BMO 2022-C1 Mortgage Trust Sample Contracts

CO-LENDER AGREEMENT Dated as of October 29, 2021 by and between BANK OF MONTREAL (Initial Agent, Initial Note A-1 Holder, Initial Note A-2 Holder, Initial Note A-4 Holder, Initial Note A-6 Holder, Initial Note A-8 Holder and Initial Note A-10 Holder)...
Co-Lender Agreement • February 28th, 2022 • BMO 2022-C1 Mortgage Trust • Asset-backed securities • New York

THIS CO-LENDER AGREEMENT (this “Agreement”), dated as of October 29, 2021, by and between BANK OF MONTREAL, a Canadian chartered bank acting through its Chicago Branch (“BMO” 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”, in its capacity as initial owner of Note A-2, the “Initial Note A-2 Holder”, in its capacity as initial owner of Note A-4, the “Initial Note A-4 Holder”, in its capacity as initial owner of Note A-6, the “Initial Note A-6 Holder”, in its capacity as initial owner of Note A-8, the “Initial Note A-8 Holder”, in its capacity as initial owner of Note A-10, the “Initial Note A-10 Holder”, and in its capacity as the initial agent, the “Initial Agent”) and STARWOOD MORTGAGE CAPITAL LLC, a Delaware limited liability company (“Starwood” and together with its successors and assigns in interest, in its capacity as initial owner of Note A-3, “Initial Note A-3 Holder”, in its capacity as initia

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BMO COMMERCIAL MORTGAGE SECURITIES LLC PURCHASER, and GERMAN AMERICAN CAPITAL CORPORATION SELLER MORTGAGE LOAN PURCHASE AGREEMENT Dated as of February 1, 2022 BMO Mortgage Trust 2022-C1 Commercial Mortgage Pass-Through Certificates, Series 2022-C1
Pooling and Servicing Agreement • February 28th, 2022 • BMO 2022-C1 Mortgage Trust • Asset-backed securities • New York

This Mortgage Loan Purchase Agreement (“Agreement”), dated as of February 1, 2022, is between BMO Commercial Mortgage Securities LLC, a Delaware limited liability company, as purchaser (the “Purchaser”), and German American Capital Corporation, a Maryland corporation, as seller (the “Seller”).

AGREEMENT BETWEEN NOTEHOLDERS Dated as of December 16, 2021 by and among KEYBANK NATIONAL ASSOCIATION (Initial Note A-1 Holder), KEYBANK NATIONAL ASSOCIATION (Initial Note A-2 Holder), KEYBANK NATIONAL ASSOCIATION (Initial Note A-3 Holder), KEYBANK...
Agreement Between Noteholders • February 28th, 2022 • BMO 2022-C1 Mortgage Trust • Asset-backed securities • New York

Agreement and the Lead Securitization Servicing Agreement and (iii) to the extent consistent with the foregoing, the Servicing Standard;

CO-LENDER AGREEMENT Dated as of February 23, 2022 by and among BARCLAYS CAPITAL REAL ESTATE INC. (Initial Note A-3 Holder and Initial Note A-4 Holder) BARCLAYS BANK PLC (Note A-1 Holder, Note A-5 Holder, Note A-6 Holder and Note B-1 Holder) and BANK...
Lender Agreement • February 28th, 2022 • BMO 2022-C1 Mortgage Trust • Asset-backed securities • New York

Reference is hereby made to the Co-Lender Agreement, dated as of February 23, 2022 (as amended, supplemented or otherwise modified from time to time, the “Agreement”), by and between Barclays Capital Real Estate Inc. and Bank of Montreal and each lender from time to time party thereto.

AGREEMENT BETWEEN NOTEHOLDERS Dated as of December 16, 2021 by and among KEYBANK NATIONAL ASSOCIATION (Initial Note A-1 Holder), KEYBANK NATIONAL ASSOCIATION (Initial Note A-2 Holder), KEYBANK NATIONAL ASSOCIATION (Initial Note A-3 Holder) and KEYBANK...
Agreement • February 28th, 2022 • BMO 2022-C1 Mortgage Trust • Asset-backed securities • New York

Agreement and the Lead Securitization Servicing Agreement and (iii) to the extent consistent with the foregoing, the Servicing Standard;

CO-LENDER AGREEMENT Dated as of December 29, 2021 by and among WELLS FARGO BANK, NATIONAL ASSOCIATION (Initial Note Holder of Note A-1-S1, Note A-1-C1, Note A-1-C2, Note A-1-C3, Note A-1-C4 and Note B-1) and DBR INVESTMENTS CO. LIMITED (Initial Note...
Lender Agreement • February 28th, 2022 • BMO 2022-C1 Mortgage Trust • Asset-backed securities • New York

THIS CO-LENDER AGREEMENT (this “Agreement”), dated as of December 29, 2021, by and among WELLS FARGO BANK, NATIONAL ASSOCIATION (“WFB” and together with its successors and assigns in interest, as initial owner of Note A-1-S1, Note A-1-C1, Note A-1-C2, Note A-1-C3, Note A-1-C4 and Note B-1, and in its capacity as the initial agent, the “Initial Agent”), DBR INVESTMENTS CO. LIMITED (“DBRI” and together with its successors and assigns in interest, as initial owner of Note A-2-S1, Note A-2-C1, Note A-2-C2, Note A-2-C3, Note A-2-C4 and Note B-2), MORGAN STANLEY BANK, N.A. (“MSBNA” and together with its successors and assigns in interest, as initial owner of Note A-3-S1, Note A-3-C1, Note A-3-C2, Note A-3-C3, Note A-3-C4 and Note B-3), CITI REAL ESTATE FUNDING, INC. (“CREFI” and together with its successors and assigns in interest, as initial owner of Note A-4-S1, Note A-4-C1, Note A-4-C2, Note A-4-C3, Note A-4-C4 and Note B-4 and, collectively with WFB, DBRI and MSBNA, the “Initial Note Hol

CO-LENDER AGREEMENT Dated as of January 1, 2022 by and between JPMORGAN CHASE BANK, NATIONAL ASSOCIATION (Initial Note A-1-1 Holder) JPMORGAN CHASE BANK, NATIONAL ASSOCIATION (Initial Note A-1-2 Holder) JPMORGAN CHASE BANK, NATIONAL ASSOCIATION...
Co-Lender Agreement • February 28th, 2022 • BMO 2022-C1 Mortgage Trust • Asset-backed securities • New York

THIS CO-LENDER AGREEMENT (this “Agreement”), dated as of January 1, 2022 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 the Note A-1-1, the “Initial Note A-1-1 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 the Note A-1-2, the “Initial Note A-1-2 Holder”), JPMORGAN CHASE BANK, NATIONAL ASSOCIATION (together with its successors and assigns in interest, in its capacity as initial owner of the Note A-1-3, the “Initial Note A-1-3 Holder”), JPMORGAN CHASE BANK, NATIONAL ASSOCIATION (together with its successors and assigns in interest, in its capacity as initial owner of the Note A-1-4, the “Initial Note A-1-4 Holder”), JPMORGAN CHASE BANK, NATIONAL ASSOCIATION (together with its successors and assigns in interest, in its cap

BMO COMMERCIAL MORTGAGE SECURITIES LLC PURCHASER, and BANK OF MONTREAL SELLER MORTGAGE LOAN PURCHASE AGREEMENT Dated as of February 1, 2022 BMO Mortgage Trust 2022-C1 Commercial Mortgage Pass-Through Certificates, Series 2022-C1
Pooling and Servicing Agreement • February 28th, 2022 • BMO 2022-C1 Mortgage Trust • Asset-backed securities • New York

This Mortgage Loan Purchase Agreement (“Agreement”), dated as of February 1, 2022, is between BMO Commercial Mortgage Securities LLC, a Delaware limited liability company, as purchaser (the “Purchaser”), and Bank of Montreal, a Canadian chartered bank, as seller (the “Seller”).

CO-LENDER AGREEMENT Dated as of December 17, 2021 by and between DBR INVESTMENTS CO. LIMITED (Initial Note A-1 Holder, Initial Note A-2 Holder, Initial Note A-3 Holder, Initial Note A-4 Holder, Initial Note A-5 Holder and Initial Note A-6 Holder) and...
Co-Lender Agreement • February 28th, 2022 • BMO 2022-C1 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 December 17, 2021, between DBR INVESTMENTS CO. LIMITED (“DBRI”), as Initial Note A-1 Holder, Initial Note A-2 Holder, Initial Note A-3 Holder, Initial Note A-4 Holder, Initial Note A-5 Holder and Initial Note A-6 Holder, and DBRI, as Initial Note B Holder.

BMO COMMERCIAL MORTGAGE SECURITIES LLC PURCHASER, and KEYBANK NATIONAL ASSOCIATION SELLER MORTGAGE LOAN PURCHASE AGREEMENT Dated as of February 1, 2022 BMO Mortgage Trust 2022-C1 Commercial Mortgage Pass-Through Certificates, Series 2022-C1
Pooling and Servicing Agreement • February 28th, 2022 • BMO 2022-C1 Mortgage Trust • Asset-backed securities • New York

This Mortgage Loan Purchase Agreement (“Agreement”), dated as of February 1, 2022, is between BMO Commercial Mortgage Securities LLC, a Delaware limited liability company, as purchaser (the “Purchaser”), and KeyBank National Association, a national banking association, as seller (the “Seller”).

COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES, SERIES 2022-C1
Underwriting Agreement • February 28th, 2022 • BMO 2022-C1 Mortgage Trust • Asset-backed securities

KeyBanc Capital Markets Inc. 1301 Avenue of Americas, 36th Floor New York, New York 10017 Bancroft Capital, LLC 501 Office Center Drive, Suite 130 Fort Washington, Pennsylvania 19034

BMO COMMERCIAL MORTGAGE SECURITIES LLC PURCHASER, and STARWOOD MORTGAGE CAPITAL LLC SELLER MORTGAGE LOAN PURCHASE AGREEMENT Dated as of February 1, 2022 BMO Mortgage Trust 2022-C1 Commercial Mortgage Pass-Through Certificates, Series 2022-C1
Pooling and Servicing Agreement • February 28th, 2022 • BMO 2022-C1 Mortgage Trust • Asset-backed securities • New York

This Mortgage Loan Purchase Agreement (“Agreement”), dated as of February 1, 2022, is between BMO Commercial Mortgage Securities LLC, a Delaware limited liability company, as purchaser (the “Purchaser”), and Starwood Mortgage Capital LLC, a Delaware limited liability company, as seller (the “Seller”).

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