance One Court Square REMIC A-1 Regular Interest One Court Square Promissory Note A-1 $50,000,000 One Court Square REMIC A-2 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $95,000,000 One Court Square REMIC A-3 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $90,000,000 Each One Court Square REMIC Regular Interest holder will be the owner of a percentage interest, specified below, in its corresponding One Court Square Promissory Note(s) other than for tax reporting purposes. The promissory note designated as “Note A-5” (the “One Court Square Promissory Note A-5”), which evidences the One Court Square Mortgage Loan and will be contributed to the Trust, represents a 21.0526% ownership interest in the One Court Square REMIC A-2 Regular Interest and a 22.2222% ownership interest in the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-1” (the “One Court Square Promissory Note A-1”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 100.0000% ownership of the One Court Square REMIC A-1 Regular Interest. The promissory note designated as “Note A-2” (the “One Court Square Promissory Note A-2”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 78.9474% ownership of the One Court Square REMIC A-2 Regular Interest. The promissory note designated as “Note A-3” (the “One Court Square Promissory Note A-3”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 77.7778% ownership of the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-4” (the “One Court Square Promissory Note A-4”), which evidences one of the One Court Square Companion Loans and is not an asset portions of the Trust and does not represent an ownership interest in any Fund representing assets of the One Court Square REMIC Regular Interests or Grantor Trust, including the One Court Square REMICDefault Interest, was contributed to the Outside Securitization Trust related to Class Q Distribution Account, the One Court Square Mortgage Excess Interest, the Excess Interest Distribution Account, the Marriott Desert Springs Parent Loan. The residual interest in , the One Court Square REMIC is not an asset Class M Collection Account and the Class M Distribution Account, will be treated as a grantor trust under Subpart E of Part 1 of Subchapter J of the Trust. The parties intend Code, that (i) the Class Q Certificates represent pro rata undivided beneficial interests in the portion of the Trust Fund representing consisting of the Default Interest and the Class A-S Specific Grantor Q Distribution Account, that the Class A-2, Class B, Class C, Class D, Class E, Class F and Class G Certificates represent undivided beneficial interests in specified portions of the Trust AssetsFund consisting of the Excess Interest and the Excess Interest Distribution Account, and that the Class M and Class MX Certificates represent undivided beneficial interests in the Marriott Desert Springs Parent Loan, the Class B Specific Grantor Trust Assets, M Collection Account and the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets and the proceeds of the foregoing will be treated as assets of a grantor trust under subpart E of Part I of subchapter J of the Code and (ii) the beneficial interests in such grantor trust will be represented by the Class A-S Certificates, the Class B Certificates, the Class C Certificates, the Class EC Certificates and any Excess Interest CertificatesM Distribution Account. UPPER-TIER REMIC The following table sets forth the Class designation, the approximate initial pass-through rate designation and the aggregate initial principal amount Certificate Principal Amount (the “Original Certificate Balance”) or, in the case of with respect to the Class X-A, Class X-B X and Class X-D MX Certificates, notional amount (the “Original Notional Amount”), as applicable, ) for each Class of Certificates (other than the Class R, Class LR and each Class EC Regular Interest comprising or evidencing the interests in the Upper-Tier REMIC created hereunder: Class Designation Approximate Initial Pass-Through Rate (per annum) Original Certificate Balance / Original Notional Amount Class A-1 1.700% $13,614,000 Class A-2 2.743% $98,127,000 Class A-3 3.063% $175,000,000 Class A-4 3.329% $221,743,000 Class A-AB 3.127% $31,196,000 Class X-A(1) 1.718% $580,156,000 Class X-B(1) 0.565% $42,404,000 Class A-S Regular Interest 3.585% $40,476,000 Class B Regular Interest 4.271% $42,404,000 Class C Regular Interest 4.836% $38,548,000 Class D 2.804% $44,331,000 Class X-D(1) 2.032% $44,331,000 Class E 4.836% $19,274,000 Class F 4.836% $9,637,000 Class G 4.836% $36,622,163 Class R(2) N/A N/AQ Certificates).

PRELIMINARY STATEMENT. (Terms used but not defined in this Preliminary Statement shall have the meanings specified in Article REMIC 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 consist of all of the Mortgage Loans (including, in the case of the One Court Square Mortgage Loan, the One Court Square Trust REMIC Regular Interests). As provided herein, the Certificate Administrator will elect that two segregated portions assets of the Trust Fund (other than excluding any Prepayment Premiums, the Capitalized Interest Account, the Basis Risk Reserve Fund and the Prefunding Account) and will be evidenced by the Class LT-A-1 Interest, Class LT-A-2 Interest, Class LT-M-1 Interest, Class LT-M-2 Interest, Class LT-B Interest (together, the "Subsidiary REMIC Group 1 Accretion Directed Classes"), Class LT-1-Accrual Interest (the "Subsidiary REMIC Class LT-Accrual Interest (the "Subsidiary REMIC Accrual Class", together with the "Subsidiary REMIC Accretion Directed Classes, the "Subsidiary REMIC Interests") which will be uncertificated and will represent the "regular interests" in REMIC I. REMIC II will consist of the Subsidiary REMIC Regular Interests and will be evidenced by the IT-A-1 Interest, Class IT-A-2 Interest, Class IT-M-1 Interest, Class IT-M-2 Interest, Class IT-B Interest and Class IT-X Interests and Class IT-X Interests (the "Intermediate REMIC Regular Interests") which will be uncertificated and will represent the "regular interests" in REMIC II. Class R-I Interest, Class R-II Interest and Class R-III Interest will represent the sole class of residual interest in each of REMIC I, REMIC II and REMIC III, respectively. The Trustee will hold the Subsidiary REMIC Regular Interests and Intermediate REMIC Regular Interests. The Master REMIC will consist of the Intermediate REMIC Regular Interests and will be evidenced by the Class A-1, Class A-2, Xxxxx X-0, Xlass M-2, Class B, Class X, and the Class A-S Specific Grantor Trust Assets, IO Certificates (which will represent the Class B Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets, "regular interests" in the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets and the proceeds of the foregoing) be treated for federal income tax purposes as two separate REMICs (designated as the “Upper-Tier Master REMIC” and the “Lower-Tier REMIC”, respectively). The Regular Certificates and the Class EC Regular Interests will represent “regular interests” in the Upper-Tier REMIC, and the Upper-Tier Residual Interest will be the sole class of “residual interests” in the Upper-Tier REMIC. There are also (i) 12 classes of uncertificated Lower-Tier Regular Interests issued under this Agreement (designated as the Class XX-0, Xxxxx XX-0, Class LA-3, Class LA-4, Class LA-AB, Class LA-S, Class LB, Class LC, Class LD, Class LE, Class LF and Class LG Interests), each of which will constitute a class of “regular interests” in the Lower-Tier REMIC, and (ii) the Lower-Tier Residual Interest, which will be 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 AR Certificates will represent both the Lower-Tier Residual Interest and the Upper-Tier Residual Interest. In addition, on October 13, 2015, NREC formed the One Court Square REMIC with respect to part of the One Court Square Loan Combination, which issued three pro rata and pari passu regular interests (the “One Court Square REMIC A-1 Regular Interest”, the “One Court Square REMIC A-2 Regular Interest” and the “One Court Square REMIC A-3 Regular Interest (each, a “One Court Square REMIC Regular Interest”, and collectively, the “One Court Square REMIC Regular Interests”). Each One Court Square REMIC Regular Interest has a principal balance set forth below and for tax reporting purposes will be entitled to principal and interest and any other amounts payable on the One Court Square REMIC Regular Interest in the same proportion that its principal balance bears to the aggregate principal balance all of the One Court Square REMIC Regular Interests, as set forth below: One Court Square REMIC Regular Interest Corresponding One Court Square promissory note(s) Initial Principal Balance One Court Square REMIC A-1 Regular Interest One Court Square Promissory Note A-1 $50,000,000 One Court Square REMIC A-2 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $95,000,000 One Court Square REMIC A-3 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $90,000,000 Each One Court Square REMIC Regular Interest holder will be the owner of a percentage interest, specified below, in its corresponding One Court Square Promissory Note(s) other than for tax reporting purposes. The promissory note designated as “Note A-5” (the “One Court Square Promissory Note A-5”), which evidences the One Court Square Mortgage Loan and will be contributed to the Trust, represents a 21.0526% ownership interest in the One Court Square REMIC A-2 Regular Interest and a 22.2222% ownership interest in the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-1” (the “One Court Square Promissory Note A-1”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 100.0000% beneficial ownership of the One Court Square REMIC A-1 Regular Interest. The promissory note designated as “Note A-2” (the “One Court Square Promissory Note A-2”)Class R-I, which evidences one of the One Court Square Companion Loans R-II and is not an asset of the Trust, evidences 78.9474% ownership of the One Court Square REMIC A-2 Regular Interest. The promissory note designated as “Note A-3” (the “One Court Square Promissory Note A-3”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 77.7778% ownership of the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-4” (the “One Court Square Promissory Note A-4”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust and does not represent an ownership interest in any of the One Court Square REMIC Regular Interests or the One Court Square REMIC, was contributed to the Outside Securitization Trust related to the One Court Square Mortgage Loan. The residual interest in the One Court Square REMIC is not an asset of the Trust. The parties intend that (i) the portion of the Trust Fund representing the Class AR-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets and the proceeds of the foregoing will be treated as assets of a grantor trust under subpart E of Part I of subchapter J of the Code and (ii) the beneficial interests in such grantor trust will be represented by the Class A-S Certificates, the Class B Certificates, the Class C Certificates, the Class EC Certificates and any Excess Interest Certificates. UPPER-TIER REMIC The following table sets forth the Class designation, the approximate initial pass-through rate and the aggregate initial principal amount (the “Original Certificate Balance”) or, in the case of the Class X-A, Class X-B and Class X-D Certificates, notional amount (the “Original Notional Amount”), as applicable, for each Class of Certificates and each Class EC Regular Interest comprising or evidencing the interests in the Upper-Tier REMIC created hereunder: Class Designation Approximate Initial Pass-Through Rate (per annum) Original Certificate Balance / Original Notional Amount Class A-1 1.700% $13,614,000 Class A-2 2.743% $98,127,000 Class A-3 3.063% $175,000,000 Class A-4 3.329% $221,743,000 Class A-AB 3.127% $31,196,000 Class X-A(1) 1.718% $580,156,000 Class X-B(1) 0.565% $42,404,000 Class A-S Regular Interest 3.585% $40,476,000 Class B Regular Interest 4.271% $42,404,000 Class C Regular Interest 4.836% $38,548,000 Class D 2.804% $44,331,000 Class X-D(1) 2.032% $44,331,000 Class E 4.836% $19,274,000 Class F 4.836% $9,637,000 Class G 4.836% $36,622,163 Class R(2) N/A N/AIII Interests.

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 (including, in the case of the One Court Square Mortgage Loan, the One Court Square Trust REMIC Regular Interests)Loans. As provided herein, the Certificate Administrator will elect that two segregated portions of the Trust Fund (other than the Class A-S Specific Grantor Trust AssetsExcess Interest, the Class B Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets Distribution Amount and the proceeds of the foregoingthereof) be treated for federal income tax purposes as two separate REMICs (designated as each, a “Trust REMIC” or, in the alternative, the “Upper-Tier REMIC” and the “Lower-Tier REMIC”, respectively). The Regular Class X-0, Xxxxx X-0, Class X-0, Xxxxx X-0, Class A-SB, Class A-S, Class B, Class C, Class D, Class E, Class F, Class NR, Class X-A, Class X-B, Class X-E, Class X-F and Class X-NR Certificates and the Class EC Regular Interests will represent “regular interests” in the Upper-Tier REMIC, REMIC and the Upper-Tier Residual Interest will be represent the sole class of “residual interests” in the Upper-Tier REMIC. There are also (i) 12 classes of uncertificated Lower-Tier Regular Interests issued under this Agreement (designated as the Class XX-0, Xxxxx XX-0, Class LA-3, Class LA-4, Class LA-ABSB, Class LA-S, Class LB, Class LC, Class LD, Class LE, Class LF and Class LG LNR Interests), each of which will constitute a class of “regular interests” in the Lower-Tier REMIC, and (ii) the Lower-Tier Residual Interest, which will be 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 both the Lower-Tier Residual Interest and the Upper-Tier Residual Interest. In addition, on October 13, 2015, NREC formed the One Court Square REMIC with respect to part of the One Court Square Loan Combination, which issued three pro rata and pari passu regular interests (the “One Court Square REMIC A-1 Regular Interest”, the “One Court Square REMIC A-2 Regular Interest” and the “One Court Square REMIC A-3 Regular Interest (each, a “One Court Square REMIC Regular Interest”, and collectively, the “One Court Square REMIC Regular Interests”). Each One Court Square REMIC Regular Interest has a principal balance set forth below and for tax reporting purposes will be entitled to principal and interest and any other amounts payable on the One Court Square REMIC Regular Interest in the same proportion that its principal balance bears to the aggregate principal balance all of the One Court Square REMIC Regular Interests, as set forth below: One Court Square REMIC Regular Interest Corresponding One Court Square promissory note(s) Initial Principal Balance One Court Square REMIC A-1 Regular Interest One Court Square Promissory Note A-1 $50,000,000 One Court Square REMIC A-2 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $95,000,000 One Court Square REMIC A-3 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $90,000,000 Each One Court Square REMIC Regular Interest holder will be the owner of a percentage interest, specified below, in its corresponding One Court Square Promissory Note(s) other than for tax reporting purposes. The promissory note designated as “Note A-5” (the “One Court Square Promissory Note A-5”), which evidences the One Court Square Mortgage Loan and will be contributed to the Trust, represents a 21.0526% ownership interest in the One Court Square REMIC A-2 Regular Interest and a 22.2222% ownership interest in the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-1” (the “One Court Square Promissory Note A-1”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 100.0000% ownership of the One Court Square REMIC A-1 Regular Interest. The promissory note designated as “Note A-2” (the “One Court Square Promissory Note A-2”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 78.9474% ownership of the One Court Square REMIC A-2 Regular Interest. The promissory note designated as “Note A-3” (the “One Court Square Promissory Note A-3”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 77.7778% ownership of the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-4” (the “One Court Square Promissory Note A-4”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust and does not represent an ownership interest in any of the One Court Square REMIC Regular Interests or the One Court Square REMIC, was contributed to the Outside Securitization Trust related to the One Court Square Mortgage Loan. The residual interest in the One Court Square REMIC is not an asset of the Trust. The parties intend that (i) the portion of the Trust Fund representing the Class A-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets and the proceeds of the foregoing will be treated as assets of a grantor trust under subpart E of Part I of subchapter J of the Code and (ii) the beneficial interests in such grantor trust will be represented by the Class A-S Certificates, the Class B Certificates, the Class C Certificates, the Class EC Certificates and any Excess Interest Certificates. UPPER-TIER REMIC The following table sets forth the Class designation, the approximate initial pass-through rate and (the “Pass-Through Rate”), the aggregate initial principal amount balance (the “Original Certificate Principal Balance”) or, in the case of the Class X-A, Class X-B B, Class X-E, Class X-F and Class X-D NR Certificates, notional amount (the “Original Notional Amount”), as applicable, and the initial ratings given each Class by the Rating Agencies (the “Original Ratings”) for each Class of Certificates and each Class EC Regular Interest comprising or evidencing the interests in the Upper-Tier REMIC created hereunder: Class Designation Approximate Initial Pass-Through Rate (per annum) Original Certificate Principal Balance / Original Notional Amount Original Ratings Moody’s/DBRS/KBRA/ Morningstar(1) Class A-1 1.7001.4544 % $13,614,000 $ 64,150,000 Aaa(sf)/AAA(sf)/AAA(sf)/AAA Class A-2 2.7432.8505 % $98,127,000 $ 30,615,000 Aaa(sf)/AAA(sf)/AAA(sf)/AAA Class A-3 3.0633.2312 % $175,000,000 $ 300,000,000 Aaa(sf)/AAA(sf)/AAA(sf)/AAA Class A-4 3.3293.5040 % $221,743,000 $ 470,236,000 Aaa(sf)/AAA(sf)/AAA(sf)/AAA Class A-AB 3.127SB 3.2241 % $31,196,000 $ 101,489,000 Aaa(sf)/AAA(sf)/AAA(sf)/AAA Class X-A(1A 1.0546 % $ 1,082,234,000 (3) 1.718% $580,156,000 Aa1(sf)/AAA(sf)/AAA(sf)/AAA Class X-B(1B 0.1457 % $ 82,732,000 (3) 0.565NR/AAA(sf)/AAA(sf)/AAA Class X-E 1.1286 % $42,404,000 $ 36,243,000 (3) NR/AAA(sf)/BB-(sf)/AAA Class X-F 1.1286 % $ 18,985,000 (3) NR/AAA(sf)/B(sf)/AAA Class X-NR 1.1286 % $ 48,325,089 (3) NR/AAA(sf)/NR/AAA Class A-S Regular Interest 3.5853.8490 % $40,476,000 $ 115,744,000 Aa2(sf)/AAA(sf)/AAA(sf)/AAA Class B Regular Interest 4.2714.2079 % $42,404,000 $ 82,732,000 NR/AA(low)(sf)/AA-(sf)/AA- Class C Regular Interest 4.8364.3536 % $38,548,000 $ 55,228,000 NR/A(low)(sf)/A-(sf)/A- Class D 2.8044.3536 % $44,331,000 Class X-D(1) 2.032% $44,331,000 $ 56,954,000 NR/BBB(low)(sf)/BBB-(sf)/BBB- Class E 4.8363.2250 % $19,274,000 $ 36,243,000 NR/BB(low)(sf)/BB-(sf)/BB- Class F 4.8363.2250 % $9,637,000 $ 18,985,000 NR/B(sf)/B(sf)/B Class G 4.836NR 3.2250 % $36,622,163 $ 48,325,089 NR/NR/NR/NR Class R(2R(4) N/A N/AA NR/NR/NR/NR

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 commercial mortgage pass-through certificates (collectively, the "Certificates"), to be issued hereunder in multiple classes (each, a "Class"), which in the aggregate will evidence the entire beneficial ownership interest in the trust fund (the "Trust Fund consisting primarily of the Mortgage Loans (including, in the case of the One Court Square Mortgage LoanFund") to be created hereunder, the One Court Square Trust REMIC Regular Interestsprimary assets of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans (the "Mortgage Loans"). As provided herein, the Certificate Administrator will Trustee shall elect that two segregated portions of or shall cause an election to be made to treat the Trust Fund (other than exclusive of the Class A-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets and the proceeds of the foregoingExcess Interest Distribution Account) be treated for federal income tax purposes as two separate REMICs real estate mortgage investment conduits (designated as the “"Upper-Tier REMIC” " and the “"Lower-Tier REMIC”, respectively" as described herein). The Regular Certificates parties intend that the portions of the Trust Fund representing the Excess Interest, the Excess Interest Distribution Account and the Class EC Regular Interests will represent “regular interests” in the Upper-Tier REMIC, and the Upper-Tier Residual Interest proceeds thereof will be treated as a grantor trust under subpart E of Part 1 of subchapter J of the sole class of “residual interests” in Code and that the Upper-Tier REMIC. There are also (i) 12 classes of uncertificated Lower-Tier Regular Interests issued under this Agreement (designated as beneficial interest therein will be represented by the Class XX-0NR Certificates. LOWER-TIER REMIC The Class LA-1, Xxxxx XX-0Class LA-2, Class LA-3, Class LA-4, Class LA-AB, Class LA-SLA-1A, Class LB, Class LC, Class LD, Class LE, Class LF LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP and Class LG Interests), each of which LNR Uncertificated Interests will constitute a class of “evidence "regular interests” " in the Lower-Tier REMIC, and (ii) the Lower-Tier Residual Interest, which will be the REMIC created hereunder. The sole class Class of “"residual interests” " in the Lower-Tier REMIC. The Lower-Tier Regular Interests REMIC will be held by the Trustee as assets of the Upper-Tier REMIC. The Class R Certificates will represent both the Lower-Tier Residual Interest and the Upper-Tier Residual Interest. In addition, on October 13, 2015, NREC formed the One Court Square REMIC with respect to part of the One Court Square Loan Combination, which issued three pro rata and pari passu regular interests (the “One Court Square REMIC A-1 Regular Interest”, the “One Court Square REMIC A-2 Regular Interest” and the “One Court Square REMIC A-3 Regular Interest (each, a “One Court Square REMIC Regular Interest”, and collectively, the “One Court Square REMIC Regular Interests”). Each One Court Square REMIC Regular Interest has a principal balance set forth below and for tax reporting purposes will be entitled to principal and interest and any other amounts payable on the One Court Square REMIC Regular Interest in the same proportion that its principal balance bears to the aggregate principal balance all of the One Court Square REMIC Regular Interests, as set forth below: One Court Square REMIC Regular Interest Corresponding One Court Square promissory note(s) Initial Principal Balance One Court Square REMIC A-1 Regular Interest One Court Square Promissory Note A-1 $50,000,000 One Court Square REMIC A-2 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $95,000,000 One Court Square REMIC A-3 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $90,000,000 Each One Court Square REMIC Regular Interest holder will be the owner of a percentage interest, specified below, in its corresponding One Court Square Promissory Note(s) other than for tax reporting purposes. The promissory note designated as “Note A-5” (the “One Court Square Promissory Note A-5”), which evidences the One Court Square Mortgage Loan and will be contributed to the Trust, represents a 21.0526% ownership interest in the One Court Square REMIC A-2 Regular Interest and a 22.2222% ownership interest in the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-1” (the “One Court Square Promissory Note A-1”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 100.0000% ownership of the One Court Square REMIC A-1 Regular Interest. The promissory note designated as “Note A-2” (the “One Court Square Promissory Note A-2”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 78.9474% ownership of the One Court Square REMIC A-2 Regular Interest. The promissory note designated as “Note A-3” (the “One Court Square Promissory Note A-3”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 77.7778% ownership of the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-4” (the “One Court Square Promissory Note A-4”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust and does not represent an ownership interest in any of the One Court Square REMIC Regular Interests or the One Court Square REMIC, was contributed to the Outside Securitization Trust related to the One Court Square Mortgage Loan. The residual interest in the One Court Square REMIC is not an asset of the Trust. The parties intend that (i) the portion of the Trust Fund representing the Class A-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets and the proceeds of the foregoing will be treated as assets of a grantor trust under subpart E of Part I of subchapter J of the Code and (ii) the beneficial interests in such grantor trust will be represented evidenced by the Class A-S Certificates, the Class B Certificates, the Class C Certificates, the Class EC Certificates and any Excess Interest LR Certificates. UPPER-TIER REMIC The following table sets forth the Class designation, Original Lower-Tier Principal Amounts and per annum rates of interest for the approximate initial passUncertificated Lower-through rate Tier Interests and the aggregate initial principal amount (the “Class LR Certificates: Class Original Certificate Balance”) or, in the case of the Class X-A, Class X-B and Class X-D Certificates, notional amount (the “Original Notional Amount”), as applicable, for each Class of Certificates and each Class EC Regular Interest comprising or evidencing the interests in the UpperLower-Tier REMIC created hereunder: Designation Interest Rate Principal Amount ----------- ------------- ------------------- Class Designation Approximate Initial Pass-Through Rate LA-1 (per annum1) Original Certificate Balance / Original Notional Amount $64,985,000 Class A-1 1.700% LA-2 (1) $13,614,000 145,991,000 Class A-2 2.743% LA-3 (1) $98,127,000 103,723,000 Class A-3 3.063% LA-4 (1) $175,000,000 466,392,000 Class A-4 3.329% LA-1A (1) $221,743,000 167,933,000 Class A-AB 3.127% LB (1) $31,196,000 27,548,000 Class X-A(1LC (1) 1.718% $580,156,000 13,774,000 Class X-B(1LD (1) 0.565% $42,404,000 20,661,000 Class A-S Regular Interest 3.585% LE (1) $40,476,000 11,019,000 Class B Regular Interest 4.271% LF (1) $42,404,000 15,151,000 Class C Regular Interest 4.836% LG (1) $38,548,000 9,642,000 Class D 2.804% LH (1) $44,331,000 17,906,000 Class X-D(1LJ (1) 2.032% $44,331,000 2,755,000 Class E 4.836% LK (1) $19,274,000 4,132,000 Class F 4.836% LL (1) $9,637,000 5,510,000 Class G 4.836% LM (1) $36,622,163 5,509,000 Class R(2LN (1) N/A N/A$2,755,000 Class LP (1) $2,755,000 Class LNR (1) $13,774,388 Class LR None(2) None(3)

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 is the aggregate will evidence the entire beneficial ownership interest in owner of the Trust Fund that is hereby conveyed to the Trustee in return for the Certificates. For federal income tax purposes, the Trustee shall treat the Trust Fund as consisting primarily of of, among other things, a trust (the Mortgage Loans "ES Trust") beneath which are two real estate mortgage investment conduits (including, or in the case of the One Court Square Mortgage Loanalternative, the One Court Square Trust "Lower Tier REMIC" and the "Master REMIC") and shall make all elections as necessary for such treatment. The Lower Tier REMIC Regular Interests). As provided herein, will hold all the Certificate Administrator will elect that two segregated portions assets of the Trust Fund (other than the Pre-Funding Account and the Capitalized Interest Account) and will issue several classes of uncertificated Lower Tier REMIC Interests. The Class LTR-A-R Interest is hereby designated as the residual interest in the Lower Tier REMIC and each other Lower Tier REMIC Interest is hereby designated as a regular interest in the Lower Tier REMIC. The Master REMIC will hold all the regular interests in the Lower Tier REMIC and will issue several classes of uncertificated Master REMIC Interests. The Class A-S Specific Grantor Trust Assets, R Interest is hereby designated as the Class B Specific Grantor Trust Assets, any Excess residual interest in the Master REMIC and each other Master REMIC Interest Grantor Trust Assets, is hereby designated as a regular interest in the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets and the proceeds of the foregoing) be treated Master REMIC. The "latest possible maturity date," for federal income tax purposes as two separate REMICs (designated as the “Upper-Tier REMIC” and the “Lower-Tier REMIC”purposes, respectively). The Regular Certificates and the Class EC Regular Interests will represent “of all REMIC regular interests” in the Upper-Tier REMIC, and the Upper-Tier Residual Interest interests created hereby will be the sole class of “residual interests” in Latest Possible Maturity Date. The ES Trust shall hold the UpperLTR-Tier REMICA-R Interest, the MR-A-R Interest, all Master REMIC regular interests and shall issue the Certificates. There are also (i) 12 classes of uncertificated Lower-Tier Regular Interests issued under this Agreement (designated as Each Certificate, other than the Class XX-0A-R Certificate, Xxxxx XX-0, will represent ownership of one or more of the Master REMIC regular interests held by the ES Trust. The Class LA-3, Class LA-4, Class LAA-AB, Class LAR Certificate will represent ownership of the LTR-S, Class LB, Class LC, Class LD, Class LE, Class LF A-R Interest and Class LG Interests), each of which will constitute a class of “regular interests” in the LowerMR-Tier REMIC, and (ii) the LowerA-Tier Residual R Interest, which will be are, respectively, the sole class Classes of “REMIC residual interests” interest in each of the Lower-Lower Tier REMIC and the Master REMIC. The Lower-Tier Regular Interests will be held by For federal income tax purposes the Trustee shall treat the ES Trust as assets a Grantor Trust and shall treat each Holder of an ES Trust Certificate as the owner of the Upper-Tier REMIC. The Class R Certificates will represent both the Lower-Tier Residual Interest and the Upper-Tier Residual Interestindividual, underlying assets represented by such ES Trust Certificate. In addition, on October 13to the fullest extent possible, 2015, NREC formed the One Court Square REMIC with respect to part ownership of an ES Trust Certificate shall be treated as direct ownership of the One Court Square Loan Combinationindividual, which issued three pro rata and pari passu regular interests (the “One Court Square REMIC A-1 Regular Interest”, the “One Court Square REMIC A-2 Regular Interest” and the “One Court Square REMIC A-3 Regular Interest (each, a “One Court Square REMIC Regular Interest”, and collectively, the “One Court Square REMIC Regular Interests”). Each One Court Square REMIC Regular Interest has a principal balance set forth below and underlying assets represented by such ES Trust Certificate for tax reporting purposes will be entitled to principal and interest and any other amounts payable on the One Court Square REMIC Regular Interest in the same proportion that its principal balance bears to the aggregate principal balance all of the One Court Square REMIC Regular Interests, as set forth below: One Court Square REMIC Regular Interest Corresponding One Court Square promissory note(s) Initial Principal Balance One Court Square REMIC A-1 Regular Interest One Court Square Promissory Note A-1 $50,000,000 One Court Square REMIC A-2 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $95,000,000 One Court Square REMIC A-3 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $90,000,000 Each One Court Square REMIC Regular Interest holder will be the owner of a percentage interest, specified below, in its corresponding One Court Square Promissory Note(s) other than for federal income tax reporting purposes. The promissory note designated as “Note A-5” (the “One Court Square Promissory Note A-5”), which evidences the One Court Square Mortgage Loan and will be contributed to the ES Trust, represents a 21.0526% ownership interest in the One Court Square REMIC A-2 Regular Corridor Contract, the Supplemental Interest and a 22.2222% ownership interest in the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-1” (the “One Court Square Promissory Note A-1”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 100.0000% ownership of the One Court Square REMIC A-1 Regular Interest. The promissory note designated as “Note A-2” (the “One Court Square Promissory Note A-2”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 78.9474% ownership of the One Court Square REMIC A-2 Regular Interest. The promissory note designated as “Note A-3” (the “One Court Square Promissory Note A-3”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 77.7778% ownership of the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-4” (the “One Court Square Promissory Note A-4”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust and does the Corridor Contract Reserve Fund will not represent an ownership interest in form part of any of the One Court Square REMIC Regular Interests or the One Court Square REMIC, was contributed to the Outside Securitization Trust related to the One Court Square Mortgage Loan. The residual interest in the One Court Square REMIC is not an asset of the Trust. The parties intend that (i) the portion of the Trust Fund representing the Class A-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets and the proceeds of the foregoing will be treated as assets of a grantor trust under subpart E of Part I of subchapter J of the Code and (ii) the beneficial interests in such grantor trust will be represented by the Class A-S Certificates, the Class B Certificates, the Class C Certificates, the Class EC Certificates and any Excess Interest Certificates. UPPER-TIER REMIC The following table sets forth the Class designation, the approximate initial pass-through rate and the aggregate initial principal amount (the “Original Certificate Balance”) or, in the case characteristics of the Class X-A, Class X-B and Class X-D ES Trust Certificates, notional amount together with the minimum denominations and integral multiples in excess thereof in which such Classes shall be issuable (the “Original Notional Amount”), as applicable, for except that one Certificate of each Class of Certificates and each Class EC Regular Interest comprising or evidencing may be issued in a different amount and, in addition, one Residual Certificate representing the interests Tax Matters Person Certificate may be issued in the Upper-Tier a different amount): ========================= ======================== ================= ===================== =============== ================== Classes of Integral Master REMIC created hereunder: Class Designation Approximate Initial Pass-Through Multiples in Interests Initial Maximum Class Rate Excess of Represented Class Designation Certificate Balance (per annum) Original Certificate Balance / Original Notional Amount Minimum Denomination Minimum (9) ------------------------- ------------------------ ----------------- --------------------- --------------- ------------------ Class 1-A-1 1.700$ 187,732,000.00 6.00% $13,614,000 25,000 $1 MR-1-A-1A, XX-0-X-0X, XX-0-X-0X ------------------------- ------------------------ ----------------- --------------------- --------------- ------------------ Class 1-A-2 2.743$ 50,000,000.00 6.00% $98,127,000 25,000 $1 MR-1-A-2 ------------------------- ------------------------ ----------------- --------------------- --------------- ------------------ Class 1-A-3 3.063$ 50,000,000.00 6.00% $175,000,000 25,000 $1 MR-1-A-3 ------------------------- ------------------------ ----------------- --------------------- --------------- ------------------ Class 1-A-4 3.329$ 6,871,000.00 6.00% $221,743,000 1,000 $1 MR-1-A-4 ------------------------- ------------------------ ----------------- --------------------- --------------- ------------------ Class 1-A-5 $ 13,264,000.00 6.00% $25,000 $1 MR-1-A-5A, XX-0-X-0X, XX-0-X-0X, XX-0-X-0X, XX-0-X-0X, XX-0-X-0X ------------------------- ------------------------ ----------------- --------------------- --------------- ------------------ Class 1-A-6 $ 3,425,000.00 6.00% $25,000 $1 MR-1-A-6 ------------------------- ------------------------ ----------------- --------------------- --------------- ------------------ Class 1-A-7 $ 12,404,000.00 6.00% $25,000 $1 MR-1-A-5A, XX-0-X-0X, XX-0-X-0X ------------------------- ------------------------ ----------------- --------------------- --------------- ------------------ Class 1-A-8 $ 860,000.00 6.00% $25,000 $1 MR-1-A-5D, XX-0-X-0X, XX-0-X-0X ------------------------- ------------------------ ----------------- --------------------- --------------- ------------------ Class 1-A-9 $ 187,732,000.00 5.50% $25,000 $1 MR-1-A-1A ------------------------- ------------------------ ----------------- --------------------- --------------- ------------------ Class 1-A-10 $ 187,732,000.00 5.75% $25,000 $1 MR-1-A-1A, XX-0-X-0X xx XX-0-X-0X ------------------------- ------------------------ ----------------- --------------------- --------------- ------------------ Class 1-A-11 $ 15,644,333.00 6.00% $25,000(4) $1(4) MR-1-A-1B and/or MR-1-A-1C ------------------------- ------------------------ ----------------- --------------------- --------------- ------------------ Class 1-A-12 $ 13,264,000.00 5.50% $25,000 $1 MR-1-A-5A, XX-0-X-0X ------------------------- ------------------------ ----------------- --------------------- --------------- ------------------ Class 1-A-13 $ 13,264,000.00 5.75% $25,000 $1 MR-1-A-5A, XX-0-X-0X, xx XX-0-X-0X, XX-0-X-0X, XX-0-X-0X, xx MR-1-A-5F ------------------------- ------------------------ ----------------- --------------------- --------------- ------------------ Class 1-A-14 $ 1,105,333.00 6.00% $25,000(4) $1(4) MR-1-A-5B and/or MR-1-A-5C, MR-1- ========================= ======================== ================= ===================== =============== ================== ========================= ======================== ================= ===================== =============== ================== A-5E, and/or MR-1-A-5F ------------------------- ------------------------ ----------------- --------------------- --------------- ------------------ Class 2-A-1 $ 65,000,000.00 (1) $25,000 $1 MR-2-A-1 ------------------------- ------------------------ ----------------- --------------------- --------------- ------------------ Class 2-A-2 $ 65,000,000.00(2) (3) $25,000(4) $1(4) MR-2-A-1 ------------------------- ------------------------ ----------------- --------------------- --------------- ------------------ Class 2-A-3 $ 44,200,000.00 6.00% $25,000 $1 MR-2-A-3A, XX-0-X-0X, XX-0-X-0X ------------------------- ------------------------ ----------------- --------------------- --------------- ------------------ Class 2-A-4 $ 4,550,000.00 6.00% $25,000 $1 MR-2-A-4A, XX-0-X-0X, XX-0-X-0X ------------------------- ------------------------ ----------------- --------------------- --------------- ------------------ Class 2-A-5 $ 3,887,000.00 6.00% $25,000 $1 MR-2-A-5A, XX-0-X-0X, XX-0-X-0X ------------------------- ------------------------ ----------------- --------------------- --------------- ------------------ Class 2-A-6 $ 32,880,000.00 6.00% $25,000 $1 MR-2-A-6 ------------------------- ------------------------ ----------------- --------------------- --------------- ------------------ Class 2-A-7 $ 2,253,000.00 6.00% $25,000 $1 MR-2-A-7 ------------------------- ------------------------ ----------------- --------------------- --------------- ------------------ Class 2-A-8 $ 52,637,000.00 6.00% $25,000 $1 MR-2-A-3A, XX-0-X-0X, XX-0-X-0X, XX-0-X-0X, XX-0-X-0X, XX-0-X-0X, XX-0-X-0X, XX-0-X-0X, MR-2-A-5C ------------------------- ------------------------ ----------------- --------------------- --------------- ------------------ Class 2-A-9 $ 35,133,000.00 6.00% $25,000 $1 MR-2-A-6, XX-0-X-0 ------------------------- ------------------------ ----------------- --------------------- --------------- ------------------ Class 2-A-10 $ 44,200,000.00 5.50% $25,000 $1 MR-2-A-3A ------------------------- ------------------------ ----------------- --------------------- --------------- ------------------ Class 2-A-11 $ 44,200,000.00 5.75% $25,000 $1 MR-2-A-3A, XX-0-X-0X xx XX-0-X-0X ------------------------- ------------------------ ----------------- --------------------- --------------- ------------------ Class 2-A-12 $ 3,683,333.00 6.00% $25,000(4) $1(4) MR-2-A-3B and/or MR-2-A-3C ------------------------- ------------------------ ----------------- --------------------- --------------- ------------------ Class 2-A-13 $ 4,550,000.00 5.50% $25,000 $1 MR-2-A-4A ------------------------- ------------------------ ----------------- --------------------- --------------- ------------------ Class 2-A-14 $ 4,550,000.00 5.75% $25,000 $1 MR-2-A-4A, XX-0-X-0X xx XX-0-X-0X ------------------------- ------------------------ ----------------- --------------------- --------------- ------------------ Class 2-A-15 $ 379,166.00 6.00% $25,000(4) $1(4) MR-2-A-4B and/or MR-2-A-4C ------------------------- ------------------------ ----------------- --------------------- --------------- ------------------ Class 2-A-16 $ 3,887,000.00 5.50% $25,000 $1 MR-2-A-5A ------------------------- ------------------------ ----------------- --------------------- --------------- ------------------ Class 2-A-17 $ 3,887,000.00 5.75% $25,000 $1 MR-2-A-5A, XX-0-X-0X xx XX-0-X-0X ------------------------- ------------------------ ----------------- --------------------- --------------- ------------------ Class 2-A-18 $ 323,916.00 6.00% $25,000(4) $1(4) MR-2-A-5B and/or MR-2-A-5C ------------------------- ------------------------ ----------------- --------------------- --------------- ------------------ Class 2-A-19 $ 8,437,000.00 6.00% $25,000 $1 MR-2-A-4A, XX-0-X-0X, XX-0-X-0X, ========================= ======================== ================= ===================== =============== ================== ========================= ======================== ================= ===================== =============== ================== MR-2-A-5A, XX-0-X-0X, MR-2-A-5C ------------------------- ------------------------ ----------------- --------------------- --------------- ------------------ Class 1-X $ 304,020,858.00 (5) $25,000(4) $1(4) MR-1-X ------------------------- ------------------------ ----------------- --------------------- --------------- ------------------ Class 2-X $ 140,939,080.00 (6) $25,000(4) $1(4) MR-2-X ------------------------- ------------------------ ----------------- --------------------- --------------- ------------------ Class PO $ 1,651,224.00 (7) $25,000 $1 MR-PO ------------------------- ------------------------ ----------------- --------------------- --------------- ------------------ Class A-AB 3.127R(8) $ 100.00 6.00% (8) (8) LTR-A-R and MR-A-R ------------------------- ------------------------ ----------------- --------------------- --------------- ------------------ Class M-A $ 4,250,000.00 6.00% $31,196,000 25,000 $1 MR-M-A ------------------------- ------------------------ ----------------- --------------------- --------------- ------------------ Class X-A(1) 1.718M-1 $ 10,749,200.00 6.00% $580,156,000 25,000 $1 MR-M-1 ------------------------- ------------------------ ----------------- --------------------- --------------- ------------------ Class X-B(1) 0.565M-2 $ 2,500,000.00 6.00% $42,404,000 25,000 $1 MR-M-2 ------------------------- ------------------------ ----------------- --------------------- --------------- ------------------ Class A-S Regular Interest 3.585M-3 $ 2,250,000.00 6.00% $40,476,000 25,000 $1 MR-M-3 ------------------------- ------------------------ ----------------- --------------------- --------------- ------------------ Class B Regular Interest 4.271M-4 $ 1,750,000.00 6.00% $42,404,000 25,000 $1 MR-M-4 ------------------------- ------------------------ ----------------- --------------------- --------------- ------------------ Class C Regular Interest 4.836M-5 $ 3,250,000.00 6.00% $38,548,000 25,000 $1 MR-M-5 ------------------------- ------------------------ ----------------- --------------------- --------------- ------------------ Class D 2.804B-1 $ 1,250,000.00 6.00% $44,331,000 25,000 $1 MR-B-1 ------------------------- ------------------------ ----------------- --------------------- --------------- ------------------ Class X-D(1) 2.032B-2 $ 2,000,000.00 6.00% $44,331,000 25,000 $1 MR-B-2 ------------------------- ------------------------ ----------------- --------------------- --------------- ------------------ Class E 4.836B-3 $ 2,499,900.00 6.00% $19,274,000 100,000 $1 MR-B-3 ------------------------- ------------------------ ----------------- --------------------- --------------- ------------------ Class F 4.836B-4 $ 1,999,900.00 6.00% $9,637,000 100,000 $1 MR-B-4 ------------------------- ------------------------ ----------------- --------------------- --------------- ------------------ Class G 4.836B-5 $ 1,749,935.66 6.00% $36,622,163 Class R(2) N/A N/A100,000 $1 MR-B-5 ========================= ======================== ================= ===================== =============== ================== ------------------------------------------

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 (including, in the case of the One Court Square Mortgage Loan, the One Court Square Trust REMIC Regular Interests). As provided herein, the Certificate Trust Administrator will shall elect that two segregated portions of the Trust Fund (other than exclusive of any Prepayment Penalties and the Class AIII-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets and the proceeds of the foregoingA-3 Reserve Fund) be treated for federal income tax purposes as two separate REMICs comprising five real estate mortgage investment conduits (designated as each a “REMIC” or, in the alternative, the “Upper-Tier REMICSubsidiary REMIC 1”, “Subsidiary REMIC 2”, “Middle REMIC 1”, “Middle REMIC 2” and the “Lower-Tier Master REMIC”, respectively). The Regular Certificates and Each Class of Certificates, other than the Class EC Regular Interests will represent “AR Certificates, represents ownership of a regular interests” interest in the Upper-Tier REMIC, and Master REMIC for purposes of the Upper-Tier Residual Interest will be REMIC Provisions. The Class AR Certificates represent ownership of the sole class of “residual interests” interest in each of the Upper-Tier REMICSubsidiary REMIC 1, Subsidiary REMIC 2, Middle REMIC 1, Middle REMIC 2 and the Master REMIC for purposes of the REMIC Provisions. There are also (i) 12 The Master REMIC shall hold as its assets the several classes of uncertificated LowerMiddle Tier Interests in Middle REMIC 2 other than the Class MT2-R Interest, and each such Middle Tier Regular Interests issued under this Agreement (Interest is hereby designated as the Class XX-0, Xxxxx XX-0, Class LA-3, Class LA-4, Class LA-AB, Class LA-S, Class LB, Class LC, Class LD, Class LE, Class LF and Class LG Interests), each of which will constitute a class of “regular interests” interest in the Lower-Tier REMIC, and (ii) the Lower-Tier Residual Interest, which will be 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 both the Lower-Tier Residual Interest and the Upper-Tier Residual InterestMiddle REMIC 2. In addition, on October 13the Master REMIC shall hold the Class III-A-3 Rounding Account. Middle REMIC 2 shall hold as its assets the several classes of uncertificated Middle Tier Interests in Middle REMIC 1 other than the Class MT1-R Interest, 2015, NREC formed and each such Middle Tier Interest is hereby designated as a regular interest in Middle REMIC 1. Middle REMIC 1 shall hold as its assets the One Court Square REMIC with respect to part several classes of uncertificated Lower Tier Interests in each of the One Court Square Loan CombinationSubsidiary REMICs, which issued three pro rata other than the Class LT1-R and pari passu Class LT2-R Interests, and each such Lower Tier Interest is hereby designated as a regular interests (interest in its respective Subsidiary REMIC. Subsidiary REMIC 1 shall hold as its assets the “One Court Square REMIC A-1 Regular Interest”Group I Mortgage Loans, the “One Court Square Group II Mortgage Loans and all collections and accounts related thereto. Subsidiary REMIC A-2 Regular Interest” 2 shall hold as its assets the Group III Mortgage Loans and all collections and accounts related thereto. The startup day for each REMIC created hereby for purposes of the “One Court Square REMIC A-3 Regular Interest (eachProvisions is the Closing Date. In addition, a “One Court Square for purposes of the REMIC Regular Interest”, and collectivelyProvisions, the “One Court Square latest possible maturity date for each regular interest in each REMIC Regular Interests”). Each One Court Square REMIC Regular Interest has a principal balance set forth below and for tax reporting purposes will be entitled to principal and interest and any other amounts payable on created hereby is the One Court Square REMIC Regular Interest in Distribution Date following the same proportion that its principal balance bears to the aggregate principal balance all third anniversary of the One Court Square REMIC Regular Interests, as set forth below: One Court Square REMIC Regular Interest Corresponding One Court Square promissory note(s) Initial Principal Balance One Court Square REMIC A-1 Regular Interest One Court Square Promissory Note A-1 $50,000,000 One Court Square REMIC A-2 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $95,000,000 One Court Square REMIC A-3 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $90,000,000 Each One Court Square REMIC Regular Interest holder will be scheduled maturity date of the owner of a percentage interest, specified below, in its corresponding One Court Square Promissory Note(s) other than for tax reporting purposes. The promissory note designated as “Note A-5” (the “One Court Square Promissory Note A-5”), which evidences the One Court Square Mortgage Loan and will be contributed to having the Trust, represents a 21.0526% ownership interest in the One Court Square REMIC A-2 Regular Interest and a 22.2222% ownership interest in the One Court Square REMIC A-3 Regular Interest. The promissory note designated latest scheduled maturity date as “Note A-1” (the “One Court Square Promissory Note A-1”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 100.0000% ownership of the One Court Square Cut-off Date. Subsidiary REMIC A-1 Regular Interest. The promissory note designated as “Note A-2” (the “One Court Square Promissory Note A-2”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 78.9474% ownership of the One Court Square REMIC A-2 Regular Interest. The promissory note designated as “Note A-3” (the “One Court Square Promissory Note A-3”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 77.7778% ownership of the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-4” (the “One Court Square Promissory Note A-4”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust and does not represent an ownership interest in any of the One Court Square REMIC Regular Interests or the One Court Square REMIC, was contributed to the Outside Securitization Trust related to the One Court Square Mortgage Loan. The residual interest in the One Court Square REMIC is not an asset of the Trust. The parties intend that (i) the portion of the Trust Fund representing the Class A-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets and the proceeds of the foregoing will be treated as assets of a grantor trust under subpart E of Part I of subchapter J of the Code and (ii) the beneficial interests in such grantor trust will be represented by the Class A-S Certificates, the Class B Certificates, the Class C Certificates, the Class EC Certificates and any Excess Interest Certificates. UPPER-TIER REMIC 1 The following table sets forth (or describes) the Class class designation, the approximate initial pass-through rate interest rate, and the aggregate initial principal amount for each uncertificated REMIC interest in Subsidiary REMIC 1: Subsidiary REMIC 1 Interest Initial Principal Balance Interest Rate Corresponding Class of Master REMIC Certificates LT1-Grp I 197,946,255.61 7.000% N/A(5) LT1-I-PO 2,219,474.00 (the “Original Certificate Balance”1) or, in the case of the Class XI-P LT1-IX (2) (2) I-X LT1-Grp II 154,726,261.03 6.000% N/A LT1-II-PO 87,310.00 (1) II-P LT1-A, Class X-B and Class X-D Certificates, notional amount X (the “Original Notional Amount”), as applicable, for each Class of Certificates and each Class EC Regular Interest comprising or evidencing the interests in the Upper-Tier REMIC created hereunder: Class Designation Approximate Initial Pass-Through Rate 3) (per annum3) Original Certificate Balance / Original Notional Amount Class A-1 1.700% $13,614,000 Class A-2 2.743% $98,127,000 Class A-3 3.063% $175,000,000 Class A-4 3.329% $221,743,000 Class A-AB 3.127% $31,196,000 Class XX LT1-A(1R (4) 1.718% $580,156,000 Class X-B(1) 0.565% $42,404,000 Class A-S Regular Interest 3.585% $40,476,000 Class B Regular Interest 4.271% $42,404,000 Class C Regular Interest 4.836% $38,548,000 Class D 2.804% $44,331,000 Class X-D(1) 2.032% $44,331,000 Class E 4.836% $19,274,000 Class F 4.836% $9,637,000 Class G 4.836% $36,622,163 Class R(2(4) N/A N/A________________

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 is the aggregate will evidence the entire beneficial ownership interest in owner of the Trust Fund consisting primarily that is hereby conveyed to the Trustee in return for the Certificates. The Trust Fund is being conveyed to the Trustee to create a trust for the benefit of the Mortgage Loans (including, in the case Certificateholders. The Trust Fund for federal income tax purposes will consist of three REMICs. The Lower-Tier REMIC will consist of all of the One Court Square Mortgage Loan, the One Court Square Trust REMIC Regular Interests). As provided herein, the Certificate Administrator will elect that two segregated portions of assets constituting the Trust Fund (other than the any Class A-S Specific Grantor Trust AssetsP Prepayment Charges, the Class B Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets and the proceeds of the foregoing) be treated for federal income tax purposes as two separate REMICs (designated as the “Upper-Tier REMIC” and the “Lower-Tier REMIC”REMIC Regular Interests, respectively). The Regular Certificates and the Class EC Middle-Tier REMIC Regular Interests will represent “regular interests” and proceeds thereof in the Upper-Tier REMIC, Distribution Account) and the Upper-Tier Residual Interest will be evidenced by the sole class of “residual interests” in the Upper-Tier REMIC. There are also (i) 12 classes of uncertificated Lower-Tier REMIC Regular Interests issued under this Agreement (designated as the Class XX-0, Xxxxx XX-0, Class LA-3, Class LA-4, Class LA-AB, Class LA-S, Class LB, Class LC, Class LD, Class LE, Class LF and Class LG Interests), each of which will constitute a class of “be uncertificated and will represent the "regular interests” " in the Lower-Tier REMIC, ) and (ii) the LowerClass A-Tier Residual Interest, which will be LR Certificates as the sole class of “single "residual interests” interest" in the Lower-Tier REMIC. The Trustee will hold the Lower-Tier REMIC Regular Interests. The Middle-Tier REMIC will consist of the Lower-Tier REMIC Regular Interests and all proceeds thereof in the Distribution Account and will be held evidenced by the Middle-Tier REMIC Regular Interests (which will be uncertificated and will represent the "regular interests" in the Middle-Tier REMIC) and the Class A-MR Interest as the single "residual interest" in the Middle-Tier REMIC. The Trustee shall hold the Middle-Tier REMIC Regular Interests. The Upper-Tier REMIC will consist of the Middle-Tier REMIC Regular Interests and all proceeds thereof in the Distribution Account and will be evidenced by the Regular Certificates (which will represent the "regular interests" in the Upper-Tier REMIC) and the Class A-UR Interest as assets the single "residual interest" of the Upper-Tier REMIC. The "latest possible maturity date" for federal income tax purposes of all interests created hereby will be the Latest Possible Maturity Date. The Class R A-UR Certificates will represent both the LowerClass A-Tier Residual MR Interest and the UpperClass A-Tier Residual UR Interest. In addition, on October 13, 2015, NREC formed the One Court Square REMIC with respect to part Class P Certificates represent beneficial ownership of the One Court Square Loan Combination, which issued three pro rata and pari passu regular interests (the “One Court Square REMIC A-1 Regular Interest”Class P Prepayment Charges, the “One Court Square REMIC A-2 Regular Interest” and the “One Court Square REMIC A-3 Regular Interest Class 6-A-1 Certificates represent (each, a “One Court Square REMIC Regular Interest”, and collectively, the “One Court Square REMIC Regular Interests”). Each One Court Square REMIC Regular Interest has a principal balance set forth below and for tax reporting purposes will be entitled in addition to principal and interest and any other amounts payable on the One Court Square REMIC Regular Interest in the same proportion that its principal balance bears to the aggregate principal balance all of the One Court Square REMIC Regular Interests, as set forth below: One Court Square REMIC Regular Interest Corresponding One Court Square promissory note(s) Initial Principal Balance One Court Square REMIC A-1 Regular Interest One Court Square Promissory Note A-1 $50,000,000 One Court Square REMIC A-2 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $95,000,000 One Court Square REMIC A-3 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $90,000,000 Each One Court Square REMIC Regular Interest holder will be the owner representing beneficial ownership of a percentage interest, specified below, in its corresponding One Court Square Promissory Note(s) other than for tax reporting purposes. The promissory note designated as “Note A-5” (the “One Court Square Promissory Note A-5”), which evidences the One Court Square Mortgage Loan and will be contributed to the Trust, represents a 21.0526% ownership regular interest in the One Court Square REMIC A-2 Regular Interest Upper-Tier REMIC) the right to receive Group 6 Basis Risk Carry Forward Amounts, and the Class 6-A-X Certificates represent (in addition to representing beneficial ownership of a 22.2222% ownership regular interest in the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-1” (Upper-Tier REMIC) beneficial ownership in the “One Court Square Promissory Note A-1”)Group 6 Basis Risk Account, subject to the obligation to pay the Group 6 Basis Risk Carry Forward Amounts, which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 100.0000% ownership of the One Court Square REMIC A-1 Regular Interest. The promissory note designated as “Note A-2” (the “One Court Square Promissory Note A-2”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 78.9474% ownership of the One Court Square REMIC A-2 Regular Interest. The promissory note designated as “Note A-3” (the “One Court Square Promissory Note A-3”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 77.7778% ownership of the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-4” (the “One Court Square Promissory Note A-4”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust and does not represent an ownership interest in any of the One Court Square REMIC Regular Interests or the One Court Square REMIC, was contributed to the Outside Securitization Trust related to the One Court Square Mortgage Loan. The residual interest in the One Court Square REMIC is not an asset of the Trust. The parties intend that (i) the portion portions of the Trust Fund representing the Class A-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets and the proceeds of the foregoing will shall be treated as assets of a grantor trust under subpart E of E, Part I of subchapter J of the Code and (ii) the beneficial interests in such grantor trust will be represented by the Class A-S Certificates, the Class B Certificates, the Class C Certificates, the Class EC Certificates and any Excess Interest CertificatesCode. UPPER-TIER REMIC The following table sets forth the Class designation, the approximate initial pass-through rate and the aggregate initial principal amount (the “Original Certificate Balance”) or, in the case characteristics of the Class X-A, Class X-B and Class X-D Certificates, notional amount together with the minimum denominations and integral multiples in excess thereof in which such Classes shall be issuable (the “Original Notional Amount”), as applicable, for except that one Certificate of each Class of Certificates and each Class EC Regular Interest comprising or evidencing the interests may be issued in the Upper-Tier REMIC created hereunder: Class Designation Approximate Initial Pass-Through Rate (per annum) Original Certificate Balance / Original Notional Amount Class A-1 1.700% $13,614,000 Class A-2 2.743% $98,127,000 Class A-3 3.063% $175,000,000 Class A-4 3.329% $221,743,000 Class A-AB 3.127% $31,196,000 Class X-A(1) 1.718% $580,156,000 Class X-B(1) 0.565% $42,404,000 Class A-S Regular Interest 3.585% $40,476,000 Class B Regular Interest 4.271% $42,404,000 Class C Regular Interest 4.836% $38,548,000 Class D 2.804% $44,331,000 Class X-D(1) 2.032% $44,331,000 Class E 4.836% $19,274,000 Class F 4.836% $9,637,000 Class G 4.836% $36,622,163 Class R(2) N/A N/Aa different amount):

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 is the aggregate will evidence the entire beneficial ownership interest in owner of the Trust Fund consisting primarily of that is hereby conveyed to the Mortgage Loans (including, Trustee in return for the case of the One Court Square Mortgage Loan, the One Court Square Trust REMIC Regular Interests)Certificates. As provided herein, the Certificate Administrator will Trustee shall elect that two segregated portions of the Trust Fund (other than exclusive of (i) the Cap Agreement, (ii) the Reserve Fund, (iii) the right to receive and the obligation to pay Basis Risk Shortfalls and Unpaid Basis Risk Shortfalls, (iv) the right to receive and the obligation to pay AFC Shortfalls, (v) the right to receive and the obligation to pay Class F Shortfalls and Unpaid Class F Shortfalls, (vi) the right to receive and the obligation to pay the Class A-S Specific Grantor IO Termination Amount, and (vii) any Additional Collateral (collectively, the “Excluded Trust Assets, the Class B Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets and the proceeds of the foregoing”)) be treated for federal income tax purposes as two separate REMICs comprising five real estate mortgage investment conduits under Section 860D of the Code (designated each a “REMIC” or, in the alternative “REMIC 1,” “REMIC 2,” “REMIC 3,” “REMIC 4,” and “REMIC 5;” REMIC 5 also being referred to as the “Upper-Tier REMIC” and the “Lower-Upper Tier REMIC”, respectively). The Regular Certificates and Any inconsistencies or ambiguities in this Agreement or in the administration of this Agreement shall be resolved in a manner that preserves the validity of such REMIC elections. Each Certificate, other than the Class EC Regular Interests will represent “R Certificate, represents ownership of a regular interests” interest in the UpperUpper Tier REMIC for purposes of the REMIC Provisions. In addition, each Certificate, other than the Class R, Class F, Class A-Tier REMICIO, Class X and the Upper-Tier Residual Interest will be the sole class of “residual interests” in the Upper-Tier REMIC. There are also Class P Certificates, represents (i) 12 classes of uncertificated Lower-Tier Regular Interests issued under this Agreement (designated as the Class XX-0, Xxxxx XX-0, Class LA-3, Class LA-4, Class LA-AB, Class LA-S, Class LB, Class LC, Class LD, Class LE, Class LF right to receive payments with respect to any Basis Risk Shortfalls and Class LG Interests), each of which will constitute a class of “regular interests” in the Lower-Tier REMIC, Unpaid Basis Risk Shortfalls and (ii) the Lower-Tier Residual Interest, which will be right to receive and the sole class of “residual interests” in the Lower-Tier REMICobligation to pay AFC Shortfalls. The Lower-Tier Regular Interests will be held by Class F Certificates also represent the Trustee as assets of the Upper-Tier REMICright to receive payments with respect to Class F Shortfalls and Unpaid Class F Shortfalls. The Class R Certificates will represent both Certificate represents ownership of the Lower-Tier Residual Interest sole Class of residual interest in each of REMIC 1, REMIC 2, REMIC 3, REMIC 4 and the Upper-Upper Tier Residual REMIC for purposes of the REMIC Provisions. The Upper Tier REMIC shall hold as its assets the uncertificated Interests in REMIC 4, other than the R-4 Interest, and each such Interest is hereby designated as a regular interest in REMIC 4 for purposes of the REMIC Provisions. REMIC 4 shall hold as its assets the uncertificated Interests in REMIC 3, other than the R-3 Interest, and each such Interest is hereby designated as a regular interest in REMIC 3 for purposes of the REMIC Provisions. REMIC 3 shall hold as its assets the uncertificated Interests in REMIC 2, other than the R-2 Interest, and each such Interest is hereby designated as a regular interest in REMIC 2 for purposes of the REMIC Provisions. REMIC 2 shall hold as its assets the uncertificated Interests in REMIC 1, other than the R-1 Interest, and each such Interest is hereby designated as a regular interest in REMIC 1. REMIC 1 shall hold as its assets the property of the Trust Fund other than the Interests in REMIC 1, REMIC 2, REMIC 3 and REMIC 4 and the Excluded Trust Assets. The startup day for each REMIC created hereby for purposes of the REMIC Provisions is the Closing Date. In addition, on October 13, 2015, NREC formed the One Court Square REMIC with respect to part for purposes of the One Court Square Loan Combination, which issued three pro rata and pari passu regular interests (the “One Court Square REMIC A-1 Regular Interest”Provisions, the “One Court Square REMIC A-2 Regular Interest” and the “One Court Square REMIC A-3 Regular Interest (each, a “One Court Square REMIC Regular Interest”, and collectively, the “One Court Square REMIC Regular Interests”). Each One Court Square REMIC Regular Interest has a principal balance set forth below and latest possible maturity date for tax reporting purposes will be entitled to principal and interest and any other amounts payable on the One Court Square REMIC Regular Interest in the same proportion that its principal balance bears to the aggregate principal balance all of the One Court Square REMIC Regular Interests, as set forth below: One Court Square REMIC Regular Interest Corresponding One Court Square promissory note(s) Initial Principal Balance One Court Square REMIC A-1 Regular Interest One Court Square Promissory Note A-1 $50,000,000 One Court Square REMIC A-2 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $95,000,000 One Court Square REMIC A-3 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $90,000,000 Each One Court Square REMIC Regular Interest holder will be the owner of a percentage interest, specified below, in its corresponding One Court Square Promissory Note(s) other than for tax reporting purposes. The promissory note designated as “Note A-5” (the “One Court Square Promissory Note A-5”), which evidences the One Court Square Mortgage Loan and will be contributed to the Trust, represents a 21.0526% ownership each regular interest in the One Court Square REMIC A-2 Regular Interest and a 22.2222% ownership interest in the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-1” (the “One Court Square Promissory Note A-1”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 100.0000% ownership of the One Court Square REMIC A-1 Regular Interest. The promissory note designated as “Note A-2” (the “One Court Square Promissory Note A-2”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 78.9474% ownership of the One Court Square REMIC A-2 Regular Interest. The promissory note designated as “Note A-3” (the “One Court Square Promissory Note A-3”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 77.7778% ownership of the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-4” (the “One Court Square Promissory Note A-4”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust and does not represent an ownership interest in any of the One Court Square REMIC Regular Interests or the One Court Square REMIC, was contributed to the Outside Securitization Trust related to the One Court Square Mortgage Loan. The residual interest in the One Court Square REMIC is not an asset of the Trust. The parties intend that (i) the portion of the Trust Fund representing the Class A-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets and the proceeds of the foregoing will be treated as assets of a grantor trust under subpart E of Part I of subchapter J of the Code and (ii) the beneficial interests in such grantor trust will be represented by the Class A-S Certificates, the Class B Certificates, the Class C Certificates, the Class EC Certificates and any Excess Interest Certificates. UPPER-TIER REMIC The following table sets forth the Class designation, the approximate initial pass-through rate and the aggregate initial principal amount (the “Original Certificate Balance”) or, in the case of the Class X-A, Class X-B and Class X-D Certificates, notional amount (the “Original Notional Amount”), as applicable, for each Class of Certificates and each Class EC Regular Interest comprising or evidencing the interests in the Upper-Tier REMIC created hereunder: Class Designation Approximate Initial Pass-Through Rate (per annum) Original Certificate Balance / Original Notional Amount Class A-1 1.700% $13,614,000 Class A-2 2.743% $98,127,000 Class A-3 3.063% $175,000,000 Class A-4 3.329% $221,743,000 Class A-AB 3.127% $31,196,000 Class X-A(1) 1.718% $580,156,000 Class X-B(1) 0.565% $42,404,000 Class A-S Regular Interest 3.585% $40,476,000 Class B Regular Interest 4.271% $42,404,000 Class C Regular Interest 4.836% $38,548,000 Class D 2.804% $44,331,000 Class X-D(1) 2.032% $44,331,000 Class E 4.836% $19,274,000 Class F 4.836% $9,637,000 Class G 4.836% $36,622,163 Class R(2) N/A N/Ahereby is the Latest Possible Maturity Date.

PRELIMINARY STATEMENT. (Terms used but not defined in this Preliminary Statement shall have the meanings specified in Article I hereof) The Depositor Company intends to sell passMortgage Pass-through certificates Through Certificates (collectively, the "Certificates"), to be issued hereunder in multiple classes classes, which in the aggregate will evidence the entire beneficial ownership interest in the Trust Fund consisting primarily of the Mortgage Loans (including, in the case of the One Court Square Mortgage Loan, the One Court Square Trust REMIC Regular Interests)Fund. As provided herein, the Certificate REMIC Administrator will elect that two make an election to treat the entire segregated portions pool of assets described in the Trust Fund definition of REMIC I (other than as defined herein), and subject to this Agreement (including the Class A-S Specific Grantor Trust Assets, Mortgage Loans but excluding the Class B Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets Rounding Account and the proceeds of the foregoingInitial Monthly Payment Fund), as a real estate mortgage investment conduit (a "REMIC") be treated for federal income tax purposes as two separate REMICs (and such segregated pool of assets will be designated as the “Upper-Tier REMIC” and the “Lower-Tier REMIC”, respectively). "REMIC I." The Uncertificated REMIC I Regular Certificates Interests will be "regular interests" in REMIC I and the Class EC Regular Interests will represent “regular interests” in the UpperR-Tier REMIC, and the Upper-Tier Residual Interest I Certificates will be the sole class of “"residual interests” " in REMIC I for purposes of the Upper-Tier REMICREMIC Provisions (as defined herein). There are also (i) 12 classes A segregated pool of uncertificated Lower-Tier assets consisting of the Uncertificated REMIC I Regular Interests issued under this Agreement (will be designated as "REMIC II," and the REMIC Administrator will make a separate REMIC election with respect thereto. The Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-5 Certificates, Class A-6 Certificates, Class A-7 Certificates, Class A-P Certificates, Class M-1 Certificates, Class M-2 Certificates, Class M-3 Certificates, Class B-1 Certificates, Class B-2 Certificates, Class B-3 Certificates and the Uncertificated Class A-V REMIC Regular Interests will be "regular interests" in REMIC II and the Class XX-0, Xxxxx XX-0, Class LA-3, Class LA-4, Class LAR-AB, Class LA-S, Class LB, Class LC, Class LD, Class LE, Class LF and Class LG Interests), each of which will constitute a class of “regular interests” in the Lower-Tier REMIC, and (ii) the Lower-Tier Residual Interest, which II Certificates will be the sole class of “"residual interests” " therein for purposes of the REMIC Provisions. The Class A-V Certificates will represent the entire beneficial ownership interest in the LowerUncertificated Class A-Tier REMICV REMIC Regular Interests. The Lowerterms and provisions of the Standard Terms are hereby incorporated by reference herein as though set forth in full herein. If any term or provision contained herein shall conflict with or be inconsistent with any provision contained in the Standard Terms, the terms and provisions of this Series Supplement shall govern. Any cross-Tier reference to a section of the Pooling and Servicing Agreement, to the extent the terms of the Standard Terms and Series Supplement conflict with respect to that section, shall be a cross-reference to the related section of the Series Supplement. All capitalized terms not otherwise defined herein shall have the meanings set forth in the Standard Terms. The Pooling and Servicing Agreement shall be dated as of the date of the Series Supplement. The following table irrevocably sets forth the designation, the Uncertificated REMIC I Pass- Through Rate, the initial Uncertificated Principal Balance, and solely for purposes of satisfying Treasury regulation Section 1.860G-1(a)(4)(iii), the "latest possible maturity date" for each of the Uncertificated REMIC I Regular Interests. None of the Uncertificated REMIC I Regular Interests will be held by the Trustee as assets of the Upper-Tier REMICcertificated. The Class R Certificates will represent both the Lower-Tier Residual Interest and the Upper-Tier Residual Interest. In addition, on October 13, 2015, NREC formed the One Court Square Uncertificated REMIC with respect to part of the One Court Square Loan Combination, which issued three pro rata and pari passu regular interests (the “One Court Square REMIC A-1 Regular Interest”, the “One Court Square REMIC A-2 Regular Interest” and the “One Court Square REMIC A-3 Regular Interest (each, a “One Court Square REMIC Regular Interest”, and collectively, the “One Court Square REMIC Regular Interests”). Each One Court Square REMIC Regular Interest has a principal balance set forth below and for tax reporting purposes will be entitled to principal and interest and any other amounts payable on the One Court Square REMIC Regular Interest in the same proportion that its principal balance bears to the aggregate principal balance all of the One Court Square REMIC Regular Interests, as set forth below: One Court Square REMIC Regular Interest Corresponding One Court Square promissory note(s) I Initial Principal Balance One Court Square REMIC A-1 Regular Interest One Court Square Promissory Note A-1 $50,000,000 One Court Square REMIC A-2 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $95,000,000 One Court Square REMIC A-3 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $90,000,000 Each One Court Square REMIC Regular Interest holder will be the owner of a percentage interest, specified below, in its corresponding One Court Square Promissory Note(s) other than for tax reporting purposes. The promissory note designated as “Note A-5” (the “One Court Square Promissory Note A-5”), which evidences the One Court Square Mortgage Loan and will be contributed to the Trust, represents a 21.0526% ownership interest in the One Court Square REMIC A-2 Regular Interest and a 22.2222% ownership interest in the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-1” (the “One Court Square Promissory Note A-1”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 100.0000% ownership of the One Court Square REMIC A-1 Regular Interest. The promissory note designated as “Note A-2” (the “One Court Square Promissory Note A-2”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 78.9474% ownership of the One Court Square REMIC A-2 Regular Interest. The promissory note designated as “Note A-3” (the “One Court Square Promissory Note A-3”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 77.7778% ownership of the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-4” (the “One Court Square Promissory Note A-4”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust and does not represent an ownership interest in any of the One Court Square REMIC Regular Interests or the One Court Square REMIC, was contributed to the Outside Securitization Trust related to the One Court Square Mortgage Loan. The residual interest in the One Court Square REMIC is not an asset of the Trust. The parties intend that (i) the portion of the Trust Fund representing the Class A-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets and the proceeds of the foregoing will be treated as assets of a grantor trust under subpart E of Part I of subchapter J of the Code and (ii) the beneficial interests in such grantor trust will be represented by the Class A-S Certificates, the Class B Certificates, the Class C Certificates, the Class EC Certificates and any Excess Interest Certificates. UPPER-TIER REMIC The following table sets forth the Class designation, the approximate initial pass-through rate and the aggregate initial principal amount (the “Original Certificate Balance”) or, in the case of the Class X-A, Class X-B and Class X-D Certificates, notional amount (the “Original Notional Amount”), as applicable, for each Class of Certificates and each Class EC Regular Interest comprising or evidencing the interests in the Upper-Tier REMIC created hereunder: Class Designation Approximate Initial Uncertificated Latest DESIGNATION Pass-Through Rate (per annumPrincipal Balance Possible Maturity(1) Original Certificate Balance / Original Notional Amount Class A-1 1.700REMIC I Regular Interest U 5.50% $13,614,000 Class A-2 2.74320,000,000.00 June 25, 2033 REMIC I Regular Interest V 5.50% $98,127,000 Class A-3 3.06320,069,748.44 June 25, 2033 REMIC I Regular Interest W 5.50% $175,000,000 Class A-4 3.329265,601,000.00 June 25, 2033 REMIC I Regular Interest X AdjustableRate(2) $76,822,533.00 June 25, 2033 REMIC I Regular Interest Y Adjustable Rate(2) $27,935,467.00 June 25, 2033 REMIC I Regular Interest Z 0.00% $221,743,000 Class A-AB 3.127% $31,196,000 Class X-A(1557,809.93 June 25, 2033 REMIC I IO Regular Interests (2) 1.718% $580,156,000 Class X-B(1(3) 0.565% $42,404,000 Class A-S Regular Interest 3.585% $40,476,000 Class B Regular Interest 4.271% $42,404,000 Class C Regular Interest 4.836% $38,548,000 Class D 2.804% $44,331,000 Class X-D(1) 2.032% $44,331,000 Class E 4.836% $19,274,000 Class F 4.836% $9,637,000 Class G 4.836% $36,622,163 Class R(2) N/A N/AJune 25, 2033 ___________________

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 is the aggregate will evidence the entire beneficial ownership interest in owner of the Trust Fund consisting primarily of that is hereby conveyed to the Mortgage Loans (including, Trustee in return for the case of the One Court Square Mortgage Loan, the One Court Square Trust REMIC Regular Interests)Certificates. As provided herein, the Certificate Administrator Trustee will elect that two make multiple elections to treat segregated portions pools of assets subject to this Agreement for federal income tax purposes as the following three separate real estate mortgage investment conduits (each, a "REMIC"): the Subsidiary REMIC, the Middle REMIC and the Master REMIC. The Subsidiary REMIC will consist of all of the assets constituting the Trust Fund, other than the Subsidiary REMIC Regular Interests, Middle REMIC Regular Interests, the Master REMIC, the Certificates and any rights of the Trust Fund in respect of the Additional Collateral. The Subsidiary REMIC will issue uncertificated REMIC regular interests (the "Subsidiary REMIC Regular Interests"). The Subsidiary REMIC Regular Interests will represent the "regular interests" in the Subsidiary REMIC and the R-1 Interest will represent the single Class of "residual interest" in the Subsidiary REMIC. The Trustee will hold the Subsidiary REMIC Regular Interests for the benefit of the Middle REMIC. The Middle REMIC will consist of the Subsidiary REMIC Interests and will issue uncertificated REMIC regular interests, which will constitute the regular interests in the Middle REMIC (the "Middle REMIC Regular Interests") and the Class R-2 Interest, which will represent the single Class of "residual interest" in the Middle REMIC. The Trustee will hold the Middle REMIC Regular Interests for the benefit of the Master REMIC. The Master REMIC will consist of the Middle REMIC Interests and will be evidenced by the Certificates, which (other than the Class A-S Specific Grantor Trust Assets, R Certificates) will constitute the regular interests in the Master REMIC (the "Regular Certificates") and the Class B Specific Grantor Trust AssetsR-3 Interest, any Excess Interest Grantor Trust Assets, which will represent the single Class of "residual interest" in the Master REMIC. The Class A-R Certificates will represent the beneficial ownership of each of the Class C Specific Grantor Trust AssetsR-1, the Class EC Specific Grantor Trust Assets R-2 and the proceeds of the foregoing) be treated Class R-3 Interests. The "latest possible maturity date" for federal income tax purposes as two separate REMICs (designated as the “Upper-Tier REMIC” of all regular and the “Lower-Tier REMIC”, respectively). The Regular Certificates and the Class EC Regular Interests will represent “regular interests” in the Upper-Tier REMIC, and the Upper-Tier Residual Interest residual interests created hereunder will be the sole class of “residual interests” in the Upper-Tier REMICLatest Possible Maturity Date. There are also (i) 12 classes of uncertificated Lower-Tier Regular Interests issued under this Agreement (designated as the Class XX-0, Xxxxx XX-0, Class LA-3, Class LA-4, Class LA-AB, Class LA-S, Class LB, Class LC, Class LD, Class LE, Class LF and Class LG The Subsidiary REMIC The Subsidiary REMIC Interests), each of which (except for the Class R-1 Interests) is hereby designated as a REMIC regular interest for federal income tax purposes, will constitute a class of “regular interests” in have the Lowerprincipal balances, pass-Tier REMIC, through rates and (ii) the Lower-Tier Residual Interest, which will be 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 both the Lower-Tier Residual Interest and the Upper-Tier Residual Interest. In addition, on October 13, 2015, NREC formed the One Court Square REMIC with respect to part of the One Court Square Corresponding Loan Combination, which issued three pro rata and pari passu regular interests (the “One Court Square REMIC A-1 Regular Interest”, the “One Court Square REMIC A-2 Regular Interest” and the “One Court Square REMIC A-3 Regular Interest (each, a “One Court Square REMIC Regular Interest”, and collectively, the “One Court Square REMIC Regular Interests”). Each One Court Square REMIC Regular Interest has a principal balance set forth below and for tax reporting purposes will be entitled to principal and interest and any other amounts payable on the One Court Square REMIC Regular Interest in the same proportion that its principal balance bears to the aggregate principal balance all of the One Court Square REMIC Regular Interests, Groups as set forth below: One Court Square REMIC Regular Interest Corresponding One Court Square promissory note(s) Initial Principal Balance One Court Square REMIC A-1 Regular Interest One Court Square Promissory Note A-1 $50,000,000 One Court Square REMIC A-2 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $95,000,000 One Court Square REMIC A-3 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $90,000,000 Each One Court Square REMIC Regular Interest holder will be the owner of a percentage interest, specified below, in its corresponding One Court Square Promissory Note(s) other than for tax reporting purposes. The promissory note designated as “Note A-5” (the “One Court Square Promissory Note A-5”), which evidences the One Court Square Mortgage Loan and will be contributed to the Trust, represents a 21.0526% ownership interest in the One Court Square REMIC A-2 Regular Interest and a 22.2222% ownership interest in the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-1” (the “One Court Square Promissory Note A-1”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 100.0000% ownership of the One Court Square REMIC A-1 Regular Interest. The promissory note designated as “Note A-2” (the “One Court Square Promissory Note A-2”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 78.9474% ownership of the One Court Square REMIC A-2 Regular Interest. The promissory note designated as “Note A-3” (the “One Court Square Promissory Note A-3”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 77.7778% ownership of the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-4” (the “One Court Square Promissory Note A-4”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust and does not represent an ownership interest in any of the One Court Square REMIC Regular Interests or the One Court Square REMIC, was contributed to the Outside Securitization Trust related to the One Court Square Mortgage Loan. The residual interest in the One Court Square REMIC is not an asset of the Trust. The parties intend that (i) the portion of the Trust Fund representing the Class A-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets and the proceeds of the foregoing will be treated as assets of a grantor trust under subpart E of Part I of subchapter J of the Code and (ii) the beneficial interests in such grantor trust will be represented by the Class A-S Certificates, the Class B Certificates, the Class C Certificates, the Class EC Certificates and any Excess Interest Certificates. UPPER-TIER REMIC The following table sets forth the Class designation, the approximate initial pass-through rate and the aggregate initial principal amount (the “Original Certificate Balance”) or, in the case of the Class X-A, Class X-B and Class X-D Certificates, notional amount (the “Original Notional Amount”), as applicable, for each Class of Certificates and each Class EC Regular Interest comprising or evidencing the interests in the Upper-Tier REMIC created hereunder: Class Designation Approximate Initial Pass-Through Rate (per annum) Original Certificate Balance / Original Notional Amount Class A-1 1.700% $13,614,000 Class A-2 2.743% $98,127,000 Class A-3 3.063% $175,000,000 Class A-4 3.329% $221,743,000 Class A-AB 3.127% $31,196,000 Class X-A(1) 1.718% $580,156,000 Class X-B(1) 0.565% $42,404,000 Class A-S Regular Interest 3.585% $40,476,000 Class B Regular Interest 4.271% $42,404,000 Class C Regular Interest 4.836% $38,548,000 Class D 2.804% $44,331,000 Class X-D(1) 2.032% $44,331,000 Class E 4.836% $19,274,000 Class F 4.836% $9,637,000 Class G 4.836% $36,622,163 Class R(2) N/A N/Atable:

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 is the aggregate will evidence the entire beneficial ownership interest in owner of the Trust Fund consisting primarily of that is hereby conveyed to the Mortgage Loans (including, Trustee in return for the case of the One Court Square Mortgage Loan, the One Court Square Trust REMIC Regular Interests)Certificates. As provided herein, the Certificate Administrator Trustee will elect that two make multiple elections to treat segregated portions pools of assets subject to this Agreement for federal income tax purposes (other than the Additional Collateral, the Cap Contract, the Swap Agreement and the assets held in the Derivative Account) as the following three separate real estate mortgage investment conduits (each, a “REMIC”): REMIC 1, REMIC 2 and the Master REMIC. The Cap Contract, the Swap Agreement and Derivative Account will be assets of a separate trust, and will not be part of any REMIC. REMIC 1 will consist of the Mortgage Loans, excluding any rights of the Trust Fund in respect of the Additional Collateral, the Cap Contract, the Swap Agreement and the assets held in the Derivative Account. REMIC 1 will issue uncertificated REMIC regular interests (the “REMIC 1 Regular Interests”). The REMIC 1 Regular Interests will represent the “regular interests” in REMIC 1. The Class R-1 Interest will represent the single Class of “residual interest” in REMIC 1. The Trustee will hold the REMIC 1 Regular Interests for the benefit of REMIC 2. REMIC 2 will consist of the REMIC 1 Interests and will issue uncertificated REMIC regular interests (the “REMIC 2 Regular Interests”). The REMIC 2 Regular Interests will represent the “regular interests” in REMIC 2. The Class R-2 Interest will represent the single Class of “residual interest” in REMIC 2. The Trustee will hold the REMIC 2 Regular Interests for the benefit of the Master REMIC. The Master REMIC will consist of the REMIC 2 Interests and will be evidenced by the Certificates (other than the Class A-S Specific Grantor Trust AssetsR Certificates), which will constitute the regular interests in the Master REMIC (the “Regular Certificates”) and the Class B Specific Grantor Trust AssetsMR Interest, any Excess Interest Grantor Trust Assets, which will represent the single Class C Specific Grantor Trust Assets, of “residual interest” in the Master REMIC. The Class EC Specific Grantor Trust Assets and A-R Certificates will represent the proceeds beneficial ownership of the foregoing) be treated each class of residual interests created hereby. The “latest possible maturity date” for federal income tax purposes as two separate REMICs (designated as the “Upper-Tier REMIC” of all regular and the “Lower-Tier REMIC”, respectively). The Regular Certificates and the Class EC Regular Interests will represent “regular interests” in the Upper-Tier REMIC, and the Upper-Tier Residual Interest residual interests created hereunder will be the sole class of “residual interests” in the Upper-Tier REMIC. There are also (i) 12 classes of uncertificated Lower-Tier Regular Interests issued under this Agreement (designated as the Class XX-0, Xxxxx XX-0, Class LA-3, Class LA-4, Class LA-AB, Class LA-S, Class LB, Class LC, Class LD, Class LE, Class LF and Class LG Interests), each of which will constitute a class of “regular interests” in the Lower-Tier REMIC, and (ii) the Lower-Tier Residual Interest, which will be 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 both the Lower-Tier Residual Interest and the Upper-Tier Residual Interest. In addition, on October 13, 2015, NREC formed the One Court Square REMIC with respect to part of the One Court Square Loan Combination, which issued three pro rata and pari passu regular interests (the “One Court Square REMIC A-1 Regular Interest”, the “One Court Square REMIC A-2 Regular Interest” and the “One Court Square REMIC A-3 Regular Interest (each, a “One Court Square REMIC Regular Interest”, and collectively, the “One Court Square REMIC Regular Interests”). Each One Court Square REMIC Regular Interest has a principal balance set forth below and for tax reporting purposes will be entitled to principal and interest and any other amounts payable on the One Court Square REMIC Regular Interest in the same proportion that its principal balance bears to the aggregate principal balance all of the One Court Square REMIC Regular Interests, as set forth below: One Court Square REMIC Regular Interest Corresponding One Court Square promissory note(s) Initial Principal Balance One Court Square REMIC A-1 Regular Interest One Court Square Promissory Note A-1 $50,000,000 One Court Square REMIC A-2 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $95,000,000 One Court Square REMIC A-3 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $90,000,000 Each One Court Square REMIC Regular Interest holder will be the owner of a percentage interest, specified below, in its corresponding One Court Square Promissory Note(s) other than for tax reporting purposes. The promissory note designated as “Note A-5” (the “One Court Square Promissory Note A-5”), which evidences the One Court Square Mortgage Loan and will be contributed to the Trust, represents a 21.0526% ownership interest in the One Court Square REMIC A-2 Regular Interest and a 22.2222% ownership interest in the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-1” (the “One Court Square Promissory Note A-1”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 100.0000% ownership of the One Court Square REMIC A-1 Regular Interest. The promissory note designated as “Note A-2” (the “One Court Square Promissory Note A-2”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 78.9474% ownership of the One Court Square REMIC A-2 Regular Interest. The promissory note designated as “Note A-3” (the “One Court Square Promissory Note A-3”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 77.7778% ownership of the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-4” (the “One Court Square Promissory Note A-4”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust and does not represent an ownership interest in any of the One Court Square REMIC Regular Interests or the One Court Square REMIC, was contributed to the Outside Securitization Trust related to the One Court Square Mortgage Loan. The residual interest in the One Court Square REMIC is not an asset of the Trust. The parties intend that (i) the portion of the Trust Fund representing the Class A-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets and the proceeds of the foregoing will be treated as assets of a grantor trust under subpart E of Part I of subchapter J of the Code and (ii) the beneficial interests in such grantor trust will be represented by the Class A-S Certificates, the Class B Certificates, the Class C Certificates, the Class EC Certificates and any Excess Interest Certificates. UPPER-TIER REMIC The following table sets forth the Class designation, the approximate initial pass-through rate and the aggregate initial principal amount (the “Original Certificate Balance”) or, in the case of the Class X-A, Class X-B and Class X-D Certificates, notional amount (the “Original Notional Amount”), as applicable, for each Class of Certificates and each Class EC Regular Interest comprising or evidencing the interests in the Upper-Tier REMIC created hereunder: Class Designation Approximate Initial Pass-Through Rate (per annum) Original Certificate Balance / Original Notional Amount Class A-1 1.700% $13,614,000 Class A-2 2.743% $98,127,000 Class A-3 3.063% $175,000,000 Class A-4 3.329% $221,743,000 Class A-AB 3.127% $31,196,000 Class X-A(1) 1.718% $580,156,000 Class X-B(1) 0.565% $42,404,000 Class A-S Regular Interest 3.585% $40,476,000 Class B Regular Interest 4.271% $42,404,000 Class C Regular Interest 4.836% $38,548,000 Class D 2.804% $44,331,000 Class X-D(1) 2.032% $44,331,000 Class E 4.836% $19,274,000 Class F 4.836% $9,637,000 Class G 4.836% $36,622,163 Class R(2) N/A N/ALatest Possible Maturity Date.

PRELIMINARY STATEMENT. (Terms used but not defined in this Preliminary Statement shall have In exchange for the meanings specified in Article I hereof) The Certificates, 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 hereby conveys the Trust Fund consisting primarily of Estate to the Mortgage Loans Trustee to create the Trust. The Trust Estate for federal income tax purposes will be treated as three separate real estate mortgage investment conduits (includingthe "Upper-Tier REMIC," the "Middle-Tier REMIC" and the "Lower-Tier REMIC," respectively, in the case of the One Court Square Mortgage Loanand each, the One Court Square Trust REMIC Regular Interestsa "REMIC"). As provided herein, the Certificate Administrator will elect that two segregated portions of the Trust Fund The Class A Certificates (other than the Class 1-A-S Specific Grantor Trust AssetsR, the Class B Specific Grantor Trust Assets1-A-MR, any Excess Interest Grantor Trust AssetsClass 1-A-LR, the Class C Specific Grantor Trust Assets, the X-PO and Class EC Specific Grantor Trust Assets and the proceeds of the foregoing30-IO Certificates) be treated for federal income tax purposes as two separate REMICs (designated as the “Upper-Tier REMIC” and the “Lower-Tier REMIC”, respectively). The Regular Certificates and the Class EC X-B, Class 2-B and Class 5-B Certificates are referred to collectively as the "Regular Interests will represent “Certificates" and shall constitute "regular interests” in the Upper-Tier REMIC, and the Upper-Tier Residual Interest will be the sole class of “residual interests” " in the Upper-Tier REMIC. There are The Class 1-X-PO Component, Class 2-X-PO Component, Class 3-X-PO Component, Class 1-30-IO Component and Class 2-30-IO Component (collectively, the "Components") shall also (i) 12 classes of uncertificated constitute "regular interests" in the Upper-Tier REMIC. The Uncertificated Middle-Tier Interests shall constitute the "regular interests" in the Middle-Tier REMIC. The Uncertificated Lower-Tier Regular Interests issued under this Agreement (designated as shall constitute the Class XX-0, Xxxxx XX-0, Class LA-3, Class LA-4, Class LA-AB, Class LA-S, Class LB, Class LC, Class LD, Class LE, Class LF and Class LG Interests), each of which will constitute a class of “"regular interests” in the Lower-Tier REMIC, and (ii) the Lower-Tier Residual Interest, which will be the sole class of “residual interests” " in the Lower-Tier REMIC. The LowerClass 1-Tier Regular Interests will A-R Certificate shall be held by the Trustee as assets of "residual interest" in the Upper-Tier REMIC. The , the Class R Certificates will represent both 1-A-MR Certificate shall be the "residual interest" in the Middle-Tier REMIC and the Class 1-A-LR Certificate shall be the "residual interest" in the Lower-Tier Residual Interest REMIC. The Certificates, the Uncertificated Lower-Tier Interests and the UpperUncertificated Middle-Tier Residual Interest. In addition, on October 13, 2015, NREC formed Interests will represent the One Court Square REMIC with respect to part of the One Court Square Loan Combination, which issued three pro rata and pari passu regular interests (the “One Court Square REMIC A-1 Regular Interest”, the “One Court Square REMIC A-2 Regular Interest” and the “One Court Square REMIC A-3 Regular Interest (each, a “One Court Square REMIC Regular Interest”, and collectively, the “One Court Square REMIC Regular Interests”). Each One Court Square REMIC Regular Interest has a principal balance set forth below and for tax reporting purposes will be entitled to principal and interest and any other amounts payable on the One Court Square REMIC Regular Interest in the same proportion that its principal balance bears to the aggregate principal balance all of the One Court Square REMIC Regular Interests, as set forth below: One Court Square REMIC Regular Interest Corresponding One Court Square promissory note(s) Initial Principal Balance One Court Square REMIC A-1 Regular Interest One Court Square Promissory Note A-1 $50,000,000 One Court Square REMIC A-2 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $95,000,000 One Court Square REMIC A-3 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $90,000,000 Each One Court Square REMIC Regular Interest holder will be the owner of a percentage interest, specified below, in its corresponding One Court Square Promissory Note(s) other than for tax reporting purposes. The promissory note designated as “Note A-5” (the “One Court Square Promissory Note A-5”), which evidences the One Court Square Mortgage Loan and will be contributed to the Trust, represents a 21.0526% entire beneficial ownership interest in the One Court Square REMIC A-2 Regular Interest and a 22.2222% ownership interest in the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-1” (the “One Court Square Promissory Note A-1”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 100.0000% ownership of the One Court Square REMIC A-1 Regular Interest. The promissory note designated as “Note A-2” (the “One Court Square Promissory Note A-2”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 78.9474% ownership of the One Court Square REMIC A-2 Regular Interest. The promissory note designated as “Note A-3” (the “One Court Square Promissory Note A-3”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 77.7778% ownership of the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-4” (the “One Court Square Promissory Note A-4”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust and does not represent an ownership interest in any of the One Court Square REMIC Regular Interests or the One Court Square REMIC, was contributed to the Outside Securitization Trust related to the One Court Square Mortgage Loan. The residual interest in the One Court Square REMIC is not an asset of the Trust. The parties intend that (i) the portion "latest possible maturity date" for federal income tax purposes of the Trust Fund representing the Class A-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets and the proceeds of the foregoing all interests created hereby will be treated as assets of a grantor trust under subpart E of Part I of subchapter J of the Code and (ii) the beneficial interests in such grantor trust will be represented by the Class A-S Certificates, the Class B Certificates, the Class C Certificates, the Class EC Certificates and any Excess Interest CertificatesREMIC Certificate Maturity Date. UPPER-TIER REMIC The following table sets forth characteristics of the Class designation, the approximate initial pass-through rate Certificates and the aggregate initial principal amount Components, together with the minimum denominations and integral multiples in excess thereof in which the Classes of Certificates shall be issuable: Initial Class Integral Certificate Pass- Multiples Balance or Through Minimum in Excess Classes Notional Amount Rate Denomination of Minimum ------------ --------------- ------ ------------ ---------- Class 1-A-1 $19,758,000.00 5.500% $1,000 $1 Class 1-A-2 $241,000.00 5.500% $1,000 $1 Class 1-A-3 $147,466,000.00 5.500% $1,000 $1 Class 1-A-4 $8,536,000.00 5.250% $1,000 $1 Class 1-A-5 $3,000,000.00 5.500% $1,000 $1 Class 1-A-6 $3,000,000.00 5.500% $1,000 $1 Class 1-A-7 $4,000,000.00 5.500% $1,000 $1 Class 1-A-8 $7,000,000.00 5.500% $1,000 $1 Class 1-A-9 $388,000.00 5.500% $388,000 N/A Class 1-A-10 $24,486,000.00 5.250% $1,000 $1 Class 1-A-11 $16,100,000.00 5.500% $1,000 $1 Class 1-A-12 $1,113,000.00 5.500% $1,000,000 $1 Class 1-A-13 $100,000,000.00 5.250% $1,000 $1 Class 1-A-14 $10,000,000.00 (the “Original Certificate Balance”1) or, in the case of the $1,000 $1 Class 1-A-15 $10,000,000.00 (2) $1,000,000 $1 Class 1-A-16 $197,000.00 5.500% $1,000 $1 Class 1-A-R $50.00 5.500% $50 N/A Class 1-A-MR $25.00 5.500% $25 N/A Class 1-A-LR $25.00 5.500% $25 N/A Class 2-A-1 $119,688,000.00 5.750% $1,000 $1 Class 2-A-2 $2,439,000.00 5.750% $1,000 $1 Class 30-IO (3) (3) $1,000,000 $1 Class 3-A-1 $16,659,000.00 5.750% $1,000 $1 Class 20-IO $270,644.00 5.750% $270,644 N/A Class 4-A-1 $55,446,000.00 5.000% $1,000 $1 Class 15-IO $1,599,470.00 5.000% $1,000,000 $1 Class 15-PO $202,734.00 (4) $25,000 $1 Class 5-A-1 $78,068,000.00 6.500% $1,000 $1 Class 5-IO $980,096.00 6.500% $980,096 N/A Class 5-PO $1,486,003.00 (4) $25,000 $1 Class X-A, PO (5) (5) $25,000 $1 Class X-B and B-1 $7,311,000.00 (6) $25,000 $1 Class X-D Certificates, notional amount B-2 $1,935,000.00 (the “Original Notional Amount”), as applicable, for each Class of Certificates and each Class EC Regular Interest comprising or evidencing the interests in the Upper-Tier REMIC created hereunder: Class Designation Approximate Initial Pass-Through Rate (per annum6) Original Certificate Balance / Original Notional Amount Class A-1 1.700% $13,614,000 Class A-2 2.743% 25,000 $98,127,000 Class A-3 3.063% $175,000,000 Class A-4 3.329% $221,743,000 Class A-AB 3.127% $31,196,000 1 Class X-A(1B-3 $1,290,000.00 (6) 1.718% $580,156,000 25,000 $1 Class X-B(1B-4 $645,000.00 (6) 0.565% $42,404,000 Class A-S Regular Interest 3.585% 25,000 $40,476,000 Class B Regular Interest 4.271% $42,404,000 Class C Regular Interest 4.836% $38,548,000 Class D 2.804% $44,331,000 1 Class X-D(1B-5 $645,000.00 (6) 2.032$25,000 $1 Class X-B-6 $644,967.00 (6) $25,000 $1 Class 2-B-1 $2,054,000.00 5.750% $44,331,000 25,000 $1 Class E 4.8362-B-2 $707,000.00 5.750% $19,274,000 25,000 $1 Class F 4.8362-B-3 $449,000.00 5.750% $9,637,000 25,000 $1 Class G 4.8362-B-4 $321,000.00 5.750% $36,622,163 25,000 $1 Class R(22-B-5 $257,000.00 5.750% $25,000 $1 Class 2-B-6 $192,707.00 5.750% $25,000 $1 Class 5-B-1 $1,391,000.00 6.500% $25,000 $1 Class 5-B-2 $327,000.00 6.500% $25,000 $1 Class 5-B-3 $205,000.00 6.500% $25,000 $1 Class 5-B-4 $123,000.00 6.500% $25,000 $1 Class 5-B-5 $163,000.00 6.500% $25,000 $1 Class 5-B-6 $82,730.00 6.500% $25,000 $1 Initial Component Integral Balance or Pass- Multiples Component Through Minimum in Excess Components Notional Amount Rate Denomination of Minimum ------------ --------------- ------ ------------ ---------- Class 1-X-PO $1,257,841.00 (7) N/A N/A Class 2-X-PO $2,274,830.00 (7) N/A N/A Class 3-X-PO $151,890.00 (7) N/A N/A Class 1-30-IO $8,839,580.00 5.500% N/A N/A Class 2-30-IO $1,487,846.00 5.500% N/A N/A

PRELIMINARY STATEMENT. (Terms used but not defined in this Preliminary Statement shall have the meanings specified in Article I hereof) The Depositor Seller 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 (including, in the case of the One Court Square Mortgage Loan, the One Court Square Trust REMIC Regular Interests)Loans. As provided herein, the Certificate Administrator Trustee will elect that two segregated designated portions of the Trust Fund (other than Fund, exclusive of the Class A-S Specific Grantor Trust AssetsDefault Interest, the Class B Specific Grantor Trust AssetsQ Distribution Account, any the Excess Interest, the AIMCO Multifamily Pool Conditional Debt, the Excess Interest Grantor Trust AssetsDistribution Account, the Class C Specific Grantor Reinvestment Enhancement Instrument and the Reinvestment Reserve Account (such portion of the Trust AssetsFund, the Class EC Specific Grantor "Trust Assets and the proceeds of the foregoing) REMICs"), be treated for federal income tax purposes as two separate REMICs real estate mortgage investment conduits (designated as each, a "REMIC" or, in the “alternative, the "Upper-Tier REMIC” " and the “"Lower-Tier REMIC”, ," respectively). The Regular Class X-0, Xxxxx X-0, Class A-3, Class X, Class B, Class C, Class D, Class E, Class F, Class G, Class H, Class J and Class K Certificates and the Class EC Regular Interests will represent “"regular interests” in the Upper-Tier REMIC, and the Upper-Tier Residual Interest will be the sole class of “residual interests” " in the Upper-Tier REMIC. The Class R Certificates constitute the sole class of "residual interests" in the Upper-Tier REMIC for purposes of the REMIC Provisions. The Class LR Certificates constitute the sole class of "residual interests" in the Lower-Tier REMIC for purposes of the REMIC Provisions. There are also (i) 12 twelve classes of uncertificated Lower-Tier Regular Interests issued under this Agreement (designated as the Class LA-1, Class XX-0, Xxxxx XX-0, Class LA-3, Class LA-4, Class LA-AB, Class LA-S, Class LB, Class LC, Class LD, Class LE, Class LF LF, Class LG, Class LH, Class LJ and Class LG LK Interests), each of which will constitute a class of “regular interests” in the Lower-Tier REMIC, and (ii) the Lower-Tier Residual Interest, which will be the sole class of “residual interests” interest in the Lower-Tier REMIC. The All such Lower-Tier Regular Interests will be held by the Trustee as assets of the Upper-Tier REMIC. The Class R Certificates will represent both parties intend that the Lower-Tier Residual Interest and the Upper-Tier Residual Interest. In addition, on October 13, 2015, NREC formed the One Court Square REMIC with respect to part of the One Court Square Loan Combination, which issued three pro rata and pari passu regular interests (the “One Court Square REMIC A-1 Regular Interest”, the “One Court Square REMIC A-2 Regular Interest” and the “One Court Square REMIC A-3 Regular Interest (each, a “One Court Square REMIC Regular Interest”, and collectively, the “One Court Square REMIC Regular Interests”). Each One Court Square REMIC Regular Interest has a principal balance set forth below and for tax reporting purposes will be entitled to principal and interest and any other amounts payable on the One Court Square REMIC Regular Interest in the same proportion that its principal balance bears to the aggregate principal balance all of the One Court Square REMIC Regular Interests, as set forth below: One Court Square REMIC Regular Interest Corresponding One Court Square promissory note(s) Initial Principal Balance One Court Square REMIC A-1 Regular Interest One Court Square Promissory Note A-1 $50,000,000 One Court Square REMIC A-2 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $95,000,000 One Court Square REMIC A-3 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $90,000,000 Each One Court Square REMIC Regular Interest holder will be the owner of a percentage interest, specified below, in its corresponding One Court Square Promissory Note(s) other than for tax reporting purposes. The promissory note designated as “Note A-5” (the “One Court Square Promissory Note A-5”), which evidences the One Court Square Mortgage Loan and will be contributed to the Trust, represents a 21.0526% ownership interest in the One Court Square REMIC A-2 Regular Interest and a 22.2222% ownership interest in the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-1” (the “One Court Square Promissory Note A-1”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 100.0000% ownership of the One Court Square REMIC A-1 Regular Interest. The promissory note designated as “Note A-2” (the “One Court Square Promissory Note A-2”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 78.9474% ownership of the One Court Square REMIC A-2 Regular Interest. The promissory note designated as “Note A-3” (the “One Court Square Promissory Note A-3”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 77.7778% ownership of the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-4” (the “One Court Square Promissory Note A-4”), which evidences one of the One Court Square Companion Loans and is not an asset portions of the Trust and does not represent an ownership interest in any Fund representing assets of the One Court Square REMIC Regular Interests or Grantor Trust, including the One Court Square REMICDefault Interest, was contributed to the Outside Securitization Trust related to Class Q Distribution Account, the One Court Square Mortgage Loan. The residual interest in Excess Interest, the One Court Square REMIC is not an asset AIMCO Multifamily Pool Conditional Debt, the Excess Interest Distribution Account and the Reinvestment Enhancement Instrument, will be treated as a grantor trust under Subpart E of Part 1 of Subchapter J of the Trust. The parties intend Code, that (i) the Class Q Certificates represent pro rata undivided beneficial interests in the portion of the Trust Fund representing consisting of the Default Interest, the AIMCO Multifamily Pool Conditional Debt, and the Class A-S Specific Grantor Trust AssetsQ Distribution Account, that the Class B Specific Grantor A-2, Class A-3, Class B, Class C, Class D, Class E, Class F, Class G and Class H Certificates represent undivided beneficial interests in specified portions of the Trust Assets, Fund consisting of the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets and the proceeds of Excess Interest Distribution Account and that the foregoing will Goldman Group or its designee be treated as assets of a grantor trust under subpart E of Part I of subchapter J the beneficial owner of the Code Reinvestment Enhancement Contract and (ii) the beneficial interests in such grantor trust will be represented by the Class A-S Certificates, the Class B Certificates, the Class C Certificates, the Class EC Certificates and any Excess Interest CertificatesReinvestment Reserve Account. UPPER-TIER REMIC The following table sets forth the Class designation, the approximate initial pass-through rate designation and the aggregate initial principal amount Certificate Principal Amount (the “Original Certificate Balance”) or, in the case of with respect to the Class X-A, Class X-B and Class X-D X Certificates, notional amount (the “Original Notional Amount”), as applicable, ) for each Class of Certificates (other than the Class R, Class LR and each Class EC Regular Interest comprising Q Certificates). ------------------------------------------------ Initial Certificate Principal Amount or evidencing the interests in the Upper-Tier REMIC created hereunder: Class Designation Approximate Initial Pass-Through Rate (per annum) Original Certificate Balance / Original Notional Amount ----------------------------------------------- Class A-1 1.700% $13,614,000 207,500,000 ----------------------------------------------- Class A-2 2.743% $98,127,000 436,033,000 ----------------------------------------------- Class A-3 3.063% $175,000,000 650,220,628 ----------------------------------------------- Class A-4 3.329% X (1) $221,743,000 Class A-AB 3.127% $31,196,000 Class X-A(1) 1.718% $580,156,000 Class X-B(1) 0.565% $42,404,000 Class A-S Regular Interest 3.585% $40,476,000 1,861,517,825 ----------------------------------------------- Class B Regular Interest 4.271% $42,404,000 102,384,000 ----------------------------------------------- Class C Regular Interest 4.836% $38,548,000 102,383,000 ----------------------------------------------- Class D 2.804% $44,331,000 Class X-D(1) 2.032% $44,331,000 107,038,000 ----------------------------------------------- Class E 4.836% $19,274,000 32,576,000 ----------------------------------------------- Class F 4.836% $9,637,000 83,768,000 ----------------------------------------------- Class G 4.836% $36,622,163 23,268,000 ----------------------------------------------- Class R(2) N/A N/AH $55,846,000 ---------------------------------------------- Class J $23,269,000 ----------------------------------------------- Class K $37,232,197 ----------------------------------------------- -----------------------

PRELIMINARY STATEMENT. (Terms used but not defined in this Preliminary Statement shall have the meanings specified in Article I hereofI) 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 (including, in the case of the One Court Square Mortgage Loan, the One Court Square Trust REMIC Regular Interests)Loans. As provided herein, the Certificate Administrator Trustee will elect that two segregated portions of the Trust Fund (other than the Class A-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets and the proceeds of the foregoing) be treated for federal income tax purposes as two three separate REMICs real estate mortgage investment conduits (designated as each a "REMIC" or, in the “Upper-Tier REMIC” alternative, "REMIC I", "REMIC II" and the “Lower-Tier REMIC”, "REMIC III," respectively). The Regular Certificates REMIC I Interests constitute "regular interests" in REMIC I and the Class EC Regular Interests will represent “regular interests” in the UpperR-Tier REMIC, and the Upper-Tier Residual Interest will be I Certificates are the sole class of “"residual interests” " in REMIC I. Each REMIC I Interest relates to a specific Mortgage Loan or Separate Loan Advance or to the UpperTransferable Servicing Interest. Each corresponding REMIC I Interest (other than the Transferable Servicing Interest) has a Pass-Tier REMICThrough Rate equal to the REMIC I Net Mortgage Rate of the related Mortgage Loan or Separate Loan Advance, an initial principal amount equal to the Scheduled Principal Amount as of the Cut-off Date of the related Mortgage Loan or Separate Loan Advance, and a latest possible maturity date on the Maturity Date of the related Mortgage Loan or Separate Loan Advance. There are also (i) 12 The Class R-I Certificates will have no Certificate Balance and no Pass-Through Rate, but will be entitled to receive the proceeds of any assets remaining in REMIC I after all classes of uncertificated LowerREMIC I Interests have been paid in full. The Class A-1-Tier Regular II, Class A-2-II, Class A-3-II, Class A-4-II, Class BII, Class C-II, Class D-II, Class E-II, Class F-1-II, Class F-2-II and Class G-II Interests issued under this Agreement (designated as constitute "regular interests" in REMIC II and the Class XX-0, Xxxxx XX-0, Class LA-3, Class LA-4, Class LAR-AB, Class LA-S, Class LB, Class LC, Class LD, Class LE, Class LF and Class LG Interests), each of which will constitute a class of “regular interests” in the Lower-Tier REMIC, and (ii) the Lower-Tier Residual Interest, which will be II Certificates are the sole class of “"residual interests” " in the Lower-Tier REMICREMIC II. The Lower-Tier Regular Interests will be held by the Trustee as assets of the Upper-Tier REMIC. The Class R Certificates will represent both the Lower-Tier Residual Interest and the Upper-Tier Residual Interest. In addition, on October 13, 2015, NREC formed the One Court Square REMIC with respect to part of the One Court Square Loan Combination, which issued three pro rata and pari passu regular interests (the “One Court Square REMIC A-1 Regular Interest”, the “One Court Square REMIC A-2 Regular Interest” and the “One Court Square REMIC A-3 Regular Interest (each, a “One Court Square REMIC Regular Interest”, and collectively, the “One Court Square REMIC Regular Interests”). Each One Court Square REMIC Regular Interest has a principal balance set forth below and for tax reporting purposes will be entitled to principal and interest and any other amounts payable on the One Court Square REMIC Regular Interest in the same proportion that its principal balance bears to the aggregate principal balance all of the One Court Square REMIC Regular Interests, as set forth below: One Court Square REMIC Regular Interest Corresponding One Court Square promissory note(s) Initial Principal Balance One Court Square REMIC A-1 Regular Interest One Court Square Promissory Note A-1 $50,000,000 One Court Square REMIC A-2 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $95,000,000 One Court Square REMIC A-3 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $90,000,000 Each One Court Square REMIC Regular Interest holder will be the owner of a percentage interest, specified below, in its corresponding One Court Square Promissory Note(s) other than for tax reporting purposes. The promissory note designated as “Note A-5” (the “One Court Square Promissory Note A-5”), which evidences the One Court Square Mortgage Loan and will be contributed to the Trust, represents a 21.0526% ownership interest in the One Court Square REMIC A-2 Regular Interest and a 22.2222% ownership interest in the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-1” (the “One Court Square Promissory Note A-1”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 100.0000% ownership of the One Court Square REMIC A-1 Regular Interest. The promissory note designated as “Note A-2” (the “One Court Square Promissory Note A-2”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 78.9474% ownership of the One Court Square REMIC A-2 Regular Interest. The promissory note designated as “Note A-3” (the “One Court Square Promissory Note A-3”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 77.7778% ownership of the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-4” (the “One Court Square Promissory Note A-4”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust and does not represent an ownership interest in any of the One Court Square REMIC Regular Interests or the One Court Square REMIC, was contributed to the Outside Securitization Trust related to the One Court Square Mortgage Loan. The residual interest in the One Court Square REMIC is not an asset of the Trust. The parties intend that (i) the portion of the Trust Fund representing the Class A-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets and the proceeds of the foregoing will be treated as assets of a grantor trust under subpart E of Part I of subchapter J of the Code and (ii) the beneficial interests in such grantor trust will be represented by the Class A-S Certificates, the Class B Certificates, the Class C Certificates, the Class EC Certificates and any Excess Interest Certificates. UPPER-TIER REMIC The following table sets forth the Class designation, the approximate Pass-Through Rate, initial pass-through rate aggregate Certificate Balance and the aggregate initial principal amount (the “Original Certificate Balance”) or, in the case of the Class X-A, Class X-B and Class X-D Certificates, notional amount (the “Original Notional Amount”), as applicable, Rated Final Distribution Date for each Class of Certificates and each Class EC Regular Interest Interests comprising or evidencing the interests in the Upper-Tier REMIC created hereunder: Class Designation Approximate Initial II. Pass-Through Rate (per annumInitial Aggregate Rated Designation Rate(1) Original Certificate Balance / Original Notional Amount Final Distribution Date ----------- ------------ ------------------- ----------------------- Class A-1 1.700% A-1-II (2) $13,614,000 142,191,000.00 December 15, 2030 Class A-2 2.743% A-2-II (2) $98,127,000 117,378,000.00 December 15, 2030 Class A-3 3.063% A-3-II (2) $175,000,000 220,490,334.00 December 15, 2030 Class A-4 3.329% $221,743,000 A-4-II (3) $ 96,908,666.00 December 15, 2030 Class AB-AB 3.127% $31,196,000 II (2) $ 59,394,000.00 December 15, 2030 Class XC-A(1II (2) 1.718% $580,156,000 $ 46,666,000.00 December 15, 2030 Class XD-B(1II (2) 0.565% $42,404,000 $ 46,667,000.00 December 15, 2030 Class AE-S Regular Interest 3.585% $40,476,000 II (2) $ 16,969,000.00 December 15, 2030 Class B Regular Interest 4.271% $42,404,000 F-1-II (2) $ 10,000,000.00 December 15, 2030 Class C Regular Interest 4.836% $38,548,000 F-2-II (2) $ 40,909,000.00 December 15, 2030 Class D 2.804% $44,331,000 G-II (2) $ 50,909,929.14 December 15, 2030 Class XR-D(1II (4) 2.032% $44,331,000 Class E 4.836% $19,274,000 Class F 4.836% $9,637,000 Class G 4.836% $36,622,163 Class R(2) N/A N/ADecember 15, 2030 (4)

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 mortgage pass-through certificates (collectively, the “Certificates”), to be issued hereunder in multiple classes classes, which in the aggregate will evidence the entire beneficial ownership interest in the Trust Fund consisting primarily of the Mortgage Loans (including, in the case of the One Court Square Mortgage Loan, the One Court Square Trust REMIC Regular Interestsas defined herein). As provided herein, the Certificate Administrator Trustee will elect that two make, in accordance with Section 9.12, an election to treat the entire segregated portions pool of assets described in the Trust Fund definition of REMIC I (other than the Class A-S Specific Grantor Trust Assetsas defined herein), the Class B Specific Grantor Trust Assetsand subject to this Agreement, any Excess Interest Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets and the proceeds of the foregoingas a real estate mortgage investment conduit (a “REMIC”) be treated for federal income tax purposes as two separate REMICs (and such segregated pool of assets will be designated as the “Upper-Tier REMICREMIC I.” and the “Lower-Tier REMIC”, respectively). The Regular Certificates and the Class EC REMIC I Regular Interests will represent be the “regular interests” in the Upper-Tier REMIC, REMIC I and the UpperClass R-Tier Residual Interest I Certificates will be the sole class of “residual interests” in REMIC I for purposes of the Upper-Tier REMICREMIC Provisions (as defined herein) under the federal income tax law. There are also (i) 12 classes A segregated pool of uncertificated Lower-Tier assets consisting of the REMIC I Regular Interests issued under this Agreement (will be designated as “REMIC II,” and the Class XX-0Trustee will make, Xxxxx XX-0in accordance with Section 9.12, Class LA-3, Class LA-4, Class LA-AB, Class LA-S, Class LB, Class LC, Class LD, Class LE, Class LF and Class LG Interests), each of which a separate REMIC election with respect thereto. The REMIC II Regular Interests will constitute a class of be “regular interests” in REMIC II and the LowerClass R-Tier REMICII Certificates will be the sole Class of “residual interests” in REMIC II for purposes of the REMIC Provisions. A segregated pool of assets consisting of the REMIC II Regular Interests will be designated as “REMIC III” and the REMIC Administrator will make a separate REMIC election with respect thereto. The REMIC III I-A, REMIC III II-A, REMIC III III-A, Class I-A-IO, Class II-A-IO, Class III-A-IO, Class IV-A, Class IV-A-IO, Class V-A, Class V-A-IO, Class M-1, Class M-2, Class M-3, Class B-1, Class B-2 and Class B-3 Certificates will be “regular interests” in REMIC III, and (ii) the LowerClass R-Tier Residual Interest, which III Certificates will be the sole class of “residual interests” in therein for purposes of the Lower-Tier REMICREMIC Provisions (as defined herein) under federal income tax law. The Lowerfollowing table irrevocably sets forth the designation, the REMIC I Pass-Tier Through Rate, the initial Uncertificated Principal Balance and, for purposes of satisfying Treasury regulation Section 1.860G-1(a)(4)(iii), the “latest possible maturity date” for the REMIC I Regular Interests. The REMIC I Regular Interests will not be held by the Trustee as assets of the Upper-Tier REMICcertificated. The Class R Certificates will represent both the Lower-Tier Residual Interest and the Upper-Tier Residual Interest. In addition, on October 13, 2015, NREC formed the One Court Square REMIC with respect to part of the One Court Square Loan Combination, which issued three pro rata and pari passu regular interests (the “One Court Square REMIC A-1 Regular Interest”, the “One Court Square REMIC A-2 Regular Interest” and the “One Court Square REMIC A-3 I Regular Interest (each, a “One Court Square Designation REMIC Regular Interest”, and collectively, the “One Court Square REMIC Regular Interests”). Each One Court Square REMIC Regular Interest has a principal balance set forth below and for tax reporting purposes will be entitled to principal and interest and any other amounts payable on the One Court Square REMIC Regular Interest in the same proportion that its principal balance bears to the aggregate principal balance all of the One Court Square REMIC Regular Interests, as set forth below: One Court Square REMIC Regular Interest Corresponding One Court Square promissory note(s) Initial Principal Balance One Court Square REMIC A-1 Regular Interest One Court Square Promissory Note A-1 $50,000,000 One Court Square REMIC A-2 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $95,000,000 One Court Square REMIC A-3 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $90,000,000 Each One Court Square REMIC Regular Interest holder will be the owner of a percentage interest, specified below, in its corresponding One Court Square Promissory Note(s) other than for tax reporting purposes. The promissory note designated as “Note A-5” (the “One Court Square Promissory Note A-5”), which evidences the One Court Square Mortgage Loan and will be contributed to the Trust, represents a 21.0526% ownership interest in the One Court Square REMIC A-2 Regular Interest and a 22.2222% ownership interest in the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-1” (the “One Court Square Promissory Note A-1”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 100.0000% ownership of the One Court Square REMIC A-1 Regular Interest. The promissory note designated as “Note A-2” (the “One Court Square Promissory Note A-2”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 78.9474% ownership of the One Court Square REMIC A-2 Regular Interest. The promissory note designated as “Note A-3” (the “One Court Square Promissory Note A-3”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 77.7778% ownership of the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-4” (the “One Court Square Promissory Note A-4”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust and does not represent an ownership interest in any of the One Court Square REMIC Regular Interests or the One Court Square REMIC, was contributed to the Outside Securitization Trust related to the One Court Square Mortgage Loan. The residual interest in the One Court Square REMIC is not an asset of the Trust. The parties intend that (i) the portion of the Trust Fund representing the Class A-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets and the proceeds of the foregoing will be treated as assets of a grantor trust under subpart E of Part I of subchapter J of the Code and (ii) the beneficial interests in such grantor trust will be represented by the Class A-S Certificates, the Class B Certificates, the Class C Certificates, the Class EC Certificates and any Excess Interest Certificates. UPPER-TIER REMIC The following table sets forth the Class designation, the approximate initial pass-through rate and the aggregate initial principal amount (the “Original Certificate Balance”) or, in the case of the Class X-A, Class X-B and Class X-D Certificates, notional amount (the “Original Notional Amount”), as applicable, for each Class of Certificates and each Class EC Regular Interest comprising or evidencing the interests in the Upper-Tier REMIC created hereunder: Class Designation Approximate Initial Pass-Through Rate Initial Uncertificated Principal Balance Latest Possible Maturity Date(1) I-GRP Variable (per annum2) Original Certificate Balance / Original Notional Amount Class A-1 1.700% $13,614,000 Class A-2 2.743% $98,127,000 Class A-3 3.063% $175,000,000 Class A-4 3.329% $221,743,000 Class A$ 34,778.76 October 25, 2035 II-AB 3.127% $31,196,000 Class XSUB Variable (2) $ 736.64 October 25, 2035 II-A(1GRP Variable (2) 1.718% $580,156,000 Class X$ 19,641.74 October 25, 2035 III-B(1SUB Variable (2) 0.565% $42,404,000 Class A$ 1,072.10 October 25, 2035 III-S Regular Interest 3.585% $40,476,000 Class B Regular Interest 4.271% $42,404,000 Class C Regular Interest 4.836% $38,548,000 Class D 2.804% $44,331,000 Class XGRP Variable (2) $ 28,586.70 October 25, 2035 IV-D(1SUB Variable (2) 2.032% $44,331,000 Class E 4.836% $19,274,000 Class F 4.836% $9,637,000 Class G 4.836% $36,622,163 Class R(2$ 933.99 October 25, 2035 IV-GRP Variable (2) N/A N/A$ 24,907.59 October 25, 2035 V-SUB Variable (2) $ 374.39 October 25, 2035 V-GRP Variable (2) $ 9,983.79 October 25, 2035 ZZZ Variable (2) $ 1,178,863,422.64 October 25, 2035 _________________

PRELIMINARY STATEMENT. (Terms used but not defined in this Preliminary Statement shall have In exchange for the meanings specified in Article I hereof) The Certificates, 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 hereby conveys the Trust Fund consisting primarily of Estate to the Mortgage Loans Trustee to create the Trust. The Trust Estate for federal income tax purposes will be treated as two separate real estate mortgage investment conduits (includingthe "Upper-Tier REMIC" and the "Lower-Tier REMIC," respectively, in the case of the One Court Square Mortgage Loanand each, the One Court Square Trust REMIC Regular Interestsa "REMIC"). As provided herein, the Certificate Administrator will elect that two segregated portions of the Trust Fund The Class A Certificates (other than the Class 1-A-S Specific Grantor Trust AssetsR, Class 1-A-LR and Class A-P Certificates) and the Class B Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets and the proceeds of the foregoing) be treated for federal income tax purposes as two separate REMICs (designated Certificates are referred to collectively as the “Upper-Tier REMIC” "Regular Certificates" and the “Lower-Tier REMIC”, respectively). The Regular Certificates and the Class EC Regular Interests will represent “shall constitute "regular interests” in the Upper-Tier REMIC, and the Upper-Tier Residual Interest will be the sole class of “residual interests” " in the Upper-Tier REMIC. There are The Class 1-A-P Component, Class 2-A-P Component, Class 3-A-P Component, Class 1-SES Component, Class 2-SES Component, Class 3-SES Component, Class 1-WIO Component, Class 2-WIO Component and Class 3-WIO Component (collectively, the "Components") shall also (i) 12 classes of uncertificated constitute "regular interests" in the Upper-Tier REMIC. The Uncertificated Lower-Tier Regular Interests issued under this Agreement (designated as shall constitute the Class XX-0, Xxxxx XX-0, Class LA-3, Class LA-4, Class LA-AB, Class LA-S, Class LB, Class LC, Class LD, Class LE, Class LF and Class LG Interests), each of which will constitute a class of “"regular interests” in the Lower-Tier REMIC, and (ii) the Lower-Tier Residual Interest, which will be the sole class of “residual interests” " in the Lower-Tier REMIC. The LowerClass 1-Tier Regular Interests will be held by the Trustee as assets of the UpperA-Tier REMIC. The Class R Certificates will represent both the Lower-Tier Residual Interest and the Upper-Tier Residual Interest. In addition, on October 13, 2015, NREC formed the One Court Square REMIC with respect to part of the One Court Square Loan Combination, which issued three pro rata and pari passu regular interests (the “One Court Square REMIC A-1 Regular Interest”, the “One Court Square REMIC A-2 Regular Interest” and the “One Court Square REMIC A-3 Regular Interest (each, a “One Court Square REMIC Regular Interest”, and collectively, the “One Court Square REMIC Regular Interests”). Each One Court Square REMIC Regular Interest has a principal balance set forth below and for tax reporting purposes will be entitled to principal and interest and any other amounts payable on the One Court Square REMIC Regular Interest in the same proportion that its principal balance bears to the aggregate principal balance all of the One Court Square REMIC Regular Interests, as set forth below: One Court Square REMIC Regular Interest Corresponding One Court Square promissory note(s) Initial Principal Balance One Court Square REMIC A-1 Regular Interest One Court Square Promissory Note A-1 $50,000,000 One Court Square REMIC A-2 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $95,000,000 One Court Square REMIC A-3 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $90,000,000 Each One Court Square REMIC Regular Interest holder will Certificate shall be the owner of a percentage "residual interest, specified below, in its corresponding One Court Square Promissory Note(s) other than for tax reporting purposes. The promissory note designated as “Note A-5” (the “One Court Square Promissory Note A-5”), which evidences the One Court Square Mortgage Loan and will be contributed to the Trust, represents a 21.0526% ownership interest in the One Court Square REMIC A-2 Regular Interest and a 22.2222% ownership interest in the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-1” (the “One Court Square Promissory Note A-1”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 100.0000% ownership of the One Court Square REMIC A-1 Regular Interest. The promissory note designated as “Note A-2” (the “One Court Square Promissory Note A-2”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 78.9474% ownership of the One Court Square REMIC A-2 Regular Interest. The promissory note designated as “Note A-3” (the “One Court Square Promissory Note A-3”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 77.7778% ownership of the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-4” (the “One Court Square Promissory Note A-4”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust and does not represent an ownership interest in any of the One Court Square REMIC Regular Interests or the One Court Square REMIC, was contributed to the Outside Securitization Trust related to the One Court Square Mortgage Loan. The residual interest in the One Court Square REMIC is not an asset of the Trust. The parties intend that (i) the portion of the Trust Fund representing the Class A-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets and the proceeds of the foregoing will be treated as assets of a grantor trust under subpart E of Part I of subchapter J of the Code and (ii) the beneficial interests in such grantor trust will be represented by the Class A-S Certificates, the Class B Certificates, the Class C Certificates, the Class EC Certificates and any Excess Interest Certificates. UPPER-TIER REMIC The following table sets forth the Class designation, the approximate initial pass-through rate and the aggregate initial principal amount (the “Original Certificate Balance”) or, in the case of the Class X-A, Class X-B and Class X-D Certificates, notional amount (the “Original Notional Amount”), as applicable, for each Class of Certificates and each Class EC Regular Interest comprising or evidencing the interests " in the Upper-Tier REMIC created hereunder: and the Class Designation Approximate Initial Pass1-Through Rate (per annum) Original Certificate Balance / Original Notional Amount Class A-1 1.700% $13,614,000 Class A-2 2.743% $98,127,000 Class A-3 3.063% $175,000,000 Class A-4 3.329% $221,743,000 Class A-AB 3.127% $31,196,000 LR Certificate shall be the "residual interest" in the Lower-Tier REMIC. The Certificates and the Uncertificated Lower-Tier Interests will represent the entire beneficial ownership interest in the Trust. The "latest possible maturity date" for federal income tax purposes of all interests created hereby will be the REMIC Certificate Maturity Date. The following table sets forth characteristics of the Certificates and the Components, together with the minimum denominations and integral multiples in excess thereof in which the Classes of Certificates shall be issuable (except that one Certificate of each Class X-A(1) 1.718% $580,156,000 Class X-B(1) 0.565% $42,404,000 Class A-S Regular Interest 3.585% $40,476,000 Class B Regular Interest 4.271% $42,404,000 Class C Regular Interest 4.836% $38,548,000 Class D 2.804% $44,331,000 Class X-D(1) 2.032% $44,331,000 Class E 4.836% $19,274,000 Class F 4.836% $9,637,000 Class G 4.836% $36,622,163 Class R(2) N/A N/Aof Certificates may be issued in any amount in excess of the minimum denomination):

PRELIMINARY STATEMENT. (Terms used but not defined in this Preliminary Statement shall have In exchange for the meanings specified in Article I hereof) The Certificates, 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 hereby conveys the Trust Fund consisting primarily of Estate to the Mortgage Loans Trustee to create the Trust. The Trust Estate for federal income tax purposes will be treated as two separate real estate mortgage investment conduits (includingthe "Upper-Tier REMIC" and "Lower-Tier REMIC," respectively, in the case of the One Court Square Mortgage Loanand each, the One Court Square Trust REMIC Regular Interestsa "REMIC"). As provided herein, the Certificate Administrator will elect that two segregated portions of the Trust Fund The Certificates (other than the Class SES, Class 1-A-S Specific Grantor Trust Assets, the R and Class B Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets and the proceeds of the foregoing1-A-LR Certificates) be treated for federal income tax purposes as two separate REMICs (designated are referred to collectively as the “Upper-Tier REMIC” "Regular Certificates" and the “Lower-Tier REMIC”, respectively). The Regular Certificates and the Class EC Regular Interests will represent “shall constitute "regular interests” in the Upper-Tier REMIC, and the Upper-Tier Residual Interest will be the sole class of “residual interests” " in the Upper-Tier REMIC. There are The Class 1-SES Component, Class 2-SES Component and Class 3-SES Component (collectively, the "Components") shall also (i) 12 classes of uncertificated constitute "regular interests" in the Upper-Tier REMIC. The Uncertificated Lower-Tier Regular Interests issued under this Agreement (designated as shall constitute the Class XX-0, Xxxxx XX-0, Class LA-3, Class LA-4, Class LA-AB, Class LA-S, Class LB, Class LC, Class LD, Class LE, Class LF and Class LG Interests), each of which will constitute a class of “"regular interests” in the Lower-Tier REMIC, and (ii) the Lower-Tier Residual Interest, which will be the sole class of “residual interests” " in the Lower-Tier REMIC. The LowerClass 1-Tier Regular Interests will be held by the Trustee as assets of the UpperA-Tier REMIC. The Class R Certificates will represent both the Lower-Tier Residual Interest and the Upper-Tier Residual Interest. In addition, on October 13, 2015, NREC formed the One Court Square REMIC with respect to part of the One Court Square Loan Combination, which issued three pro rata and pari passu regular interests (the “One Court Square REMIC A-1 Regular Interest”, the “One Court Square REMIC A-2 Regular Interest” and the “One Court Square REMIC A-3 Regular Interest (each, a “One Court Square REMIC Regular Interest”, and collectively, the “One Court Square REMIC Regular Interests”). Each One Court Square REMIC Regular Interest has a principal balance set forth below and for tax reporting purposes will be entitled to principal and interest and any other amounts payable on the One Court Square REMIC Regular Interest in the same proportion that its principal balance bears to the aggregate principal balance all of the One Court Square REMIC Regular Interests, as set forth below: One Court Square REMIC Regular Interest Corresponding One Court Square promissory note(s) Initial Principal Balance One Court Square REMIC A-1 Regular Interest One Court Square Promissory Note A-1 $50,000,000 One Court Square REMIC A-2 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $95,000,000 One Court Square REMIC A-3 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $90,000,000 Each One Court Square REMIC Regular Interest holder will Certificate shall be the owner of a percentage "residual interest, specified below, in its corresponding One Court Square Promissory Note(s) other than for tax reporting purposes. The promissory note designated as “Note A-5” (the “One Court Square Promissory Note A-5”), which evidences the One Court Square Mortgage Loan and will be contributed to the Trust, represents a 21.0526% ownership interest in the One Court Square REMIC A-2 Regular Interest and a 22.2222% ownership interest in the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-1” (the “One Court Square Promissory Note A-1”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 100.0000% ownership of the One Court Square REMIC A-1 Regular Interest. The promissory note designated as “Note A-2” (the “One Court Square Promissory Note A-2”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 78.9474% ownership of the One Court Square REMIC A-2 Regular Interest. The promissory note designated as “Note A-3” (the “One Court Square Promissory Note A-3”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 77.7778% ownership of the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-4” (the “One Court Square Promissory Note A-4”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust and does not represent an ownership interest in any of the One Court Square REMIC Regular Interests or the One Court Square REMIC, was contributed to the Outside Securitization Trust related to the One Court Square Mortgage Loan. The residual interest in the One Court Square REMIC is not an asset of the Trust. The parties intend that (i) the portion of the Trust Fund representing the Class A-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets and the proceeds of the foregoing will be treated as assets of a grantor trust under subpart E of Part I of subchapter J of the Code and (ii) the beneficial interests in such grantor trust will be represented by the Class A-S Certificates, the Class B Certificates, the Class C Certificates, the Class EC Certificates and any Excess Interest Certificates. UPPER-TIER REMIC The following table sets forth the Class designation, the approximate initial pass-through rate and the aggregate initial principal amount (the “Original Certificate Balance”) or, in the case of the Class X-A, Class X-B and Class X-D Certificates, notional amount (the “Original Notional Amount”), as applicable, for each Class of Certificates and each Class EC Regular Interest comprising or evidencing the interests " in the Upper-Tier REMIC created hereunder: and the Class Designation Approximate Initial Pass1-Through Rate (per annum) Original Certificate Balance / Original Notional Amount Class A-1 1.700% $13,614,000 Class A-2 2.743% $98,127,000 Class A-3 3.063% $175,000,000 Class A-4 3.329% $221,743,000 Class A-AB 3.127% $31,196,000 LR Certificate shall be the "residual interest" in the Lower-Tier REMIC. The Certificates and the Uncertificated Lower-Tier Interests will represent the entire beneficial ownership interest in the Trust. The "latest possible maturity date" for federal income tax purposes of all interests created hereby will be the REMIC Certificate Maturity Date. The following table sets forth characteristics of the Certificates and the Components, together with the minimum denominations and integral multiples in excess thereof in which the Classes of Certificates shall be issuable (except that one Certificate of each Class X-A(1) 1.718% $580,156,000 Class X-B(1) 0.565% $42,404,000 Class A-S Regular Interest 3.585% $40,476,000 Class B Regular Interest 4.271% $42,404,000 Class C Regular Interest 4.836% $38,548,000 Class D 2.804% $44,331,000 Class X-D(1) 2.032% $44,331,000 Class E 4.836% $19,274,000 Class F 4.836% $9,637,000 Class G 4.836% $36,622,163 Class R(2) N/A N/Aof Certificates may be issued in any amount in excess of the minimum denomination):

PRELIMINARY STATEMENT. (Terms used but not defined in this Preliminary Statement shall have In exchange for the meanings specified in Article I hereof) The Certificates, 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 hereby conveys the Trust Fund consisting primarily of Estate to the Mortgage Loans Trustee to create the Trust. The Trust Estate for federal income tax purposes will be treated as two separate real estate mortgage investment conduits (includingthe "Upper-Tier REMIC" and the "Lower-Tier REMIC," respectively, in the case of the One Court Square Mortgage Loanand each, the One Court Square Trust REMIC Regular Interestsa "REMIC"). As provided herein, the Certificate Administrator will elect that two segregated portions of the Trust Fund The Senior Certificates (other than the Class CB-IO, Class SES, Class 1-A-S Specific Grantor Trust AssetsR, Class 1-A-LR and Class PO Certificates), the Class 30-B Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets and the proceeds of the foregoing) be treated for federal income tax purposes as two separate REMICs (designated as the “Upper-Tier REMIC” and the “Lower-Tier REMIC”, respectively). The Regular Certificates and the Class EC 4-B Certificates are referred to collectively as the "Regular Interests will represent “Certificates" and shall constitute "regular interests” in the Upper-Tier REMIC, and the Upper-Tier Residual Interest will be the sole class of “residual interests” " in the Upper-Tier REMIC. There are The Class 1-PO Component, Class 1-IO Component, Class 1-SES Component, Class 2-PO Component, Class 2-IO Component, Class 2-SES Component, Class 3-PO Component, Class 3-SES Component, Class 4-PO Component, and Class 4-SES Component (collectively, the "Components") shall also (i) 12 classes of uncertificated constitute "regular interests" in the Upper-Tier REMIC. The Uncertificated Lower-Tier Regular Interests issued under this Agreement (designated as shall constitute the Class XX-0, Xxxxx XX-0, Class LA-3, Class LA-4, Class LA-AB, Class LA-S, Class LB, Class LC, Class LD, Class LE, Class LF and Class LG Interests), each of which will constitute a class of “"regular interests” in the Lower-Tier REMIC, and (ii) the Lower-Tier Residual Interest, which will be the sole class of “residual interests” " in the Lower-Tier REMIC. The LowerClass 1-Tier Regular Interests will be held by the Trustee as assets of the UpperA-Tier REMIC. The Class R Certificates will represent both the Lower-Tier Residual Interest and the Upper-Tier Residual Interest. In addition, on October 13, 2015, NREC formed the One Court Square REMIC with respect to part of the One Court Square Loan Combination, which issued three pro rata and pari passu regular interests (the “One Court Square REMIC A-1 Regular Interest”, the “One Court Square REMIC A-2 Regular Interest” and the “One Court Square REMIC A-3 Regular Interest (each, a “One Court Square REMIC Regular Interest”, and collectively, the “One Court Square REMIC Regular Interests”). Each One Court Square REMIC Regular Interest has a principal balance set forth below and for tax reporting purposes will be entitled to principal and interest and any other amounts payable on the One Court Square REMIC Regular Interest in the same proportion that its principal balance bears to the aggregate principal balance all of the One Court Square REMIC Regular Interests, as set forth below: One Court Square REMIC Regular Interest Corresponding One Court Square promissory note(s) Initial Principal Balance One Court Square REMIC A-1 Regular Interest One Court Square Promissory Note A-1 $50,000,000 One Court Square REMIC A-2 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $95,000,000 One Court Square REMIC A-3 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $90,000,000 Each One Court Square REMIC Regular Interest holder will Certificate shall be the owner of a percentage "residual interest, specified below, in its corresponding One Court Square Promissory Note(s) other than for tax reporting purposes. The promissory note designated as “Note A-5” (the “One Court Square Promissory Note A-5”), which evidences the One Court Square Mortgage Loan and will be contributed to the Trust, represents a 21.0526% ownership interest in the One Court Square REMIC A-2 Regular Interest and a 22.2222% ownership interest in the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-1” (the “One Court Square Promissory Note A-1”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 100.0000% ownership of the One Court Square REMIC A-1 Regular Interest. The promissory note designated as “Note A-2” (the “One Court Square Promissory Note A-2”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 78.9474% ownership of the One Court Square REMIC A-2 Regular Interest. The promissory note designated as “Note A-3” (the “One Court Square Promissory Note A-3”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 77.7778% ownership of the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-4” (the “One Court Square Promissory Note A-4”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust and does not represent an ownership interest in any of the One Court Square REMIC Regular Interests or the One Court Square REMIC, was contributed to the Outside Securitization Trust related to the One Court Square Mortgage Loan. The residual interest in the One Court Square REMIC is not an asset of the Trust. The parties intend that (i) the portion of the Trust Fund representing the Class A-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets and the proceeds of the foregoing will be treated as assets of a grantor trust under subpart E of Part I of subchapter J of the Code and (ii) the beneficial interests in such grantor trust will be represented by the Class A-S Certificates, the Class B Certificates, the Class C Certificates, the Class EC Certificates and any Excess Interest Certificates. UPPER-TIER REMIC The following table sets forth the Class designation, the approximate initial pass-through rate and the aggregate initial principal amount (the “Original Certificate Balance”) or, in the case of the Class X-A, Class X-B and Class X-D Certificates, notional amount (the “Original Notional Amount”), as applicable, for each Class of Certificates and each Class EC Regular Interest comprising or evidencing the interests " in the Upper-Tier REMIC created hereunder: and the Class Designation Approximate Initial Pass1-Through Rate (per annum) Original Certificate Balance / Original Notional Amount Class A-1 1.700% $13,614,000 Class A-2 2.743% $98,127,000 Class A-3 3.063% $175,000,000 Class A-4 3.329% $221,743,000 Class A-AB 3.127% $31,196,000 LR Certificate shall be the "residual interest" in the Lower-Tier REMIC. The Certificates and the Uncertificated Lower-Tier Interests will represent the entire beneficial ownership interest in the Trust. The "latest possible maturity date" for federal income tax purposes of all interests created hereby will be the REMIC Certificate Maturity Date. The following table sets forth characteristics of the Certificates and the Components, together with the minimum denominations and integral multiples in excess thereof in which the Classes of Certificates shall be issuable (except that one Certificate of each Class X-A(1) 1.718% $580,156,000 Class X-B(1) 0.565% $42,404,000 Class A-S Regular Interest 3.585% $40,476,000 Class B Regular Interest 4.271% $42,404,000 Class C Regular Interest 4.836% $38,548,000 Class D 2.804% $44,331,000 Class X-D(1) 2.032% $44,331,000 Class E 4.836% $19,274,000 Class F 4.836% $9,637,000 Class G 4.836% $36,622,163 Class R(2) N/A N/Aof Certificates may be issued in any amount in excess of the minimum denomination):

PRELIMINARY STATEMENT. (Terms used but not defined in this Preliminary Statement shall have In exchange for the meanings specified in Article I hereof) The Certificates, 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 hereby conveys the Trust Fund consisting primarily of Estate to the Mortgage Loans Trustee to create the Trust. The Trust Estate for federal income tax purposes will be treated as two separate real estate mortgage investment conduits (includingthe "Upper-Tier REMIC" and the "Lower-Tier REMIC," respectively, in the case of the One Court Square Mortgage Loanand each, the One Court Square Trust REMIC Regular Interestsa "REMIC"). As provided herein, the Certificate Administrator will elect that two segregated portions of the Trust Fund The Class A Certificates (other than the Class 1-A-S Specific Grantor Trust AssetsR, Class 1-A-LR and Class A-PO Certificates) and the Class B Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets and the proceeds of the foregoing) be treated for federal income tax purposes as two separate REMICs (designated Certificates are referred to collectively as the “Upper-Tier REMIC” "Regular Certificates" and the “Lower-Tier REMIC”, respectively). The Regular Certificates and the Class EC Regular Interests will represent “shall constitute "regular interests” in the Upper-Tier REMIC, and the Upper-Tier Residual Interest will be the sole class of “residual interests” " in the Upper-Tier REMIC. There are The Class 1-A-PO Component, Class 2-A-PO Component, Class 1-A-SES Component and Class 2-A-SES Component (collectively, the "Components") shall also (i) 12 classes of uncertificated constitute "regular interests" in the Upper-Tier REMIC. The Uncertificated Lower-Tier Regular Interests issued under this Agreement (designated as shall constitute the Class XX-0, Xxxxx XX-0, Class LA-3, Class LA-4, Class LA-AB, Class LA-S, Class LB, Class LC, Class LD, Class LE, Class LF and Class LG Interests), each of which will constitute a class of “"regular interests” in the Lower-Tier REMIC, and (ii) the Lower-Tier Residual Interest, which will be the sole class of “residual interests” " in the Lower-Tier REMIC. The LowerClass 1-Tier Regular Interests will be held by the Trustee as assets of the UpperA-Tier REMIC. The Class R Certificates will represent both the Lower-Tier Residual Interest and the Upper-Tier Residual Interest. In addition, on October 13, 2015, NREC formed the One Court Square REMIC with respect to part of the One Court Square Loan Combination, which issued three pro rata and pari passu regular interests (the “One Court Square REMIC A-1 Regular Interest”, the “One Court Square REMIC A-2 Regular Interest” and the “One Court Square REMIC A-3 Regular Interest (each, a “One Court Square REMIC Regular Interest”, and collectively, the “One Court Square REMIC Regular Interests”). Each One Court Square REMIC Regular Interest has a principal balance set forth below and for tax reporting purposes will be entitled to principal and interest and any other amounts payable on the One Court Square REMIC Regular Interest in the same proportion that its principal balance bears to the aggregate principal balance all of the One Court Square REMIC Regular Interests, as set forth below: One Court Square REMIC Regular Interest Corresponding One Court Square promissory note(s) Initial Principal Balance One Court Square REMIC A-1 Regular Interest One Court Square Promissory Note A-1 $50,000,000 One Court Square REMIC A-2 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $95,000,000 One Court Square REMIC A-3 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $90,000,000 Each One Court Square REMIC Regular Interest holder will Certificate shall be the owner of a percentage "residual interest, specified below, in its corresponding One Court Square Promissory Note(s) other than for tax reporting purposes. The promissory note designated as “Note A-5” (the “One Court Square Promissory Note A-5”), which evidences the One Court Square Mortgage Loan and will be contributed to the Trust, represents a 21.0526% ownership interest in the One Court Square REMIC A-2 Regular Interest and a 22.2222% ownership interest in the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-1” (the “One Court Square Promissory Note A-1”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 100.0000% ownership of the One Court Square REMIC A-1 Regular Interest. The promissory note designated as “Note A-2” (the “One Court Square Promissory Note A-2”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 78.9474% ownership of the One Court Square REMIC A-2 Regular Interest. The promissory note designated as “Note A-3” (the “One Court Square Promissory Note A-3”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 77.7778% ownership of the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-4” (the “One Court Square Promissory Note A-4”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust and does not represent an ownership interest in any of the One Court Square REMIC Regular Interests or the One Court Square REMIC, was contributed to the Outside Securitization Trust related to the One Court Square Mortgage Loan. The residual interest in the One Court Square REMIC is not an asset of the Trust. The parties intend that (i) the portion of the Trust Fund representing the Class A-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets and the proceeds of the foregoing will be treated as assets of a grantor trust under subpart E of Part I of subchapter J of the Code and (ii) the beneficial interests in such grantor trust will be represented by the Class A-S Certificates, the Class B Certificates, the Class C Certificates, the Class EC Certificates and any Excess Interest Certificates. UPPER-TIER REMIC The following table sets forth the Class designation, the approximate initial pass-through rate and the aggregate initial principal amount (the “Original Certificate Balance”) or, in the case of the Class X-A, Class X-B and Class X-D Certificates, notional amount (the “Original Notional Amount”), as applicable, for each Class of Certificates and each Class EC Regular Interest comprising or evidencing the interests " in the Upper-Tier REMIC created hereunder: and the Class Designation Approximate Initial Pass1-Through Rate (per annum) Original Certificate Balance / Original Notional Amount Class A-1 1.700% $13,614,000 Class A-2 2.743% $98,127,000 Class A-3 3.063% $175,000,000 Class A-4 3.329% $221,743,000 Class A-AB 3.127% $31,196,000 LR Certificate shall be the "residual interest" in the Lower-Tier REMIC. The Certificates will represent the entire beneficial ownership interest in the Trust. The "latest possible maturity date" for federal income tax purposes of all interests created hereby will be the REMIC Certificate Maturity Date. The following table sets forth characteristics of the Certificates and the Components, together with the minimum denominations and integral multiples in excess thereof in which the Classes of Certificates shall be issuable (except that one Certificate of each Class X-A(1) 1.718% $580,156,000 Class X-B(1) 0.565% $42,404,000 Class A-S Regular Interest 3.585% $40,476,000 Class B Regular Interest 4.271% $42,404,000 Class C Regular Interest 4.836% $38,548,000 Class D 2.804% $44,331,000 Class X-D(1) 2.032% $44,331,000 Class E 4.836% $19,274,000 Class F 4.836% $9,637,000 Class G 4.836% $36,622,163 Class R(2) N/A N/Aof Certificates may be issued in any amount in excess of the minimum denomination):

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 commercial mortgage pass-through certificates (collectively, the "Certificates"), to be issued hereunder in multiple classes (each, a "Class"), which in the aggregate will evidence the entire beneficial ownership interest in the trust fund (the "Trust Fund consisting primarily of the Mortgage Loans (including, in the case of the One Court Square Mortgage LoanFund") to be created hereunder, the One Court Square Trust REMIC Regular Interestsprimary assets of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans (the "Mortgage Loans"). As provided herein, the Certificate Administrator will Trustee shall elect that two segregated portions of or shall cause an election to be made to treat the Trust Fund (other than exclusive of the Class A-2SFL Regular Interest, the Class A-S Specific Grantor Trust AssetsJFL Regular Interest, the Class B Specific Grantor Trust AssetsSwap Contracts, any the Floating Rate Accounts, the Excess Interest, the Excess Interest Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets Distribution Account and the proceeds of the foregoingthereof) be treated for federal income tax purposes as two three separate REMICs real estate mortgage investment conduits (designated as the “"Upper-Tier REMIC” ", the "Middle-Tier REMIC" and the “"Lower-Tier REMIC”, respectively" as described herein). The Regular Certificates and the Class EC Regular Interests will represent “regular interests” in the Upper-Tier REMIC, and the Upper-Tier Residual Interest will be the sole class of “residual interests” in the Upper-Tier REMIC. There are also (i) 12 classes of uncertificated Lower-Tier Regular Interests issued under this Agreement (designated as the Class XX-0, Xxxxx XX-0, Class LA-3, Class LA-4, Class LA-AB, Class LA-S, Class LB, Class LC, Class LD, Class LE, Class LF and Class LG Interests), each of which will constitute a class of “regular interests” in the Lower-Tier REMIC, and (ii) the Lower-Tier Residual Interest, which will be 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 both the Lower-Tier Residual Interest and the Upper-Tier Residual Interest. In addition, on October 13, 2015, NREC formed the One Court Square REMIC with respect to part of the One Court Square Loan Combination, which issued three pro rata and pari passu regular interests (the “One Court Square REMIC A-1 Regular Interest”, the “One Court Square REMIC A-2 Regular Interest” and the “One Court Square REMIC A-3 Regular Interest (each, a “One Court Square REMIC Regular Interest”, and collectively, the “One Court Square REMIC Regular Interests”). Each One Court Square REMIC Regular Interest has a principal balance set forth below and for tax reporting purposes will be entitled to principal and interest and any other amounts payable on the One Court Square REMIC Regular Interest in the same proportion that its principal balance bears to the aggregate principal balance all of the One Court Square REMIC Regular Interests, as set forth below: One Court Square REMIC Regular Interest Corresponding One Court Square promissory note(s) Initial Principal Balance One Court Square REMIC A-1 Regular Interest One Court Square Promissory Note A-1 $50,000,000 One Court Square REMIC A-2 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $95,000,000 One Court Square REMIC A-3 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $90,000,000 Each One Court Square REMIC Regular Interest holder will be the owner of a percentage interest, specified below, in its corresponding One Court Square Promissory Note(s) other than for tax reporting purposes. The promissory note designated as “Note A-5” (the “One Court Square Promissory Note A-5”), which evidences the One Court Square Mortgage Loan and will be contributed to the Trust, represents a 21.0526% ownership interest in the One Court Square REMIC A-2 Regular Interest and a 22.2222% ownership interest in the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-1” (the “One Court Square Promissory Note A-1”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 100.0000% ownership of the One Court Square REMIC A-1 Regular Interest. The promissory note designated as “Note A-2” (the “One Court Square Promissory Note A-2”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 78.9474% ownership of the One Court Square REMIC A-2 Regular Interest. The promissory note designated as “Note A-3” (the “One Court Square Promissory Note A-3”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 77.7778% ownership of the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-4” (the “One Court Square Promissory Note A-4”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust and does not represent an ownership interest in any of the One Court Square REMIC Regular Interests or the One Court Square REMIC, was contributed to the Outside Securitization Trust related to the One Court Square Mortgage Loan. The residual interest in the One Court Square REMIC is not an asset of the Trust. The parties intend that (i) the portion of the Trust Fund representing (i) the Excess Interest, the Excess Interest Distribution Account and the proceeds thereof and (ii) the Class A-2SFL Regular Interest, the Class A-S Specific Grantor Trust AssetsJFL Regular Interest, the Class B Specific Grantor Trust AssetsSwap Contracts, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets Floating Rate Accounts and the proceeds of the foregoing thereof will be treated as assets of a grantor trust under subpart E of Part I of subchapter J of the Code and (ii) that the beneficial interests in such grantor trust therein will be represented by the Class A-2SFL and Class A-S JFL Certificates, the Class B Certificates, the Class C Certificates, the Class EC Certificates and any Excess Interest Certificatesrespectively. UPPERLOWER-TIER REMIC The Class L-RB, Class L-RQ, Class L-SB and Class L-SQ Uncertificated Interests will evidence "regular interests" in the Lower-Tier REMIC created hereunder. The sole Class of "residual interests" in the Lower-Tier REMIC will be evidenced by the Class LR Certificates. The following table sets forth the Class designation, Original Lower-Tier Principal Amounts and per annum rates of interest for the approximate initial passUncertificated Lower-through rate Tier Interests and the aggregate initial principal amount (the “Class LR Certificates: Interest Original Certificate Balance”) or, in the case of the Class X-A, Class X-B and Class X-D Certificates, notional amount (the “Original Notional Amount”), as applicable, for each Class of Certificates and each Class EC Regular Interest comprising or evidencing the interests in the UpperLower-Tier REMIC created hereunder: Class Designation Approximate Initial PassRate Principal Amount ----------------- -------- ----------------------------- Class L-Through Rate RB (per annum1) Original Certificate 0.001% Group Subordinate Amount of Loan Group R (4) Class L-RQ (1) Remainder Group R Balance / Original Notional (5) Class L-SB (2) 0.001% Group Subordinate Amount of Loan Group S(4) Class A-1 1.700% $13,614,000 L-SQ (2) Remainder Group S Balance (5) Class A-2 2.743% $98,127,000 Class A-3 3.063% $175,000,000 Class A-4 3.329% $221,743,000 Class A-AB 3.127% $31,196,000 Class X-A(1LR None (3) 1.718% $580,156,000 Class X-B(1) 0.565% $42,404,000 Class A-S Regular Interest 3.585% $40,476,000 Class B Regular Interest 4.271% $42,404,000 Class C Regular Interest 4.836% $38,548,000 Class D 2.804% $44,331,000 Class X-D(1) 2.032% $44,331,000 Class E 4.836% $19,274,000 Class F 4.836% $9,637,000 Class G 4.836% $36,622,163 Class R(2) N/A N/ANone(3)

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 is the aggregate will evidence the entire beneficial ownership interest in owner of the Trust Fund consisting primarily of that is hereby conveyed to the Mortgage Loans (including, Trustee in return for the case of the One Court Square Mortgage Loan, the One Court Square Trust REMIC Regular Interests)Certificates. As provided herein, the Certificate Administrator Trustee will elect that two make multiple elections to treat segregated portions pools of assets subject to this Agreement for federal income tax purposes as the following four separate real estate mortgage investment conduits (each, a "REMIC"): REMIC 1, REMIC 2, REMIC 3 and the Master REMIC. REMIC 1 will consist of all of the assets constituting the Trust Fund other than the regular interests issued by the REMICs created hereunder and any rights of the Trust Fund in respect of the Additional Collateral. REMIC 1 will issue uncertificated REMIC regular interests (the "REMIC 1 Regular Interests"). The REMIC 1 Regular Interests will represent the "regular interests" in REMIC 1 and the R-1 Interest will represent the single Class of "residual interest" in REMIC 1. The Trustee will hold the REMIC 1 Regular Interests for the benefit of REMIC 2. REMIC 2 will consist of the REMIC 1 Interests and will issue uncertificated REMIC 2 regular interests, which will constitute the regular interests in REMIC 2 (the "REMIC 2 Regular Interests") and the Class R-2 Interest, which will represent the single Class of "residual interest" in REMIC 2. The Trustee will hold the REMIC 2 Regular Interests for the benefit of REMIC 3. REMIC 3 will consist of the REMIC 2 Interests and will issue uncertificated REMIC 3 regular interests, which will constitute the regular interests in REMIC 3 (the "REMIC 3 Regular Interests") and the Class R-3 Interest, which will represent the single Class of "residual interest" in REMIC 3. The Trustee will hold the REMIC 3 Regular Interests for the benefit of the Master REMIC. The Master REMIC will consist of the REMIC 3 Interests and will be evidenced by the Certificates, which (other than the Class A-S Specific Grantor Trust Assets, R Certificates) will constitute the regular interests in the Master REMIC (the "Regular Certificates") and the Class B Specific Grantor Trust AssetsR-4 Interest, any Excess Interest Grantor Trust Assets, which will represent the single Class of "residual interest" in the Master REMIC. The Class A-R Certificates will represent the beneficial ownership of each of the Class C Specific Grantor Trust AssetsR-1, the Class EC Specific Grantor Trust Assets R-2, Class R-3 and the proceeds of the foregoing) be treated Class R-4 Interests. The "latest possible maturity date" for federal income tax purposes as two separate REMICs (designated as the “Upper-Tier REMIC” of all regular and the “Lower-Tier REMIC”, respectively). The Regular Certificates and the Class EC Regular Interests will represent “regular interests” in the Upper-Tier REMIC, and the Upper-Tier Residual Interest residual interests created hereunder will be the sole class of “residual interests” in the Upper-Tier REMIC. There are also (i) 12 classes of uncertificated Lower-Tier Regular Interests issued under this Agreement (designated as the Class XX-0, Xxxxx XX-0, Class LA-3, Class LA-4, Class LA-AB, Class LA-S, Class LB, Class LC, Class LD, Class LE, Class LF and Class LG Interests), each of which will constitute a class of “regular interests” in the Lower-Tier REMIC, and (ii) the Lower-Tier Residual Interest, which will be 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 both the Lower-Tier Residual Interest and the Upper-Tier Residual Interest. In addition, on October 13, 2015, NREC formed the One Court Square REMIC with respect to part of the One Court Square Loan Combination, which issued three pro rata and pari passu regular interests (the “One Court Square REMIC A-1 Regular Interest”, the “One Court Square REMIC A-2 Regular Interest” and the “One Court Square REMIC A-3 Regular Interest (each, a “One Court Square REMIC Regular Interest”, and collectively, the “One Court Square REMIC Regular Interests”). Each One Court Square REMIC Regular Interest has a principal balance set forth below and for tax reporting purposes will be entitled to principal and interest and any other amounts payable on the One Court Square REMIC Regular Interest in the same proportion that its principal balance bears to the aggregate principal balance all of the One Court Square REMIC Regular Interests, as set forth below: One Court Square REMIC Regular Interest Corresponding One Court Square promissory note(s) Initial Principal Balance One Court Square REMIC A-1 Regular Interest One Court Square Promissory Note A-1 $50,000,000 One Court Square REMIC A-2 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $95,000,000 One Court Square REMIC A-3 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $90,000,000 Each One Court Square REMIC Regular Interest holder will be the owner of a percentage interest, specified below, in its corresponding One Court Square Promissory Note(s) other than for tax reporting purposes. The promissory note designated as “Note A-5” (the “One Court Square Promissory Note A-5”), which evidences the One Court Square Mortgage Loan and will be contributed to the Trust, represents a 21.0526% ownership interest in the One Court Square REMIC A-2 Regular Interest and a 22.2222% ownership interest in the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-1” (the “One Court Square Promissory Note A-1”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 100.0000% ownership of the One Court Square REMIC A-1 Regular Interest. The promissory note designated as “Note A-2” (the “One Court Square Promissory Note A-2”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 78.9474% ownership of the One Court Square REMIC A-2 Regular Interest. The promissory note designated as “Note A-3” (the “One Court Square Promissory Note A-3”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 77.7778% ownership of the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-4” (the “One Court Square Promissory Note A-4”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust and does not represent an ownership interest in any of the One Court Square REMIC Regular Interests or the One Court Square REMIC, was contributed to the Outside Securitization Trust related to the One Court Square Mortgage Loan. The residual interest in the One Court Square REMIC is not an asset of the Trust. The parties intend that (i) the portion of the Trust Fund representing the Class A-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets and the proceeds of the foregoing will be treated as assets of a grantor trust under subpart E of Part I of subchapter J of the Code and (ii) the beneficial interests in such grantor trust will be represented by the Class A-S Certificates, the Class B Certificates, the Class C Certificates, the Class EC Certificates and any Excess Interest Certificates. UPPER-TIER REMIC The following table sets forth the Class designation, the approximate initial pass-through rate and the aggregate initial principal amount (the “Original Certificate Balance”) or, in the case of the Class X-A, Class X-B and Class X-D Certificates, notional amount (the “Original Notional Amount”), as applicable, for each Class of Certificates and each Class EC Regular Interest comprising or evidencing the interests in the Upper-Tier REMIC created hereunder: Class Designation Approximate Initial Pass-Through Rate (per annum) Original Certificate Balance / Original Notional Amount Class A-1 1.700% $13,614,000 Class A-2 2.743% $98,127,000 Class A-3 3.063% $175,000,000 Class A-4 3.329% $221,743,000 Class A-AB 3.127% $31,196,000 Class X-A(1) 1.718% $580,156,000 Class X-B(1) 0.565% $42,404,000 Class A-S Regular Interest 3.585% $40,476,000 Class B Regular Interest 4.271% $42,404,000 Class C Regular Interest 4.836% $38,548,000 Class D 2.804% $44,331,000 Class X-D(1) 2.032% $44,331,000 Class E 4.836% $19,274,000 Class F 4.836% $9,637,000 Class G 4.836% $36,622,163 Class R(2) N/A N/ALatest Possible Maturity Date.

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 commercial mortgage pass-through certificates (collectively, the "Certificates"), to be issued hereunder in multiple classes (each, a "Class"), which in the aggregate will evidence the entire beneficial ownership interest in the trust fund (the "Trust Fund consisting primarily of the Mortgage Loans (including, in the case of the One Court Square Mortgage LoanFund") to be created hereunder, the One Court Square Trust REMIC Regular Interestsprimary assets of which will be a pool of commercial, multifamily and manufactured housing community mortgage loans (the "Mortgage Loans"). As provided herein, the Certificate Administrator will Trustee shall elect that two segregated portions of or shall cause an election to be made to treat the Trust Fund (other than exclusive of the Class A-S Specific Grantor Trust AssetsA-2FL Regular Interest, the Class B Specific Grantor Trust AssetsSwap Contract, any the Floating Rate Account, the Excess Interest, the Excess Interest Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets Distribution Account and the proceeds of the foregoingthereof) be treated for federal income tax purposes as two separate REMICs real estate mortgage investment conduits (designated as the “"Upper-Tier REMIC” " and the “"Lower-Tier REMIC”, respectively" as described herein). The Regular Certificates and the Class EC Regular Interests will represent “regular interests” in the Upper-Tier REMIC, and the Upper-Tier Residual Interest will be the sole class of “residual interests” in the Upper-Tier REMIC. There are also (i) 12 classes of uncertificated Lower-Tier Regular Interests issued under this Agreement (designated as the Class XX-0, Xxxxx XX-0, Class LA-3, Class LA-4, Class LA-AB, Class LA-S, Class LB, Class LC, Class LD, Class LE, Class LF and Class LG Interests), each of which will constitute a class of “regular interests” in the Lower-Tier REMIC, and (ii) the Lower-Tier Residual Interest, which will be 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 both the Lower-Tier Residual Interest and the Upper-Tier Residual Interest. In addition, on October 13, 2015, NREC formed the One Court Square REMIC with respect to part of the One Court Square Loan Combination, which issued three pro rata and pari passu regular interests (the “One Court Square REMIC A-1 Regular Interest”, the “One Court Square REMIC A-2 Regular Interest” and the “One Court Square REMIC A-3 Regular Interest (each, a “One Court Square REMIC Regular Interest”, and collectively, the “One Court Square REMIC Regular Interests”). Each One Court Square REMIC Regular Interest has a principal balance set forth below and for tax reporting purposes will be entitled to principal and interest and any other amounts payable on the One Court Square REMIC Regular Interest in the same proportion that its principal balance bears to the aggregate principal balance all of the One Court Square REMIC Regular Interests, as set forth below: One Court Square REMIC Regular Interest Corresponding One Court Square promissory note(s) Initial Principal Balance One Court Square REMIC A-1 Regular Interest One Court Square Promissory Note A-1 $50,000,000 One Court Square REMIC A-2 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $95,000,000 One Court Square REMIC A-3 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $90,000,000 Each One Court Square REMIC Regular Interest holder will be the owner of a percentage interest, specified below, in its corresponding One Court Square Promissory Note(s) other than for tax reporting purposes. The promissory note designated as “Note A-5” (the “One Court Square Promissory Note A-5”), which evidences the One Court Square Mortgage Loan and will be contributed to the Trust, represents a 21.0526% ownership interest in the One Court Square REMIC A-2 Regular Interest and a 22.2222% ownership interest in the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-1” (the “One Court Square Promissory Note A-1”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 100.0000% ownership of the One Court Square REMIC A-1 Regular Interest. The promissory note designated as “Note A-2” (the “One Court Square Promissory Note A-2”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 78.9474% ownership of the One Court Square REMIC A-2 Regular Interest. The promissory note designated as “Note A-3” (the “One Court Square Promissory Note A-3”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 77.7778% ownership of the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-4” (the “One Court Square Promissory Note A-4”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust and does not represent an ownership interest in any of the One Court Square REMIC Regular Interests or the One Court Square REMIC, was contributed to the Outside Securitization Trust related to the One Court Square Mortgage Loan. The residual interest in the One Court Square REMIC is not an asset of the Trust. The parties intend that (i) the portion of the Trust Fund representing (i) the Class A-S Specific Grantor Trust AssetsExcess Interest, the Class B Specific Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets Distribution Account and the proceeds of thereof, and (ii) the foregoing Class A-2FL Regular Interest, the Swap Contract, the Floating Rate Account and the proceeds thereof will be treated as assets of a grantor trust under subpart E of Part I of subchapter J of the Code and (ii) that the beneficial interests in such grantor trust therein will be represented by the Class A-S Certificates and the Class A-2FL Certificates, the Class B Certificates, the Class C Certificates, the Class EC Certificates and any Excess Interest Certificatesrespectively. UPPERLOWER-TIER REMIC The Class LA-1, Class LA-1A, Class LA-2, Class LA-2FL, Class LA-3, Class LA-4, Clxxx X-XX, Xxxxx XX-X, Xxxxx XA-J, Class LB, Class LX, Xxxxx XX, Xxxss LE, Class LF, Class LG, Class LH, Class LJ, Class LK, Class LL, Class LM, Class LN, Class LP, Class LQ, Class LT and Class LNR Uncertificated Interests will evidence "regular interests" in the Lower-Tier REMIC created hereunder. The sole Class of "residual interests" in the Lower-Tier REMIC will be evidenced by the Class LR Certificates. The following table sets forth the Class designation, Original Lower-Tier Principal Amounts and per annum rates of interest for the approximate initial passUncertificated Lower-through rate Tier Interests and the aggregate initial principal amount (the “Original Certificate Balance”) or, in the case of the Class X-A, Class X-B and Class X-D LR Certificates, notional amount (the “Original Notional Amount”), as applicable, for each Class of Certificates and each Class EC Regular Interest comprising or evidencing the interests in the Upper-Tier REMIC created hereunder: Class Designation Approximate Initial Pass-Through Rate (per annum) Original Certificate Balance / Original Notional Amount Class A-1 1.700% $13,614,000 Class A-2 2.743% $98,127,000 Class A-3 3.063% $175,000,000 Class A-4 3.329% $221,743,000 Class A-AB 3.127% $31,196,000 Class X-A(1) 1.718% $580,156,000 Class X-B(1) 0.565% $42,404,000 Class A-S Regular Interest 3.585% $40,476,000 Class B Regular Interest 4.271% $42,404,000 Class C Regular Interest 4.836% $38,548,000 Class D 2.804% $44,331,000 Class X-D(1) 2.032% $44,331,000 Class E 4.836% $19,274,000 Class F 4.836% $9,637,000 Class G 4.836% $36,622,163 Class R(2) N/A N/A:

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 (including, in the case of the One Court Square Mortgage Loan, the One Court Square Trust REMIC Regular Interests). As provided herein, the Certificate Securities Administrator will elect that two segregated portions on behalf of the Trust Fund (other than exclusive of (i) the Swap Agreement, (ii) the Cap Agreement (iii) the right to receive and the obligation to pay Basis Risk Carryover Amounts, (iv) the Excess Reserve Fund Account, (v) the Supplemental Interest Trust and the Supplemental Interest Trust Account and (vi) the obligation to pay Class A-S Specific Grantor I Shortfalls (collectively, the “Excluded Trust Assets, ”) shall elect that the Class B Specific Grantor segregated asset pool within the Trust Assets, any Excess Interest Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets and the proceeds of the foregoing) Fund be treated for federal income tax purposes as two separate REMICs comprising four real estate mortgage investment conduits under Section 860D of the Code (designated each a “REMIC” or, in the alternative, “REMIC 1,” REMIC 2,” “REMIC 3” and “REMIC 4,”; REMIC 4 also being referred to herein as the “Upper-Upper Tier REMIC” and .”) Any inconsistencies or ambiguities in this Agreement or in the “Lower-Tier REMIC”administration of this Agreement shall be resolved in a manner that preserves the validity of such REMIC election. Each Certificate, respectively). The Regular Certificates and other than the Class EC Regular Interests will represent “R Certificates, represents ownership of a regular interests” interest in the Upper-Upper Tier REMICREMIC for purposes of the REMIC Provisions. In addition, each Certificate, other than the Class R, Class X and the Upper-Tier Residual Interest will be the sole class of “residual interests” in the Upper-Tier REMIC. There are also Class P Certificates, represents (i) 12 classes of uncertificated Lower-Tier Regular Interests issued under this Agreement (designated as the Class XX-0, Xxxxx XX-0, Class LA-3, Class LA-4, Class LA-AB, Class LA-S, Class LB, Class LC, Class LD, Class LE, Class LF and Class LG Interests), each of which will constitute a class of “regular interests” in the Lower-Tier REMIC, right to receive payments with respect to any Basis Risk Carryover Amounts and (ii) the Lower-Tier Residual Interest, which will be 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 REMICobligation to pay Class I Shortfalls. The Class R Certificates will represent both the Lower-Tier Residual Interest and the Upper-Tier Residual Interest. In addition, on October 13, 2015, NREC formed the One Court Square REMIC with respect to part of the One Court Square Loan Combination, which issued three pro rata and pari passu regular interests (the “One Court Square REMIC A-1 Regular Interest”, the “One Court Square REMIC A-2 Regular Interest” and the “One Court Square REMIC A-3 Regular Interest (each, a “One Court Square REMIC Regular Interest”, and collectively, the “One Court Square REMIC Regular Interests”). Each One Court Square REMIC Regular Interest has a principal balance set forth below and for tax reporting purposes will be entitled to principal and interest and any other amounts payable on the One Court Square REMIC Regular Interest in the same proportion that its principal balance bears to the aggregate principal balance all of the One Court Square REMIC Regular Interests, as set forth below: One Court Square REMIC Regular Interest Corresponding One Court Square promissory note(s) Initial Principal Balance One Court Square REMIC A-1 Regular Interest One Court Square Promissory Note A-1 $50,000,000 One Court Square REMIC A-2 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $95,000,000 One Court Square REMIC A-3 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $90,000,000 Each One Court Square REMIC Regular Interest holder will be the owner of a percentage interest, specified below, in its corresponding One Court Square Promissory Note(s) other than for tax reporting purposes. The promissory note designated as “Note A-5” (the “One Court Square Promissory Note A-5”), which evidences the One Court Square Mortgage Loan and will be contributed to the Trust, Certificate represents a 21.0526% ownership interest in the One Court Square REMIC A-2 Regular Interest and a 22.2222% ownership interest in the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-1” (the “One Court Square Promissory Note A-1”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 100.0000% ownership of the One Court Square REMIC A-1 Regular Interest. The promissory note designated as “Note A-2” (the “One Court Square Promissory Note A-2”), which evidences one sole Class of the One Court Square Companion Loans and is not an asset of the Trust, evidences 78.9474% ownership of the One Court Square REMIC A-2 Regular Interest. The promissory note designated as “Note A-3” (the “One Court Square Promissory Note A-3”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 77.7778% ownership of the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-4” (the “One Court Square Promissory Note A-4”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust and does not represent an ownership interest in any of the One Court Square REMIC Regular Interests or the One Court Square REMIC, was contributed to the Outside Securitization Trust related to the One Court Square Mortgage Loan. The residual interest in each of REMIC 1, REMIC 2, REMIC 3 and the One Court Square Upper Tier REMIC is not an asset for purposes of the TrustREMIC Provisions. The parties intend that (i) Upper Tier REMIC shall hold as its assets the portion uncertificated Lower Tier Interests in REMIC 3, other than the Class LT3-R interest, and each such Lower Tier Interest is hereby designated as a regular interest in REMIC 3 for purposes of the REMIC Provisions. REMIC 3 shall hold as its assets the uncertificated Lower Tier Interests in REMIC 2, and each such Lower Tier Interest is hereby designated as a regular interest in REMIC 2. REMIC 2 shall hold as its assets the uncertificated Lower Tier Interests in REMIC 1, and each such Lower Tier Interest is hereby designated as a regular interest in REMIC 1. REMIC 1 shall hold as its assets the property of the Trust Fund representing other than the Class A-S Specific Grantor Lower Tier Interests in REMIC 1, REMIC 2 and REMIC 3 and the Excluded Trust Assets, the Class B Specific Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets and the proceeds of the foregoing will be treated as assets of a grantor trust under subpart E of Part I of subchapter J of the Code and (ii) the beneficial interests in such grantor trust will be represented by the Class A-S Certificates, the Class B Certificates, the Class C Certificates, the Class EC Certificates and any Excess Interest Certificates. UPPER-TIER REMIC The following table sets forth the Class designation, the approximate initial pass-through rate and the aggregate initial principal amount (the “Original Certificate Balance”) or, in the case of the Class X-A, Class X-B and Class X-D Certificates, notional amount (the “Original Notional Amount”), as applicable, for each Class of Certificates and each Class EC Regular Interest comprising or evidencing the interests in the Upper-Tier REMIC created hereunder: Class Designation Approximate Initial Pass-Through Rate (per annum) Original Certificate Balance / Original Notional Amount Class A-1 1.700% $13,614,000 Class A-2 2.743% $98,127,000 Class A-3 3.063% $175,000,000 Class A-4 3.329% $221,743,000 Class A-AB 3.127% $31,196,000 Class X-A(1) 1.718% $580,156,000 Class X-B(1) 0.565% $42,404,000 Class A-S Regular Interest 3.585% $40,476,000 Class B Regular Interest 4.271% $42,404,000 Class C Regular Interest 4.836% $38,548,000 Class D 2.804% $44,331,000 Class X-D(1) 2.032% $44,331,000 Class E 4.836% $19,274,000 Class F 4.836% $9,637,000 Class G 4.836% $36,622,163 Class R(2) N/A N/A.

PRELIMINARY STATEMENT. (Terms used but not defined in this Preliminary Statement shall have In exchange for the meanings specified in Article I hereof) The Certificates, 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 hereby conveys the Trust Fund consisting primarily of Estate to the Mortgage Loans Trustee to create the Trust. The Trust Estate for federal income tax purposes will be treated as three separate real estate mortgage investment conduits (includingthe "Upper-Tier REMIC," the "Middle-Tier REMIC" and the "Lower-Tier REMIC," respectively, in the case of the One Court Square Mortgage Loanand each, the One Court Square Trust REMIC Regular Interestsa "REMIC"). As provided herein, the Certificate Administrator will elect that two segregated portions of the Trust Fund The Senior Certificates (other than the Class 1-A-S Specific Grantor Trust AssetsR, Class 15-IO and Class 15-PO Certificates and the right of the Class 1-A-2 Certificates to receive amounts from the Reserve Fund) and the Class B Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets and the proceeds of the foregoing) be treated for federal income tax purposes as two separate REMICs (designated Certificates are referred to collectively as the “Upper-Tier REMIC” "Regular Certificates" and the “Lower-Tier REMIC”, respectively). The Regular Certificates and the Class EC Regular Interests will represent “shall constitute "regular interests” " in the Upper-Tier REMIC, and the Upper-Tier Residual Interest will be the sole class of “residual interests” in the Upper-Tier REMIC. There are also (i) 12 classes of uncertificated Lower-Tier Regular Interests issued under this Agreement (designated as the Class XX-0, Xxxxx XX-0, Class LA-3, Class LA-4, Class LA-AB, Class LA-S, Class LB, Class LC, Class LD, Class LE, Class LF and Class LG Interests), each of which will constitute a class of “regular interests” in the Lower-Tier REMIC, and (ii) the Lower-Tier Residual Interest, which will be 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 both 2-15-IO Component, Class 4-15-IO Component, Class 2-15-PO Component, Class 3-15-PO Component and Class 4-15-PO Component (each, a "Component" and collectively, the "Components") shall also constitute "regular interests" in the Upper-Tier REMIC. The Uncertificated Middle-Tier Interests shall constitute the "regular interests" in the Middle-Tier REMIC, as detailed in the definition of "Uncertificated Middle-Tier Interest." The Uncertificated Lower-Tier Interests shall constitute the "regular interests" in the Lower-Tier Residual REMIC, as detailed in the definition of "Uncertificated Lower-Tier Interest." The Class R-U Interest and shall be the sole "residual interest" in the Upper-Tier Residual REMIC. The Class R-M Interest shall be the sole "residual interest" in the Middle-Tier REMIC. The Class R-L Interest shall be the sole "residual interest" in the Lower-Tier REXXX. The Class 1-A-R Certificate shall represent ownership of the Class R-U Interest, the Class R-M Interest and the Class R-L Interest. In addition, on October 13, 2015, NREC formed the One Court Square REMIC with respect to part The portion of the One Court Square Loan CombinationTrust Estate consisting of the Reserve Xxnd and the Yield Maintenance Agreement and the right of the Class 1-A-2 Certificates to receive amounts from the Reserve Fund shall not be assets of any REMIC created hereunder, which issued three pro rata and pari passu regular interests (but rather shall be assets of the “One Court Square REMIC A-1 Regular Interest”Grantor Trust. The assets of the Grantor Trust, the “One Court Square REMIC A-2 Regular Interest” Certificates, the Uncertificated Middle-Tier Interests and the “One Court Square REMIC A-3 Regular Interest (each, a “One Court Square REMIC Regular Interest”, and collectively, Uncertificated Lower-Tier Interests will represent the “One Court Square REMIC Regular Interests”). Each One Court Square REMIC Regular Interest has a principal balance set forth below and for tax reporting purposes will be entitled to principal and interest and any other amounts payable on the One Court Square REMIC Regular Interest in the same proportion that its principal balance bears to the aggregate principal balance all of the One Court Square REMIC Regular Interests, as set forth below: One Court Square REMIC Regular Interest Corresponding One Court Square promissory note(s) Initial Principal Balance One Court Square REMIC A-1 Regular Interest One Court Square Promissory Note A-1 $50,000,000 One Court Square REMIC A-2 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $95,000,000 One Court Square REMIC A-3 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $90,000,000 Each One Court Square REMIC Regular Interest holder will be the owner of a percentage interest, specified below, in its corresponding One Court Square Promissory Note(s) other than for tax reporting purposes. The promissory note designated as “Note A-5” (the “One Court Square Promissory Note A-5”), which evidences the One Court Square Mortgage Loan and will be contributed to the Trust, represents a 21.0526% entire beneficial ownership interest in the One Court Square REMIC A-2 Regular Interest and a 22.2222% ownership interest in the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-1” (the “One Court Square Promissory Note A-1”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 100.0000% ownership of the One Court Square REMIC A-1 Regular Interest. The promissory note designated as “Note A-2” (the “One Court Square Promissory Note A-2”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 78.9474% ownership of the One Court Square REMIC A-2 Regular Interest. The promissory note designated as “Note A-3” (the “One Court Square Promissory Note A-3”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 77.7778% ownership of the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-4” (the “One Court Square Promissory Note A-4”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust and does not represent an ownership interest in any of the One Court Square REMIC Regular Interests or the One Court Square REMIC, was contributed to the Outside Securitization Trust related to the One Court Square Mortgage Loan. The residual interest in the One Court Square REMIC is not an asset of the Trust. The parties intend that (i) the portion "latest possible maturity date" for federal income tax purposes of the Trust Fund representing the Class A-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets and the proceeds of the foregoing all interests created hereby will be treated as assets of a grantor trust under subpart E of Part I of subchapter J of the Code and (ii) the beneficial interests in such grantor trust will be represented by the Class A-S Certificates, the Class B Certificates, the Class C Certificates, the Class EC Certificates and any Excess Interest CertificatesREMIC Certificate Maturity Date. UPPER-TIER REMIC The following table sets forth characteristics of the Class designation, the approximate initial pass-through rate Certificates and the aggregate initial principal amount (Components, together with the “Original Certificate Balance”) or, minimum denominations and integral multiples in excess thereof in which the case of the Class X-A, Class X-B and Class X-D Certificates, notional amount (the “Original Notional Amount”), as applicable, for each Class Classes of Certificates and each shall be issuable: Integral Initial Class EC Regular Interest comprising or evidencing the interests Multiples in the Upper-Tier REMIC created hereunder: Class Designation Approximate Initial Certificate Balance Pass-Through Rate (per annum) Original Certificate Balance / Original Minimum Excess of Classes or Notional Amount Rate Denomination Minimum ---------------------- ------------------- ------------------ ------------------- --------------- Class 1-A-1 1.700$56,619,000.00 5.500% $13,614,000 1,000 $1 Class 1-A-2 2.743$30,000,000.00 (1) $1,000 $1 Class 1-A-3 $30,000,000.00 (2) $1,000,000 $1 Class 1-A-4 $27,402,000.00 5.500% $98,127,000 1,000 $1 Class A-3 3.0631-A-5 $144,691,000.00 5.500% $175,000,000 1,000 $1 Class A-4 3.3291-A-6 $1,782,000.00 5.500% $221,743,000 1,000 $1 Class 1-A-7 $18,116,000.00 5.500% $1,000 $1 Class 1-A-8 $2,980,000.00 5.500% $1,000 $1 Class 1-A-9 $5,951,000.00 5.500% $1,000 $1 Class 1-A-10 $10,000,000.00 5.125% $1,000 $1 Class 1-A-11 $681,818.00 5.500% $681,818 N/A Class 1-A-12 $452,000.00 5.500% $1,000 $1 Class 1-A-AB 3.127R $100.00 5.500% $31,196,000 100 N/A Class X30-A(1) 1.718IO $4,272,772.00 5.500% $580,156,000 1,000,000 $1 Class X30-B(1PO $3,207,636.00 (3) 0.565$25,000 $1 Class 2-A-1 $35,943,000.00 4.750% $42,404,000 1,000 $1 Class A3-S Regular Interest 3.585A-1 $30,000,000.00 5.000% $40,476,000 1,000 $1 Class B Regular Interest 4.2713-A-2 $1,169,000.00 5.000% $42,404,000 1,000 $1 Class C Regular Interest 4.8363-A-3 $38,844,000.00 5.000% $38,548,000 1,000 $1 Class D 2.8044-A-1 $30,000,000.00 5.250% $44,331,000 1,000 $1 Class X4-D(1) 2.032A-2 $1,169,000.00 5.250% $44,331,000 1,000 $1 Class E 4.8364-A-3 $64,899,000.00 5.250% $19,274,000 1,000 $1 Class F 4.83615-IO (4) (4) $1,408,049 N/A Class 15-PO (5) (5) $25,000 $1 Class B-1 $5,937,000.00 (6) $25,000 $1 Class B-2 $2,064,000.00 (6) $25,000 $1 Class B-3 $1,290,000.00 (6) $25,000 $1 Class B-4 $1,032,000.00 (6) $25,000 $1 Class B-5 $775,000.00 (6) $25,000 $1 Class B-6 $516,127.00 (6) $25,000 $1 Integral Initial Component Multiples Balance or In Excess Component Pass-Through Minimum Of Components Notional Amount Rate Denomination Minimum ---------------------- ------------------- ------------------ ------------------- --------------- Class 2-15-IO $636,081.00 5.000% N/A N/A Class 4-15-IO $9,637,000 771,968.00 5.000% N/A N/A Class G 4.836% 2-15-PO $36,622,163 Class R(2104,531.00 (7) N/A N/AA Class 3-15-PO $50,173.00 (7) N/A N/A Class 4-15-PO $1,107,099.00 (3) N/A N/A ------------

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 is the aggregate will evidence the entire beneficial ownership interest in the Trust Fund consisting primarily of the Mortgage Loans (including, in the case of the One Court Square Mortgage Loan, the One Court Square Trust REMIC Regular Interests). As provided herein, the Certificate Administrator will elect that two segregated portions owner of the Trust Fund and is hereby conveying it to the Trustee, in its capacity as trustee of the Trust Fund, in exchange for the Certificates. The Depositor has duly authorized the execution and delivery of this Agreement to provide for such conveyance. All covenants and agreements made by the Depositor, the Master Servicer and the Seller herein are for the benefit and security of the Certificateholders. For federal income tax purposes the Trust Fund will include two REMICs. The Lower Tier REMIC will consist of (other than a) all of the assets constituting the Trust Fund (except the Surety Bond) and will be evidenced by the Lower Tier REMIC Regular Interests (which will be uncertificated and will represent the "regular interests" in the Lower Tier REMIC) and (b) the Class A-S Specific Grantor Trust AssetsRLT Certificate (which will represent the single "residual interest" in the Lower Tier REMIC). The Trustee will hold the Lower Tier REMIC Regular Interests. The Upper Tier REMIC will consist of (x) the Lower Tier REMIC Regular Interests and will be evidenced by the Senior Regular Certificates, the Class B Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets, Mezzanine Certificates and the Subordinate Certificates (which will represent the "regular interests" in the Upper Tier REMIC) and (y) the Class C Specific Grantor Trust Assets, A-R Certificates (which will represent the Class EC Specific Grantor Trust Assets and single "residual interest" in the proceeds of the foregoing) be treated Upper Tier REMIC). The "latest possible maturity date" for federal income tax purposes as two separate REMICs (designated as the “Upper-Tier REMIC” and the “Lower-Tier REMIC”, respectively). The Regular Certificates and the Class EC Regular Interests will represent “regular interests” in the Upper-Tier REMIC, and the Upper-Tier Residual Interest of all interests created hereby will be the sole class Latest Possible Maturity Date. Principal of “residual interests” in the Upper-Tier REMIC. There are also (i) 12 classes of uncertificated Lower-Tier Regular Interests issued under this Agreement (designated as the Class XX-0, Xxxxx XX-0, Class LA-3, Class LA-4, Class LA-AB, Class LA-S, Class LB, Class LC, Class LD, Class LE, Class LF and Class LG Interests), each of which will constitute a class of “regular interests” in the Lower-Tier REMIC, and (ii) the Lower-Tier Residual Interest, which will be 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 both the Lower-Tier Residual Interest and the Upper-Tier Residual Interest. In addition, on October 13, 2015, NREC formed the One Court Square REMIC with respect to part of the One Court Square Loan Combination, which issued three pro rata and pari passu regular interests (the “One Court Square REMIC A-1 Regular Interest”, the “One Court Square REMIC A-2 Regular Interest” and the “One Court Square REMIC A-3 Regular Interest (each, a “One Court Square REMIC Regular Interest”, and collectively, the “One Court Square REMIC Regular Interests”). Each One Court Square REMIC Regular Interest has a principal balance set forth below and for tax reporting purposes will be entitled to principal and interest and any other amounts payable on the One Court Square REMIC Regular Interest in the same proportion that its principal balance bears to the aggregate principal balance all of the One Court Square REMIC Regular Interests, as set forth below: One Court Square REMIC Regular Interest Corresponding One Court Square promissory note(s) Initial Principal Balance One Court Square REMIC A-1 Regular Interest One Court Square Promissory Note A-1 $50,000,000 One Court Square REMIC A-2 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $95,000,000 One Court Square REMIC A-3 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $90,000,000 Each One Court Square REMIC Regular Interest holder will be the owner of a percentage interest, specified below, in its corresponding One Court Square Promissory Note(s) other than for tax reporting purposes. The promissory note designated as “Note A-5” (the “One Court Square Promissory Note A-5”), which evidences the One Court Square Mortgage Loan and will be contributed to the Trust, represents a 21.0526% ownership interest in the One Court Square REMIC A-2 Regular Interest and a 22.2222% ownership interest in the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-1” (the “One Court Square Promissory Note A-1”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 100.0000% ownership of the One Court Square REMIC A-1 Regular Interest. The promissory note designated as “Note A-2” (the “One Court Square Promissory Note A-2”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 78.9474% ownership of the One Court Square REMIC A-2 Regular Interest. The promissory note designated as “Note A-3” (the “One Court Square Promissory Note A-3”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 77.7778% ownership of the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-4” (the “One Court Square Promissory Note A-4”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust and does not represent an ownership interest in any of the One Court Square Lower Tier REMIC Regular Interests or the One Court Square REMIC, was contributed to the Outside Securitization Trust related to the One Court Square Mortgage Loan. The residual interest in the One Court Square REMIC is not an asset of the Trust. The parties intend that (i) the portion of the Trust Fund representing and the Class A-S Specific Grantor Trust Assets, RLT Certificate shall be allocated to the corresponding Classes of Certificates in the manner set forth in the following table: Lower Tier Original Corresponding REMIC Regular Principal Classes of Interest Balance Interest Rate Certificates(1) 1 $225,459,000 Net WAC Rate Class B Specific Grantor Trust Assets, the A-1 and Class C Specific Grantor Trust Assets, the A-X1 /Class A-IO 2 $95,000,000 Net WAC Rate Class EC Specific Grantor Trust Assets, any Excess A-2 and Class A-X2 /Class A-IO 3 $164,200,000 Net WAC Rate Class A-3 and Class A-X3 /Class A-IO 4 $121,922,720 Net WAC Rate Class A-4 and Class A-X4 /Class A-IO 5 $3,033,074 (1) Class A-PO /Class A- IO 6 $16,127,300 Net WAC Rate Class M-1 /Class A- IO 7 $7,741,100 Net WAC Rate Class M-2 /Class A- IO 8 $4,838,200 Net WAC Rate Class M-3 /Class A- IO 9 $2,580,400 Net WAC Rate Class B-1 /Class A- IO 10 $1,935,300 Net WAC Rate Class B-2 /Class A- IO 11 $2,257,929 Net WAC Rate Class B-3 /Class A- IO 12 $50 Net WAC Rate Class A-R /Class A- IO 13 $0 (2) Class A-IO Lower Tier Original REMIC Residual Principal Interest Grantor Trust Assets and the proceeds of the foregoing Balance Interest Rate Class A-RLT (3) (3) ------------------ (1) Lower Tier REMIC Regular Interest 5 will be treated as assets of a grantor trust under subpart E of Part I of subchapter J of principal only Lower Tier REMIC Regular Interest and will not bear interest with respect to any Distribution Date to and including the Code and (ii) Initial Optional Call Date; for each Distribution Date following the beneficial interests in such grantor trust Initial Optional Call Date, Lower Tier REMIC Regular Interest 5 will be represented by bear interest at a rate that is equal to the Pass-Through Rate then applicable to the Class A-S PO Certificates, the Class B Certificates, the Class C Certificates, the Class EC Certificates and any Excess Interest Certificates. UPPER-TIER REMIC The following table sets forth the Class designation, the approximate initial pass-through rate and the aggregate initial principal amount (the “Original Certificate Balance”) or, in the case of the Class X-A, Class X-B and Class X-D Certificates, notional amount (the “Original Notional Amount”), as applicable, for each Class of Certificates and each Class EC Regular Interest comprising or evidencing the interests in the Upper-Tier REMIC created hereunder: Class Designation Approximate Initial Pass-Through Rate (per annum) Original Certificate Balance / Original Notional Amount Class A-1 1.700% $13,614,000 Class A-2 2.743% $98,127,000 Class A-3 3.063% $175,000,000 Class A-4 3.329% $221,743,000 Class A-AB 3.127% $31,196,000 Class X-A(1) 1.718% $580,156,000 Class X-B(1) 0.565% $42,404,000 Class A-S Regular Interest 3.585% $40,476,000 Class B Regular Interest 4.271% $42,404,000 Class C Regular Interest 4.836% $38,548,000 Class D 2.804% $44,331,000 Class X-D(1) 2.032% $44,331,000 Class E 4.836% $19,274,000 Class F 4.836% $9,637,000 Class G 4.836% $36,622,163 Class R(2) N/A N/A.

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 classes, which in the aggregate will evidence the entire beneficial ownership interest in the each REMIC (as defined herein) created hereunder. The Trust Fund consisting primarily will consist of a segregated pool of assets comprising of the Mortgage Loans (including, in the case of the One Court Square Mortgage Loan, the One Court Square Trust REMIC Regular Interests)and certain other related assets subject to this Agreement. As provided herein, the Certificate Administrator Trustee will elect that two to treat the segregated portions pool of assets consisting of the Trust Fund Mortgage Loans and certain other related assets (other than the Class A-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets and the proceeds of the foregoingServicer Prepayment Charge Payment Amount) be treated subject to this Agreement as a REMIC for federal income tax purposes as two separate REMICs (purposes, and such segregated pool of assets will be designated as the “Upper"REMIC I." The Class R-Tier REMIC” and the “Lower-Tier REMIC”, respectively). The Regular I Certificates and the Class EC Regular Interests will represent “regular interests” in the Upper-Tier REMIC, and the Upper-Tier Residual Interest will be the sole class of “"residual interests” " in REMIC I for purposes of the Upper-Tier REMICREMIC Provisions (as defined herein). There are also (i) 12 classes The following table irrevocably sets forth the designation, the REMIC I Remittance Rate, the initial Uncertificated Balance and, solely for purposes of uncertificated Lower-Tier satisfying Treasury regulation Section 1.860G-1(a)(4)(iii), the "latest possible maturity date" for each of the REMIC I Regular Interests issued under this Agreement (designated as defined herein). None of the Class XX-0, Xxxxx XX-0, Class LA-3, Class LA-4, Class LA-AB, Class LA-S, Class LB, Class LC, Class LD, Class LE, Class LF and Class LG Interests), each of which will constitute a class of “regular interests” in the Lower-Tier REMIC, and (ii) the Lower-Tier Residual Interest, which will be the sole class of “residual interests” in the Lower-Tier REMIC. The Lower-Tier REMIC I Regular Interests will be held by the Trustee as assets of the Uppercertificated. REMIC INITIAL LATEST POSSIBLE DESIGNATION REMITTANCE RATE UNCERTIFICATED BALANCE(1) MATURITY DATE(3) ----------- --------------- ------------------------- ---------------- I-Tier REMIC. The Class R Certificates will represent both the LowerLT1 Variable(2) I-Tier Residual Interest and the UpperLT4 Variable(2) I-Tier Residual Interest. In addition, on October 13, 2015, NREC formed the One Court Square REMIC with respect to part of the One Court Square Loan Combination, which issued three pro rata and pari passu regular interests (the “One Court Square REMIC A-1 Regular Interest”, the “One Court Square REMIC A-2 Regular Interest” and the “One Court Square REMIC A-3 Regular Interest (each, a “One Court Square REMIC Regular Interest”, and collectively, the “One Court Square REMIC Regular Interests”). Each One Court Square REMIC Regular Interest has a principal balance set forth below and for tax reporting purposes will be entitled to principal and interest and any other amounts payable on the One Court Square REMIC Regular Interest in the same proportion that its principal balance bears to the aggregate principal balance all of the One Court Square REMIC Regular Interests, as set forth below: One Court Square REMIC Regular Interest Corresponding One Court Square promissory note(sLT5 Variable(2) Initial Principal Balance One Court Square REMIC A-1 Regular Interest One Court Square Promissory Note A-1 $50,000,000 One Court Square REMIC A-2 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $95,000,000 One Court Square REMIC A-3 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $90,000,000 Each One Court Square REMIC Regular Interest holder will be the owner of a percentage interest, specified below, in its corresponding One Court Square Promissory Note(sI-LT6 Variable(2) other than for tax reporting purposes. The promissory note designated as “Note A-5” (the “One Court Square Promissory Note A-5”), which evidences the One Court Square Mortgage Loan and will be contributed to the Trust, represents a 21.0526% ownership interest in the One Court Square REMIC A-2 Regular Interest and a 22.2222% ownership interest in the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-1” (the “One Court Square Promissory Note A-1”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 100.0000% ownership of the One Court Square REMIC A-1 Regular Interest. The promissory note designated as “Note A-2” (the “One Court Square Promissory Note A-2”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 78.9474% ownership of the One Court Square REMIC A-2 Regular Interest. The promissory note designated as “Note A-3” (the “One Court Square Promissory Note A-3”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 77.7778% ownership of the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-4” (the “One Court Square Promissory Note A-4”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust and does not represent an ownership interest in any of the One Court Square REMIC Regular Interests or the One Court Square REMIC, was contributed to the Outside Securitization Trust related to the One Court Square Mortgage Loan. The residual interest in the One Court Square REMIC is not an asset of the Trust. The parties intend that (iI-LT7 Variable(2) the portion of the Trust Fund representing the Class AI-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets and the proceeds of the foregoing will be treated as assets of a grantor trust under subpart E of Part I of subchapter J of the Code and (iiLT8 Variable(2) the beneficial interests in such grantor trust will be represented by the Class AI-S Certificates, the Class B Certificates, the Class C Certificates, the Class EC Certificates and any Excess Interest Certificates. UPPERLT9 Variable(2) LTPI(3) Variable(2) I-TIER REMIC The following table sets forth the Class designation, the approximate initial pass-through rate and the aggregate initial principal amount (the “Original Certificate Balance”LT3 Variable(2) or, in the case of the Class X-A, Class X-B and Class X-D Certificates, notional amount (the “Original Notional Amount”), as applicable, for each Class of Certificates and each Class EC Regular Interest comprising or evidencing the interests in the Upper-Tier REMIC created hereunder: Class Designation Approximate Initial Pass-Through Rate (per annum) Original Certificate Balance / Original Notional Amount Class A-1 1.700% $13,614,000 Class A-2 2.743% $98,127,000 Class A-3 3.063% $175,000,000 Class A-4 3.329% $221,743,000 Class A-AB 3.127% $31,196,000 Class X-A(1) 1.718% $580,156,000 Class X-B(1) 0.565% $42,404,000 Class A-S Regular Interest 3.585% $40,476,000 Class B Regular Interest 4.271% $42,404,000 Class C Regular Interest 4.836% $38,548,000 Class D 2.804% $44,331,000 Class X-D(1) 2.032% $44,331,000 Class E 4.836% $19,274,000 Class F 4.836% $9,637,000 Class G 4.836% $36,622,163 Class R(2) N/A N/A-------------------------

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 is the aggregate will evidence the entire beneficial ownership interest in owner of the Trust Fund consisting primarily that is hereby conveyed to the Trustee in return for the Certificates. The Trust Fund is being conveyed to the Trustee to create a trust for the benefit of the Mortgage Loans (including, in the case Certificateholders. The Trust Fund for federal income tax purposes will consist of two REMICs. The Lower-Tier REMIC will consist of all of the One Court Square Mortgage Loan, the One Court Square Trust REMIC Regular Interests). As provided herein, the Certificate Administrator will elect that two segregated portions of assets constituting the Trust Fund (other than the Class A-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets and the proceeds of the foregoing) be treated for federal income tax purposes as two separate REMICs (designated as the “Upper-Tier REMIC” and the “Lower-Tier REMIC”, respectively). The Regular Certificates and the Class EC REMIC Regular Interests will represent “regular interests” and proceeds thereof in the Upper-Tier REMIC, Distribution Account and the Upper-Tier Residual Interest any Class P Prepayment Charges) and will be evidenced by the sole class of “residual interests” in the Upper-Tier REMIC. There are also (i) 12 classes of uncertificated Lower-Tier REMIC Regular Interests issued under this Agreement (designated as the Class XX-0, Xxxxx XX-0, Class LA-3, Class LA-4, Class LA-AB, Class LA-S, Class LB, Class LC, Class LD, Class LE, Class LF and Class LG Interests), each of which will constitute a class of “be uncertificated and will represent the "regular interests” " in the Lower-Tier REMIC, ) and (ii) the LowerClass A-Tier Residual Interest, which will be LR Certificates as the sole class of “single "residual interests” interest" in the Lower-Tier REMIC. The Trustee shall hold the Lower-Tier REMIC Regular Interests. The Upper-Tier REMIC will consist of the Lower-Tier REMIC Regular Interests and proceeds thereof in the Distribution Account and will be held evidenced by the Trustee Regular Certificates (which will represent the "regular interests" in the Upper-Tier REMIC) and the Class A-R Certificates as assets of the single "residual interest" in the Upper-Tier REMIC. The Class R P Certificates will represent both the Lower-Tier Residual Interest and the Upper-Tier Residual Interest. In addition, on October 13, 2015, NREC formed the One Court Square REMIC with respect to part of the One Court Square Loan Combination, which issued three pro rata and pari passu regular interests (the “One Court Square REMIC A-1 Regular Interest”, the “One Court Square REMIC A-2 Regular Interest” and the “One Court Square REMIC A-3 Regular Interest (each, a “One Court Square REMIC Regular Interest”, and collectively, the “One Court Square REMIC Regular Interests”). Each One Court Square REMIC Regular Interest has a principal balance set forth below and for tax reporting purposes will be entitled to principal and interest and any other amounts payable on the One Court Square REMIC Regular Interest in the same proportion that its principal balance bears to the aggregate principal balance all of the One Court Square REMIC Regular Interests, as set forth below: One Court Square REMIC Regular Interest Corresponding One Court Square promissory note(s) Initial Principal Balance One Court Square REMIC A-1 Regular Interest One Court Square Promissory Note A-1 $50,000,000 One Court Square REMIC A-2 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $95,000,000 One Court Square REMIC A-3 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $90,000,000 Each One Court Square REMIC Regular Interest holder will be the owner of a percentage interest, specified below, in its corresponding One Court Square Promissory Note(s) other than for tax reporting purposes. The promissory note designated as “Note A-5” (the “One Court Square Promissory Note A-5”), which evidences the One Court Square Mortgage Loan and will be contributed to the Trust, represents a 21.0526% ownership interest in the One Court Square REMIC A-2 Regular Interest and a 22.2222% ownership interest in the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-1” (the “One Court Square Promissory Note A-1”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 100.0000% beneficial ownership of the One Court Square REMIC A-1 Regular Interest. The promissory note designated as “Note A-2” (the “One Court Square Promissory Note A-2”)Class P Prepayment Charges, which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 78.9474% ownership of the One Court Square REMIC A-2 Regular Interest. The promissory note designated as “Note A-3” (the “One Court Square Promissory Note A-3”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 77.7778% ownership of the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-4” (the “One Court Square Promissory Note A-4”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust and does not represent an ownership interest in any of the One Court Square REMIC Regular Interests or the One Court Square REMIC, was contributed to the Outside Securitization Trust related to the One Court Square Mortgage Loan. The residual interest in the One Court Square REMIC is not an asset of the Trust. The parties intend that (i) the portion of the Trust Fund representing the Class A-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets and the proceeds of the foregoing will shall be treated as assets of a grantor trust under subpart E trust. The "latest possible maturity date" for federal income tax purposes of Part I of subchapter J of the Code and (ii) the beneficial all interests in such grantor trust created hereby will be represented by the Class A-S Certificates, the Class B Certificates, the Class C Certificates, the Class EC Certificates and any Excess Interest CertificatesLatest Possible Maturity Date. UPPER-TIER REMIC The following table sets forth the Class designation, the approximate initial pass-through rate and the aggregate initial principal amount (the “Original Certificate Balance”) or, in the case characteristics of the Class X-A, Class X-B and Class X-D Certificates, notional amount together with the minimum denominations and integral multiples in excess thereof in which such Classes shall be issuable (the “Original Notional Amount”), as applicable, for except that one Certificate of each Class of Certificates and each may be issued in a different amount): Initial Class EC Regular Interest comprising Integral Principal Initial Multiples Balance or evidencing the interests in the Upper-Tier REMIC created hereunder: Class Designation Approximate Initial Pass-Through Rate (per annum) Original Certificate Balance / Original Minimum in Excess of Notional Amount Class A-1 1.700% $13,614,000 Class A-2 2.743% $98,127,000 Class A-3 3.063% $175,000,000 Class A-4 3.329% $221,743,000 Class A-AB 3.127% $31,196,000 Class X-A(1) 1.718% $580,156,000 Class X-B(1) 0.565% $42,404,000 Class A-S Regular Interest 3.585% $40,476,000 Class B Regular Interest 4.271% $42,404,000 Class C Regular Interest 4.836% $38,548,000 Class D 2.804% $44,331,000 Class X-D(1) 2.032% $44,331,000 Class E 4.836% $19,274,000 Class F 4.836% $9,637,000 Class G 4.836% $36,622,163 Class R(2) N/A N/ARate Denomination Minimum --------------- ------------ ------------ ------------

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 is the aggregate will evidence the entire beneficial ownership interest in owner of the Trust Fund consisting primarily that is hereby conveyed to the Trustee in return for the Certificates. The Trust Fund is being conveyed to the Trustee to create a trust for the benefit of the Mortgage Loans (including, in the case of the One Court Square Mortgage Loan, the One Court Square Trust REMIC Regular Interests)Certificateholders. As provided herein, the Certificate Administrator will elect an election shall be made that two segregated portions of the Trust Fund (other than exclusive of (i) the right to receive or the obligation to pay Net Rate Carryover Amounts to the extent such amounts would result in the payment of interest reflecting an interest rate exceeding the Group I REMIC Maximum Rate, (ii) the obligation to pay Swap Termination Payments or any Class AI Distribution Amounts, (iii) the Group I Cap 1 Account, (iv) the Group I Cap 1 Agreement (v) the Group I Cap 2 Account, (vi) the Group I Cap 2 Agreement, (vii) the Group I Swap Account, (viii) the Group I Swap Agreement, (ix) the Supplemental Interest Trust, (x) any Class II-S Specific Grantor P Prepayment Charges and (xi) the Carryover Reserve Fund (collectively, the “Excluded Trust Assets, the Class B Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets and the proceeds of the foregoing”)) be treated for federal income tax purposes as two separate REMICs comprising ten real estate mortgage investment conduits under Section 860D of the Code (designated as the each a “Upper-Tier REMIC” or, in the alternative “REMIC IA,” “REMIC IIA,” “REMIC IIIA,” “REMIC IVA,” “REMIC VA,” “Master REMIC I,” “Class I-C REMIC,” “Class I-P REMIC,” “REMIC IB,” and the “Lower-Tier REMICMaster REMIC II”, respectively). The Regular For purposes of the REMIC Provisions, each Group I Certificate, other than the Class I-R, Class R-X, Class I-P, and Class I-C Certificates and exclusive of the right receive or the obligation to pay any Net Carryover Amounts reflecting any interest rate in excess of the Group I REMIC Maximum Rate, represents ownership of a regular interest in Master REMIC I. For purposes of the REMIC Provisions, each Group II Certificate (other than the Class II-P, Class II-A-LR and Class II-A-UR Certificates, the Exchangeable Certificates and the Class EC Regular Interests will represent “regular interests” in the Upper-Tier REMIC, Exchangeable REMIC Certificates) and the UpperUncertificated REMIC Intereststs represent ownership of a regular interest in Master REMIC II. The Class I-Tier Residual Interest will be R Certificate represents ownership of the sole class of “residual interests” interest in the Upper-Tier REMIC. There are also (i) 12 classes of uncertificated Lower-Tier Regular Interests issued under this Agreement (designated as the Class XX-0, Xxxxx XX-0, Class LA-3, Class LA-4, Class LA-AB, Class LA-S, Class LB, Class LC, Class LD, Class LE, Class LF and Class LG Interests), each of which will constitute a class REMIC IA, REMIC IIA, REMIC IIIA, REMIC IVA, REMIC VA and Master REMIC I. The Class II-A-LR Certificate represents ownership of “regular interests” in the Lower-Tier REMIC, and (ii) the Lower-Tier Residual Interest, which will be the sole class of “residual interests” interest in REMIC IB and the LowerClass II-Tier REMIC. The LowerA-Tier Regular Interests will be held by the Trustee as assets UR Certificate represents ownership of the Upper-Tier REMICsole class of residual interest in Master REMIC II. The Class R Certificates will represent both R-X Certificate represents ownership of the Lowersole class of residual interest in the Class I-Tier Residual Interest C REMIC and the UpperClass I-Tier Residual InterestP REMIC. Any inconsistencies or ambiguities in this Agreement or in the administration of this Agreement shall be resolved in a manner that preserves the validity of such REMIC elections. The Class I-P REMIC shall hold as its assets the Class I-P interest issued by the Master REMIC I, and such interest is hereby designated as a regular interest in the Class I-P REMIC for purposes of the REMIC Provisions. The Class I-C REMIC shall hold as its assets the Class I-C interest issued by the Master REMIC I, and such interest is hereby designated as a regular interest in the Class I-C REMIC for purposes of the REMIC Provisions. Master REMIC I shall hold as its assets the Class I-P Reserve Fund and the uncertificated interests in REMIC VA, other than the LT5-RA interest, and each such interest is hereby designated as a regular interest in REMIC VA for purposes of the REMIC Provisions. REMIC VA shall hold as its assets the uncertificated interests in REMIC IVA, other than the LT4-RA interest, and each such interest is hereby designated as a regular interest in REMIC IVA for purposes of the REMIC Provisions. REMIC IVA shall hold as its assets the uncertificated interests in REMIC IIIA, other than the LT3-RA interest, and each such interest is hereby designated as a regular interest in REMIC IIIA for purposes of the REMIC Provisions. REMIC IIIA shall hold as its assets the uncertificated interests in REMIC IIA, other than the LT2-RA interest, and each such interest is hereby designated as a regular interest in REMIC IIA for purposes of the REMIC Provisions. REMIC IIA shall hold as its assets the uncertificated interests in REMIC IA, other than the LT1-RA interest, and each such interest is hereby designated as a regular interest in REMIC IA for purposes of the REMIC Provisions. The REMIC IA shall hold as its assets the property of the Trust Fund relating to the Group I Mortgage Loans, other than the interests in REMIC IVA, REMIC IIIA, REMIC IIA and REMIC IA, and the Excluded Trust Assets. Master REMIC II shall hold as its assets the uncertificated interests in REMIC IB, other than the LT1-RB interest, and each such interest is hereby designated as a regular interest in REMIC IB for purposes of the REMIC Provisions. The REMIC IB shall hold as its assets the property of the Trust Fund relating to the Group II Mortgage Loans, other than the interests in REMIC IB and the Excluded Trust Assets. The startup day for each REMIC created hereby for purposes of the REMIC Provisions is the Closing Date. In addition, on October 13, 2015, NREC formed the One Court Square REMIC with respect to part for purposes of the One Court Square Loan Combination, which issued three pro rata and pari passu regular interests (the “One Court Square REMIC A-1 Regular Interest”Provisions, the “One Court Square REMIC A-2 Regular Interest” and the “One Court Square REMIC A-3 Regular Interest (each, a “One Court Square REMIC Regular Interest”, and collectively, the “One Court Square REMIC Regular Interests”). Each One Court Square REMIC Regular Interest has a principal balance set forth below and latest possible maturity date for tax reporting purposes will be entitled to principal and interest and any other amounts payable on the One Court Square REMIC Regular Interest in the same proportion that its principal balance bears to the aggregate principal balance all of the One Court Square REMIC Regular Interests, as set forth below: One Court Square REMIC Regular Interest Corresponding One Court Square promissory note(s) Initial Principal Balance One Court Square REMIC A-1 Regular Interest One Court Square Promissory Note A-1 $50,000,000 One Court Square REMIC A-2 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $95,000,000 One Court Square REMIC A-3 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $90,000,000 Each One Court Square REMIC Regular Interest holder will be the owner of a percentage interest, specified below, in its corresponding One Court Square Promissory Note(s) other than for tax reporting purposes. The promissory note designated as “Note A-5” (the “One Court Square Promissory Note A-5”), which evidences the One Court Square Mortgage Loan and will be contributed to the Trust, represents a 21.0526% ownership each regular interest in the One Court Square REMIC A-2 Regular Interest and a 22.2222% ownership interest in the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-1” (the “One Court Square Promissory Note A-1”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 100.0000% ownership of the One Court Square REMIC A-1 Regular Interest. The promissory note designated as “Note A-2” (the “One Court Square Promissory Note A-2”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 78.9474% ownership of the One Court Square REMIC A-2 Regular Interest. The promissory note designated as “Note A-3” (the “One Court Square Promissory Note A-3”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 77.7778% ownership of the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-4” (the “One Court Square Promissory Note A-4”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust and does not represent an ownership interest in any of the One Court Square REMIC Regular Interests or the One Court Square REMIC, was contributed to the Outside Securitization Trust related to the One Court Square Mortgage Loan. The residual interest in the One Court Square REMIC is not an asset of the Trust. The parties intend that (i) the portion of the Trust Fund representing the Class A-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets and the proceeds of the foregoing will be treated as assets of a grantor trust under subpart E of Part I of subchapter J of the Code and (ii) the beneficial interests in such grantor trust will be represented by the Class A-S Certificates, the Class B Certificates, the Class C Certificates, the Class EC Certificates and any Excess Interest Certificates. UPPER-TIER REMIC The following table sets forth the Class designation, the approximate initial pass-through rate and the aggregate initial principal amount (the “Original Certificate Balance”) or, in the case of the Class X-A, Class X-B and Class X-D Certificates, notional amount (the “Original Notional Amount”), as applicable, for each Class of Certificates and each Class EC Regular Interest comprising or evidencing the interests in the Upper-Tier REMIC created hereunder: Class Designation Approximate Initial Pass-Through Rate (per annum) Original Certificate Balance / Original Notional Amount Class A-1 1.700% $13,614,000 Class A-2 2.743% $98,127,000 Class A-3 3.063% $175,000,000 Class A-4 3.329% $221,743,000 Class A-AB 3.127% $31,196,000 Class X-A(1) 1.718% $580,156,000 Class X-B(1) 0.565% $42,404,000 Class A-S Regular Interest 3.585% $40,476,000 Class B Regular Interest 4.271% $42,404,000 Class C Regular Interest 4.836% $38,548,000 Class D 2.804% $44,331,000 Class X-D(1) 2.032% $44,331,000 Class E 4.836% $19,274,000 Class F 4.836% $9,637,000 Class G 4.836% $36,622,163 Class R(2) N/A N/Ahereby is the Latest Possible Maturity Date.

PRELIMINARY STATEMENT. The Trustee on behalf of the Trust will execute and deliver the Bear Stearns Structured Products Inc. Trust, Series 2007-R8, Class I-A-1, Class I-A-2, Class II-A-1, Class II-A-2, Clxxx XXX-A-1, Class III-A-2, Class IV-A-1, Class IV-A-2, Class V-A-1a, Class V-A-1b, Class V-A-1c, Class V-A-2, Class V-A-3, Class VI-A-1a, Class VI-A-1b, Class VI-A-1c, Class VI-A-2 and Class R Certificates representing in the aggregate the entire beneficial ownership the Trust (Terms used but not as defined in this Preliminary Statement shall have herein), the meanings specified in Article I hereof) primary assets of which are the Underlying Certificates (as defined herein). The Depositor intends to sell pass-through certificates some or all of the Certificates. REMIC I As provided herein, the Trustee will elect to be issued hereunder in multiple classes which in treat the aggregate will evidence the entire beneficial ownership interest segregated pool of assets contained in the Trust Fund consisting primarily of the Mortgage Loans (including, in the case of the One Court Square Mortgage Loan, the One Court Square Trust REMIC Regular Interests). As provided herein, the Certificate Administrator will elect that two segregated portions of the Trust Fund Underlying Certificates (other than the Class A-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets and the proceeds of the foregoingUnderlying Group V Certificates) be treated as a REMIC for federal income tax purposes as two separate REMICs (purposes, designated as the “Upper-Tier REMIC” and the “Lower-Tier REMIC”, respectively)"REMIC I". The Regular Certificates and the Class EC Regular Interests will represent “regular interests” in the Upper-Tier REMIC, and the Upper-Tier Residual Interest will be the sole class of “residual interests” in the Upper-Tier REMIC. There are also (i) 12 classes of uncertificated Lower-Tier Regular Interests issued under this Agreement (designated as the Class XX-0, Xxxxx XX-0, Class LA-3, Class LA-4, Class LA-AB, Class LA-S, Class LB, Class LC, Class LD, Class LE, Class LF and Class LG Interests), each of which will constitute a class of “regular interests” in the Lower-Tier REMIC, and (ii) the Lower-Tier Residual Interest, which will be the sole class of “residual interests” in the Lower-Tier REMIC. The Lower-Tier Regular Interests will be held by the Trustee as assets For purposes of the Upper-Tier REMIC. The REMIC Provisions, Component I of the Class R Certificates will represent both the Lower-Tier Residual Interest and the Upper-Tier Residual Interest. In addition, on October 13, 2015, NREC formed the One Court Square REMIC with respect to part of the One Court Square Loan Combination, which issued three pro rata and pari passu regular interests (the “One Court Square REMIC A-1 Regular Interest”, the “One Court Square REMIC A-2 Regular Interest” and the “One Court Square REMIC A-3 Regular Interest (each, a “One Court Square REMIC Regular Interest”, and collectively, the “One Court Square REMIC Regular Interests”). Each One Court Square REMIC Regular Interest has a principal balance set forth below and for tax reporting purposes will be entitled to principal and interest and any other amounts payable on the One Court Square REMIC Regular Interest in the same proportion that its principal balance bears to the aggregate principal balance all of the One Court Square REMIC Regular Interests, as set forth below: One Court Square REMIC Regular Interest Corresponding One Court Square promissory note(s) Initial Principal Balance One Court Square REMIC A-1 Regular Interest One Court Square Promissory Note A-1 $50,000,000 One Court Square REMIC A-2 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $95,000,000 One Court Square REMIC A-3 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $90,000,000 Each One Court Square REMIC Regular Interest holder will be the owner of a percentage interest, specified below, in its corresponding One Court Square Promissory Note(s) other than for tax reporting purposes. The promissory note designated as “Note A-5” (the “One Court Square Promissory Note A-5”), which evidences the One Court Square Mortgage Loan and will be contributed to the Trust, represents a 21.0526% ownership interest in the One Court Square REMIC A-2 Regular Interest and a 22.2222% ownership interest in the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-1” (the “One Court Square Promissory Note A-1”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 100.0000% ownership of the One Court Square sole class of "residual interests" in REMIC A-1 Regular Interest. The promissory note designated as “Note A-2” (the “One Court Square Promissory Note A-2”), which evidences one I. Component I of the One Court Square Companion Loans and is Class R Certificates will not an asset of the Trust, evidences 78.9474% ownership of the One Court Square REMIC A-2 Regular Interestbear interest or have a principal amount. The promissory note designated as “Note A-3” (the “One Court Square Promissory Note A-3”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 77.7778% ownership of the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-4” (the “One Court Square Promissory Note A-4”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust and does not represent an ownership interest in any of the One Court Square REMIC Regular Interests or the One Court Square REMIC, was contributed to the Outside Securitization Trust related to the One Court Square Mortgage Loan. The residual interest in the One Court Square REMIC is not an asset of the Trust. The parties intend that (i) the portion of the Trust Fund representing the Class A-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets and the proceeds of the foregoing will be treated as assets of a grantor trust under subpart E of Part I of subchapter J of the Code and (ii) the beneficial interests in such grantor trust will be represented by the Class A-S Certificates, the Class B Certificates, the Class C Certificates, the Class EC Certificates and any Excess Interest Certificates. UPPER-TIER REMIC The following table irrevocably sets forth the Class designation, the approximate initial pass-through rate and the aggregate initial principal amount (the “Original Certificate Balance”) or, in the case of the Class X-A, Class X-B and Class X-D Certificates, notional amount (the “Original Notional Amount”), as applicable, for each Class of Certificates and each Class EC Regular Interest comprising or evidencing the interests in the Upper-Tier REMIC created hereunder: Class Designation Approximate Initial Uncertificated Pass-Through Rate (per annumas defined herein) Original Certificate and the initial Uncertificated Principal Balance / Original Notional Amount Class A-1 1.700% $13,614,000 Class A-2 2.743% $98,127,000 Class A-3 3.063% $175,000,000 Class A-4 3.329% $221,743,000 Class A-AB 3.127% $31,196,000 Class X-A(1(as defined herein) 1.718% $580,156,000 Class X-B(1for each of the Uncertificated REMIC I Regular Interests (as defined herein), which are hereby designated as the "regular interests" in REMIC I. Solely for purposes of satisfying Treasury regulation section 1.860G-1(a)(4)(iii), the Distribution Date immediately following the latest scheduled maturity date for the Underlying Certificates (other than the Underlying Group V Certificates) 0.565% $42,404,000 Class A-S has been designated as the "latest possible maturity date" for each of the Uncertificated REMIC I Regular Interest 3.585% $40,476,000 Class B Regular Interest 4.271% $42,404,000 Class C Regular Interest 4.836% $38,548,000 Class D 2.804% $44,331,000 Class X-D(1) 2.032% $44,331,000 Class E 4.836% $19,274,000 Class F 4.836% $9,637,000 Class G 4.836% $36,622,163 Class R(2) N/A N/AInterests.

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 is the aggregate will evidence the entire beneficial ownership interest in owner of the Trust Fund consisting primarily of that is hereby conveyed to the Mortgage Loans (including, Trustee in return for the case of the One Court Square Mortgage Loan, the One Court Square Trust REMIC Regular Interests)Certificates. As provided herein, the Certificate Administrator Securities Administrator, on behalf of the Trustee will elect that two make multiple elections to treat segregated portions pools of assets subject to this Agreement for federal income tax purposes (exclusive of any Additional Collateral, the Corridor Contract and the assets held in the Reserve Fund) as the following four separate real estate mortgage investment conduits (each, a "REMIC"): REMIC 1, REMIC 2, REMIC 3 and the Master REMIC. REMIC 1 will consist of all of the assets constituting the Trust Fund other than the regular interests issued by the REMICs created hereunder. REMIC 1 will issue uncertificated REMIC regular interests (the "REMIC 1 Regular Interests"). The REMIC 1 Regular Interests will represent the "regular interests" in REMIC 1 and the R-1 Interest will represent the single Class of "residual interest" in REMIC 1. The Trustee will hold the REMIC 1 Regular Interests for the benefit of REMIC 2. REMIC 2 will consist of the REMIC 1 Interests and will issue uncertificated REMIC 2 regular interests, which will constitute the regular interests in REMIC 2 (the "REMIC 2 Regular Interests") and the Class R-2 Interest, which will represent the single Class of "residual interest" in REMIC 2. The Trustee will hold the REMIC 2 Regular Interests for the benefit of REMIC 3. REMIC 3 will consist of the REMIC 2 Interests and will issue uncertificated REMIC 3 regular interests, which will constitute the regular interests in REMIC 3 (the "REMIC 3 Regular Interests") and the Class R-3 Interest, which will represent the single Class of "residual interest" in REMIC 3. The Trustee will hold the REMIC 3 Regular Interests for the benefit of the Master REMIC. The Master REMIC will consist of the REMIC 3 Interests and will be evidenced by the Certificates, which (other than the Class A-S Specific Grantor Trust Assets, R Certificates) will constitute the regular interests in the Master REMIC (the "Regular Certificates") and the Class B Specific Grantor Trust AssetsR-4 Interest, any Excess Interest Grantor Trust Assets, which will represent the single Class of "residual interest" in the Master REMIC. The Class A-R Certificates will represent the beneficial ownership of each of the Class C Specific Grantor Trust AssetsR-1, the Class EC Specific Grantor Trust Assets R-2, Class R-3 and the proceeds of the foregoing) be treated Class R-4 Interests. The "latest possible maturity date" for federal income tax purposes of all regular and residual interests created hereunder will be the Latest Possible Maturity Date. REMIC 1 ------- Except as provided below, REMIC 1 will issue a single regular interest corresponding to each Mortgage Loan in Loan Group 1, Loan Group 2, Loan Group 3, Loan Group 4 and Loan Group 5 having a Net Mortgage Rate equal to that of its corresponding Mortgage Loan and allocated principal, interest and Realized Losses in the same manner as such items are allocated to their corresponding Mortgage Loans. REMIC 1 will issue a single regular interest corresponding to each Mortgage Loan in Loan Group 3 having a Net Mortgage Rate less than or equal to 5.50%, two separate REMICs regular interests (designated referred to collectively herein as the “Upper"Class 1-Tier REMIC” A Interests" and the “Lower"Class 1-Tier REMIC”B Interests") for each Mortgage Loan in Loan Group 3 having a Net Mortgage Rate greater than 5.50% and less than 6.00% and a single regular interest for each Mortgage Loan in Loan Group 3 having a Net Mortgage Rate greater than 6.00%. Each REMIC 1 Regular Interest corresponding to a Mortgage Loan in Loan Group 3 having a Net Mortgage Rate less than or equal to 5.50% will have a Pass Through Rate of 5.50% and a principal balance, respectively)following the allocation of scheduled principal, prepayments of principal and Realized Losses, equal to the product of: (i) the Non-A-P Percentage of the related Mortgage Loan and (ii) the related Mortgage Loan's principal balance. The For purposes of the calculating the Calculation Rate, each of the foregoing REMIC 1 Regular Certificates and the Class EC Regular Interests will represent “regular interests” in the Upper-Tier REMIC, and the Upper-Tier Residual Interest will be treated as part of Collateral Allocation Group 3. Each of the sole class Class 1-A Interests relating to Loan Group 3 will have a Pass Through Rate of “residual interests” in 5.50% and a principal balance, following the Upper-Tier REMIC. There are also allocation of scheduled principal, prepayments of principal and Realized Losses, equal to the product of: (i) 12 classes 6.00% minus the Net Mortgage Rate in respect of uncertificated Lower-Tier Regular Interests issued under this Agreement (designated as the Class XX-0related Mortgage Loan, Xxxxx XX-0, Class LA-3, Class LA-4, Class LA-AB, Class LA-S, Class LB, Class LC, Class LD, Class LE, Class LF and Class LG Interests), each of which will constitute a class of “regular interests” in the Lower-Tier REMICdivided by 0.50%, and (ii) the Lowerrelated Mortgage Loan's principal balance. For purposes of the calculating the Calculation Rate, each Class 1-Tier Residual Interest, which A Interest will be treated as part of Collateral Allocation Group 3. Each of the sole class Class 1-B Interests relating to Loan Group 3 will have a Pass Through Rate of “residual interests” 6.00% and a principal balance: (a) in the Lower-Tier REMIC. The Lower-Tier Regular Interests will be held by case of Mortgage Loans having a Net Mortgage Rate that is less than or equal to 6.00%, following the Trustee as assets allocation of the Upper-Tier REMIC. The Class R Certificates will represent both the Lower-Tier Residual Interest and the Upper-Tier Residual Interest. In additionscheduled principal, on October 13, 2015, NREC formed the One Court Square REMIC with respect to part prepayments of the One Court Square Loan Combination, which issued three pro rata and pari passu regular interests (the “One Court Square REMIC A-1 Regular Interest”, the “One Court Square REMIC A-2 Regular Interest” and the “One Court Square REMIC A-3 Regular Interest (each, a “One Court Square REMIC Regular Interest”, and collectively, the “One Court Square REMIC Regular Interests”). Each One Court Square REMIC Regular Interest has a principal balance set forth below and for tax reporting purposes will be entitled to principal and interest and any other amounts payable on the One Court Square REMIC Regular Interest in the same proportion that its principal balance bears Realized Losses, equal to the aggregate principal balance all of the One Court Square REMIC Regular Interests, as set forth belowproduct of: One Court Square REMIC Regular Interest Corresponding One Court Square promissory note(s) Initial Principal Balance One Court Square REMIC A-1 Regular Interest One Court Square Promissory Note A-1 $50,000,000 One Court Square REMIC A-2 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $95,000,000 One Court Square REMIC A-3 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $90,000,000 Each One Court Square REMIC Regular Interest holder will be the owner of a percentage interest, specified below, in its corresponding One Court Square Promissory Note(s) other than for tax reporting purposes. The promissory note designated as “Note A-5” (the “One Court Square Promissory Note A-5”), which evidences the One Court Square Mortgage Loan and will be contributed to the Trust, represents a 21.0526% ownership interest in the One Court Square REMIC A-2 Regular Interest and a 22.2222% ownership interest in the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-1” (the “One Court Square Promissory Note A-1”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 100.0000% ownership of the One Court Square REMIC A-1 Regular Interest. The promissory note designated as “Note A-2” (the “One Court Square Promissory Note A-2”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 78.9474% ownership of the One Court Square REMIC A-2 Regular Interest. The promissory note designated as “Note A-3” (the “One Court Square Promissory Note A-3”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 77.7778% ownership of the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-4” (the “One Court Square Promissory Note A-4”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust and does not represent an ownership interest in any of the One Court Square REMIC Regular Interests or the One Court Square REMIC, was contributed to the Outside Securitization Trust related to the One Court Square Mortgage Loan. The residual interest in the One Court Square REMIC is not an asset of the Trust. The parties intend that (i) the portion Net Mortgage Rate in respect of the Trust Fund representing the Class A-S Specific Grantor Trust Assetsrelated Mortgage Loan minus 5.50%, the Class B Specific Grantor Trust Assetsdivided by 0.50%, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets and the proceeds of the foregoing will be treated as assets of a grantor trust under subpart E of Part I of subchapter J of the Code and (ii) the beneficial interests in such grantor trust will be represented by the Class A-S Certificatesrelated Mortgage Loan's principal balance, the Class B Certificates, the Class C Certificates, the Class EC Certificates and any Excess Interest Certificates. UPPER-TIER REMIC The following table sets forth the Class designation, the approximate initial pass-through rate and the aggregate initial principal amount (the “Original Certificate Balance”b) or, in the case of Mortgage Loans having a Net Mortgage Rate that exceeds 6.00%, the related Mortgage Loan's principal balance. For purposes of the calculating the Calculation Rate, each Class 1-B Interest will be treated as part of Collateral Allocation Group 4. REMIC 1 will issue a single regular interest corresponding to each Mortgage Loan in Loan Group 4 having a Net Mortgage Rate less than or equal to 5.50%, the Class X1-A Interests and the Class 1-B Interests for each Mortgage Loan in Loan Group 4 having a Net Mortgage Rate greater than 5.50% and less than 6.50% and a single regular interest for each Mortgage Loan in Loan Group 4 having a Net Mortgage Rate greater than 6.50%. Each REMIC 1 Regular Interest corresponding to a Mortgage Loan in Loan Group 4 having a Net Mortgage Rate less than or equal to 5.50% will have a Pass Through Rate of 5.50% and a principal balance, following the allocation of scheduled principal, prepayments of principal and Realized Losses, equal to the product of: (i) the Non-A-P Percentage of the related Mortgage Loan and (ii) the related Mortgage Loan's principal balance. For purposes of the calculating the Calculation Rate, each of the foregoing REMIC 1 Regular Interest will be treated as part of Collateral Allocation Group 5. Each of the Class X1-A Interests relating to Loan Group 4 will have a Pass Through Rate of 5.50% and a principal balance, following the allocation of scheduled principal, prepayments of principal and Realized Losses, equal to the product of: (i) 6.50% minus the Net Mortgage Rate in respect of the related Mortgage Loan, divided by 1.00%, and (ii) the related Mortgage Loan's principal balance. For purposes of the calculating the Calculation Rate, each Class 1-A Interest will be treated as part of Collateral Allocation Group 6. Each of the Class 1-B Interests relating to Loan Group 4 will have a Pass Through Rate of 6.50% and Class X-D Certificatesa principal balance: (a) in the case of Mortgage Loans having a Net Mortgage Rate that is less than or equal to 6.50%, notional amount following the allocation of scheduled principal, prepayments of principal and Realized Losses, equal to the product of: (i) the “Original Notional Amount”)Net Mortgage Rate in respect of the related Mortgage Loan minus 5.50%, as applicabledivided by 1.00%, for and (ii) the related Mortgage Loan's principal balance, and (b) in the case of Mortgage Loans having a Net Mortgage Rate that exceeds 6.50%, the related Mortgage Loan's principal balance. For purposes of the calculating the Calculation Rate, each Class 1-B Interest will be treated as part of Certificates and each Class EC Regular Interest comprising or evidencing the interests in the Upper-Tier REMIC created hereunder: Class Designation Approximate Initial Pass-Through Rate (per annum) Original Certificate Balance / Original Notional Amount Class A-1 1.700% $13,614,000 Class A-2 2.743% $98,127,000 Class A-3 3.063% $175,000,000 Class A-4 3.329% $221,743,000 Class A-AB 3.127% $31,196,000 Class X-A(1) 1.718% $580,156,000 Class X-B(1) 0.565% $42,404,000 Class A-S Regular Interest 3.585% $40,476,000 Class B Regular Interest 4.271% $42,404,000 Class C Regular Interest 4.836% $38,548,000 Class D 2.804% $44,331,000 Class X-D(1) 2.032% $44,331,000 Class E 4.836% $19,274,000 Class F 4.836% $9,637,000 Class G 4.836% $36,622,163 Class R(2) N/A N/ACollateral Allocation Group 6.

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 (collectively, the "Certificates"), to be issued hereunder in multiple classes Classes, which in the aggregate will evidence the entire beneficial ownership interest in the Trust Fund consisting primarily created hereunder. The Certificates will consist of twelve Classes of Certificates, designated as (i) the Class A-1, Class A-2 and Class A-IO Certificates, (ii) the Class M-1 and Class M-2 Certificates, (iii) the Class B-1 and Class B-2 Certificates, (iv) the Class N Certificates, (v) the Class X Certificates and (vi) the Class R-1, Class R-2 and Class R-3 Certificates. The Depositor hereby assigns to the Trustee, acting on behalf of the Certificateholders its interests and rights in the Mortgage Loans (including, exclusive of any Arrearage in the case respect of the One Court Square Delinquent Mortgage Loan, the One Court Square Trust REMIC Regular InterestsLoans). As provided herein, the Certificate Administrator Trustee will elect that two make multiple elections to treat segregated portions pools of the Trust Fund (other than the Class A-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets and the proceeds of the foregoing) be treated assets subject to this Agreement for federal income tax purposes as two five separate REMICs (designated as the “Upper-Tier REMIC” and the “Lower-Tier REMIC”, respectively). The Regular Certificates and the Class EC Regular Interests will represent “regular interests” in the Upper-Tier REMIC, and the Upper-Tier Residual Interest will be the sole class of “residual interests” in the Upper-Tier REMIC. There are also (i) 12 classes of uncertificated Lower-Tier Regular Interests issued under this Agreement (designated as the Class XX-0, Xxxxx XX-0, Class LA-3, Class LA-4, Class LA-AB, Class LA-S, Class LB, Class LC, Class LD, Class LE, Class LF and Class LG Interests), each of which will constitute a class of “regular interests” in the Lower-Tier REMIC, and (ii) the Lower-Tier Residual Interest, which will be 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 both the Lower-Tier Residual Interest and the Upper-Tier Residual Interest. In addition, on October 13, 2015, NREC formed the One Court Square REMIC with respect to part of the One Court Square Loan Combination, which issued three pro rata and pari passu regular interests (the “One Court Square REMIC A-1 Regular Interest”, the “One Court Square REMIC A-2 Regular Interest” and the “One Court Square REMIC A-3 Regular Interest real estate mortgage investment conduits (each, a “One Court Square REMIC Regular Interest”, and collectively, the “One Court Square REMIC Regular Interests”"REMIC"). Each One Court Square REMIC Regular Interest has a principal balance set forth below and for tax reporting purposes will be entitled The following provisions in the Preliminary Statement are intended to principal and cause all interest and any other amounts payable on principal collection in respect of the One Court Square Mortgage Loans to be distributed from the Subsidiary REMIC Regular Interest in the same proportion that its principal balance bears to the aggregate principal balance all of Middle REMIC, from the One Court Square Middle REMIC Regular Interests, as set forth below: One Court Square REMIC Regular Interest Corresponding One Court Square promissory note(s) Initial Principal Balance One Court Square REMIC A-1 Regular Interest One Court Square Promissory Note A-1 $50,000,000 One Court Square REMIC A-2 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $95,000,000 One Court Square REMIC A-3 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $90,000,000 Each One Court Square REMIC Regular Interest holder will be the owner of a percentage interest, specified below, in its corresponding One Court Square Promissory Note(s) other than for tax reporting purposes. The promissory note designated as “Note A-5” (the “One Court Square Promissory Note A-5”), which evidences the One Court Square Mortgage Loan and will be contributed to the Trust, represents a 21.0526% ownership interest in the One Court Square REMIC A-2 Regular Interest and a 22.2222% ownership interest in the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-1” (the “One Court Square Promissory Note A-1”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 100.0000% ownership of the One Court Square REMIC A-1 Regular Interest. The promissory note designated as “Note A-2” (the “One Court Square Promissory Note A-2”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 78.9474% ownership of the One Court Square REMIC A-2 Regular Interest. The promissory note designated as “Note A-3” (the “One Court Square Promissory Note A-3”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 77.7778% ownership of the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-4” (the “One Court Square Promissory Note A-4”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust and does not represent an ownership interest in any of the One Court Square REMIC Regular Interests or the One Court Square Master REMIC, was contributed from the Master REMIC to the Outside Securitization Trust related to the One Court Square Mortgage Loan. The residual interest in the One Court Square REMIC is not an asset of the Trust. The parties intend that (i) the portion of the Trust Fund representing the Class A-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets and the proceeds of the foregoing will be treated as assets of a grantor trust under subpart E of Part I of subchapter J of the Code and (ii) the beneficial interests in such grantor trust will be represented by the Class A-S Certificates, the Class B Certificates, the Class C Certificates, the Class EC Certificates and any Excess Interest Certificates. UPPER-TIER REMIC The following table sets forth the Class designation, the approximate initial pass-through rate and the aggregate initial principal amount (the “Original Certificate Balance”) or, in the case of the Class X-A, Class X-B and Class X-D Certificates, notional amount (the “Original Notional Amount”), as applicable, for each Class of Certificates and to the Class B-2 REMIC and the Class X/N REMIC, and from the Class B-2 REMIC and Class X/N REMIC to each of the Class EC Regular B-2 Certifcates and Class X Certificates, respectively. The Preliminary Statement will be interpreted and applied consistently with such intent. The Trustee will seek guidance from Tax Counsel to the extent that it believes that any of the subsequent provisions are inconsistent with the foregoing to reconcile or eliminate such inconsistency. The Subsidiary REMIC As provided herein, the Trustee will make an election to treat the segregated pool of assets consisting of the Mortgage Loans (exclusive of the Basis Risk Reserve Fund and any monies received pursuant to the Interest comprising or evidencing Rate Cap Agreement) subject to this Agreement as a REMIC for federal income tax purposes, and such segregated pool of assets will be designated as the interests "Subsidiary REMIC." The Class R-1a Interest will represent the sole class of "residual interests" in the Upper-Tier Subsidiary REMIC created hereunder: Class Designation Approximate Initial for purposes of the REMIC Provisions (as defined herein) under federal income tax law. The following table irrevocably sets forth the designation, the initial Uncertificated Principal Balance and the Uncertificated Subsidiary REMIC Pass-Through Rate (per annum) Original Certificate Balance / Original Notional Amount Class A-1 1.700% $13,614,000 Class A-2 2.743% $98,127,000 Class A-3 3.063% $175,000,000 Class A-4 3.329% $221,743,000 Class A-AB 3.127% $31,196,000 Class X-A(1) 1.718% $580,156,000 Class X-B(1) 0.565% $42,404,000 Class A-S of each Subsidiary REMIC Regular Interest 3.585% $40,476,000 Class B Interest. None of the Subsidiary REMIC Regular Interest 4.271% $42,404,000 Class C Regular Interest 4.836% $38,548,000 Class D 2.804% $44,331,000 Class X-D(1) 2.032% $44,331,000 Class E 4.836% $19,274,000 Class F 4.836% $9,637,000 Class G 4.836% $36,622,163 Class R(2) N/A N/AInterests will be certificated. Uncertificated Uncertificated Subsidiary REMIC -6-

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 Classes which in the aggregate will evidence the entire beneficial ownership interest in the Trust Fund consisting primarily of the Mortgage Loans. The Lower-Tier REMIC will hold the Mortgage Loans (includingexclusive of any Excess Interest) and certain other related assets subject to this Agreement, in and will issue (i) the case of the One Court Square Mortgage Loanuncertificated Class A-1L Interest, the One Court Square Trust REMIC Regular Interests). As provided hereinClass A-2L Interest, the Certificate Administrator will elect that two segregated portions of the Trust Fund (other than the Class A-3L Interest, Class A-S Specific Grantor Trust AssetsABL Interest, Class A-4L Interest, Class A-1AL Interest, Class A-ML Interest, Class A-JL Interest, Class B-L Interest, Class C-L Interest, Class D-L Interest, Class E-L Interxxx, Class F-L Interest, Class G-L Interest, Class H-L Interest, Class J-L Interest, Class K-L Interest, Class L-L Interest, Class M-L Interxxx, Class N-L Interest, Class O-L Interest and Class P-L Interest (the Class B Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets and the proceeds of the foregoing) be treated for federal income tax purposes as two separate REMICs (designated as the “Upper-Tier REMIC” and the “Lower-Tier REMIC”, respectively). The Regular Certificates and the Class EC Regular Interests will represent “regular interests” in the Upper-Tier REMIC, and the Upper-Tier Residual Interest will be the sole class of “residual interests” in the Upper-Tier REMIC. There are also (i) 12 classes of uncertificated "Lower-Tier Regular Interests issued under this Agreement (designated as the Class XX-0, Xxxxx XX-0, Class LA-3, Class LA-4, Class LA-AB, Class LA-S, Class LB, Class LC, Class LD, Class LE, Class LF and Class LG Interests"), each as classes of which will constitute a class of “regular interests” interests in the Lower-Tier REMIC, and (ii) the Lower-Tier Residual Interest, which will be the sole class of “residual interests” interests in the Lower-Tier REMIC, which will be represented by the Class LR Certificates. The Upper-Tier REMIC will hold the Lower-Tier Regular Interests and certain other related assets subject to this Agreement and will be held by issue the Trustee following Classes: the Class A-1, Class A-2, Class A-3, Class A-AB, Class A-4, Class A-1A, Class X, Class A-M, Class A-J, Class B, Class C, Class D, Class E, Class F, Class G, Class H, Class J, Class K, Class L, Class M, Class N, Class O and Class P Certificates (the "Regular Certificates"), which are designated as assets classes of regular interests, and the Class R Certificates, which are designated as the sole class of residual interests, in the Upper-Tier REMIC. The Class R Certificates will represent both the Lower-Tier Residual Interest and the Upper-Tier Residual Interest. In addition, on October 13, 2015, NREC formed the One Court Square REMIC with respect to part of the One Court Square Loan Combination, which issued three pro rata and pari passu regular interests (the “One Court Square REMIC A-1 Regular Interest”, the “One Court Square REMIC A-2 Regular Interest” and the “One Court Square REMIC A-3 Regular Interest (each, a “One Court Square REMIC Regular Interest”, and collectively, the “One Court Square REMIC Regular Interests”). Each One Court Square REMIC Regular Interest has a principal balance set forth below and for tax reporting purposes will be entitled to principal and interest and any other amounts payable on the One Court Square REMIC Regular Interest in the same proportion that its principal balance bears to the aggregate principal balance all of the One Court Square REMIC Regular Interests, as set forth below: One Court Square REMIC Regular Interest Corresponding One Court Square promissory note(s) Initial Principal Balance One Court Square REMIC A-1 Regular Interest One Court Square Promissory Note A-1 $50,000,000 One Court Square REMIC A-2 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $95,000,000 One Court Square REMIC A-3 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $90,000,000 Each One Court Square REMIC Regular Interest holder will be the owner of a percentage interest, specified below, in its corresponding One Court Square Promissory Note(s) other than for tax reporting purposes. The promissory note designated as “Note A-5” (the “One Court Square Promissory Note A-5”), which evidences the One Court Square Mortgage Loan and will be contributed to the Trust, represents a 21.0526% ownership interest in the One Court Square REMIC A-2 Regular Interest and a 22.2222% ownership interest in the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-1” (the “One Court Square Promissory Note A-1”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 100.0000% ownership of the One Court Square REMIC A-1 Regular Interest. The promissory note designated as “Note A-2” (the “One Court Square Promissory Note A-2”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 78.9474% ownership of the One Court Square REMIC A-2 Regular Interest. The promissory note designated as “Note A-3” (the “One Court Square Promissory Note A-3”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 77.7778% ownership of the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-4” (the “One Court Square Promissory Note A-4”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust and does not represent an ownership interest in any of the One Court Square REMIC Regular Interests or the One Court Square REMIC, was contributed to the Outside Securitization Trust related to the One Court Square Mortgage Loan. The residual interest in the One Court Square REMIC is not an asset of the Trust. The parties intend that (i) the portion of the Trust Fund representing consisting of the Class A-S Specific Excess Interest and proceeds thereof in the Grantor Trust Assets, Distribution Account (the Class B Specific "Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets and the proceeds of the foregoing Trust") will be treated as assets of a grantor trust under subpart E for federal income tax purposes. The Class S Certificates will represent undivided beneficial interests in the Excess Interest and proceeds thereof. The Mortgaged Property that secures the Mortgage Loan identified as Loan No. 1 on the Mortgage Loan Schedule (the "Desert Passage Mortgage Loan") also secures two companion loans to the same Borrower, both of Part I which are pari passu in right of subchapter J payment to the Desert Passage Mortgage Loan (the "Desert Passage Pari Passu Loans" and together with the Desert Passage Mortgage Loan, the "Desert Passage Whole Loan"). The Desert Passage Whole Loan will be serviced pursuant to (i) a separate pooling and servicing agreement (the Banc of America Commercial Mortgage Inc., Commercial Mortgage Pass-Through Certificates, Series 2006-1 (the Code "BACM 2006-1 Pooling and Servicing Agreement")), dated as of March 1, 2006, among Banc of America Commercial Mortgage Inc., as depositor, Bank of America, National Association, as initial master servicer (in such capacity, such initial servicer or any successor thereto, the "BACM 2006-1 Servicer"), Midland Loan Services, Inc., as initial special servicer (in such capacity, such initial special servicer or any successor thereto, the "BACM 2006-1 Special Servicer"), Wells Fargo Bank, N.A., as initial trustee (in such capacity, such inxxxxx trustee or any successor thereto, the "BACM 2006-1 Trustee") and HSBC Financial Services (Cayman) Limited, as Cayman collateral trustee and (ii) the beneficial interests in such grantor trust Desert Passage Intercreditor Agreement. Amounts attributable to the Desert Passage Pari Passu Loans will not be assets of the Trust Fund or the Trust REMICs and will be represented beneficially owned by the Class A-S Certificatesrespective Companion Loan Noteholders. The Mortgaged Property that secures the Mortgage Loan identified as Loan No. 81 on the Mortgage Loan Schedule, (the "Buckeye Portfolio Mortgage Loan") also secures one separate mortgage loan to the related Borrower (the "Buckeye Portfolio B Loan" or the "Buckeye Portfolio Companion Loan" and together with the Buckeye Portfolio Mortgage Loan, the Class "Buckeye Portfolio Whole Loan") which is subordinate to the Buckeye Portfolio Mortgage Loan. The Buckeye Portfolio Whole Loan will be serviced pursuant to this Agreement and the Buckeye Portfolio Intercreditor Agreement, as and to the extent provided herein and therein. Amounts attributable to the Serviced Companion Loan will not be assets of the Trust Fund or the Trust REMICs and will be beneficially owned by the related Serviced Companion Loan Noteholder. The Mortgaged Property that secures the Mortgage Loan identified as Loan No. 33 on the Mortgage Loan Schedule, (the "Valley Forge Mortgage Loan") also secures one separate mortgage loan to the related Borrower (the "Valley Forge Center B CertificatesLoan" or the "Valley Forge Companion Loan" and together with the Valley Forge Mortgage Loan, the Class C Certificates"Valley Forge Whole Loan") which is subordinate to the Valley Forge Mortgage Loan. The Valley Forge Whole Loan will be serviced pursuant to this Agreement and the Valley Forge Intercreditor Agreement, as and to the Class EC Certificates extent provided herein and any Excess Interest Certificatestherein. UPPER-TIER REMIC Amounts attributable to the Serviced Companion Loan will not be assets of the Trust Fund or the Trust REMICs and will be beneficially owned by the related Serviced Companion Loan Noteholder. The following table sets forth the Class designation, the approximate initial passcorresponding Lower-through rate Tier Regular Interests (the "Corresponding Lower-Tier Regular Interests") and the aggregate initial principal amount Certificate Balance (the “Original Certificate Balance”) or, in the case of with respect to the Class X-A, Class X-B and Class X-D X Certificates, notional amount (the “Original Notional Amount”), as applicable, Balance) for each Class of Certificates and each Class EC Regular Interest comprising or evidencing the interests in the Upper-Tier REMIC created hereunder: Class Designation Approximate Initial Pass-Through Rate (per annum) Original Certificate Balance / Original Notional Amount Class A-1 1.700% $13,614,000 Class A-2 2.743% $98,127,000 Class A-3 3.063% $175,000,000 Class A-4 3.329% $221,743,000 Class A-AB 3.127% $31,196,000 Class X-A(1) 1.718% $580,156,000 Class X-B(1) 0.565% $42,404,000 Class A-S Regular Interest 3.585% $40,476,000 Class B Regular Interest 4.271% $42,404,000 Class C Regular Interest 4.836% $38,548,000 Class D 2.804% $44,331,000 Class X-D(1) 2.032% $44,331,000 Class E 4.836% $19,274,000 Class F 4.836% $9,637,000 Class G 4.836% $36,622,163 Class R(2) N/A N/AREMIC.

PRELIMINARY STATEMENT. (Terms used but not defined in this Preliminary Statement shall have In exchange for the meanings specified in Article I hereof) The Certificates, 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 hereby conveys the Trust Fund consisting primarily of Estate to the Mortgage Loans Trustee to create the Trust. The Trust Estate for federal income tax purposes will be treated as two separate real estate mortgage investment conduits (includingthe "Upper-Tier REMIC" and the "Lower-Tier REMIC," respectively, in the case of the One Court Square Mortgage Loanand each, the One Court Square Trust REMIC Regular Interestsa "REMIC"). As provided herein, the Certificate Administrator will elect that two segregated portions of the Trust Fund The Class A Certificates (other than the Class 1-A-S Specific Grantor Trust AssetsR, Class 1-A-LR and Class A-PO Certificates) and the Class B Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets and the proceeds of the foregoing) be treated for federal income tax purposes as two separate REMICs (designated Certificates are referred to collectively as the “Upper-Tier REMIC” "Regular Certificates" and the “Lower-Tier REMIC”, respectively). The Regular Certificates and the Class EC Regular Interests will represent “shall constitute "regular interests” in the Upper-Tier REMIC, and the Upper-Tier Residual Interest will be the sole class of “residual interests” " in the Upper-Tier REMIC. There are The Class 1-A-PO Component, Class 2-A-PO Component, Class 1-A-SES Component and Class 2-A-SES Component (collectively, the "Components") shall also (i) 12 classes of uncertificated constitute "regular interests" in the Upper-Tier REMIC. The Uncertificated Lower-Tier Regular Interests issued under this Agreement (designated as shall constitute the Class XX-0, Xxxxx XX-0, Class LA-3, Class LA-4, Class LA-AB, Class LA-S, Class LB, Class LC, Class LD, Class LE, Class LF and Class LG Interests), each of which will constitute a class of “"regular interests” in the Lower-Tier REMIC, and (ii) the Lower-Tier Residual Interest, which will be the sole class of “residual interests” " in the Lower-Tier REMIC. The LowerClass 1-Tier Regular Interests will be held by the Trustee as assets of the UpperA-Tier REMIC. The Class R Certificates will represent both the Lower-Tier Residual Interest and the Upper-Tier Residual Interest. In addition, on October 13, 2015, NREC formed the One Court Square REMIC with respect to part of the One Court Square Loan Combination, which issued three pro rata and pari passu regular interests (the “One Court Square REMIC A-1 Regular Interest”, the “One Court Square REMIC A-2 Regular Interest” and the “One Court Square REMIC A-3 Regular Interest (each, a “One Court Square REMIC Regular Interest”, and collectively, the “One Court Square REMIC Regular Interests”). Each One Court Square REMIC Regular Interest has a principal balance set forth below and for tax reporting purposes will be entitled to principal and interest and any other amounts payable on the One Court Square REMIC Regular Interest in the same proportion that its principal balance bears to the aggregate principal balance all of the One Court Square REMIC Regular Interests, as set forth below: One Court Square REMIC Regular Interest Corresponding One Court Square promissory note(s) Initial Principal Balance One Court Square REMIC A-1 Regular Interest One Court Square Promissory Note A-1 $50,000,000 One Court Square REMIC A-2 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $95,000,000 One Court Square REMIC A-3 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $90,000,000 Each One Court Square REMIC Regular Interest holder will Certificate shall be the owner of a percentage "residual interest, specified below, in its corresponding One Court Square Promissory Note(s) other than for tax reporting purposes. The promissory note designated as “Note A-5” (the “One Court Square Promissory Note A-5”), which evidences the One Court Square Mortgage Loan and will be contributed to the Trust, represents a 21.0526% ownership interest in the One Court Square REMIC A-2 Regular Interest and a 22.2222% ownership interest in the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-1” (the “One Court Square Promissory Note A-1”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 100.0000% ownership of the One Court Square REMIC A-1 Regular Interest. The promissory note designated as “Note A-2” (the “One Court Square Promissory Note A-2”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 78.9474% ownership of the One Court Square REMIC A-2 Regular Interest. The promissory note designated as “Note A-3” (the “One Court Square Promissory Note A-3”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 77.7778% ownership of the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-4” (the “One Court Square Promissory Note A-4”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust and does not represent an ownership interest in any of the One Court Square REMIC Regular Interests or the One Court Square REMIC, was contributed to the Outside Securitization Trust related to the One Court Square Mortgage Loan. The residual interest in the One Court Square REMIC is not an asset of the Trust. The parties intend that (i) the portion of the Trust Fund representing the Class A-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets and the proceeds of the foregoing will be treated as assets of a grantor trust under subpart E of Part I of subchapter J of the Code and (ii) the beneficial interests in such grantor trust will be represented by the Class A-S Certificates, the Class B Certificates, the Class C Certificates, the Class EC Certificates and any Excess Interest Certificates. UPPER-TIER REMIC The following table sets forth the Class designation, the approximate initial pass-through rate and the aggregate initial principal amount (the “Original Certificate Balance”) or, in the case of the Class X-A, Class X-B and Class X-D Certificates, notional amount (the “Original Notional Amount”), as applicable, for each Class of Certificates and each Class EC Regular Interest comprising or evidencing the interests " in the Upper-Tier REMIC and the Class 1-A-LR Certificate shall be the "residual interest" in the Lower-Tier REMIC. The Certificates and the Uncertificated Lower-Tier Interests will represent the entire beneficial ownership interest in the Trust. The "latest possible maturity date" for federal income tax purposes of all interests created hereunder: hereby will be the REMIC Certificate Maturity Date. The following table sets forth characteristics of the Certificates and the Components, together with the minimum denominations and integral multiples in excess thereof in which the Classes of Certificates shall be issuable (except that one Certificate of each Class Designation Approximate of Certificates may be issued in any amount in excess of the minimum denomination): Initial Pass-Through Rate (per annum) Original Class Integral Certificate Balance / Original Pass- Multiples or Notional Through Minimum in Excess Classes Amount Rate Denomination of Minimum ----------------- ------------------- ------- ------------ ---------- Class 1-A-1 1.700$92,900,000.00 4.000% $13,614,000 1,000 $1 Class 1-A-2 2.743$36,313,000.00 4.500% $98,127,000 1,000 $1 Class 1-A-3 3.063$9,906,000.00 4.750% $175,000,000 1,000 $1 Class 1-A-4 3.329$21,516,000.00 4.875% $221,743,000 1,000 $1 Class 1-A-5 $49,984,000.00 5.500% $1,000 $1 Class 1-A-6 $51,744,000.00 5.750% $1,000 $1 Class 1-A-7 $30,000,000.00 5.250% $1,000 $1 Class 1-A-8 $2,500,000.00 5.750% $1,000 $1 Class 1-A-9 $121,680,733.00 (1) $1,000 $1 Class 1-A-10 $37,033,267.00 (2) $1,000 $1 Class 1-A-11 $30,121,000.00 5.500% $1,000 $1 Class 1-A-12 $240,000.00 5.750% $1,000 $1 Class 1-A-13 $50,000,000.00 5.000% $1,000 $1 Class 1-A-14 $53,778,260.00 5.750% $1,000 $1 Class 1-A-R $50.00 5.750% $50 N/A Class 1-A-LR $50.00 5.750% $50 N/A Class 1-A-WIO $322,010,933.00 (3) $10,000,000 $1 Class 2-A-1 $105,000,000.00 (4) $1,000 $1 Class 2-A-2 $102,128,352.00 (5) $1,000 $1 Class 2-A-3 $40,322,647.00 (4) $1,000 $1 Class 2-A-4 $575,000.00 (4) $1,000 $1 Class 2-A-WIO $247,897,838.00 (6) $10,000,000 $1 Class 1-B-1 $7,436,000.00 5.750% $25,000 $1 Class 1-B-2 $2,479,000.00 5.750% $25,000 $1 Class 1-B-3 $1,928,000.00 5.750% $25,000 $1 Class 1-B-4 $826,000.00 5.750% $25,000 $1 Class 1-B-5 $827,000.00 5.750% $25,000 $1 Class 1-B-6 $826,453.00 5.750% $25,000 $1 Class 2-B-1 $1,506,000.00 5.000% $25,000 $1 Class 2-B-2 $377,000.00 5.000% $25,000 $1 Class 2-B-3 $376,000.00 5.000% $25,000 $1 Class 2-B-4 $251,000.00 5.000% $25,000 $1 Class 2-B-5 $252,000.00 5.000% $25,000 $1 Class 2-B-6 $251,139.00 5.000% $25,000 $1 Class A-AB 3.127% PO (7) (7) $31,196,000 25,000 $1 Class XSES (8) (8) $25,000 $1 Initial Component Integral Balance or Pass- Multiples Component Through Minimum In Excess Components Notional Amount Rate Denomination Of Minimum ----------------- ------------------- ------- ------------ ---------- Class 1-A(1) 1.718% $580,156,000 Class X-B(1) 0.565% $42,404,000 Class A-S Regular Interest 3.585% PO $40,476,000 Class B Regular Interest 4.271% $42,404,000 Class C Regular Interest 4.836% $38,548,000 Class D 2.804% $44,331,000 Class X-D(1) 2.032% $44,331,000 Class E 4.836% $19,274,000 Class F 4.836% $9,637,000 Class G 4.836% $36,622,163 Class R(22,601,894.40 (9) N/A N/A Class 2-A-PO $34,155.27 (9) N/A N/A Class 1-SES $55,862,448.01 0.200% N/A N/A Class 2-SES $251,073,294.29 0.200% N/A N/A

PRELIMINARY STATEMENT. (Terms used but not defined in this Preliminary Statement shall have In exchange for the meanings specified in Article I hereof) The Certificates, 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 hereby conveys the Trust Fund consisting primarily of Estate to the Mortgage Loans Trustee to create the Trust. The Trust Estate for federal income tax purposes will be treated as two separate real estate mortgage investment conduits (includingthe "Upper-Tier REMIC" and the "Lower-Tier REMIC," respectively, in the case of the One Court Square Mortgage Loanand each, the One Court Square Trust REMIC Regular Interestsa "REMIC"). As provided herein, the Certificate Administrator will elect that two segregated portions of the Trust Fund The Senior Certificates (other than the Class CB-IO, Class X-PO, Class 1-A-S Specific Grantor Trust Assets, the R and Class B Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets and the proceeds of the foregoing1-A-LR Certificates) be treated for federal income tax purposes as two separate REMICs (designated are referred to collectively as the “Upper-Tier REMIC” "Regular Certificates" and the “Lower-Tier REMIC”, respectively). The Regular Certificates and the Class EC Regular Interests will represent “shall constitute "regular interests” in the Upper-Tier REMIC, and the Upper-Tier Residual Interest will be the sole class of “residual interests” " in the Upper-Tier REMIC. There are The Class 1-X-PO Component, Class 1-IO Component, Class 2-X-PO Component, Class 2-IO Component, Class 3-X-PO Component and Class 4-X-PO Component (collectively, the "Components") shall also (i) 12 classes of uncertificated constitute "regular interests" in the Upper-Tier REMIC. The Uncertificated Lower-Tier Regular Interests issued under this Agreement (designated as shall constitute the Class XX-0, Xxxxx XX-0, Class LA-3, Class LA-4, Class LA-AB, Class LA-S, Class LB, Class LC, Class LD, Class LE, Class LF and Class LG Interests), each of which will constitute a class of “"regular interests” in the Lower-Tier REMIC, and (ii) the Lower-Tier Residual Interest, which will be the sole class of “residual interests” " in the Lower-Tier REMIC. The LowerClass 1-Tier Regular Interests will be held by the Trustee as assets of the UpperA-Tier REMIC. The Class R Certificates will represent both the Lower-Tier Residual Interest and the Upper-Tier Residual Interest. In addition, on October 13, 2015, NREC formed the One Court Square REMIC with respect to part of the One Court Square Loan Combination, which issued three pro rata and pari passu regular interests (the “One Court Square REMIC A-1 Regular Interest”, the “One Court Square REMIC A-2 Regular Interest” and the “One Court Square REMIC A-3 Regular Interest (each, a “One Court Square REMIC Regular Interest”, and collectively, the “One Court Square REMIC Regular Interests”). Each One Court Square REMIC Regular Interest has a principal balance set forth below and for tax reporting purposes will be entitled to principal and interest and any other amounts payable on the One Court Square REMIC Regular Interest in the same proportion that its principal balance bears to the aggregate principal balance all of the One Court Square REMIC Regular Interests, as set forth below: One Court Square REMIC Regular Interest Corresponding One Court Square promissory note(s) Initial Principal Balance One Court Square REMIC A-1 Regular Interest One Court Square Promissory Note A-1 $50,000,000 One Court Square REMIC A-2 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $95,000,000 One Court Square REMIC A-3 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $90,000,000 Each One Court Square REMIC Regular Interest holder will Certificate shall be the owner of a percentage "residual interest, specified below, in its corresponding One Court Square Promissory Note(s) other than for tax reporting purposes. The promissory note designated as “Note A-5” (the “One Court Square Promissory Note A-5”), which evidences the One Court Square Mortgage Loan and will be contributed to the Trust, represents a 21.0526% ownership interest in the One Court Square REMIC A-2 Regular Interest and a 22.2222% ownership interest in the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-1” (the “One Court Square Promissory Note A-1”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 100.0000% ownership of the One Court Square REMIC A-1 Regular Interest. The promissory note designated as “Note A-2” (the “One Court Square Promissory Note A-2”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 78.9474% ownership of the One Court Square REMIC A-2 Regular Interest. The promissory note designated as “Note A-3” (the “One Court Square Promissory Note A-3”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 77.7778% ownership of the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-4” (the “One Court Square Promissory Note A-4”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust and does not represent an ownership interest in any of the One Court Square REMIC Regular Interests or the One Court Square REMIC, was contributed to the Outside Securitization Trust related to the One Court Square Mortgage Loan. The residual interest in the One Court Square REMIC is not an asset of the Trust. The parties intend that (i) the portion of the Trust Fund representing the Class A-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets and the proceeds of the foregoing will be treated as assets of a grantor trust under subpart E of Part I of subchapter J of the Code and (ii) the beneficial interests in such grantor trust will be represented by the Class A-S Certificates, the Class B Certificates, the Class C Certificates, the Class EC Certificates and any Excess Interest Certificates. UPPER-TIER REMIC The following table sets forth the Class designation, the approximate initial pass-through rate and the aggregate initial principal amount (the “Original Certificate Balance”) or, in the case of the Class X-A, Class X-B and Class X-D Certificates, notional amount (the “Original Notional Amount”), as applicable, for each Class of Certificates and each Class EC Regular Interest comprising or evidencing the interests " in the Upper-Tier REMIC and the Class 1-A-LR Certificate shall be the "residual interest" in the Lower-Tier REMIC. The Certificates and the Uncertificated Lower-Tier Interests will represent the entire beneficial ownership interest in the Trust. The "latest possible maturity date" for federal income tax purposes of all interests created hereunder: hereby will be the REMIC Certificate Maturity Date. The following table sets forth characteristics of the Certificates and the Components, together with the minimum denominations and integral multiples in excess thereof in which the Classes of Certificates shall be issuable (except that one Certificate of each Class Designation Approximate of Certificates may be issued in any amount in excess of the minimum denomination): Initial Pass-Class Integral Certificate Pass- Multiples Balance or Through Rate (per annum) Original Certificate Balance / Original Minimum in Excess Classes Notional Amount Rate Denomination of Minimum ------------------ ---------------- ---------- ------------- -------------- Class 1-A-1 1.700$165,409,000.00 6.000% $13,614,000 1,000 $1 Class A-2 2.7431-A-R $50.00 6.000% $98,127,000 50 N/A Class A-3 3.0631-A-LR $50.00 6.000% $175,000,000 50 N/A Class A-4 3.3292-A-1 $93,876,000.00 6.000% $221,743,000 1,000 $1 Class ACB-AB 3.127IO (1) 6.000% $31,196,000 1,000,000 $1 Class 3-A-1 $3,786,000.00 6.000% $1,000 $1 Class 3-A-2 $28,301,000.00 6.000% $1,000 $1 Class 3-A-3 $2,318,000.00 6.000% $1,000 $1 Class 3-IO $212,207.00 6.000% $212,207 N/A Class 4-A-1 $115,510,000.00 5.000% $1,000 $1 Class 4-IO $4,121,479.00 5.000% $1,000,000 $1 Class X-A(1PO (2) 1.718(2) $25,000 $1 Class 15-PO $3,012,942.00 (3) $25,000 $1 Class 30-B-1 $5,984,000.00 6.000% $580,156,000 25,000 $1 Class 30-B-2 $2,911,000.00 6.000% $25,000 $1 Class 30-B-3 $1,617,000.00 6.000% $25,000 $1 Class 30-B-4 $1,617,000.00 6.000% $25,000 $1 Class 30-B-5 $1,132,000.00 6.000% $25,000 $1 Class 30-B-6 $1,293,698.00 6.000% $25,000 $1 Class 4-B-1 $1,576,000.00 5.000% $25,000 $1 Class 4-B-2 $242,000.00 5.000% $25,000 $1 Class 4-B-3 $364,000.00 5.000% $25,000 $1 Class 4-B-4 $182,000.00 5.000% $25,000 $1 Class 4-B-5 $121,000.00 5.000% $25,000 $1 Class 4-B-6 $182,087.00 5.000% $25,000 $1 Initial Integral Component Pass- Multiples Balance or Through Minimum In Excess Components Notional Amount Rate Denomination Of Minimum ---------- ---------------- ------- ------------ ---------- Class 1-X-B(1) 0.565% PO $42,404,000 Class A-S Regular Interest 3.585% $40,476,000 Class B Regular Interest 4.271% $42,404,000 Class C Regular Interest 4.836% $38,548,000 Class D 2.804% $44,331,000 Class X-D(1) 2.032% $44,331,000 Class E 4.836% $19,274,000 Class F 4.836% $9,637,000 Class G 4.836% $36,622,163 Class R(29,322,978.00 (4) N/A N/A Class 2-X-PO $4,085,577.00 (4) N/A N/A Class 3-X-PO $1,752,723.00 (4) N/A N/A Class 4-X-PO $10,000.00 (4) N/A N/A Class 1-IO $621,508.00 6.000% N/A N/A Class 2-IO $396,893.00 6.000% N/A N/A

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 is the aggregate will evidence the entire beneficial ownership interest in owner of the Trust Fund consisting primarily that is hereby conveyed to the Trustee in return for the Certificates. The Trust Fund is being conveyed to the Trustee to create a trust for the benefit of the Mortgage Loans (including, in the case Certificateholders and MBIA. The Trust Fund for federal income tax purposes will consist of two REMICs. The Lower-Tier REMIC will consist of all of the One Court Square Mortgage Loan, the One Court Square Trust REMIC Regular Interests). As provided herein, the Certificate Administrator will elect that two segregated portions of assets constituting the Trust Fund (other than the Class ALower-S Specific Grantor Trust Assets, Tier REMIC Regular Interests and proceeds thereof in the Class B Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets, Distribution Account) and will be evidenced by the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets Lower-Tier REMIC Regular Interests (which will be uncertificated and the proceeds of the foregoing) be treated for federal income tax purposes as two separate REMICs (designated as will represent the “Upper-Tier REMICregular interests” and in the “Lower-Tier REMIC”, respectively). The Regular Certificates ) and the Class EC A-LR Interest as the single “residual interest” in the Lower-Tier REMIC. The Trustee shall hold the Lower-Tier REMIC Regular Interests. The Upper-Tier REMIC will consist of the Lower-Tier REMIC Regular Interests and proceeds thereof in the Distribution Account and will be evidenced by the Regular Certificates (which will represent the “regular interests” in the Upper-Tier REMIC, ) and the UpperClass A-Tier Residual UR Interest will be as the sole class of single “residual interestsinterest” in the Upper-Tier REMIC. There are also (i) 12 classes of uncertificated Lower-Tier Regular Interests issued under this Agreement (designated as the Class XX-0, Xxxxx XX-0, Class LA-3, Class LA-4, Class LA-AB, Class LA-S, Class LB, Class LC, Class LD, Class LE, Class LF and Class LG Interests), each of which will constitute a class of “regular interests” in the Lower-Tier REMIC, and (ii) the Lower-Tier Residual Interest, which will be 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 “latest possible maturity date” for federal income tax purposes of all interests created hereby will be the Latest Possible Maturity Date. The Class A-R Certificates will represent both beneficial ownership of the Class A-LR Interest and the Class A-UR Interest. A REMIC (the “Lower-Tier REMIC”) shall be established that issues in addition to the Class A-LR Interest, which the Trustee shall designate as the sole class of residual interest of the Lower-Tier Residual Interest and REMIC, the Upper-Tier Residual Interest. In addition, on October 13, 2015, NREC formed the One Court Square following classes of REMIC with respect to part of the One Court Square Loan Combination, which issued three pro rata and pari passu regular interests (the “One Court Square REMIC A-1 Regular Interest”, the “One Court Square REMIC A-2 Regular Interest” and the “One Court Square REMIC A-3 Regular Interest (each, a “One Court Square REMIC Regular Interest”, and collectively, the “One Court Square Lower-Tier REMIC Regular Interests”). Each One Court Square REMIC Regular Interest has a principal balance set forth below and for tax reporting purposes will be entitled to principal and interest and any other amounts payable on the One Court Square REMIC Regular Interest in the same proportion that its principal balance bears to the aggregate principal balance all of the One Court Square REMIC Regular Interests, as set forth below: One Court Square REMIC Regular Interest Corresponding One Court Square promissory note(s) ): Initial Class Principal Balance One Court Square REMIC A-1 Regular Interest One Court Square Promissory Note A-1 $50,000,000 One Court Square REMIC A-2 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $95,000,000 One Court Square REMIC A-3 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $90,000,000 Each One Court Square REMIC Regular Interest holder will be the owner of a percentage interest, specified below, in its corresponding One Court Square Promissory Note(s) other than for tax reporting purposes. The promissory note designated as “Note A-5” (the “One Court Square Promissory Note A-5”), which evidences the One Court Square Mortgage Loan and will be contributed to the Trust, represents a 21.0526% ownership interest in the One Court Square REMIC A-2 Regular Interest and a 22.2222% ownership interest in the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-1” (the “One Court Square Promissory Note A-1”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 100.0000% ownership of the One Court Square REMIC A-1 Regular Interest. The promissory note designated as “Note A-2” (the “One Court Square Promissory Note A-2”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 78.9474% ownership of the One Court Square REMIC A-2 Regular Interest. The promissory note designated as “Note A-3” (the “One Court Square Promissory Note A-3”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 77.7778% ownership of the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-4” (the “One Court Square Promissory Note A-4”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust and does not represent an ownership interest in any of the One Court Square REMIC Regular Interests or the One Court Square REMIC, was contributed to the Outside Securitization Trust related to the One Court Square Mortgage Loan. The residual interest in the One Court Square REMIC is not an asset of the Trust. The parties intend that (i) the portion of the Trust Fund representing the Class A-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets and the proceeds of the foregoing will be treated as assets of a grantor trust under subpart E of Part I of subchapter J of the Code and (ii) the beneficial interests in such grantor trust will be represented by the Class A-S Certificates, the Class B Certificates, the Class C Certificates, the Class EC Certificates and any Excess Interest Certificates. UPPER-TIER REMIC The following table sets forth the Class designation, the approximate initial pass-through rate and the aggregate initial principal amount (the “Original Certificate Balance”) or, in the case of the Class X-A, Class X-B and Class X-D Certificates, notional amount (the “Original Notional Amount”), as applicable, for each Class of Certificates and each Class EC Regular Interest comprising or evidencing the interests in the Upper-Tier REMIC created hereunder: Class Designation Approximate Amount Initial Pass-Through Rate Corresponding Principal Class Corresponding Interest Class(es) Class L1-A-1 $25,000,000 5.250% Class 1-A-1 Class 1-A-1 Class L2-A-1 $224,023,000 5.750% Class 2-A-1 Class 2-A-1 Class L2-A-2 $37,344,000 5.750% Class 2-A-2 Class 2-A-2 Class L2-A-3 $10,841,000 5.750% Class 2-A-3 Class 2-A-3 Class L2-A-4 $20,250,000 5.680% Class 2-A-4 Class 2-A-4, Class 2-A-6 Class L2-A-5 $50,000,000 5.000% Class 2-A-5 Class 2-A-5 Class L2-A-7 $14,000,000 8.500% Class 2-A-7 Class 2-A-7, 2-A-8 Class L2-A-9 $2,000,000 5.250% Class 2-A-9 Class 2-A-9 Class L2-A-10 $29,645,000 5.750% Class 2-A-10 Class 2-A-10 Class L2-A-11 $11,982,000 5.750% Class 2-A-11 Class 2-A-11 Class L2-A-12 $34,750,000 5.750% Class 2-A-12 Class 2-A-12, Class 2-A-14 Class L2-A-13 $1,250,000 5.750% Class 2-A-13 Class 2-A-13 Class L2-A-15 $36,000,000 5.750% Class 2-A-15 Class 2-A-15 Class L2-A-16 $4,000,000 5.750% Class 2-A-16 Class 2-A-16 Class L2-A-17 $27,000,000 5.750% Class 2-A-17 Class 2-A-17 Class L2-A-18 $1,000,000 5.750% Class 2-A-18 Class 2-A-18 Class L2-A-19 $32,970,583 8.500% Class 2-A-19 Class 2-A-19 Class L2-A-21 $62,676,417 5.500% Class 2-A-21 Class 2-A-21 Class L2-A-22 $100,000,000 5.000% Class 2-A-22 Class 2-A-22 Class L3-A-1 $13,500,000 5.250% Class 3-A-1 Class 3-A-1 Class L3-A-2 $50,500,000 5.250% Class 3-A-2 Class 3-A-2 Class L3-A-3 $25,000,000 5.250% Class 3-A-3 Class 3-A-3 Class L3-A-4 $4,300,000 5.250% Class 3-A-4 Class 3-A-4 Class L3-A-5 $281,771,000 5.250% Class 3-A-5 Class 3-A-5 Class L3-A-6 $4,932,000 5.250% Class 3-A-6 Class 3-A-6, Class 3-A-7 Class LPO $910,725 (per annum1) Original Certificate Balance / Original Notional Amount Class A-1 1.700PO Class PO Class L15-A-X (2) 5.250% $13,614,000 Class A-2 2.74315-A-X Class 15-A-X Class L30-A-X (3) 5.750% $98,127,000 Class A-3 3.06330-A-X Class 30-A-X Class LLA-R $ 100 5.250% $175,000,000 Class A-4 3.329% $221,743,000 Class A-AB 3.127% $31,196,000 Class X-A(1) 1.718% $580,156,000 Class X-B(1) 0.565% $42,404,000 R Class A-S Regular Interest 3.585R Class L15-B-1 $2,462,000 5.250% Class 15-B-1 Class 15-B-1 Class L15-B-2 $40,476,000 821,000 5.250% Class B Regular Interest 4.27115-B-2 Class 15-B-2 Class L15-B-3 $821,000 5.250% Class 15-B-3 Class 15-B-3 Class L15-B-4 $42,404,000 410,000 5.250% Class C Regular Interest 4.83615-B-4 Class 15-B-4 Class L15-B-5 $206,000 5.250% Class 15-B-5 Class 15-B-5 Class L15-B-6 $38,548,000 410,448 5.250% Class D 2.80415-B-6 Class 15-B-6 Class L30-B-1 $9,727,000 5.750% Class 30-B-1 Class 30-B-1 Class L30-B-2 $44,331,000 3,963,000 5.750% Class X30-D(1B-2 Class 30-B-2 Class L30-B-3 $2,882,000 5.750% Class 30-B-3 Class 30-B-3 Class L30-B-4 $1,081,000 5.750% Class 30-B-4 Class 30-B-4 Class L30-B-5 $1,441,000 5.750% Class 30-B-5 Class 30-B-5 Class L30-B-6 $1,081,148 5.750% Class 30-B-6 Class 30-B-6 Class LRC 999.99 (4) 2.032% $44,331,000 Class E 4.836% $19,274,000 Class F 4.836% $9,637,000 Class G 4.836% $36,622,163 Class R(2) RC N/A N/A______________

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 is the aggregate will evidence the entire beneficial ownership interest in owner of the Trust Fund consisting primarily of that is hereby conveyed to the Mortgage Loans (including, Trustee in return for the case of the One Court Square Mortgage Loan, the One Court Square Trust REMIC Regular Interests)Certificates. As provided herein, the Certificate Administrator Trustee will elect that two make multiple elections to treat segregated portions pools of assets subject to this Agreement for federal income tax purposes (other than the Corridor Contracts and the assets held in the Reserve Fund) as the following three separate real estate mortgage investment conduits (each, a "REMIC"): Subsidiary REMIC 1, Subsidiary REMIC 2 and the Master REMIC. Subsidiary REMIC 1 will consist of Loan Group 1, excluding any rights of the Trust Fund in respect of the Additional Collateral, the Corridor Contract Agreements, and the Reserve Fund. Subsidiary REMIC 2 will consist of Loan Group 2, Loan Group 3, Loan Group 4 and Loan Group 5, excluding any rights of the Trust Fund in respect of the Additional Collateral. Each Subsidiary REMIC will issue uncertificated REMIC regular interests (the "Subsidiary REMIC Regular Interests"). The Subsidiary REMIC Regular Interests will represent the "regular interests" in each Subsidiary REMIC. The Class R-1A Interest will represent the single Class of "residual interest" in Subsidiary REMIC 1 and the Class R-1B Interest will represent the single Class of "residual interest" in Subsidiary REMIC 2. The Trustee will hold the Subsidiary REMIC Regular Interests for the benefit of the Master REMIC. The Master REMIC will consist of the Subsidiary REMIC Interests and will be evidenced by the Certificates, which (other than the Class A-S Specific Grantor Trust Assets, R Certificates) will constitute the regular interests in the Master REMIC (the "Regular Certificates") and the Class B Specific Grantor Trust AssetsR-2 Interest, any Excess Interest Grantor Trust Assets, which will represent the single Class of "residual interest" in the Master REMIC. The Class A-R Certificates will represent the beneficial ownership of each of the Class C Specific Grantor Trust AssetsR-1A, the Class EC Specific Grantor Trust Assets R-1B and the proceeds of the foregoing) be treated Class R-2 Interests. The "latest possible maturity date" for federal income tax purposes as two separate REMICs (designated as the “Upper-Tier REMIC” of all regular and the “Lower-Tier REMIC”, respectively). The Regular Certificates and the Class EC Regular Interests will represent “regular interests” in the Upper-Tier REMIC, and the Upper-Tier Residual Interest residual interests created hereunder will be the sole class of “residual interests” in the Upper-Tier REMIC. There are also (i) 12 classes of uncertificated Lower-Tier Regular Interests issued under this Agreement (designated as the Class XX-0, Xxxxx XX-0, Class LA-3, Class LA-4, Class LA-AB, Class LA-S, Class LB, Class LC, Class LD, Class LE, Class LF and Class LG Interests), each of which will constitute a class of “regular interests” in the Lower-Tier REMIC, and (ii) the Lower-Tier Residual Interest, which will be 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 both the Lower-Tier Residual Interest and the Upper-Tier Residual Interest. In addition, on October 13, 2015, NREC formed the One Court Square REMIC with respect to part of the One Court Square Loan Combination, which issued three pro rata and pari passu regular interests (the “One Court Square REMIC A-1 Regular Interest”, the “One Court Square REMIC A-2 Regular Interest” and the “One Court Square REMIC A-3 Regular Interest (each, a “One Court Square REMIC Regular Interest”, and collectively, the “One Court Square REMIC Regular Interests”). Each One Court Square REMIC Regular Interest has a principal balance set forth below and for tax reporting purposes will be entitled to principal and interest and any other amounts payable on the One Court Square REMIC Regular Interest in the same proportion that its principal balance bears to the aggregate principal balance all of the One Court Square REMIC Regular Interests, as set forth below: One Court Square REMIC Regular Interest Corresponding One Court Square promissory note(s) Initial Principal Balance One Court Square REMIC A-1 Regular Interest One Court Square Promissory Note A-1 $50,000,000 One Court Square REMIC A-2 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $95,000,000 One Court Square REMIC A-3 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $90,000,000 Each One Court Square REMIC Regular Interest holder will be the owner of a percentage interest, specified below, in its corresponding One Court Square Promissory Note(s) other than for tax reporting purposes. The promissory note designated as “Note A-5” (the “One Court Square Promissory Note A-5”), which evidences the One Court Square Mortgage Loan and will be contributed to the Trust, represents a 21.0526% ownership interest in the One Court Square REMIC A-2 Regular Interest and a 22.2222% ownership interest in the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-1” (the “One Court Square Promissory Note A-1”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 100.0000% ownership of the One Court Square REMIC A-1 Regular Interest. The promissory note designated as “Note A-2” (the “One Court Square Promissory Note A-2”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 78.9474% ownership of the One Court Square REMIC A-2 Regular Interest. The promissory note designated as “Note A-3” (the “One Court Square Promissory Note A-3”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 77.7778% ownership of the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-4” (the “One Court Square Promissory Note A-4”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust and does not represent an ownership interest in any of the One Court Square REMIC Regular Interests or the One Court Square REMIC, was contributed to the Outside Securitization Trust related to the One Court Square Mortgage Loan. The residual interest in the One Court Square REMIC is not an asset of the Trust. The parties intend that (i) the portion of the Trust Fund representing the Class A-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets and the proceeds of the foregoing will be treated as assets of a grantor trust under subpart E of Part I of subchapter J of the Code and (ii) the beneficial interests in such grantor trust will be represented by the Class A-S Certificates, the Class B Certificates, the Class C Certificates, the Class EC Certificates and any Excess Interest Certificates. UPPER-TIER REMIC The following table sets forth the Class designation, the approximate initial pass-through rate and the aggregate initial principal amount (the “Original Certificate Balance”) or, in the case of the Class X-A, Class X-B and Class X-D Certificates, notional amount (the “Original Notional Amount”), as applicable, for each Class of Certificates and each Class EC Regular Interest comprising or evidencing the interests in the Upper-Tier REMIC created hereunder: Class Designation Approximate Initial Pass-Through Rate (per annum) Original Certificate Balance / Original Notional Amount Class A-1 1.700% $13,614,000 Class A-2 2.743% $98,127,000 Class A-3 3.063% $175,000,000 Class A-4 3.329% $221,743,000 Class A-AB 3.127% $31,196,000 Class X-A(1) 1.718% $580,156,000 Class X-B(1) 0.565% $42,404,000 Class A-S Regular Interest 3.585% $40,476,000 Class B Regular Interest 4.271% $42,404,000 Class C Regular Interest 4.836% $38,548,000 Class D 2.804% $44,331,000 Class X-D(1) 2.032% $44,331,000 Class E 4.836% $19,274,000 Class F 4.836% $9,637,000 Class G 4.836% $36,622,163 Class R(2) N/A N/ALatest Possible Maturity Date.

PRELIMINARY STATEMENT. (Terms used but not defined in this Preliminary Statement shall have the meanings specified in Article I hereof) The Depositor Company intends to sell passMortgage Pass-through certificates Through Certificates (collectively, the "Certificates"), to be issued hereunder in multiple classes classes, which in the aggregate will evidence the entire beneficial ownership interest in the Trust Fund consisting primarily of the Mortgage Loans (including, in the case of the One Court Square Mortgage Loan, the One Court Square Trust REMIC Regular Interests)Fund. As provided herein, the Certificate REMIC Administrator will elect that two make an election to treat the entire segregated portions pool of assets described in the Trust Fund definition of REMIC I (other than as defined herein), and subject to this Agreement (including the Class A-S Specific Grantor Trust AssetsMortgage Loans but excluding the Initial Monthly Payment Fund), the Class B Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets and the proceeds of the foregoingas a real estate mortgage investment conduit (a "REMIC") be treated for federal income tax purposes as two separate REMICs (and such segregated pool of assets will be designated as the “Upper-Tier REMIC” and the “Lower-Tier REMIC”, respectively). "REMIC I." The Uncertificated REMIC I Regular Certificates Interests will be "regular interests" in REMIC I and the Class EC Regular Interests will represent “regular interests” in the UpperR-Tier REMIC, and the Upper-Tier Residual Interest I Certificates will be the sole class of “"residual interests” " in REMIC I for purposes of the Upper-Tier REMICREMIC Provisions (as defined herein). There are also (i) 12 classes A segregated pool of uncertificated Lower-Tier assets consisting of the Uncertificated REMIC I Regular Interests issued under this Agreement (will be designated as "REMIC II," and the REMIC Administrator will make a separate REMIC election with respect thereto. The Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-5 Certificates, Class A-6 Certificates, Class A-7 Certificates, Class A-P Certificates, Class M-1 Certificates, Class M-2 Certificates, Class M-3 Certificates, Class B-1 Certificates, Class B-2 Certificates, Class B-3 Certificates and the Uncertificated Class A-V REMIC Regular Interests will be "regular interests" in REMIC II and the Class XX-0, Xxxxx XX-0, Class LA-3, Class LA-4, Class LAR-AB, Class LA-S, Class LB, Class LC, Class LD, Class LE, Class LF and Class LG Interests), each of which will constitute a class of “regular interests” in the Lower-Tier REMIC, and (ii) the Lower-Tier Residual Interest, which II Certificates will be the sole class of “"residual interests” " therein for purposes of the REMIC Provisions. The Class A-V Certificates will represent the entire beneficial ownership interest in the LowerUncertificated Class A-Tier REMICV REMIC Regular Interests. The Lowerterms and provisions of the Standard Terms are hereby incorporated by reference herein as though set forth in full herein. If any term or provision contained herein shall conflict with or be inconsistent with any provision contained in the Standard Terms, the terms and provisions of this Series Supplement shall govern. Any cross-Tier reference to a section of the Pooling and Servicing Agreement, to the extent the terms of the Standard Terms and Series Supplement conflict with respect to that section, shall be a cross-reference to the related section of the Series Supplement. All capitalized terms not otherwise defined herein shall have the meanings set forth in the Standard Terms. The Pooling and Servicing Agreement shall be dated as of the date of the Series Supplement. The following table irrevocably sets forth the designation, the Uncertificated REMIC I Pass- Through Rate, the initial Uncertificated Principal Balance, and solely for purposes of satisfying Treasury regulation Section 1.860G-1(a)(4)(iii), the "latest possible maturity date" for each of the Uncertificated REMIC I Regular Interests. None of the Uncertificated REMIC I Regular Interests will be held by the Trustee as assets of the Upper-Tier REMICcertificated. The Class R Certificates will represent both the Lower-Tier Residual Interest and the Upper-Tier Residual Interest. In additionUncertificated REMIC I Pass- Initial Uncertificated Latest Designation Through Rate Principal Balance Possible Maturity(1) ----------- ------------ ------------------------ -------------------- Uncertificated REMIC I 6.75% $84,727,000.00 May 25, on October 13, 2015, NREC formed the One Court Square REMIC with respect to part of the One Court Square Loan Combination, which issued three pro rata and pari passu regular interests (the “One Court Square REMIC A-1 Regular Interest”, the “One Court Square REMIC A-2 Regular Interest” and the “One Court Square REMIC A-3 2031 Regular Interest (eachR Uncertificated REMIC I 6.75% $13,107,000.00 May 25, a “One Court Square REMIC Regular Interest”, and collectively, the “One Court Square REMIC Regular Interests”). Each One Court Square REMIC 2031 Regular Interest has a principal balance set forth below and for tax reporting purposes will be entitled to principal and interest and any other amounts payable on the One Court Square S Uncertificated REMIC I 6.75% $88,918,595.00 May 25, 2031 Regular Interest in the same proportion that its principal balance bears to the aggregate principal balance all of the One Court Square T Uncertificated REMIC Regular InterestsI 6.75% $86,272,000.00 May 25, as set forth below: One Court Square REMIC 2031 Regular Interest Corresponding One Court Square promissory note(s) Initial Principal Balance One Court Square V Uncertificated REMIC A-1 I 0.00% $ 2,022,405.00 May 25, 2031 Regular Interest One Court Square Promissory Note A-1 $50,000,000 One Court Square W Uncertificated REMIC A-2 I 6.75% $ 9,256,275.40 May 25, 2031 Regular Interest One Court Square Promissory Note X-0X Uncertificated REMIC I 0% $ 482,602.33 May 25, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $95,000,000 One Court Square REMIC A-3 2031 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $90,000,000 Each One Court Square Y Uncertificated REMIC Regular Interest holder will be the owner of a percentage interest, specified below, in its corresponding One Court Square Promissory Note(s) other than for tax reporting purposes. The promissory note designated as “Note A-5” I Variable (the “One Court Square Promissory Note A-5”), which evidences the One Court Square Mortgage Loan and will be contributed to the Trust, represents a 21.0526% ownership interest in the One Court Square REMIC A-2 Regular Interest and a 22.2222% ownership interest in the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-1” (the “One Court Square Promissory Note A-1”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 100.0000% ownership of the One Court Square REMIC A-1 Regular Interest. The promissory note designated as “Note A-2” (the “One Court Square Promissory Note A-2”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 78.9474% ownership of the One Court Square REMIC A-2 Regular Interest. The promissory note designated as “Note A-3” (the “One Court Square Promissory Note A-3”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 77.7778% ownership of the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-4” (the “One Court Square Promissory Note A-4”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust and does not represent an ownership interest in any of the One Court Square REMIC Regular Interests or the One Court Square REMIC, was contributed to the Outside Securitization Trust related to the One Court Square Mortgage Loan. The residual interest in the One Court Square REMIC is not an asset of the Trust. The parties intend that (i) the portion of the Trust Fund representing the Class A-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets and the proceeds of the foregoing will be treated as assets of a grantor trust under subpart E of Part I of subchapter J of the Code and (ii) the beneficial interests in such grantor trust will be represented by the Class A-S Certificates, the Class B Certificates, the Class C Certificates, the Class EC Certificates and any Excess Interest Certificates. UPPER-TIER REMIC The following table sets forth the Class designation, the approximate initial pass-through rate and the aggregate initial principal amount (the “Original Certificate Balance”) or, in the case of the Class X-A, Class X-B and Class X-D Certificates, notional amount (the “Original Notional Amount”), as applicable, for each Class of Certificates and each Class EC Regular Interest comprising or evidencing the interests in the Upper-Tier REMIC created hereunder: Class Designation Approximate Initial Pass-Through Rate (per annum) Original Certificate Balance / Original Notional Amount Class A-1 1.700% $13,614,000 Class A-2 2.743% $98,127,000 Class A-3 3.063% $175,000,000 Class A-4 3.329% $221,743,000 Class A-AB 3.127% $31,196,000 Class X-A(1) 1.718% $580,156,000 Class X-B(1) 0.565% $42,404,000 Class A-S Regular Interest 3.585% $40,476,000 Class B Regular Interest 4.271% $42,404,000 Class C Regular Interest 4.836% $38,548,000 Class D 2.804% $44,331,000 Class X-D(1) 2.032% $44,331,000 Class E 4.836% $19,274,000 Class F 4.836% $9,637,000 Class G 4.836% $36,622,163 Class R(22) N/A N/AA(3) May 25, 2031 IO Regular Interests -------------------

PRELIMINARY STATEMENT. (Terms used but not defined in this Preliminary Statement shall have the meanings specified in Article I hereof) The Depositor Company intends to sell passMortgage Pass-through certificates Through Certificates (collectively, the "Certificates"), to be issued hereunder in multiple classes classes, which in the aggregate will evidence the entire beneficial ownership interest in the Trust Fund consisting primarily of the Mortgage Loans (including, in the case of the One Court Square Mortgage Loan, the One Court Square Trust REMIC Regular Interests)Fund. As provided herein, the Certificate REMIC Administrator will elect that two make an election to treat the entire segregated portions pool of assets described in the Trust Fund definition of REMIC I (other than as defined herein), and subject to this Agreement (excluding the Class A-S Specific Grantor Trust AssetsRounding Account, the Class B Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets Reserve Fund and the proceeds of the foregoingInitial Monthly Payment Fund), as a real estate mortgage investment conduit (a "REMIC") be treated for federal income tax purposes as two separate REMICs (and such segregated pool of assets will be designated as the “Upper-Tier REMIC” and the “Lower-Tier REMIC”, respectively). "REMIC I." The Uncertificated REMIC Regular Certificates Interests will be "regular interests" in REMIC I and the Class EC Regular Interests will represent “regular interests” in the UpperR-Tier REMIC, and the Upper-Tier Residual Interest I Certificates will be the sole class of “"residual interests” " in REMIC I for purposes of the Upper-Tier REMICREMIC Provisions (as defined herein). There are also (i) 12 classes A segregated pool of uncertificated Lower-Tier assets consisting of the Uncertificated REMIC Regular Interests issued under this Agreement (will be designated as "REMIC II," and the REMIC Administrator will make a separate REMIC election with respect thereto. The Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-5 Certificates, Class A-6 Certificates, Class A-P Certificates, Class M-1 Certificates, Class M-2 Certificates, Class M-3 Certificates, Class B-1 Certificates, Class B-2 Certificates, Class B-3 Certificates and the Uncertificated Class A-V REMIC Regular Interests will be "regular interests" in REMIC II and the Class XX-0, Xxxxx XX-0, Class LA-3, Class LA-4, Class LAR-AB, Class LA-S, Class LB, Class LC, Class LD, Class LE, Class LF and Class LG Interests), each of which will constitute a class of “regular interests” in the Lower-Tier REMIC, and (ii) the Lower-Tier Residual Interest, which II Certificates will be the sole class of “"residual interests” " therein for purposes of the REMIC Provisions. The Class A-V Certificates will represent the entire beneficial ownership interest in the LowerUncertificated Class A-Tier REMICV REMIC Regular Interests. The Lowerterms and provisions of the Standard Terms are hereby incorporated by reference herein as though set forth in full herein. If any term or provision contained herein shall conflict with or be inconsistent with any provision contained in the Standard Terms, the terms and provisions of this Series Supplement shall govern. Any cross-Tier reference to a section of the Pooling and Servicing Agreement, to the extent the terms of the Standard Terms and Series Supplement conflict with respect to that section, shall be a cross-reference to the related section of the Series Supplement. All capitalized terms not otherwise defined herein shall have the meanings set forth in the Standard Terms. The Pooling and Servicing Agreement shall be dated as of the date of the Series Supplement. The following table irrevocably sets forth the designation, the REMIC I Pass-Through Rate, the initial Uncertificated Principal Balance, and solely for purposes of satisfying Treasury regulation Section 1.860G-1(a)(4)(iii), the "latest possible maturity date" for each of the Uncertificated REMIC Regular Interests. None of the Uncertificated REMIC Regular Interests will be held by the Trustee as assets of the Uppercertificated. REMIC I PASS-Tier REMIC. The Class R Certificates will represent both the Lower-Tier Residual Interest and the Upper-Tier Residual Interest. In addition, on October 13, 2015, NREC formed the One Court Square THROUGH INITIAL UNCERTIFICATED LATEST DESIGNATION RATE PRINCIPAL BALANCE POSSIBLE MATURITY(1) REMIC with respect to part of the One Court Square Loan Combination, which issued three pro rata and pari passu regular interests (the “One Court Square REMIC A-1 Regular Interest”, the “One Court Square REMIC A-2 Regular Interest” and the “One Court Square REMIC A-3 I Regular Interest (eachX 5.42% $ 25,000,000.00 March 25, a “One Court Square 2035 REMIC Regular Interest”, and collectively, the “One Court Square REMIC Regular Interests”). Each One Court Square REMIC I Regular Interest has a principal balance set forth below and for tax reporting purposes will be entitled to principal and interest and any other amounts payable on the One Court Square Y 5.50% $ 232,980,546.59 March 25, 2035 REMIC I Regular Interest in the same proportion that its principal balance bears to the aggregate principal balance all of the One Court Square Z 0.00% $ 2,878,895.30 March 25, 2035 REMIC I IO Regular Interests(2) (3) March 25, as set forth below: One Court Square REMIC Regular Interest Corresponding One Court Square promissory note(s) Initial Principal Balance One Court Square REMIC A-1 Regular Interest One Court Square Promissory Note A-1 $50,000,000 One Court Square REMIC A-2 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $95,000,000 One Court Square REMIC A-3 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $90,000,000 Each One Court Square REMIC Regular Interest holder will be the owner of a percentage interest, specified below, in its corresponding One Court Square Promissory Note(s) other than for tax reporting purposes. The promissory note designated as “Note A-5” (the “One Court Square Promissory Note A-5”), which evidences the One Court Square Mortgage Loan and will be contributed to the Trust, represents a 21.0526% ownership interest in the One Court Square REMIC A-2 Regular Interest and a 22.2222% ownership interest in the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-1” (the “One Court Square Promissory Note A-1”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 100.0000% ownership of the One Court Square REMIC A-1 Regular Interest. The promissory note designated as “Note A-2” (the “One Court Square Promissory Note A-2”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 78.9474% ownership of the One Court Square REMIC A-2 Regular Interest. The promissory note designated as “Note A-3” (the “One Court Square Promissory Note A-3”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 77.7778% ownership of the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-4” (the “One Court Square Promissory Note A-4”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust and does not represent an ownership interest in any of the One Court Square REMIC Regular 2035 Interests or the One Court Square REMIC, was contributed to the Outside Securitization Trust related to the One Court Square Mortgage Loan. The residual interest in the One Court Square REMIC is not an asset of the Trust. The parties intend that (i) the portion of the Trust Fund representing the Class A-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets and the proceeds of the foregoing will be treated as assets of a grantor trust under subpart E of Part I of subchapter J of the Code and (ii) the beneficial interests in such grantor trust will be represented by the Class A-S Certificates, the Class B Certificates, the Class C Certificates, the Class EC Certificates and any Excess Interest Certificates. UPPER-TIER REMIC The following table sets forth the Class designation, the approximate initial pass-through rate and the aggregate initial principal amount (the “Original Certificate Balance”) or, in the case of the Class X-A, Class X-B and Class X-D Certificates, notional amount (the “Original Notional Amount”), as applicable, for each Class of Certificates and each Class EC Regular Interest comprising or evidencing the interests in the Upper-Tier REMIC created hereunder: Class Designation Approximate Initial Pass-Through Rate (per annum) Original Certificate Balance / Original Notional Amount Class A-1 1.700% $13,614,000 Class A-2 2.743% $98,127,000 Class A-3 3.063% $175,000,000 Class A-4 3.329% $221,743,000 Class A-AB 3.127% $31,196,000 Class X-A(1) 1.718% $580,156,000 Class X-B(1) 0.565% $42,404,000 Class A-S Regular Interest 3.585% $40,476,000 Class B Regular Interest 4.271% $42,404,000 Class C Regular Interest 4.836% $38,548,000 Class D 2.804% $44,331,000 Class X-D(1) 2.032% $44,331,000 Class E 4.836% $19,274,000 Class F 4.836% $9,637,000 Class G 4.836% $36,622,163 Class R(2) N/A N/A-------------------

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 is the aggregate will evidence the entire beneficial ownership interest in the Trust Fund consisting primarily of the Mortgage Loans (including, in the case of the One Court Square Mortgage Loan, the One Court Square Trust REMIC Regular Interests). As provided herein, the Certificate Administrator will elect that two segregated portions owner of the Trust Fund that is hereby conveyed to the Trustee in return for the Certificates. For federal income tax purposes, the Trustee shall treat the Trust Fund as consisting of, among other things (1) a trust (the “ES Trust”) beneath which are one chain of three real estate mortgage investment conduits (or in the alternative, the “Sub-WAC(SW) REMIC,” the Strip (ST) REMIC” and the “Master REMIC”) and shall make all elections as necessary for such treatment (2) another chain of REMICs consisting of two REMICs (or in the alternative, the “Lower Tier (LTR) REMIC,” and the “Upper Tier (UTR) REMIC”). The Sub WAC REMIC will hold all the assets of the Trust Fund relating to Loan Group 1 and Loan Group 2 (other than the Pre-Funding Account and the Capitalized Interest Account) and will issue several classes of uncertificated Sub WAC REMIC Interests. The Class SW-A-R Interest is hereby designated as the residual interest in the Sub WAC REMIC and each other Sub WAC REMIC Interest is hereby designated as a regular interest in the Sub WAC REMIC. The ST REMIC will hold all the regular interests in the Sub WAC REMIC and will issue several classes of uncertificated ST REMIC Interests. The Class ST-A-R Interest is hereby designated as the residual interest in the ST REMIC and each other ST REMIC Interest is hereby designated as a regular interest in the ST REMIC. The Master REMIC will hold all the regular interests in the ST REMIC and will issue several classes of uncertificated Master REMIC Interests. The Class MR-A-R Interest is hereby designated as the residual interest in the Master REMIC and each other Master REMIC Interest is hereby designated as a regular interest in the Master REMIC. The ES Trust shall hold the Class SW-A-R Interest, Class ST-A-R Interest, the Class MR-A-R Interest and all Master REMIC regular interests and the ES Trust shall issue the Group I Certificates. Each Group I Certificate, other than the Class A-S Specific Grantor Trust AssetsR Certificate, will represent ownership of one or more of the Master REMIC regular interests held by the ES Trust. The Class A-R Certificate will represent ownership of the Class SW-A-R Interest, Class ST-A-R Interest and the Class MR-A-R, which are, respectively, the Class B Specific Grantor Trust Assetssole Classes of REMIC residual interest in each of the Sub WAC REMIC, any Excess Interest Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets ST REMIC and the proceeds of the foregoing) be treated for Master REMIC. For federal income tax purposes the Trustee shall treat the ES Trust as two separate REMICs (designated a Grantor Trust and shall treat each Holder of an ES Trust Certificate as the “Upper-Tier REMIC” and the “Lower-Tier REMIC”, respectively). The Regular Certificates and the Class EC Regular Interests will represent “regular interests” in the Upper-Tier REMIC, and the Upper-Tier Residual Interest will be the sole class of “residual interests” in the Upper-Tier REMIC. There are also (i) 12 classes of uncertificated Lower-Tier Regular Interests issued under this Agreement (designated as the Class XX-0, Xxxxx XX-0, Class LA-3, Class LA-4, Class LA-AB, Class LA-S, Class LB, Class LC, Class LD, Class LE, Class LF and Class LG Interests), each of which will constitute a class of “regular interests” in the Lower-Tier REMIC, and (ii) the Lower-Tier Residual Interest, which will be the sole class of “residual interests” in the Lower-Tier REMIC. The Lower-Tier Regular Interests will be held by the Trustee as assets owner of the Upper-Tier REMIC. The Class R Certificates will represent both the Lower-Tier Residual Interest and the Upper-Tier Residual Interestindividual, underlying assets represented by such ES Trust Certificate. In addition, on October 13to the fullest extent possible, 2015, NREC formed the One Court Square REMIC with respect to part ownership of an ES Trust Certificate shall be treated as direct ownership of the One Court Square Loan Combinationindividual, which issued three pro rata and pari passu regular interests (the “One Court Square REMIC A-1 Regular Interest”, the “One Court Square REMIC A-2 Regular Interest” and the “One Court Square REMIC A-3 Regular Interest (each, a “One Court Square REMIC Regular Interest”, and collectively, the “One Court Square REMIC Regular Interests”). Each One Court Square REMIC Regular Interest has a principal balance set forth below and underlying assets represented by such ES Trust Certificate for tax reporting purposes will be entitled to principal and interest and any other amounts payable on the One Court Square REMIC Regular Interest in the same proportion that its principal balance bears to the aggregate principal balance all of the One Court Square REMIC Regular Interests, as set forth below: One Court Square REMIC Regular Interest Corresponding One Court Square promissory note(s) Initial Principal Balance One Court Square REMIC A-1 Regular Interest One Court Square Promissory Note A-1 $50,000,000 One Court Square REMIC A-2 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $95,000,000 One Court Square REMIC A-3 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $90,000,000 Each One Court Square REMIC Regular Interest holder will be the owner of a percentage interest, specified below, in its corresponding One Court Square Promissory Note(s) other than for federal income tax reporting purposes. The promissory note designated as “Note A-5” (Lower Tier REMIC will hold all the “One Court Square Promissory Note A-5”), which evidences the One Court Square Mortgage Loan and will be contributed to the Trust, represents a 21.0526% ownership interest in the One Court Square REMIC A-2 Regular Interest and a 22.2222% ownership interest in the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-1” (the “One Court Square Promissory Note A-1”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 100.0000% ownership of the One Court Square REMIC A-1 Regular Interest. The promissory note designated as “Note A-2” (the “One Court Square Promissory Note A-2”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 78.9474% ownership of the One Court Square REMIC A-2 Regular Interest. The promissory note designated as “Note A-3” (the “One Court Square Promissory Note A-3”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 77.7778% ownership of the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-4” (the “One Court Square Promissory Note A-4”), which evidences one of the One Court Square Companion Loans and is not an asset assets of the Trust Fund relating to Loan Group 3 and does not represent an ownership interest in any will issue several classes of the One Court Square uncertificated Lower Tier REMIC Regular Interests or the One Court Square REMIC, was contributed to the Outside Securitization Trust related to the One Court Square Mortgage LoanInterests. The Class LTR-A-R Interest is hereby designated as the residual interest in the One Court Square Lower Tier REMIC and each other Lower Tier REMIC Interest is not an asset hereby designated as a regular interest in the Lower Tier REMIC. The Upper Tier REMIC will hold all the regular interests in the Lower Tier REMIC (other than the Class LTR-A-R Interest) and will issue several classes of Certificates. The Class 3-A-R Interest is hereby designated as the residual interest in the Upper Tier REMIC and each other Upper Tier REMIC Interest is hereby designated as a regular interest in the Master REMIC. The Class 3-A-R Certificates will also represent ownership of the TrustClass LTR-A-R Interest. All other Group II Certificates will represent one or more Classes of regular interests in the Upper Tier REMIC. The parties intend that (i) “latest possible maturity date,” for federal income tax purposes, of all REMIC regular interests created hereby will be the portion of the Trust Fund representing the Class A-S Specific Grantor Trust AssetsLatest Possible Maturity Date. The ES Trust, the Class B Specific Grantor Trust AssetsCorridor Contract, the Class C Specific Grantor Supplemental Interest Trust Assets, the Class EC Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets and the proceeds Corridor Contract Reserve Fund will not form part of the foregoing will be treated as assets of a grantor trust under subpart E of Part I of subchapter J of the Code and (ii) the beneficial interests in such grantor trust will be represented by the Class Aany REMIC. THE ES TRUST, SUB-S CertificatesWAC REMIC, the Class B Certificates, the Class C Certificates, the Class EC Certificates and any Excess Interest Certificates. UPPER-TIER STRIP REMIC AND MASTER REMIC The following table sets forth the Class designation, the approximate initial pass-through rate and the aggregate initial principal amount (the “Original Certificate Balance”) or, in the case characteristics of the Class X-A, Class X-B and Class X-D ES Trust Certificates, notional amount together with the minimum denominations and integral multiples in excess thereof in which such Classes shall be issuable (except that one Residual Certificate representing the “Original Notional Amount”), as applicable, for each Class of Certificates and each Class EC Regular Interest comprising or evidencing the interests Tax Matters Person Certificate may be issued in the Upper-Tier REMIC created hereunder: a different amount): Class Designation Approximate Initial Maximum Class Certificate Balance Pass-Through Rate (per annum) Original Certificate Balance / Original Notional Amount Minimum Denomination Integral Multiples in Excess of Minimum Classes of Master REMIC Interests Represented (1) Class 1-A-1 1.700$125,000,000 5.75% $13,614,000 25,000 $1 MX-0-X-0X, XX-0-X-0X, XX-0-X-0X. Class 1-A-2 2.743$20,881,000 5.75% $98,127,000 1,000 $1 MR-1-A-2 Class 1-A-3 3.063$8,438,000 5.75% $175,000,000 25,000 $1 MX-0-X-0X, XX-0-X-0X, XX-0-X-0X. Class 1-A-4 3.329$18,540,000 5.75% $221,743,000 25,000 $1 MX-0-X-0X, XX-0-X-0X, XX-0-X-0X, XX-0-X-0X0, XX-0-X-0X0, MR-1-A-4E, MX-0-X-0X. XX-0-X-0X, XX-0-X-0X, XX-0-X-0X. Class 1-A-5 $18,540,000 5.25% $25,000 $1 MX-0-X-0X, XX-0-X-0X0, XX-0-X-0X0, XX-0-X-0X, Class 1-A-6 $18,540,000 5.50% $25,000 $1 MR-1-A-4A and (MR-1-A-4B or MR-1-A-4C) MR-1-A-4D and (MR-1-A-4E or MR-1-A-4F). MR-1-A-4G and ( MR-1-A-4H or MR-1-A-4I). Class 1-A-7 $1,612,173(2) 5.75% $25,000(3) $1(3) MR-1-A-4B and/or MR-1-A-4C, MR-1-A-4E and or MX-0-X-0X. XX-0-X-0X and or MR-1-A-4I.. Class 1-A-8 $17,767,500 6.00% $25,000 $1 MX-0-X-0X, XX-0-X-0X, XX-0-X-0X, XX-0-X-0X0, XX-0-X-0X, XX-0-X-0X. MX-0-X-0X, XX-0-X-0X, XX-0-X-0X. Class 1-A-9 $772,500 (4) $25,000 $1 MR-1-A-4-D1 Class 1-A-10 $17,367,000 5.75% $25,000 $1 MX-0-X-0X, XX-0-X-0X, XX-0-X-0X, Class 1-A-11 $1,173,000 5.75% $25,000 $1 MX-0-X-0X0, XX-0-X-0X0, XX-0-X-0X, XX-0-X-0X. XX-0-X-0X, XX-0-X-0X, XX-0-X-0X. Class 1-A-12 $133,438,000 5.75% $25,000 $1 MX-0-X-0X, XX-0-X-0X, XX-0-X-0X XX-0-X-0X, XX-0-X-0X, XX-0-X-0X. Class 1-A-13 $133,438,000 5.25% $25,000 $1 MX-0-X-0X, XX-0-X-0X Class 1-A-14 $133,438,000 5.50% $25,000 $1 MR-1-A-1A and (MR-1-A-1B or MR-1-A-1C) MR-1-A-3A and (MR-1-A-3B or MR-1-A-3C). Class 1-A-15 $11,603,304(2) 5.75% $25,000(3) $1(3) (MR-1-A-1B and/or MR-1-A-1C) and (MR-1-A-3B and/or MR-1-A-3C). Class 2-A-1 $10,000,000 (5) $25,000 $1 MR-2-A-1 Class 2-A-2 $10,000,000(2) (6) $25,000(3) $1(3) MR-2-A-1 Class 2-A-3 $26,500,000 6.00% $25,000 $1 MX-0-X-0X, XX-0-X-0X, XX-0-X-0X Class 2-A-4 $2,000,000 6.00% $25,000 $1 MX-0-X-0X, XX-0-X-0X, XX-0-X-0X Class 2-A-5 $11,500,000 6.00% $25,000 $1 MX-0-X-0X, XX-0-X-0X, XX-0-X-0X Class 2-A-6 $40,000,000 (7) $25,000 $1 MR-2-A-6 Class 2-A-7 $40,000,000(2) (8) $25,000(3) $1(3) MR-2-A-7 Class 2-A-8 $58,572,000 6.00% $25,000 $1 MX-0-X-0X, XX-0-X-0X, XX-0-X-0X Class 2-A-9 $5,714,000 6.00% $25,000 $1 MX-0-X-0X, XX-0-X-0X, XX-0-X-0X Class 2-A-10 $38,568,000 6.00% $25,000 $1 MX-0-X-00X, XX-0-X-00X, XX-0-X-00X Class 2-A-11 $26,500,000 5.25% $25,000 $1 MR-2-A-3A Class 2-A-12 $26,500,000 5.50% $25,000 $1 MX-0-X-0X, XX-0-X-0X Class 2-A-13 $26,500,000 5.75% $25,000 $1 MR-2-A-3A, MR-2-A-3C. Class 2-A-14 $3,312,500(2) 6.00% $25,000(3) $1(3) MR-2-A-3B and/or MR-2-A-3C Class 2-A-15 $2,000,000 5.25% $25,000 $1 MR-2-A-4A Class 2-A-16 $2,000,000 5.50% $25,000 $1 MX-0-X-0X, XX-0-X-0X Class 2-A-17 $2,000,000 5.75% $25,000 $1 MR-2-A-4A, MR-2-A-4C. Class 2-A-18 $250,000(2) 6.00% $25,000(3) $1(3) MR-2-A-4B and/or MR-2-A-4C Class 2-A-19 $11,500,000 5.25% $25,000 $1 MR-2-A-5A Class 2-A-20 $11,500,000 5.50% $25,000 $1 MX-0-X-0X, XX-0-X-0X Class 2-A-21 $11,500,000 5.75% $25,000 $1 MR-2-A-5A, MR-2-A-5C. Class 2-A-22 $1,437,500(2) 6.00% $25,000(3) $1(3) MR-2-A-5B and/or MR-2-A-5C Class 2-A-23 $58,572,000 5.25% $25,000 $1 MR-2-A-8A Class 2-A-24 $58,572,000 5.50% $25,000 $1 MX-0-X-0X, XX-0-X-0X Class 2-A-25 $58,572,000 5.75% $25,000 $1 MR-2-A-8A, MR-2-A-8C. Class 2-A-26 $7,321,500(2) 6.00% $25,000(3) $1(3) MR-2-A-8B and/or MR-2-A-8C Class 2-A-27 $5,714,000 5.25% $25,000 $1 MR-2-A-9A Class 2-A-28 $5,714,000 5.50% $25,000 $1 MX-0-X-0X, XX-0-X-0X Class 2-A-29 $5,714,000 5.75% $25,000 $1 MR-2-A-9A, MR-2-A-9C. Class 2-A-30 $714,250(2) 6.00% $25,000(3) $1(3) MR-2-A-9B and/or MR-2-A-9C Class 2-A-31 $38,568,000 5.25% $25,000 $1 MR-2-A-10A Class 2-A-32 $38,568,000 5.50% $25,000 $1 MR-2-A-10A, MR-2-A-10B Class 2-A-33 $38,568,000 5.75% $25,000 $1 MR-2-A-10A, MR-2-A-10C. Class 2-A-34 $4,821,000(2) 6.00% $25,000(3) $1(3) MR-2-A-10B and/or MR-2-A-10C Class 2-A-35 $64,286,000 5.25% $25,000 $1 MR-2-A-8A, MR-2-A-9A Class 2-A-36 $64,286,000 5.50% $25,000 $1 MX-0-X-0X, XX-0-X-0X, XX-0-X-0X, XX-0-X-0X Class 2-A-37 $64,286,000 5.75% $25,000 $1 MX-0-X-0X, XX-0-X-0X, XX-0-X-0X, XX-0-X-0X. Class 2-A-38 $8,035,750(2) 6.00% $25,000(3) $1(3) MR-2-A-8B and/or MR-2-A-8C, MR-2-A-9B and/or MR-2-A-9C Class 2-A-39 $28,500,000 5.25% $25,000 $1 MR-2-A-3A, MR-2-A-4A Class 2-A-40 $28,500,000 5.50% $25,000 $1 MX-0-X-0X, XX-0-X-0X, XX-0-X-0X, XX-0-X-0X Class 2-A-41 $28,500,000 5.75% $25,000 $1 MX-0-X-0X, XX-0-X-0X, XX-0-X-0X, XX-0-X-0X. Class 2-A-42 $3,562,500(2) 6.00% $25,000(3) $1(3) MR-2-A-3B and/or MR-2-A-3C, MR-2-A-4B and/or MR-2-A-4C Class 2-A-43 $28,500,000 6.00% $25,000 $1 MX-0-X-0X, XX-0-X-0X, XX-0-X-0X, XX-0-X-0X, XX-0-X-0X, XX-0-X-0X Class 2-A-44 $64,286,000 6.00% $25,000 $1 MX-0-X-0X, XX-0-X-0X, XX-0-X-0X, XX-0-X-0X, XX-0-X-0X, XX-0-X-0X Class X $385,884,298(2) (9) $25,000(3) $1(3) MR-X Class PO $164,880 (4) $25,000 $1 MR-PO Class A-AB 3.127R(10) $100 5.75% $31,196,000 Class X(10) (10) MR-A(1) 1.718% $580,156,000 Class X-B(1) 0.565% $42,404,000 Class A-S Regular Interest 3.585% R, ST-A-R, SW-A-R Class M $40,476,000 13,144,500 (11) $25,000 $1 MR-M Class B Regular Interest 4.271% B-1 $42,404,000 4,905,000 (11) $25,000 $1 MR-B-1 Class C Regular Interest 4.836% B-2 $38,548,000 3,139,000 (11) $25,000 $1 MR-B-2 Class D 2.804% B-3 $44,331,000 2,158,100 (11) $100,000 $1 MR-B-3 Class XB-4 $1,765,700 (11) $100,000 $1 MR-D(1B-4 Class B-5 $1,373,565 (11) 2.032% $44,331,000 100,000 $1 MR-B-5 Class E 4.836% P $19,274,000 Class F 4.836% $9,637,000 Class G 4.836% $36,622,163 Class R(2100 (12) N/A N/A(12) (12) MR-P __________________________________________

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 is the aggregate will evidence the entire beneficial ownership interest in the Trust Fund consisting primarily of the Mortgage Loans (including, in the case of the One Court Square Mortgage Loan, the One Court Square Trust REMIC Regular Interests). As provided herein, the Certificate Administrator will elect that two segregated portions owner of the Trust Fund that is hereby conveyed to the Trustee in return for the Certificates. For federal income tax purposes, the Trustee shall treat the Trust Fund as consisting of, among other things, a trust (the “ES Trust”) beneath which are three real estate mortgage investment conduits (or in the alternative, the “Sub-WAC (SW) REMIC,” the “Strip (STR) REMIC” and the “Master REMIC”) and shall make all elections as necessary for such treatment. The SW REMIC will hold all the assets of the Trust Fund and will issue several classes of uncertificated SW REMIC Interests. The Class SW-A-R Interest is hereby designated as the residual interest in the SW REMIC and each other SW REMIC Interest is hereby designated as a regular interest in the SW REMIC. The STR REMIC will hold all of the regular interests in the SW REMIC and will issue several classes of uncertificated STR REMIC Interests. The Class A-R Interest is hereby designated as the residual interest in the Master REMIC and each other Master REMIC Interest is hereby designated as a regular interest in the Master REMIC. The Master REMIC will hold all the regular interests in the Sub WAC REMIC and will issue several classes of uncertificated Master REMIC Interests. The Class A-R Interest is hereby designated as the residual interest in the Master REMIC and each other Master REMIC Interest is hereby designated as a regular interest in the Master REMIC. The “latest possible maturity date,” for federal income tax purposes, of all REMIC regular interests created hereby will be the Latest Possible Maturity Date. The ES Trust shall hold the SW-A-R Interest, the MR-A-R Interest, all Master REMIC regular interests and shall issue the Certificates. Each Certificate, other than the Class A-S Specific Grantor Trust AssetsR Certificate, will represent ownership of one or more of the Master REMIC regular interests held by the ES Trust. The Class A-R Certificate will represent ownership of the SW-A-R Interest and the MR-A-R Interest, which are, respectively, the Class B Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets, sole Classes of REMIC residual interest in each of the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets Sub WAC REMIC and the proceeds of the foregoing) be treated for Master REMIC. For federal income tax purposes the Trustee shall treat the ES Trust as two separate REMICs (designated a Grantor Trust and shall treat each Holder of an ES Trust Certificate as the “Upper-Tier REMIC” and the “Lower-Tier REMIC”, respectively). The Regular Certificates and the Class EC Regular Interests will represent “regular interests” in the Upper-Tier REMIC, and the Upper-Tier Residual Interest will be the sole class of “residual interests” in the Upper-Tier REMIC. There are also (i) 12 classes of uncertificated Lower-Tier Regular Interests issued under this Agreement (designated as the Class XX-0, Xxxxx XX-0, Class LA-3, Class LA-4, Class LA-AB, Class LA-S, Class LB, Class LC, Class LD, Class LE, Class LF and Class LG Interests), each of which will constitute a class of “regular interests” in the Lower-Tier REMIC, and (ii) the Lower-Tier Residual Interest, which will be the sole class of “residual interests” in the Lower-Tier REMIC. The Lower-Tier Regular Interests will be held by the Trustee as assets owner of the Upper-Tier REMIC. The Class R Certificates will represent both the Lower-Tier Residual Interest and the Upper-Tier Residual Interestindividual, underlying assets represented by such ES Trust Certificate. In addition, on October 13to the fullest extent possible, 2015, NREC formed the One Court Square REMIC with respect to part ownership of an ES Trust Certificate shall be treated as direct ownership of the One Court Square Loan Combinationindividual, which issued three pro rata and pari passu regular interests (the “One Court Square REMIC A-1 Regular Interest”, the “One Court Square REMIC A-2 Regular Interest” and the “One Court Square REMIC A-3 Regular Interest (each, a “One Court Square REMIC Regular Interest”, and collectively, the “One Court Square REMIC Regular Interests”). Each One Court Square REMIC Regular Interest has a principal balance set forth below and underlying assets represented by such ES Trust Certificate for tax reporting purposes will be entitled to principal and interest and any other amounts payable on the One Court Square REMIC Regular Interest in the same proportion that its principal balance bears to the aggregate principal balance all of the One Court Square REMIC Regular Interests, as set forth below: One Court Square REMIC Regular Interest Corresponding One Court Square promissory note(s) Initial Principal Balance One Court Square REMIC A-1 Regular Interest One Court Square Promissory Note A-1 $50,000,000 One Court Square REMIC A-2 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $95,000,000 One Court Square REMIC A-3 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $90,000,000 Each One Court Square REMIC Regular Interest holder will be the owner of a percentage interest, specified below, in its corresponding One Court Square Promissory Note(s) other than for federal income tax reporting purposes. The promissory note designated as “Note A-5” (the “One Court Square Promissory Note A-5”), which evidences the One Court Square Mortgage Loan and will be contributed to the ES Trust, represents a 21.0526% ownership interest in the One Court Square REMIC A-2 Regular Corridor Contracts, the Supplemental Interest and a 22.2222% ownership interest in the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-1” (the “One Court Square Promissory Note A-1”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 100.0000% ownership of the One Court Square REMIC A-1 Regular Interest. The promissory note designated as “Note A-2” (the “One Court Square Promissory Note A-2”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 78.9474% ownership of the One Court Square REMIC A-2 Regular Interest. The promissory note designated as “Note A-3” (the “One Court Square Promissory Note A-3”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 77.7778% ownership of the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-4” (the “One Court Square Promissory Note A-4”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust and does the Corridor Contract Reserve Fund will not represent an ownership interest in form part of any of the One Court Square REMIC Regular Interests or the One Court Square REMIC, was contributed to the Outside Securitization Trust related to the One Court Square Mortgage Loan. The residual interest in the One Court Square REMIC is not an asset of the Trust. The parties intend that (i) the portion of the Trust Fund representing the Class A-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets and the proceeds of the foregoing will be treated as assets of a grantor trust under subpart E of Part I of subchapter J of the Code and (ii) the beneficial interests in such grantor trust will be represented by the Class A-S Certificates, the Class B Certificates, the Class C Certificates, the Class EC Certificates and any Excess Interest Certificates. UPPER-TIER REMIC The following table sets forth the Class designation, the approximate initial pass-through rate and the aggregate initial principal amount (the “Original Certificate Balance”) or, in the case characteristics of the Class X-A, Class X-B and Class X-D ES Trust Certificates, notional amount together with the minimum denominations and integral multiples in excess thereof in which such Classes shall be issuable (except that one Residual Certificate representing the “Original Notional Amount”), as applicable, for each Class of Certificates and each Class EC Regular Interest comprising or evidencing the interests Tax Matters Person Certificate may be issued in the Upper-Tier REMIC created hereunder: a different amount): Class Designation Approximate Initial Maximum Class Certificate Balance Pass-Through Rate (per annum) Original Certificate Balance / Original Notional Amount Minimum Denomination Integral Multiples in Excess of Minimum Classes of Master REMIC Interests Represented (12) Class 1-A-1 1.700$ 55,000,000 (1) $25,000 $1 MR-1-A-1 Class 1-A-2 $ 55,000,000(2) (3) $25,000(4) $1(4) MR-1-A-1 Class 1-A-3 $ 45,000,000 (5) $25,000 $1 MR-1-A-3 Class 1-A-4 $ 45,000,000(2) (6) $25,000(4) $1(4) MR-1-A-3 Class 1-A-5 $ 200,000,000 5.75% $13,614,000 25,000 $1 XX-0-X-0-X-XX, XX-0-X-0-X-XX, XX-0-X-0-X-XX, XX-0-X-0-X-XX, XX-0-X-0-X-XX, MR-1-A-5-F-SR, MR-1-A-5-A-SB, MR-1-A-5-B-SB, MR-1-A-5-C-SB, MR-1-A-5-D-SB, MR-1-A-5-E-SB, MR-1-A-5-F-SB. Class A-2 2.7431-A-6 $ 110,000,000 5.75% $98,127,000 25,000 $1 XX-0-X-0-X, XX-0-X-0-X, XX-0-X-0-X, XX-0-X-0-X, XX-0-X-0-X, XX-0-X-0-X. Class A-3 3.0631-A-7 $ 21,420,000 5.75% $175,000,000 25,000 $1 XX-0-X-0-X, XX-0-X-0-X, XX-0-X-0-X, XX-0-X-0-X, XX-0-X-0-X, XX-0-X-0-X. Class A-4 3.3291-A-8 $ 2,200,000 5.75% $221,743,000 25,000 $1 MR-1-A-8 Class 1-A-9 $ 34,000,000 5.75% $25,000 $1 XX-0-X-0-X, XX-0-X-0-X, XX-0-X-0-X, XX-0-X-0-X, XX-0-X-0-X, XX-0-X-0-X. Class 1-A-10 $ 35,000,000 5.75% $25,000 $1 XX-0-X-00-X, XX-0-X-00-X, XX-0-X-00-X, XX-0-X-00-X, XX-0-X-00-X, XX-0-X-00-X. Class 1-A-11 $ 1,589,000 5.75% $25,000 $1 MR-1-A-11 Class 1-A-12 $ 200,000,000 5.25% $25,000 $1 XX-0-X-0-X-XX, XX-0-X-0-X-XX, XX-0-X-0-X-XX and MR-1-A-5-D-SB. Class 1-A-13 $ 200,000,000 5.50% $25,000 $1 MR-1-A-5-A-SR and (MR-1-A-5-B-SR or MR-1-A-5-C-SR) and MR-1-A-5-D-SR and (MR-1-A-5-E-SR or MR-1-A-5-F-SR), MR-1-A-5-A-SB and (MR-1-A-5-B-SB or MR-1-A-5-C-SB) and MR-1-A-5-D-SB, and (MR-1-A-5-E-SB or MR-1-A-5-F-SB). Class 1-A-14 $ 17,391,304(2) 5.75% $25,000 (4) $1 If 1-A-12 is issued: MR-1-A-5-B-SR, MR-1-A-5-C-SR, MR-1-A-5-E-SR, MR-1-A-5-F-SR, MR-1-A-5-B-SB, MR-1-A-5-C-SB, MR-1-A-5-E-SB and MR-1-A-5-F-SB. If 1-A-13 is issued: (MR-1-A-5-B-SR, or MR-1-A-5-C-SR) and (MR-1-A-5-E-SR or MR-1-A-5-F-SR), (MR-1-A-5-B-SB, or MR-1-A-5-C-SB) and (MR-1-A-5-E-SB or MR-1-A-5-F-SB) Class 1-A-15 $ 110,000,000 5.25% $25,000 $1 MR-1-A-6-A and MR-1-A-6-D. Class 1-A-16 $ 110,000,000 5.50% $25,000 $1 MR-1-A-6-A and (MR-1-A-6-B or MR-1-A-6-C) and MR-1-A-6-D, and (MR-1-A-6-E or MR-1-A-6-F). Class 1-A-17 $ 9,565,217(2) 5.75% $25,000 (4) $1 If 1-A-15 is issued: XX-0-X-0-X, XX-0-X-0-X, XX-0-X-0-X and MR-1-A-6-F. If 1-A-16 is issued: (MR-1-A-6-B, or MR-1-A-6-C) and (MR-1-A-6-E or MR-1-A-6-F) Class 1-A-18 $ 310,000,000 5.25% $25,000 $1 XX-0-X-0-X-XX, XX-0-X-0-X-XX, XX-0-X-0-X, XX-0-X-0-X, XX-0-X-0-X-XX and, MR-1-A-5-D-SB. Class 1-A-19 $ 310,000,000 5.50% $25,000 $1 XX-0-X-0-X-XX, XX-0-X-0-X-XX and (MR-1-A-5-B-SR and MR-1-A-5-B-SB or MR-1-A-5-C-SR and MR-1-A-5-C-SB) and XX-0-X-0-X-XX, XX-0-X-0-X-XX, and (MR-1-A-5-E-SR and MR-1-A-5-E-SB or MR-1-A-5-F-SR and MR-1-A-5-F-SB) and MR-1-A-6-A and (MR-1-A-6-B or MR-1-A-6-C) and MR-1-A-6-D, and (MR-1-A-6-E or MR-1-A-6-F). Class 1-A-20 $ 310,000,000 5.75% $25,000 $1 XX-0-X-0-X-XX, XX-0-X-0-X-XX, XX-0-X-0-X-XX, XX-0-X-0-X-XX, XX-0-X-0-X-XX, MR-1-A-5-F-SR, MR-1-A-5-A-SB, MR-1-A-5-B-SB, MR-1-A-5-C-SB, MR-1-A-5-D-SB, MR-1-A-5-E-SB, MR-1-A-5-F-SB and XX-0-X-0-X, XX-0-X-0-X, XX-0-X-0-X, XX-0-X-0-X, XX-0-X-0-X, XX-0-X-0-X. Class 1-A-21 $ 26,956,521(2) 5.75% $25,000 (4) $1 If 1-A-18 is issued: XX-0-X-0-X-XX, XX-0-X-0-X-XX, XX-0-X-0-X-XX, XX-0-X-0-X-XX, XX-0-X-0-X-XX, MR-1-A-5-C-SB, MR-1-A-5-E-SB, MR-1-A-5-F-SB, XX-0-X-0-X, XX-0-X-0-X, XX-0-X-0-X, XX-0-X-0-X. If 1-A-19 is issued: (MR-1-A-5-B-SR and MR-1-A-5-B-SB or MR-1—A-5-C-SR and MR-1-A-5-C-SB) and (MR-1-A-5-E-SR and MR-1-A-5-E-SB or MR-1-A-5-F-SR and MR-1-A-5-F-SB), (MR-1-A-6-B or MR-1-A-6-C) and (MR-1-A-6-E, MR-1-A-6-F). Class 1-A-22 $ 21,420,000 5.25% $25,000 $1 MR-1-A-7-A and MR-1-A-7-D. Class 1-A-23 $ 21,420,000 5.50% $25,000 $1 MR-1-A-7-A and (MR-1-A-7-B or MR-1-A-7-C) and MR-1-A-7-D, and (MR-1-A-7-E or MR-1-A-7-F). Class 1-A-24 $ 1,862,608(2) 5.75% $25,000 (4) $1 If 1-A-22 is issued: XX-0-X-0-X, XX-0-X-0-X, XX-0-X-0-X and MR-1-A-7-F. If 1-A-23 is issued: (MR-1-A-7-B, or MR-1-A-7-C) and (MR-1-A-7-E or MR-1-A-7-F) Class 1-A-25 $ 34,000,000 5.25% $25,000 $1 MR-1-A-9-A and MR-1-A-9-D. Class 1-A-26 $ 34,000,000 5.50% $25,000 $1 MR-1-A-9-A and (MR-1-A-9-B or MR-1-A-9-C) and MR-1-A-9-D, and (MR-1-A-9-E or MR-1-A-9-F). Class 1-A-27 $ 2,956,521(2) 5.75% $25,000 $1 If 1-A-25 is issued: XX-0-X-0-X, XX-0-X-0-X, XX-0-X-0-X and MR-1-A-9-F. If 1-A-26 is issued: (MR-1-A-9-B, or MR-1-A-9-C) and (MR-1-A-9-E or MR-1-A-9-F) Class 1-A-28 $ 35,000,000 5.25% $25,000 $1 MR-1-A-10-A and MR-1-A-10-D. Class 1-A-29 $ 35,000,000 5.50% $25,000 $1 MR-1-A-10-A and (MR-1-A-10-B or MR-1-A-10-C) and MR-1-A-10-D, and (MR-1-A-10-E or MR-1-A-10-F). Class 1-A-30 $ 3,043,478(2) 5.75% $25,000 $1 If 1-A-28 is issued: XX-0-X-00-X, XX-0-X-00-X, XX-0-X-00-X and MR-1-A-10-F. If 1-A-29 is issued: (MR-1-A-10-B, or MR-1-A-10-C) and (MR-1-A-10-E or MR-1-A-10-F) Class 1-A-31 $ 297,083,333 6.00% $25,000 $1 XX-0-X-0-X-XX, XX-0-X-0-X-XX, XX-0-X-0-X-XX, MR-1-A-5-E-SR, MR-1-A-5-F-SR, MR-1-A-5-A-SB, MR-1-A-5-B-SB, MR-1-A-5-C-SB, MR-1-A-5-E-SB, XX-0-X-0-X-XX, XX-0-X-0-X, XX-0-X-0-X, XX-0-X-0-X, XX-0-X-0-X, XX-0-X-0-X Class 1-A-32 $ 12,916,667 (7) $25,000 $1 XX-0-X-0-X-XX, XX-0-X-0-X-XX, XX-0-X-0-X, Class 1-A-33 $ 105,416,666 6.00% $25,000 $1 XX-0-X-0-X, XX-0-X-0-X, XX-0-X-0-X, XX-0-X-0-X, XX-0-X-0-X. Class 1-A-34 $ 4,583,334 (7) $25,000 $1 MR-1-A-6-D, Class 1-A-35 $ 191,666,666 6.00% $25,000 $1 XX-0-X-0-X-XX, XX-0-X-0-X-XX, XX-0-X-0-X-XX, MR-1-A-5-E-SR, MR-1-A-5-F-SR, MR-1-A-5-A-SB, MR-1-A-5-B-SB, MR-1-A-5-C-SB, MR-1-A-5-E-SB, MR-1-A-5-F-SB. Class 1-A-36 $ 8,333,334 (7) $25,000 $1 MR-1-A-5-D-SR and MR-1-A-5-D-SB. Class 1-A-37 $ 20,527,500 6.00% $25,000 $1 XX-0-X-0-X, XX-0-X-0-X, XX-0-X-0-X, XX-0-X-0-X, XX-0-X-0-X. Class 1-A-38 $ 892,500 (7) $25,000 $1 MR-1-A-7-D, Class 1-A-39 $ 32,583,333 6.00% $25,000 $1 XX-0-X-0-X, XX-0-X-0-X, XX-0-X-0-X, XX-0-X-0-X, XX-0-X-0-X. Class 1-A-40 $ 1,416,667 (7) $25,000 $1 MR-1-A-9-D, Class 1-A-41 $ 33,541,666 6.00% $25,000 $1 XX-0-X-00-X, XX-0-X-00-X, XX-0-X-00-X, XX-0-X-00-X, XX-0-X-00-X. Class 1-A-42 $ 1,458,330 (7) $25,000 $1 MR-1-A-10-D, Class 1-A-43 $ 192,300,000 5.75% $25,000 $1 XX-0-X-0-X-XX, XX-0-X-0-X-XX, XX-0-X-0-X-XX, XX-0-X-0-X-XX, XX-0-X-0-X-XX and MR-1-A-5-F-SR. Class 1-A-44 $ 7,700,000 5.75% $25,000 $1 XX-0-X-0-X-XX, XX-0-X-0-X-XX, XX-0-X-0-X-XX, XX-0-X-0-X-XX, XX-0-X-0-X-XX, MR-1-A-5-F-SB. Class 1-X $ 373,459,397(2) (8) $25,000(4) $1(4) MR-1-X Class 2-A-1 $ 54,714,000 7.00% $25,000 $1 XX-0-X-0-X, XX-0-X-0-X, XX-0-X-0-X, XX-0-X-0-X, Class 2-A-2 $ 54,714,000 5.25% $25,000 $1 MR-2-A-1-A Class 2-A-3 $ 54,714,000 5.50% $25,000 $1 XX-0-X-0-X, XX-0-X-0-X, Class 2-A-4 $ 54,714,000 5.75% $25,000 $1 XX-0-X-0-X, XX-0-X-0-X, Class 2-A-5 $ 54,714,000 6.00% $25,000 $1 XX-0-X-0-X, XX-0-X-0-X, XX-0-X-0-X Class 2-A-6 $ 54,714,000 6.25% $25,000 $1 XX-0-X-0-X, XX-0-X-0-X Class 2-A-7 $ 54,714,000 6.50% $25,000 $1 XX-0-X-0-X XX-0-X-0-X, XX-0-X-0-X, Class 2-A-8 $ 54,714,000 6.75% $25,000 $1 XX-0-X-0-X, XX-0-X-0-X, XX-0-X-0-X, Class 2-A-9 $ 13,678,500(2) 7.00% $25,000 (4) $1(4) If 2-A-2 is issued: MR-2-A-1-B MR-2-A-1-C, and -A-1-D. If 2-A-3 is issued: MR-2-A-1-C, and -A-1-D. If 2-A-4 is issued: MR-2-A-1-B and -A-1-D. If 2-A-5 is issued: MR-2-A-1-D. If 2-A-6 is issued: MR-2-A-1-B and MR-2-A-1-C. If 2-A-7 is issued: MR-2-A-1-C. If 2-A-8 is issued MR-2-A-1-B. Class 2-X $ 56,735,299(2) (9) $25,000(4) $1(4) MR-2-X Class PO $ 2,671,596 (7) $25,000 $1 MR-PO Class A-AB 3.127R(10) $ 100 5.75% $31,196,000 Class X(10) (10) MR-$100, SW-A(1) 1.718% $580,156,000 Class X-B(1) 0.565% $42,404,000 Class A-S Regular Interest 3.585% R, ST-A-R and MR-A-R Class M $ 9,653,000 (11) $40,476,000 25,000 $1 MR-M Class B Regular Interest 4.271% B-1 $ 4,680,000 (11) $42,404,000 25,000 $1 MR-B-1 Class C Regular Interest 4.836% B-2 $ 3,217,500 (11) $38,548,000 25,000 $1 MR-B-2 Class D 2.804% B-3 $ 2,340,000 (11) $44,331,000 100,000 $1 MR-B-3 Class XB-4 $ 1,755,000 (11) $100,000 $1 MR-D(1B-4 Class B-5 $ 1,755,454.79 (11) 2.032% $44,331,000 Class E 4.836% 100,000 $19,274,000 Class F 4.836% $9,637,000 Class G 4.836% $36,622,163 Class R(2) N/A N/A1 MR-B-5 __________________________________________

PRELIMINARY STATEMENT. (Terms used but not defined in this Preliminary Statement shall have In exchange for the meanings specified in Article I hereof) The Certificates, 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 hereby conveys the Trust Fund consisting primarily of Estate to the Mortgage Loans Trustee to create the Trust. The Trust Estate for federal income tax purposes will be treated as three separate real estate mortgage investment conduits (includingthe "Upper-Tier REMIC," the "Middle-Tier REMIC" and the "Lower-Tier REMIC," respectively, in the case of the One Court Square Mortgage Loanand each, the One Court Square Trust REMIC Regular Interestsa "REMIC"). As provided herein, the Certificate Administrator will elect that two segregated portions of the Trust Fund The Senior Certificates (other than the Class CB-IO, Class CB-PO, Class 15-IO, Class 15-PO, Class 5-A-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets and the proceeds of the foregoing) be treated for federal income tax purposes as two separate REMICs (designated as the “Upper-Tier REMIC” and the “Lower-Tier REMIC”, respectively). The Regular R Certificates and the right of the Class EC 5-A-1 Certificates to receive amounts from the Reserve Fund) are referred to collectively as the "Regular Interests will represent “Certificates" and shall constitute "regular interests” in the Upper-Tier REMIC, and the Upper-Tier Residual Interest will be the sole class of “residual interests” " in the Upper-Tier REMIC. There are The Class 1-CB-PO Component, Class 2-CB-PO Component, Class 3-CB-PO Component, Class 4-CB-PO Component, Class 6-15-PO Component and Class 7-15-PO Component (the "PO Components"), the Class 1-CB-IO Component, Class 2-CB-IO Component, Class 3-CB-IO Component, Class 4-CB-IO Component, Class 6-15-IO Component and Class 7-15-IO Component (the "IO Components" and, collectively with the PO Components, the "Components") shall also (i) 12 classes of uncertificated constitute "regular interests" in the Upper-Tier REMIC. The Uncertificated Middle-Tier Interests shall constitute the "regular interests" in the Middle-Tier REMIC. The Uncertificated Lower-Tier Regular Interests issued under this Agreement (designated as shall constitute the Class XX-0, Xxxxx XX-0, Class LA-3, Class LA-4, Class LA-AB, Class LA-S, Class LB, Class LC, Class LD, Class LE, Class LF and Class LG Interests), each of which will constitute a class of “"regular interests” in the Lower-Tier REMIC, and (ii) the Lower-Tier Residual Interest, which will be the sole class of “residual interests” " in the Lower-Tier REMIC. The LowerClass R-Tier Regular Interests will U Interest shall be held by the Trustee as assets of sole "residual interest" in the Upper-Tier REMIC. The Class R Certificates will represent both R-M Interest shall be the sole "residual interest" in the Middle-Tier REMIC. The Class R-L Interest shall be the sole "residual interest" in the Lower-Tier Residual XXXIC. The Class 5-A-R Certificate shall represent ownership of the Class R-U Interest, the Class R-M Interest and the UpperClass R-L Interest. The portion of the Trust Estate consisting of the Reserxx Fund and the Yield Maintenance Agreement and the right of the Class 5-A-1 Certificates to receive amounts from the Reserve Fund shall not be assets of any REMIC created hereunder, but rather shall be assets of the Grantor Trust. The assets of the Grantor Trust, the Certificates, the Uncertificated Middle-Tier Residual Interest. In addition, on October 13, 2015, NREC formed the One Court Square REMIC with respect to part of the One Court Square Loan Combination, which issued three pro rata and pari passu regular interests (the “One Court Square REMIC A-1 Regular Interest”, the “One Court Square REMIC A-2 Regular Interest” Interests and the “One Court Square REMIC A-3 Regular Interest (each, a “One Court Square REMIC Regular Interest”, and collectively, Uncertificated Lower-Tier Interests will represent the “One Court Square REMIC Regular Interests”). Each One Court Square REMIC Regular Interest has a principal balance set forth below and for tax reporting purposes will be entitled to principal and interest and any other amounts payable on the One Court Square REMIC Regular Interest in the same proportion that its principal balance bears to the aggregate principal balance all of the One Court Square REMIC Regular Interests, as set forth below: One Court Square REMIC Regular Interest Corresponding One Court Square promissory note(s) Initial Principal Balance One Court Square REMIC A-1 Regular Interest One Court Square Promissory Note A-1 $50,000,000 One Court Square REMIC A-2 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $95,000,000 One Court Square REMIC A-3 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $90,000,000 Each One Court Square REMIC Regular Interest holder will be the owner of a percentage interest, specified below, in its corresponding One Court Square Promissory Note(s) other than for tax reporting purposes. The promissory note designated as “Note A-5” (the “One Court Square Promissory Note A-5”), which evidences the One Court Square Mortgage Loan and will be contributed to the Trust, represents a 21.0526% entire beneficial ownership interest in the One Court Square REMIC A-2 Regular Interest and a 22.2222% ownership interest in the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-1” (the “One Court Square Promissory Note A-1”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 100.0000% ownership of the One Court Square REMIC A-1 Regular Interest. The promissory note designated as “Note A-2” (the “One Court Square Promissory Note A-2”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 78.9474% ownership of the One Court Square REMIC A-2 Regular Interest. The promissory note designated as “Note A-3” (the “One Court Square Promissory Note A-3”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 77.7778% ownership of the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-4” (the “One Court Square Promissory Note A-4”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust and does not represent an ownership interest in any of the One Court Square REMIC Regular Interests or the One Court Square REMIC, was contributed to the Outside Securitization Trust related to the One Court Square Mortgage Loan. The residual interest in the One Court Square REMIC is not an asset of the Trust. The parties intend that (i) "latest possible maturity date" for federal income tax purposes of all interests created hereby will be the portion REMIC Certificate Maturity Date. The following tables set forth characteristics of the Trust Fund representing the Class A-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets Certificates and the proceeds of Components, together with the foregoing will be treated as assets of a grantor trust under subpart E of Part I of subchapter J of minimum denominations and integral multiples in excess thereof in which the Code and (ii) the beneficial interests in such grantor trust will be represented by the Class A-S Certificates, the Class B Certificates, the Class C Certificates, the Class EC Certificates and any Excess Interest Certificates. UPPER-TIER REMIC The following table sets forth the Class designation, the approximate initial pass-through rate and the aggregate initial principal amount (the “Original Certificate Balance”) or, in the case of the Class X-A, Class X-B and Class X-D Certificates, notional amount (the “Original Notional Amount”), as applicable, for each Class Classes of Certificates and each Class EC Regular Interest comprising or evidencing the interests in the Upper-Tier REMIC created hereunder: Class Designation Approximate Initial Pass-Through Rate (per annum) Original Certificate Balance / Original Notional Amount Class A-1 1.700% $13,614,000 Class A-2 2.743% $98,127,000 Class A-3 3.063% $175,000,000 Class A-4 3.329% $221,743,000 Class A-AB 3.127% $31,196,000 Class X-A(1) 1.718% $580,156,000 Class X-B(1) 0.565% $42,404,000 Class A-S Regular Interest 3.585% $40,476,000 Class B Regular Interest 4.271% $42,404,000 Class C Regular Interest 4.836% $38,548,000 Class D 2.804% $44,331,000 Class X-D(1) 2.032% $44,331,000 Class E 4.836% $19,274,000 Class F 4.836% $9,637,000 Class G 4.836% $36,622,163 Class R(2) N/A N/Ashall be issuable:

PRELIMINARY STATEMENT. (Terms used but not defined in this Preliminary Statement shall have In exchange for the meanings specified in Article I hereof) The Certificates, 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 hereby conveys the Trust Fund consisting primarily of Estate to the Mortgage Loans Trustee to create the Trust. The Trust Estate for federal income tax purposes will be treated as two separate real estate mortgage investment conduits (includingthe "Upper-Tier REMIC" and the "Lower-Tier REMIC," respectively, in the case of the One Court Square Mortgage Loanand each, the One Court Square Trust REMIC Regular Interestsa "REMIC"). As provided herein, the Certificate Administrator will elect that two segregated portions of the Trust Fund The Class A Certificates (other than the Class 1-A-S Specific Grantor Trust AssetsR, Class 1-A-LR and Class X-PO Certificates) and the Class B Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets and the proceeds of the foregoing) be treated for federal income tax purposes as two separate REMICs (designated Certificates are referred to collectively as the “Upper-Tier REMIC” "Regular Certificates" and the “Lower-Tier REMIC”, respectively). The Regular Certificates and the Class EC Regular Interests will represent “shall constitute "regular interests” in the Upper-Tier REMIC, and the Upper-Tier Residual Interest will be the sole class of “residual interests” " in the Upper-Tier REMIC. There are The Class 1-X-PO Component, Class 2-X-PO Component and Class 3-X-PO Component (collectively, the "Components") shall also (i) 12 classes of uncertificated constitute "regular interests" in the Upper-Tier REMIC. The Uncertificated Lower-Tier Regular Interests issued under this Agreement (designated as shall constitute the Class XX-0, Xxxxx XX-0, Class LA-3, Class LA-4, Class LA-AB, Class LA-S, Class LB, Class LC, Class LD, Class LE, Class LF and Class LG Interests), each of which will constitute a class of “"regular interests” in the Lower-Tier REMIC, and (ii) the Lower-Tier Residual Interest, which will be the sole class of “residual interests” " in the Lower-Tier REMIC. The LowerClass 1-Tier Regular Interests will be held by the Trustee as assets of the UpperA-Tier REMIC. The Class R Certificates will represent both the Lower-Tier Residual Interest and the Upper-Tier Residual Interest. In addition, on October 13, 2015, NREC formed the One Court Square REMIC with respect to part of the One Court Square Loan Combination, which issued three pro rata and pari passu regular interests (the “One Court Square REMIC A-1 Regular Interest”, the “One Court Square REMIC A-2 Regular Interest” and the “One Court Square REMIC A-3 Regular Interest (each, a “One Court Square REMIC Regular Interest”, and collectively, the “One Court Square REMIC Regular Interests”). Each One Court Square REMIC Regular Interest has a principal balance set forth below and for tax reporting purposes will be entitled to principal and interest and any other amounts payable on the One Court Square REMIC Regular Interest in the same proportion that its principal balance bears to the aggregate principal balance all of the One Court Square REMIC Regular Interests, as set forth below: One Court Square REMIC Regular Interest Corresponding One Court Square promissory note(s) Initial Principal Balance One Court Square REMIC A-1 Regular Interest One Court Square Promissory Note A-1 $50,000,000 One Court Square REMIC A-2 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $95,000,000 One Court Square REMIC A-3 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $90,000,000 Each One Court Square REMIC Regular Interest holder will Certificate shall be the owner of a percentage "residual interest, specified below, in its corresponding One Court Square Promissory Note(s) other than for tax reporting purposes. The promissory note designated as “Note A-5” (the “One Court Square Promissory Note A-5”), which evidences the One Court Square Mortgage Loan and will be contributed to the Trust, represents a 21.0526% ownership interest in the One Court Square REMIC A-2 Regular Interest and a 22.2222% ownership interest in the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-1” (the “One Court Square Promissory Note A-1”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 100.0000% ownership of the One Court Square REMIC A-1 Regular Interest. The promissory note designated as “Note A-2” (the “One Court Square Promissory Note A-2”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 78.9474% ownership of the One Court Square REMIC A-2 Regular Interest. The promissory note designated as “Note A-3” (the “One Court Square Promissory Note A-3”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 77.7778% ownership of the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-4” (the “One Court Square Promissory Note A-4”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust and does not represent an ownership interest in any of the One Court Square REMIC Regular Interests or the One Court Square REMIC, was contributed to the Outside Securitization Trust related to the One Court Square Mortgage Loan. The residual interest in the One Court Square REMIC is not an asset of the Trust. The parties intend that (i) the portion of the Trust Fund representing the Class A-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets and the proceeds of the foregoing will be treated as assets of a grantor trust under subpart E of Part I of subchapter J of the Code and (ii) the beneficial interests in such grantor trust will be represented by the Class A-S Certificates, the Class B Certificates, the Class C Certificates, the Class EC Certificates and any Excess Interest Certificates. UPPER-TIER REMIC The following table sets forth the Class designation, the approximate initial pass-through rate and the aggregate initial principal amount (the “Original Certificate Balance”) or, in the case of the Class X-A, Class X-B and Class X-D Certificates, notional amount (the “Original Notional Amount”), as applicable, for each Class of Certificates and each Class EC Regular Interest comprising or evidencing the interests " in the Upper-Tier REMIC and the Class 1-A-LR Certificate shall be the "residual interest" in the Lower-Tier REMIC. The Certificates and the Uncertificated Lower-Tier Interests will represent the entire beneficial ownership interest in the Trust. The "latest possible maturity date" for federal income tax purposes of all interests created hereunder: hereby will be the REMIC Certificate Maturity Date. The following table sets forth characteristics of the Certificates and the Components, together with the minimum denominations and integral multiples in excess thereof in which the Classes of Certificates shall be issuable (except that one Certificate of each Class Designation Approximate of Certificates may be issued in any amount in excess of the minimum denomination): Initial Class Integral Certificate Multiples in Balance or Pass-Through Rate (per annum) Original Certificate Balance / Original Minimum Excess of Classes Notional Amount Rate Denomination Minimum ------- --------------- ---- ------------ ------- Class 1-A-1 1.700$28,290,000.00 5.500% $13,614,000 1,000 $1 Class 1-A-2 2.743$43,000,000.00 4.750% $98,127,000 1,000 $1 Class 1-A-3 3.063$28,200,000.00 5.500% $175,000,000 1,000 $1 Class 1-A-4 3.329$393,000.00 5.500% $221,743,000 1,000 $1 Class 1-A-5 $1,500,000.00 5.250% $1,000 $1,000 Class 1-A-6 $1,500,000.00 5.750% $1,000 $1,000 Class 1-A-7 $9,853,000.00 5.500% $1,000 $1 Class 1-A-8 $107,190,000.00 5.250% $1,000 $1 Class 1-A-9 $28,619,000.00 (1) $1,000 $1 Class 1-A-10 $28,619,000.00 (2) $1,000,000 $1 Class 1-A-11 $25,000,000.00 5.000% $1,000 $1 Class 1-A-AB 3.127R $50.00 5.500% $31,196,000 50 N/A Class 1-A-LR $50.00 5.500% $50 N/A Class 30-IO $16,716,264.00 5.500% $1,000,000 $1 Class 2-A-1 $29,913,000.00 5.250% $1,000 $1 Class 2-A-2 $19,942,000.00 5.000% $1,000 $1 Class 15-PO $180,478.00 (3) $25,000 $1 Class 15-IO $1,476,599.00 5.250% $1,000,000 $1 Class 3-A-1 $92,034,000.00 6.500% $1,000 $1 Class 3-PO $1,642,423.00 (3) $25,000 $1 Class 3-IO $766,888.00 6.500% $1,000,000 $1 Class 3-B-IO $2,162,000.00 0.500% $1,000,000 $1 Class X-A(1PO $179,475.00 (4) 1.718$25,000 $1 Class 30-B-1 $5,516,000.00 5.500% $580,156,000 25,000 $1 Class 30-B-2 $1,415,000.00 5.500% $25,000 $1 Class 30-B-3 $849,000.00 5.500% $25,000 $1 Class 30-B-4 $565,000.00 5.500% $25,000 $1 Class 30-B-5 $425,000.00 5.500% $25,000 $1 Class 30-B-6 $424,523.00 5.500% $25,000 $1 Class 15-B-1 $667,000.00 5.150% $25,000 $1 Class 15-B-2 $257,000.00 5.150% $25,000 $1 Class 15-B-3 $128,000.00 5.150% $25,000 $1 Class 15-B-4 $103,000.00 5.150% $25,000 $1 Class 15-B-5 $77,000.00 5.150% $25,000 $1 Class 15-B-6 $51,379.00 5.150% $25,000 $1 Class 3-B-1 $1,682,000.00 6.000% $25,000 $1 Class 3-B-2 $336,000.00 6.000% $25,000 $1 Class 3-B-3 $144,000.00 6.000% $25,000 $1 Class 3-B-4 $96,000.00 6.500% $25,000 $1 Class 3-B-5 $48,000.00 6.500% $25,000 $1 Class 3-B-6 $96,766.00 6.500% $25,000 $1 Integral Initial Multiples in Component Pass-Through Minimum Excess of Components Balance Rate Denomination Minimum ---------- ------- ---- ------------ ------- Class 1-X-B(1) 0.565% PO $42,404,000 Class A-S Regular Interest 3.585% $40,476,000 Class B Regular Interest 4.271% $42,404,000 Class C Regular Interest 4.836% $38,548,000 Class D 2.804% $44,331,000 Class X-D(1) 2.032% $44,331,000 Class E 4.836% $19,274,000 Class F 4.836% $9,637,000 Class G 4.836% $36,622,163 Class R(2159,475.00 (5) N/A N/AA Class 2-X-PO $10,000.00 (5) N/A N/A Class 3-X-PO $10,000.00 (5) N/A N/A ------------

PRELIMINARY STATEMENT. (Terms used but not defined in this Preliminary Statement shall have In exchange for the meanings specified in Article I hereof) The Certificates, 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 hereby conveys the Trust Fund consisting primarily of Estate to the Mortgage Loans Trustee to create the Trust. The Trust Estate for federal income tax purposes will be treated as three separate real estate mortgage investment conduits (includingthe "Upper-Tier REMIC" the "Middle-Tier REMIC" and the "Lower-Tier REMIC," respectively, in the case of the One Court Square Mortgage Loanand each, the One Court Square Trust REMIC Regular Interestsa "REMIC"). As provided herein, the Certificate Administrator will elect that two segregated portions of the Trust Fund The Senior Certificates (other than the Class 1-A-S Specific Grantor Trust AssetsR, Class X-IO and Class 15-PO Certificates and the right of the Class 1-A-3 Certificates to receive amounts from the Reserve Fund) and the Class B Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets and the proceeds of the foregoing) be treated for federal income tax purposes as two separate REMICs (designated Certificates are referred to collectively as the “Upper-Tier REMIC” "Regular Certificates" and the “Lower-Tier REMIC”, respectively). The Regular Certificates and the Class EC Regular Interests will represent “shall constitute "regular interests” " in the Upper-Tier REMIC, and the Upper-Tier Residual Interest will be the sole class of “residual interests” in the Upper-Tier REMIC. There are also (i) 12 classes of uncertificated Lower-Tier Regular Interests issued under this Agreement (designated as the Class XX-0, Xxxxx XX-0, Class LA-3, Class LA-4, Class LA-AB, Class LA-S, Class LB, Class LC, Class LD, Class LE, Class LF and Class LG Interests), each of which will constitute a class of “regular interests” in the Lower-Tier REMIC, and (ii) the Lower-Tier Residual Interest, which will be 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 both 1-X-IO Component, Class 3-X-IO Component, Class 2-15-PO Component and Class 3-15-PO Component (each, a "Component" and collectively, the "Components") shall also constitute "regular interests" in the Upper-Tier REMIC. The Uncertificated Middle-Tier Interests shall constitute the "regular interests" in the Middle-Tier REMIC, as detailed in the definition of "Uncertificated Middle-Tier Interest." The Uncertificated Lower-Tier Interests shall constitute the "regular interests" in the Lower-Tier Residual REMIC, as detailed in the definition of "Uncertificated Lower-Tier Interest" The Class R-U Interest and shall be the sole "residual interest" in the Upper-Tier Residual REMIC. The Class R-M Interest shall be the sole "residual interest" in the Middle-Tier REMIC. The Class R-L Interest shall be the sole "residual interest" in the Lower-Tier REXXX. The Class 1-A-R Certificate shall represent ownership of the Class R-U Interest, the Class R-M Interest and the Class R-L Interest. In addition, on October 13, 2015, NREC formed the One Court Square REMIC with respect to part The portion of the One Court Square Loan CombinationTrust Estate consisting of the Reserve Xxnd and the Yield Maintenance Agreement and the right of the Class 1-A-3 Certificates to receive amounts from the Reserve Fund shall not be assets of any REMIC created hereunder, which issued three pro rata and pari passu regular interests (but rather shall be assets of the “One Court Square REMIC A-1 Regular Interest”Grantor Trust. The assets of the Grantor Trust, the “One Court Square REMIC A-2 Regular Interest” Certificates, the Uncertificated Middle-Tier Interests and the “One Court Square REMIC A-3 Regular Interest (each, a “One Court Square REMIC Regular Interest”, and collectively, Uncertificated Lower-Tier Interests will represent the “One Court Square REMIC Regular Interests”). Each One Court Square REMIC Regular Interest has a principal balance set forth below and for tax reporting purposes will be entitled to principal and interest and any other amounts payable on the One Court Square REMIC Regular Interest in the same proportion that its principal balance bears to the aggregate principal balance all of the One Court Square REMIC Regular Interests, as set forth below: One Court Square REMIC Regular Interest Corresponding One Court Square promissory note(s) Initial Principal Balance One Court Square REMIC A-1 Regular Interest One Court Square Promissory Note A-1 $50,000,000 One Court Square REMIC A-2 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $95,000,000 One Court Square REMIC A-3 Regular Interest One Court Square Promissory Note X-0, Xxx Xxxxx Xxxxxx Xxxxxxxxxx Xxxx X-0 $90,000,000 Each One Court Square REMIC Regular Interest holder will be the owner of a percentage interest, specified below, in its corresponding One Court Square Promissory Note(s) other than for tax reporting purposes. The promissory note designated as “Note A-5” (the “One Court Square Promissory Note A-5”), which evidences the One Court Square Mortgage Loan and will be contributed to the Trust, represents a 21.0526% entire beneficial ownership interest in the One Court Square REMIC A-2 Regular Interest and a 22.2222% ownership interest in the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-1” (the “One Court Square Promissory Note A-1”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 100.0000% ownership of the One Court Square REMIC A-1 Regular Interest. The promissory note designated as “Note A-2” (the “One Court Square Promissory Note A-2”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 78.9474% ownership of the One Court Square REMIC A-2 Regular Interest. The promissory note designated as “Note A-3” (the “One Court Square Promissory Note A-3”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust, evidences 77.7778% ownership of the One Court Square REMIC A-3 Regular Interest. The promissory note designated as “Note A-4” (the “One Court Square Promissory Note A-4”), which evidences one of the One Court Square Companion Loans and is not an asset of the Trust and does not represent an ownership interest in any of the One Court Square REMIC Regular Interests or the One Court Square REMIC, was contributed to the Outside Securitization Trust related to the One Court Square Mortgage Loan. The residual interest in the One Court Square REMIC is not an asset of the Trust. The parties intend that (i) the portion "latest possible maturity date" for federal income tax purposes of the Trust Fund representing the Class A-S Specific Grantor Trust Assets, the Class B Specific Grantor Trust Assets, the Class C Specific Grantor Trust Assets, the Class EC Specific Grantor Trust Assets, any Excess Interest Grantor Trust Assets and the proceeds of the foregoing all interests created hereby will be treated as assets of a grantor trust under subpart E of Part I of subchapter J of the Code and (ii) the beneficial interests in such grantor trust will be represented by the Class A-S Certificates, the Class B Certificates, the Class C Certificates, the Class EC Certificates and any Excess Interest CertificatesREMIC Certificate Maturity Date. UPPER-TIER REMIC The following table sets forth characteristics of the Class designation, the approximate initial pass-through rate Certificates and the aggregate initial principal amount Components, together with the minimum denominations and integral multiples in excess thereof in which the Classes of Certificates shall be issuable: Initial Class Integral Certificate Multiples Balance or Pass-Through Minimum in Excess Classes Notional Amount Rate Denomination of Minimum ------------ --------------- ------------ ------------ ---------- Class 1-A-1 $100,000,000.00 5.750% $1,000 $1 Class 1-A-2 $2,565,000.00 5.750% $1,000 $1 Class 1-A-3 $7,500,000.00 (the “Original Certificate Balance”1) or, in the case of the $1,000 $1 Class 1-A-4 $7,500,000.00 (2) $1,000,000 $1 Class 1-A-5 $57,594,000.00 5.750% $1,000 $1 Class 1-A-6 $1,477,000.00 5.750% $1,000 $1 Class 1-A-7 $36,621,000.00 5.750% $1,000 $1 Class 1-A-8 $24,752,000.00 5.750% $1,000 $1 Class 1-A-9 $12,232,000.00 5.750% $1,000 $1 Class 1-A-10 $20,000,000.00 6.000% $1,000 $1 Class 1-A-11 $869,566.00 (3) $25,000 $1 Class 1-A-12 $14,997,434.00 5.750% $1,000 $1 Class 1-A-R $100.00 5.750% $100 N/A Class 30-PO $9,363,169.00 (3) $25,000 $1 Class 2-A-1 $46,932,000.00 5.250% $1,000 $1 Class 3-A-1 $24,308,000.00 5.500% $1,000 $1 Class X-A, IO (4) (4) $1,875,967 N/A Class X15-B and PO (5) (5) $25,000 $1 Class X-D Certificates, notional amount B-1 $5,011,000.00 (the “Original Notional Amount”), as applicable, for each 6) $25,000 $1 Class of Certificates and each B-2 $1,670,000.00 (6) $25,000 $1 Class EC Regular Interest comprising B-3 $928,000.00 (6) $25,000 $1 Class B-4 $556,000.00 (6) $25,000 $1 Class B-5 $557,000.00 (6) $25,000 $1 Class B-6 $557,029.00 (6) $25,000 $1 Integral Initial Component Multiples Balance or evidencing the interests in the Upper-Tier REMIC created hereunder: Class Designation Approximate Initial In Excess Component Pass-Through Rate (per annum) Original Certificate Balance / Original Minimum Of Components Notional Amount Rate Denomination Minimum -------------- --------------- ------------ ------------ ---------- Class A-1 1.700% $13,614,000 Class A-2 2.743% $98,127,000 Class A-3 3.063% $175,000,000 Class A-4 3.329% $221,743,000 Class A1-AB 3.127% $31,196,000 Class X-A(1) 1.718IO $1,648,675.00 5.750% $580,156,000 N/A N/A Class 3-X-B(1IO $227,292.00 5.750% N/A N/A Class 2-15-PO $2,207,366.00 (7) 0.565% N/A N/A Class 3-15-PO $42,404,000 Class A-S Regular Interest 3.585% $40,476,000 Class B Regular Interest 4.271% $42,404,000 Class C Regular Interest 4.836% $38,548,000 Class D 2.804% $44,331,000 Class X-D(1) 2.032% $44,331,000 Class E 4.836% $19,274,000 Class F 4.836% $9,637,000 Class G 4.836% $36,622,163 Class R(2413,686.00 (7) N/A N/A