0001539497-18-001117 Sample Contracts

CO-LENDER AGREEMENT Dated as of December 29, 2017 by and among GOLDMAN SACHS MORTGAGE COMPANY (Initial Note A-1-S Holder, Initial Note A-1-C1 Holder and Initial Note A-1-C2 Holder) and DEUTSCHE BANK AG, NEW YORK BRANCH (Initial Note A-2-C1 Holder,...
Co-Lender Agreement • July 13th, 2018 • Benchmark 2018-B4 Mortgage Trust • Asset-backed securities • New York

THIS CO-LENDER AGREEMENT (this “Agreement”), dated as of December 29, 2017 by and among GOLDMAN SACHS MORTGAGE COMPANY (“GSMC” and together with its successors and assigns in interest, in its capacity as initial owner of Note A-1-S, the “Initial Note A-1-S Holder”, and in its capacity as the initial agent, the “Initial Agent”), GSMC (together with its successors and assigns in interest, in its capacity as initial owner of Note A-1-C1, the “Initial Note A-1-C1 Holder”), GSMC (together with its successors and assigns in interest, in its capacity as initial owner of Note A-1-C2, the “Initial Note A-1-C2 Holder”), DEUTSCHE BANK AG, NEW YORK BRANCH (“DBNY” and together with its successors and assigns in interest, in its capacity as initial owner of Note A-2-C1, the “Initial Note A-2-C1 Holder”), DBNY (together with its successors and assigns in interest, in its capacity as initial owner of Note A-2-C2, the “Initial Note A-2-C2 Holder”), DBNY (together with its successors and assigns in inte

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MORTGAGE LOAN PURCHASE AGREEMENT
Mortgage Loan Purchase Agreement • July 13th, 2018 • Benchmark 2018-B4 Mortgage Trust • Asset-backed securities • New York

connection with the foregoing and hereby ratifying, approving or confirming all that the [Master][Special] Servicer shall lawfully do or cause to be done by virtue hereof; provided that, if not earlier terminated, this power of attorney shall terminate on the Rated Final Distribution Date (as defined in the Pooling and Servicing Agreement).

CO-LENDER AGREEMENT Dated as of June 15, 2018 between DEUTSCHE BANK AG, NEW YORK BRANCH (Note A-1 Holder) and DEUTSCHE BANK AG, NEW YORK BRANCH (Note A-2 Holder)
Co-Lender Agreement • July 13th, 2018 • Benchmark 2018-B4 Mortgage Trust • Asset-backed securities • New York

THIS CO-LENDER AGREEMENT (the “Agreement”), dated as of June 15, 2018, is between DEUTSCHE BANK AG, NEW YORK BRANCH (“DBNY”), a branch of Deutsche Bank AG, a German Bank, having an address at 60 Wall Street, 10th Floor, New York, New York 10005, as the holder of Note A-1 and Note A-2.

CO-LENDER AGREEMENT Dated as of May 22, 2018 by and among JPMORGAN CHASE BANK, NATIONAL ASSOCIATION (Initial Note A-1 Holder) JPMORGAN CHASE BANK, NATIONAL ASSOCIATION (Initial Note A-2 Holder) and JPMORGAN CHASE BANK, NATIONAL ASSOCIATION (Initial...
Lender Agreement • July 13th, 2018 • Benchmark 2018-B4 Mortgage Trust • Asset-backed securities • New York

THIS CO-LENDER AGREEMENT (this “Agreement”), dated as of May 22, 2018 by and among 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, the “Initial Note A-1 Holder”, 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, in its capacity as initial owner of the Note A-2, the “Initial Note A-2 Holder”) and JPMORGAN CHASE BANK, NATIONAL ASSOCIATION (together with its successors and assigns in interest, in its capacity as initial owner of the Note A-3, the “Initial Note A-3 Holder” and collectively with the Initial Note A-1 Holder and the Initial Note A-2 Holder, the “Initial Note Holders”).

Benchmark 2018-B4 Mortgage Trust Commercial Mortgage Pass-Through Certificates, Series 2018-B4 UNDERWRITING AGREEMENT
Underwriting Agreement • July 13th, 2018 • Benchmark 2018-B4 Mortgage Trust • Asset-backed securities • New York

Deutsche Bank Securities Inc. 60 Wall Street New York, New York 10005 J.P. Morgan Securities LLC 383 Madison Avenue, 8th Floor New York, New York 10179

CO-LENDER AGREEMENT Dated as of June 7, 2018 by and among JPMORGAN CHASE BANK, NATIONAL ASSOCIATION DEUTSCHE BANK, AG, NEW YORK BRANCH WELLS FARGO BANK, NATIONAL ASSOCIATION and MORGAN STANLEY BANK, N.A. Aventura Mall
Co-Lender Agreement • July 13th, 2018 • Benchmark 2018-B4 Mortgage Trust • Asset-backed securities • New York

THIS CO-LENDER AGREEMENT (this “Agreement”), dated as of June 7, 2018, by and among 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-A, Note A-2-A-1, Note A-2-A-2, Note A-2-A-3, Note A-2-A-4, Note A-2-A-5 and Note B-1, the “Initial Note 1 Holder”, and in its capacity as the initial agent, the “Initial Agent”); DEUTSCHE BANK, AG, NEW YORK BRANCH (“DBNY” and together with its successors and assigns in interest, in its capacity as initial owner of Note A-1-B, Note A-2-B-1, Note A-2-B-2, Note A-2-B-3, Note A-2-B-4, Note A-2-B-5 and Note B-2, the “Initial Note 2 Holder”); WELLS FARGO BANK, NATIONAL ASSOCIATION (“WFB” and together with its successors and assigns in interest, in its capacity as initial owner of Note A-1-D, Note A-2-D-1, Note A-2-D-2, Note A-2-D-3, Note A-2-D-4, Note A-2-D-5 and Note B-4, the “Initial Note 3 Holder”) and MORGAN STANLEY BANK, N.A. (“MSBNA” and together with it

CO-LENDER AGREEMENT Dated as of June 8, 2018 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 • July 13th, 2018 • Benchmark 2018-B4 Mortgage Trust • Asset-backed securities • New York

THIS CO-LENDER AGREEMENT (this “Agreement”), dated as of June 8, 2018, 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”), JPMORGAN CHASE BANK, NATIONAL ASSOCIATION (together with its successors and assigns in interest, in its capacity as initial owner of Note A-4, the “Initial Note A-4 Holder”) and JPMORGAN CHASE BANK, NATIONAL ASSOCIATION (together with its successors and assigns in interest, in its capacity as initial owner of Note

CO-LENDER AGREEMENT Dated as of May 7, 2018 between DEUTSCHE BANK AG, NEW YORK BRANCH (Note A-1 Holder) and WELLS FARGO BANK, NATIONAL ASSOCIATION (Note A-2 Holder) and WELLS FARGO BANK, NATIONAL ASSOCIATION (Note A-3 Holder) and DEUTSCHE BANK AG, NEW...
Co-Lender Agreement • July 13th, 2018 • Benchmark 2018-B4 Mortgage Trust • Asset-backed securities • New York

THIS CO-LENDER AGREEMENT (the “Agreement”), dated as of May 7, 2018, is between DEUTSCHE BANK AG, NEW YORK BRANCH (“DBNY”), a branch of Deutsche Bank AG, a German Bank, having an address at 60 Wall Street, 10th Floor, New York, New York 10005, as the holder of Note A-1, DBNY as the holder of Note A-4, and DBNY as the holder of Note A-5, WELLS FARGO BANK, NATIONAL ASSOCIATION (“Wells”), national banking association, having an address of 375 Park Avenue, 2nd Floor J0127-023, New York, New York 10152, as the holder of Note A-2 and Note A-3) and BARCLAYS BANK PLC, a public company registered in England and Wales, having an address at 745 Seventh Avenue, New York, New York 10019 (“Barclays” and together with DBNY, the “Lender”) as the holder of Note A-6-1 and Note A-6-2.

AGREEMENT BETWEEN NOTEHOLDERS Dated as of March 19, 2018 by and between CITI REAL ESTATE FUNDING INC. (Initial Note A1-A Holder, Initial Note A1-B Holder, Initial Note A1-C Holder, Initial Note A1-D Holder, Initial Note A1-E Holder and Initial Note...
Agreement • July 13th, 2018 • Benchmark 2018-B4 Mortgage Trust • Asset-backed securities • New York

Reference is hereby made to the Co-Lender Agreement dated as of [ ] (as amended, supplemented or otherwise modified from time to time, the “Agreement”), between [ ], and each lender from time to time party thereto.

AGREEMENT BETWEEN NOTEHOLDERS Dated as of March 23, 2018 by and between DEUTSCHE BANK AG, NEW YORK BRANCH (Initial Note A-1-A Holder) and DEUTSCHE BANK AG, NEW YORK BRANCH (Initial Note A-1-B Holder) and BANK OF AMERICA, N.A. (Initial Note A-2-A...
Agreement • July 13th, 2018 • Benchmark 2018-B4 Mortgage Trust • Asset-backed securities • New York

Reference is hereby made to the Agreement Between Noteholders, dated as of March 23, 2018 (as amended, supplemented or otherwise modified from time to time, the “Agreement”), by and between Deutsche Bank AG, New York Branch, and Bank of America, N.A., and each lender from time to time party thereto.

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