CO-LENDER AGREEMENT Dated as of June 11, 2019 by and between SOCIETE GENERALE FINANCIAL CORPORATION and JPMORGAN CHASE BANK, NATIONAL ASSOCIATION SWVP PortfolioCo-Lender Agreement • August 8th, 2019 • Benchmark 2019-B12 Mortgage Trust • Asset-backed securities • New York
THIS CO-LENDER AGREEMENT (this “Agreement”), dated as of June 11, 2019, by and among SOCIETE GENERALE FINANCIAL CORPORATION (together with its successors and assigns in interest, “SGFC” and in its capacity as the initial agent, the “Initial Agent”) and JPMORGAN CHASE BANK, NATIONAL ASSOCIATION (together with its successors and assigns in interest, “JPM” and together with SGFC, the “Initial Note Holders” and each individually, an “Initial Holder”).
CITIGROUP COMMERCIAL MORTGAGE SECURITIES INC., PURCHASER, and Citi REAL ESTATE FUNDING INC., SELLER MORTGAGE LOAN PURCHASE AGREEMENT Dated as of August 1, 2019 Benchmark 2019-B12 Mortgage Trust Commercial Mortgage Pass-Through Certificates, Series...Pooling and Servicing Agreement • August 8th, 2019 • Benchmark 2019-B12 Mortgage Trust • Asset-backed securities • New York
This Mortgage Loan Purchase Agreement (“Agreement”), dated as of August 1, 2019, is between Citigroup Commercial Mortgage Securities Inc., a Delaware corporation, as purchaser (the “Purchaser”), and Citi Real Estate Funding Inc., a New York corporation, as seller (the “Seller”).
AGREEMENT BETWEEN NOTEHOLDERS Dated as of July 11, 2019 by and between DEUTSCHE BANK AG, NEW YORK BRANCH (Initial Note A-1 Holder) and DEUTSCHE BANK AG, NEW YORK BRANCH (Initial Note A-2 Holder) and DEUTSCHE BANK AG, NEW YORK BRANCH (Initial Note A-3...Agreement Between Noteholders • August 8th, 2019 • Benchmark 2019-B12 Mortgage Trust • Asset-backed securities • New York
THIS AGREEMENT BETWEEN NOTEHOLDERS (“Agreement”), dated as of July 11, 2019, is made by and between DEUTSCHE BANK AG, NEW YORK BRANCH (“DB” and, together with its successors and assigns in interest, in its capacity as initial owner of Note A-1, the “Initial Note A-1 Holder”, and in its capacity as the initial agent, the “Initial Agent”), DB, in its capacity as initial owner of Note A-2 (the “Initial Note A-2 Holder”), DB, in its capacity as initial owner of Note A-3 (the “Initial Note A-3 Holder”), UBS AG, BY AND THROUGH ITS BRANCH OFFICE AT 1285 AVENUE OF THE AMERICAS, NEW YORK, NEW YORK (“UBS AG”, in its capacity as initial owner of Note A-4, the “Initial Note A-4 Holder”), UBS AG, in its capacity as initial owner of Note A-5 (the “Initial Note A-5 Holder”) and UBS AG, in its capacity as initial owner of Note A-6 (the “Initial Note A-6 Holder”).
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 • Benchmark 2019-B12 Mortgage Trust • 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 July 29, 2019 by and among CITI REAL ESTATE FUNDING INC. (Initial Note A Holder) and CITI REAL ESTATE FUNDING INC. (Initial Subordinate Noteholder) The CentreAgreement • August 8th, 2019 • Benchmark 2019-B12 Mortgage Trust • Asset-backed securities • New York
THIS AGREEMENT BETWEEN NOTEHOLDERS, dated as of July 29, 2019 by and between CITI REAL ESTATE FUNDING INC. (together with its successors and assigns in interest, “CREFI”), a New York limited partnership (in its capacity as initial owner of Note A-1, Note A-2-1 and Note A-2-2, the “Initial Note A Holder”, and in its capacity as the initial agent, the “Initial Agent”), and CREFI (in its capacity as initial owner of Note B-1, the “Initial Subordinate Noteholder” and together with the Initial Note A Holder, the “Initial Noteholders”).
CITIGROUP COMMERCIAL MORTGAGE SECURITIES INC. BENCHMARK 2019-B12 MORTGAGE TRUST COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES, SERIES 2019-B12 Underwriting Agreement Dated as of July 19, 2019Underwriting Agreement • August 8th, 2019 • Benchmark 2019-B12 Mortgage Trust • Asset-backed securities
Deutsche Bank Securities Inc. 60 Wall Street New York, New York 10005 Academy Securities, Inc. 140 East 45th Street, 5th Floor New York, New York 10017
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 • Benchmark 2019-B12 Mortgage Trust • Asset-backed securities • New York
AGREEMENT BETWEEN NOTEHOLDERS Dated as of March 13, 2019 by and between JPMORGAN CHASE BANK, NATIONAL ASSOCIATION (Initial Note A-1-1 Holder, Initial Note A-1-2 Holder, Initial Note A-1-3 Holder, Initial Note A-1-4 Holder, Initial Note A-1-5 Holder,...Agreement Between Noteholders • August 8th, 2019 • Benchmark 2019-B12 Mortgage Trust • Asset-backed securities • New York
CO-LENDER AGREEMENTCo-Lender Agreement • August 8th, 2019 • Benchmark 2019-B12 Mortgage Trust • Asset-backed securities • New York
THIS CO-LENDER AGREEMENT (the “Agreement”), dated as of June 4, 2019, by and among NATIXIS REAL ESTATE CAPITAL LLC, a Delaware limited liability company (“Natixis”), having an address at 1251 Avenue of the Americas, New York, New York 10020 (in its capacity as the initial owner of Note A-1, the “Initial Note A-1 Holder”, and in its capacity as the initial agent, the “Initial Agent”), Natixis, having an address at 1251 Avenue of the Americas, New York, New York 10020 (in its capacity as the initial owner of Note A-2, the “Initial Note A-2 Holder”), Natixis, having an address at 1251 Avenue of the Americas, New York, New York 10020 (in its capacity as the initial owner of Note A-3, the “Initial Note A-3 Holder”), Natixis, having an address at 1251 Avenue of the Americas, New York, New York 10020 (in its capacity as the initial owner of Note A-4, the “Initial Note A-4 Holder”), Natixis, having an address at 1251 Avenue of the Americas, New York, New York 10020 (in its capacity as the init
CO-LENDER AGREEMENT Dated as of May 16, 2019 by and between JPMORGAN CHASE BANK, NATIONAL ASSOCIATION as Initial Note A-1 Holder JPMORGAN CHASE BANK, NATIONAL ASSOCIATION as Initial Note A-2 Holder JPMORGAN CHASE BANK, NATIONAL ASSOCIATION as Initial...Co-Lender Agreement • August 8th, 2019 • Benchmark 2019-B12 Mortgage Trust • Asset-backed securities • New York
THIS CO-LENDER AGREEMENT (this “Agreement”), dated as of May 16, 2019, by and between JPMORGAN CHASE BANK, NATIONAL ASSOCIATION (“JPM” and together with its successors and assigns in interest, in its capacity as initial owner of Note A-1, the “Initial Note A-1 Holder”, and in its capacity as the initial agent, the “Initial Agent”), JPMORGAN CHASE BANK, NATIONAL ASSOCIATION (together with its successors and assigns in interest, in its capacity as initial owner of Note A-2, the “Initial Note A-2 Holder”), JPMORGAN CHASE BANK, NATIONAL ASSOCIATION (together with its successors and assigns in interest, in its capacity as initial owner of Note A-3, the “Initial Note A-3 Holder”) and JPMORGAN CHASE BANK, NATIONAL ASSOCIATION (together with its successors and assigns in interest, in its capacity as initial owner of Note B, the “Initial Note B Holder” and, together with the Initial Note A-1 Holder, the Initial Note A-2 Holder and the Initial Note A-3 Holder, the “Initial Note Holders”).
NATIXIS COMMERCIAL MORTGAGE SECURITIES LLC as Depositor, KEYBANK NATIONAL ASSOCIATION, as Servicer, KEYBANK NATIONAL ASSOCIATION, as Special Servicer, and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Trustee and Certificate Administrator, TRUST AND...Trust and Servicing Agreement • August 8th, 2019 • Benchmark 2019-B12 Mortgage Trust • Asset-backed securities • New York
THIS TRUST AND SERVICING AGREEMENT (“Agreement”) is dated as of June 4, 2019 among Natixis Commercial Mortgage Securities LLC, as Depositor, KeyBank National Association, as Servicer and Special Servicer and Wells Fargo Bank, National Association, as Trustee and Certificate Administrator.
CITIGROUP COMMERCIAL MORTGAGE SECURITIES INC., Depositor, MIDLAND LOAN SERVICES, A DIVISION OF PNC BANK, NATIONAL ASSOCIATION, Master Servicer, MIDLAND LOAN SERVICES, A DIVISION OF PNC BANK, NATIONAL ASSOCIATION, PACIFIC LIFE INSURANCE COMPANY and...Pooling and Servicing Agreement • August 8th, 2019 • Benchmark 2019-B12 Mortgage Trust • Asset-backed securities • New York
Exhibit G Form of Transfer Certificate for Temporary Regulation S Global Certificate to Rule 144A Global Certificate during Restricted Period
CITIGROUP COMMERCIAL MORTGAGE SECURITIES INC., PURCHASER, and German American Capital Corporation, SELLER MORTGAGE LOAN PURCHASE AGREEMENT Dated as of August 1, 2019 Benchmark 2019-B12 Mortgage Trust Commercial Mortgage Pass-Through Certificates,...Pooling and Servicing Agreement • August 8th, 2019 • Benchmark 2019-B12 Mortgage Trust • Asset-backed securities • New York
conditions in the Loan Documents, including that such insurance coverage meets the requirements in the Loan Documents. In addition, the Loan Documents permit the Mortgagor to rely upon a blanket policy maintained by an affiliate of the Mortgagor.
CITIGROUP COMMERCIAL MORTGAGE SECURITIES INC., PURCHASER, andPooling and Servicing Agreement • August 8th, 2019 • Benchmark 2019-B12 Mortgage Trust • Asset-backed securities • New York
historically relevant improvement without the appropriate governmental approvals . These restrictions do not appear to specifically affect the Mortgaged Property and the Mortgaged Property does not violate any of the respective covenants and restrictions. A Department of Environmental Protection Site Location of Development Findings of Fact and Order is listed as an exception to title, which document contains approval from the Maine Department of Environmental Protection for the construction and development of the Mortgaged Property.
AGREEMENT BETWEEN NOTEHOLDERS Dated as of June 14, 2019 by and between DEUTSCHE BANK AG, NEW YORK BRANCH (Initial Note A Holder) and PRINCIPAL LIFE INSURANCE COMPANY (Initial Note B Holder)Agreement • August 8th, 2019 • Benchmark 2019-B12 Mortgage Trust • Asset-backed securities • New York
THIS AGREEMENT BETWEEN NOTEHOLDERS (“Agreement”), dated as of June 14, 2019, is made by and between DEUTSCHE BANK AG, NEW YORK BRANCH (“DB” and, together with its successors and assigns in interest, in its capacity as initial owner of Note A, the “Initial Note A Holder”, and in its capacity as the initial agent, the “Initial Agent”), and PRINCIPAL LIFE INSURANCE COMPANY (“PLIC” and, together with its successors and assigns in interest, in its capacity as initial owner of Note B (the “Initial Note B Holder”).
Special Servicer Acknowledgment and Assumption May 10, 2023Pooling and Servicing Agreement • May 10th, 2023 • Benchmark 2019-B12 Mortgage Trust • Asset-backed securities
Reference is made to the (i) Pooling and Servicing Agreement dated as of June 1, 2019, between Barclays Commercial Mortgage Securities LLC, as Depositor, Midland Loan Services, a Division of PNC Bank, National Association, as Master Servicer and as Special Servicer, Wells Fargo Bank, National Association, as Certificate Administrator and as Trustee, and Pentalpha Surveillance LLC, as Operating Advisor and as Asset Representations Reviewer (the “PSA”) and (ii) the Agreement Between Noteholders, dated as of March 14, 2019, by and among KeyBank National Association, in its capacities as Initial Note A-1 Holder, Initial Note A-2 Holder, Initial Note A-3 Holder and Initial Note A-4 Holder, relating to the SSTII Self Storage Portfolio II Mortgage Loan (the “SSTII Self Storage Portfolio II Co-Lender Agreement”); (iii) the Co-Lender Agreement, dated as of June 11, 2019, by and between Societe Generale Financial Corporation, in its capacity as Initial Note A-1 Holder, Initial Note A-2 Holder, I
