0001539497-20-000888 Sample Contracts

AGREEMENT BETWEEN NOTE HOLDERS Dated as of February 4, 2020 by and between BARCLAYS CAPITAL REAL ESTATE INC. (Initial Note A-1 Holder) and BARCLAYS CAPITAL REAL ESTATE INC. (Initial Note A-2 Holder) and BARCLAYS CAPITAL REAL ESTATE INC. (Initial Note...
Agreement Between Note Holders • June 25th, 2020 • BBCMS Mortgage Trust 2020-C7 • Asset-backed securities • New York

This AGREEMENT BETWEEN NOTE HOLDERS (“Agreement”), dated as of February 4, 2020, by and between BARCLAYS CAPITAL REAL ESTATE INC. (“Barclays” 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 BARCLAYS CAPITAL REAL ESTATE INC. (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 BARCLAYS CAPITAL REAL ESTATE INC. (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 together with the Initial Note A-1 Holder and the Initial Note A-2 Holder, the “Initial Note Holders”).

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CO-LENDER AGREEMENT Dated as of March 17, 2020 by and among CANTOR COMMERCIAL REAL ESTATE LENDING, L.P. (Initial Note A-1 Holder, Initial Note A-3 Holder, Initial Note A-4 Holder and Initial Note B-1 Holder) and KEYBANK NATIONAL ASSOCIATION (Initial...
Co-Lender Agreement • June 25th, 2020 • BBCMS Mortgage Trust 2020-C7 • Asset-backed securities • New York

THIS CO-LENDER AGREEMENT (this “Agreement”), dated as of March 17, 2020 by and among CANTOR COMMERCIAL REAL ESTATE LENDING, L.P. (“CCRE” and together with its successors and assigns in interest, in its capacity as initial owner of Note A-1, the “Note A-1 Holder”, and in its capacity as the initial agent, the “Initial Agent”), CCRE (together with its successors and assigns in interest, in its capacity as initial owner of Note A-3, the “Note A-3 Holder”), CCRE (together with its successors and assigns in interest, in its capacity as initial owner of Note A-4, the “Note A-4 Holder”), CCRE (together with its successors and assigns in interest, in its capacity as initial owner of Note B-1, the “Note B-1 Holder”), KEYBANK NATIONAL ASSOCIATION (“KeyBank”, and together with its successors and assigns in interest, in its capacity as initial owner of Note A-2, the “Note A-2 Holder”), KeyBank (together with its successors and assigns in interest, in its capacity as initial owner of Note A-5, the

MORTGAGE LOAN PURCHASE AGREEMENT
Mortgage Loan Purchase Agreement • June 25th, 2020 • BBCMS Mortgage Trust 2020-C7 • Asset-backed securities • New York

This Mortgage Loan Purchase Agreement (this “Agreement”), is dated and effective as of June 12, 2020, between Rialto Real Estate Fund IV – Debt, LP, as seller (in such capacity, together with its successors and permitted assigns hereunder, the “Mortgage Loan Seller” or “Seller”), and Barclays Commercial Mortgage Securities LLC, as purchaser (in such capacity, together with its successors and permitted assigns hereunder, the “Purchaser”).

CO-LENDER AGREEMENT Dated as of January 27, 2020 by and between BSPRT CMBS FINANCE, LLC (Note A-1 Holder) and BSPRT CMBS FINANCE, LLC (Note A-2 Holder)
Co-Lender Agreement • June 25th, 2020 • BBCMS Mortgage Trust 2020-C7 • Asset-backed securities • New York

THIS CO-LENDER AGREEMENT (the “Agreement”), dated as of January 27, 2020, is by and between BSPRT CMBS FINANCE, LLC, a Delaware limited liability company (“BSP”), having an address at 1345 Avenue of the Americas, Suite 32A, New York, New York 10105, as the holder of Note A-1, BSP in its capacity as initial agent, the “Initial Agent” and BSP, as the holder of Note A-2.

BBCMS MORTGAGE TRUST 2020-C7 COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES, SERIES 2020-C7 UNDERWRITING AGREEMENT As of June 12, 2020
Underwriting Agreement • June 25th, 2020 • BBCMS Mortgage Trust 2020-C7 • Asset-backed securities • New York

KEYBANC CAPITAL MARKETS INC. 127 Public Square, 8th Floor Cleveland, Ohio 44114 Bancroft capital, llc 501 Office Center Drive, Suite 130 Fort Washington, Pennsylvania 19034

CITIGROUP COMMERCIAL MORTGAGE SECURITIES INC., as Depositor, KEYBANK NATIONAL ASSOCIATION, as Servicer, LNR PARTNERS, LLC, as Special Servicer, WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee, and CITIBANK, N.A., as Certificate Administrator TRUST...
Trust and Servicing Agreement • June 25th, 2020 • BBCMS Mortgage Trust 2020-C7 • Asset-backed securities • New York

This Trust and Servicing Agreement (“Agreement”), is dated as of December 8, 2019, by and among Citigroup Commercial Mortgage Securities Inc., as Depositor, KeyBank National Association, as Servicer, LNR Partners, LLC, as Special Servicer, Wilmington Trust, National Association, as Trustee, and Citibank, N.A., as Certificate Administrator.

AGREEMENT BETWEEN NOTEHOLDERS Dated as of May 29, 2020 by and among KEYBANK NATIONAL ASSOCIATION (Initial Note A-1 Holder) and KEYBANK NATIONAL ASSOCIATION (Initial Note A-2 Holder) Weston Portfolio KeyBank Loan No. 10204109
Agreement Between Noteholders • June 25th, 2020 • BBCMS Mortgage Trust 2020-C7 • Asset-backed securities

THIS AGREEMENT BETWEEN NOTEHOLDERS (“Agreement”), dated as of May 29, 2020, by and between KEYBANK NATIONAL ASSOCIATION (together with its successors in interest, “KeyBank”), in its capacity as initial owner of Note A-1, (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”), and KEYBANK NATIONAL ASSOCIATION (together with its successors in interest, “KeyBank”), in its capacity as initial owner of Note A-2, the “Initial Note A-2 Holder” and, together with the Initial Note A-1 Holder, the “Initial Note Holders”).

CO-LENDER AGREEMENT Dated as of February 19, 2020 by and among BARCLAYS CAPITAL REAL ESTATE INC. (Initial Note A-1-A Holder and Initial Note B-1 Holder) BARCLAYS BANK PLC (Initial Note A-1-B Holder and Initial Note A-1-C Holder) and DBR INVESTMENTS...
Lender Agreement • June 25th, 2020 • BBCMS Mortgage Trust 2020-C7 • Asset-backed securities • New York

Reference is hereby made to the Co-Lender Agreement, dated as of February 19, 2020 (as amended, supplemented or otherwise modified from time to time, the “Agreement”), by and between Barclays Bank PLC, Barclays Capital Real Estate Inc. and DBR Investments Co. Limited and each lender from time to time party thereto.

AGREEMENT BETWEEN NOTEHOLDERS
Agreement • June 25th, 2020 • BBCMS Mortgage Trust 2020-C7 • Asset-backed securities • New York
CO-LENDER AGREEMENT Dated as of December 5, 2019
Co-Lender Agreement • June 25th, 2020 • BBCMS Mortgage Trust 2020-C7 • Asset-backed securities • New York

THIS CO-LENDER AGREEMENT (the “Agreement”), dated as of December 5, 2019, by and among BARCLAYS BANK PLC, a public limited company registered in England and Wales (“Barclays Bank”) having an address at 745 Seventh Avenue, New York, New York 10019 (in its capacity as the initial agent, the “Initial Agent”), CITI REAL ESTATE FUNDING INC., a New York corporation (“CREFI”) having an address at 388 Greenwich Street, New York, New York 10013, and BARCLAYS CAPITAL REAL ESTATE INC., a Delaware corporation (“BCREI”) having an address at 745 Seventh Avenue, New York, New York 10019

WELLS FARGO BANK, NATIONAL ASSOCIATION, Master Servicer and KEYBANK NATIONAL ASSOCIATION, Primary Servicer PRIMARY SERVICING AGREEMENT Dated as of June 1, 2020 BBCMS Mortgage Trust 2020-C7, Commercial Mortgage Pass-Through Certificates, Series 2020-C7...
Primary Servicing Agreement • June 25th, 2020 • BBCMS Mortgage Trust 2020-C7 • Asset-backed securities • New York

This is a Primary Servicing Agreement (the “Agreement”), dated as of June 1, 2020, by and between KEYBANK NATIONAL ASSOCIATION, having an office at 11501 Outlook Street, Suite 300, Overland Park, Kansas 66211, and its successors and assigns (the “Primary Servicer”), and WELLS FARGO BANK, NATIONAL ASSOCIATION, having an office at c/o Commercial Mortgage Servicing, MAC D1050-084, Three Wells Fargo, 401 South Tryon Street, 8th Floor, Charlotte, North Carolina 28202, and its successors and assigns (the “Master Servicer”).

MORTGAGE LOAN PURCHASE AGREEMENT
Mortgage Loan Purchase Agreement • June 25th, 2020 • BBCMS Mortgage Trust 2020-C7 • Asset-backed securities • New York

This Mortgage Loan Purchase Agreement (this “Agreement”), is dated and effective as of June 12, 2020, among Societe Generale Financial Corporation, as seller (in such capacity, together with its successors and permitted assigns hereunder, the “Mortgage Loan Seller” or “Seller”), Société Générale, a limited company (société anonyme) licensed in France as a credit institution (établissement de credit) (“Société Générale”) and Barclays Commercial Mortgage Securities LLC, as purchaser (in such capacity, together with its successors and permitted assigns hereunder, the “Purchaser”).

AGREEMENT BETWEEN NOTEHOLDERS Dated as of February 12, 2020
Agreement • June 25th, 2020 • BBCMS Mortgage Trust 2020-C7 • Asset-backed securities • New York
MORTGAGE LOAN PURCHASE AGREEMENT
Mortgage Loan Purchase Agreement • June 25th, 2020 • BBCMS Mortgage Trust 2020-C7 • Asset-backed securities • New York

This Mortgage Loan Purchase Agreement (this “Agreement”), is dated and effective as of June 12, 2020, between KeyBank National Association, as seller (in such capacity, together with its successors and permitted assigns hereunder, the “Mortgage Loan Seller” or “Seller”), and Barclays Commercial Mortgage Securities LLC, as purchaser (in such capacity, together with its successors and permitted assigns hereunder, the “Purchaser”).

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