AGREEMENT BETWEEN NOTE HOLDERS Dated as of March 29, 2019 by and between BANK OF AMERICA, N.A. (Initial Note A-1 Holder) and BANK OF AMERICA, N.A. (Initial Note A-2 Holder) Ford FactoryAgreement Between Note Holders • August 8th, 2019 • Bank 2019-Bnk19 • Asset-backed securities • New York
This AGREEMENT BETWEEN NOTE HOLDERS (this “Agreement”), dated as of March 29, 2019 by and between BANK OF AMERICA, N.A. (“BANA” and, together with its successors and assigns in interest, in its capacity as initial owner of Note A-1 described below, the “Initial Note A-1 Holder” and, in its capacity as the initial agent, the “Initial Agent”) and BANA (together with its successors and assigns in interest, in its capacity as initial owner of Note A-2 described below, the “Initial Note A-2 Holder”; the Initial Note A-1 Holder and the Initial Note A-2 Holder are referred to collectively herein as the “Initial Note Holders”).
Second amended and restated SERVICING AGREEMENTServicing Agreement • November 3rd, 2021 • Bank 2019-Bnk19 • Asset-backed securities • New York
This SECOND AMENDED AND RESTATED SERVICING AGREEMENT, effective as of October 31, 2021 (including the Exhibit and Annexes attached hereto, this “Agreement”), among Wells Fargo Bank, N.A. (“Wells Bank”) and Wells Fargo Delaware Trust Company, N.A. (“Wells Trust Company,” and together with Wells Bank, the “Sellers” and each, a “Seller”), Computershare Trust Company, N.A. (the “Bank Assets Purchaser”) and, upon execution of the Joinder Agreement, the Delaware Trust Assets Purchaser (together with the Bank Assets Purchaser, the “Purchasers” and each, a “Purchaser”), and Computershare Limited (“Guarantor”) (solely for purposes of Section 9.5).
BANK 2019-BNK19 COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES, SERIES 2019-BNK19 UNDERWRITING AGREEMENT As of July 23, 2019Underwriting Agreement • August 8th, 2019 • Bank 2019-Bnk19 • Asset-backed securities • New York
Wells Fargo Commercial Mortgage Securities, Inc., a North Carolina corporation (the “Depositor”), intends to issue its BANK 2019-BNK19, Commercial Mortgage Pass-Through Certificates, Series 2019-BNK19 (the “Certificates”), in twenty-two (22) classes and interests (each, a “Class”) as designated in the Prospectus (as defined below). Pursuant to this underwriting agreement (the “Agreement”), the Depositor further proposes to sell to Wells Fargo Securities, LLC (“Wells Fargo Securities”), Morgan Stanley & Co. LLC (“MS&Co.”), BofA Securities, Inc. (“BofA Securities”), Academy Securities, Inc. (“Academy”) and Drexel Hamilton, LLC (“Drexel” and, collectively with Wells Fargo Securities, MS&Co., BofA Securities and Academy, the “Underwriters” and each, individually, an “Underwriter”) the Certificates set forth in Schedule I hereto (the “Registered Certificates”) in the respective original principal amounts and notional amounts set forth in Schedule I. The Certificates represent in the aggrega
CO-LENDER AGREEMENT Dated as of July 6, 2019 by and between DEUTSCHE BANK AG, NEW YORK BRANCH (an Initial Note A Holder), WELLS FARGO BANK, NATIONAL ASSOCIATION (an Initial Note A Holder), GOLDMAN SACHS BANK USA (an Initial Note A Holder), DEUTSCHE...Co-Lender Agreement • August 8th, 2019 • Bank 2019-Bnk19 • Asset-backed securities • New York
This CO-LENDER AGREEMENT (together with the exhibits and schedules hereto and all amendments hereof and supplements hereto, this “Agreement”) is dated as of July 6, 2019, between DEUTSCHE BANK AG, NEW YORK BRANCH (“DBNY”), as an Initial Note A Holder, WELLS FARGO BANK, NATIONAL ASSOCIATION (“WFB”), as an Initial Note A Holder, GOLDMAN SACHS BANK USA (“GS Bank”), as an Initial Note A Holder, DBNY, as Initial Note B-1 Holder, GS Bank, as Initial Note B-2 Holder, and WFB, as Initial Note B-3 Holder.
AGREEMENT BETWEEN NOTEHOLDERS Dated as of May 23, 2019 by and among GOLDMAN SACHS BANK USA (Initial Note A-1-A Holder and Initial Note A-1-B Holder) and BANK OF AMERICA, N.A. (Initial Note A-2-A Holder and Initial Note A-2-B Holder) Waterford Lakes...Agreement • August 8th, 2019 • Bank 2019-Bnk19 • Asset-backed securities • New York
THIS AGREEMENT BETWEEN NOTEHOLDERS, dated as of May 23, 2019 by and between GOLDMAN SACHS BANK USA (together with its successors and assigns in interest, “GSBI”), a New York state-chartered bank (in its capacity as initial owner of Note A-1-A and Note A-1-B, the “Initial GSBI Noteholder”, and in its capacity as the initial agent, the “Initial Agent”), and BANK OF AMERICA, N.A. (together with its successors and assigns in interest, “BANA”), a national banking association (in its capacity as initial owner of Note A-2-A and Note A-2-B, the “Initial BANA Noteholder” and together with the Initial GSBI Noteholder, the “Initial Noteholders”).
MORTGAGE LOAN PURCHASE AGREEMENTPooling and Servicing Agreement • August 8th, 2019 • Bank 2019-Bnk19 • Asset-backed securities • New York
This Mortgage Loan Purchase Agreement (this “Agreement”), is dated and effective as of July 23, 2019, between Bank of America, National Association, as seller (in such capacity, together with its successors and permitted assigns hereunder, the “Mortgage Loan Seller” or “Seller”), and Wells Fargo Commercial Mortgage Securities, Inc., as purchaser (in such capacity, together with its successors and permitted assigns hereunder, the “Purchaser”).
AGREEMENT BETWEEN NOTEHOLDERS Dated as of July 3, 2019 between MORGAN STANLEY BANK, N.A., (Note A-1 Holder) WELLS FARGO BANK, NATIONAL ASSOCIATION, (Note A-2 Holder) JPMORGAN CHASE BANK, NATIONAL ASSOCIATION, (Note A-3 Holder) GOLDMAN SACHS BANK USA,...Agreement • August 8th, 2019 • Bank 2019-Bnk19 • Asset-backed securities • New York
CO-LENDER AGREEMENT Dated as of July 11, 2019 by and among BARCLAYS BANK PLC (Note A-1-A and Note B-1 Holder) BARCLAYS CAPITAL REAL ESTATE INC. (Initial Note A-1-B Holder, Initial Note A-1-D Holder and Initial Note A-1-E Holder) BANK OF AMERICA, N.A....Co-Lender Agreement • August 8th, 2019 • Bank 2019-Bnk19 • Asset-backed securities • New York
Reference is hereby made to the Co-Lender Agreement, dated as of July 11, 2019 (as amended, supplemented or otherwise modified from time to time, the “Agreement”), by and between Barclays Capital Real Estate Inc., Deutsche Bank AG, New York Branch and Goldman Sachs Bank USA and each lender from time to time party thereto.
AGREEMENT BETWEEN NOTE HOLDERSExecution Version Agreement Between Note Holders • August 8th, 2019 • Bank 2019-Bnk19 • Asset-backed securities • New York
This AGREEMENT BETWEEN NOTE HOLDERS (this “Agreement”), dated as of August 8, 2019 by and between MORGAN STANLEY BANK, N.A. (“MSBNA” and, together with its successors and assigns in interest, in its capacity as initial owner of Note A-1 described below, the “Initial Note A-1 Holder”), MSBNA (together with its successors and assigns in interest, in its capacity as initial owner of Note A-2 described below, the “Initial Note A-2 Holder”), MSBNA (together with its successors and assigns in interest, in its capacity as initial owner of Note A-3 described below, the “Initial Note A-3 Holder”; the Initial Note A-1 Holder, the Initial Note A-2 Holder and the Initial Note A-3 Holder are referred to collectively herein as the “Initial Note Holders”) and MORGAN STANLEY MORTGAGE CAPITAL HOLDINGS LLC (“MSMCH” and, in its capacity as initial agent, the “Initial Agent”).
MORTGAGE LOAN PURCHASE AGREEMENTPooling and Servicing Agreement • August 8th, 2019 • Bank 2019-Bnk19 • Asset-backed securities • New York
This Mortgage Loan Purchase Agreement (this “Agreement”), is dated and effective as of July 23, 2019, between National Cooperative Bank, N.A., as seller (in such capacity, together with its successors and permitted assigns hereunder, the “Mortgage Loan Seller” or “Seller”), and Wells Fargo Commercial Mortgage Securities, Inc., as purchaser (in such capacity, together with its successors and permitted assigns hereunder, the “Purchaser”).
AGREEMENT BETWEEN NOTE HOLDERS Dated as of July 11, 2019 by and between WELLS FARGO BANK, NATIONAL ASSOCIATION (Initial Note A-1 Holder) WELLS FARGO BANK, NATIONAL ASSOCIATION (Initial Note A-2 Holder) And WELLS FARGO BANK, NATIONAL ASSOCIATION...Version Agreement Between Note Holders • August 8th, 2019 • Bank 2019-Bnk19 • Asset-backed securities • New York
MORTGAGE LOAN PURCHASE AGREEMENTPooling and Servicing Agreement • August 20th, 2019 • Bank 2019-Bnk19 • Asset-backed securities • New York
This Mortgage Loan Purchase Agreement (this “Agreement”), is dated and effective as of July 23, 2019, between Morgan Stanley Mortgage Capital Holdings LLC, as seller (in such capacity, together with its successors and permitted assigns hereunder, the “Mortgage Loan Seller” or “Seller”), and Wells Fargo Commercial Mortgage Securities, Inc., as purchaser (in such capacity, together with its successors and permitted assigns hereunder, the “Purchaser”).
