Exhibit 1

 

Ernst & Young LLP

One Manhattan West

New York, NY 10001

 

Tel: +1 212 773 3000

ey.com

 

Report of Independent Accountants on Applying Agreed-Upon Procedures

 

J.P. Morgan Chase Commercial Mortgage Securities Corp. (the “Depositor”)

JPMorgan Chase Bank, National Association

J.P. Morgan Securities LLC

German American Capital Corporation

Deutsche Bank Securities Inc.

Morgan Stanley Mortgage Capital Holdings LLC

Morgan Stanley & Co. LLC

Morgan Stanley Bank, N.A.

(collectively, the “Specified Parties”)

 

Re:NYC Trust 2025-300P (the “Issuing Entity”)
 Commercial Mortgage Pass-Through Certificates, Series 2025-300P (the “Certificates”)

 

We have performed the procedures enumerated in Attachment A, which were agreed to and acknowledged as appropriate by the Specified Parties, for the intended purpose of assisting the Specified Parties in evaluating the accuracy of certain information with respect to the Mortgage Loan (as defined herein) contained on the Data Files (as defined herein) (the “Subject Matter”) relating to the Issuing Entity’s securitization transaction as of 24 June 2025. This report may not be suitable for any other purpose. The procedures performed may not address all of the items of interest to a user of the report and may not meet the needs of all users of the report and, as such, users are responsible for determining whether the procedures performed are appropriate for their purposes. The appropriateness of these procedures is solely the responsibility of the Specified Parties identified in this report. No other party acknowledged the appropriateness of the procedures. Consequently, we make no representation regarding the appropriateness of the procedures described in Attachment A, either for the purpose for which this report has been requested or for any other purpose.

 

The procedures performed and our associated findings are included in Attachment A.

 

For the purpose of the procedures described in this report, the Depositor provided us with:

a.Certain electronic data files (the “Data Files”) that are described in Attachment A,
b.Copies of various source documents (the “Source Documents”), which are listed on Exhibit 1 to Attachment A,
c.A list of characteristics on the Data Files (the “Compared Characteristics”), which are listed on Exhibit 2 to Attachment A, that the Depositor instructed us to compare to information contained in the Source Documents,
d.A list of characteristics on the Data Files (the “Recalculated Characteristics”), which are described in Attachment A, that the Depositor instructed us to recalculate using information on the Data Files,
e.A list of characteristics on the Data Files (the “Provided Characteristics”), which are listed on Exhibit 3 to Attachment A, on which the Depositor instructed us to perform no procedures,
f.A draft of the preliminary confidential offering circular for the Issuing Entity’s securitization transaction (the “Draft Preliminary Offering Circular”) and
g.Instructions, assumptions and methodologies, which are described in Attachment A.

 

 

Page 2 of 3

The procedures included in Attachment A were limited to comparing or recalculating certain information that is further described in Attachment A. The Depositor is responsible for the Subject Matter, Data Files, Source Documents, Compared Characteristics, Recalculated Characteristics, Provided Characteristics, Draft Preliminary Offering Circular and the determination of the instructions, assumptions and methodologies that are described herein. We were not requested to perform, and we have not performed, any procedures other than those listed in Attachment A with respect to the Data Files. We have not verified, and we make no representation as to, the appropriateness, accuracy, completeness or reasonableness of the Source Documents, Provided Characteristics, Draft Preliminary Offering Circular or any other information provided to us by the Depositor upon which we relied in forming our findings. Accordingly, we make no representation and express no opinion or conclusion as to: (a) the existence of the Mortgage Loan, (b) questions of legal or tax interpretation or (c) the appropriateness, accuracy, completeness or reasonableness of any instructions, assumptions and methodologies provided to us by the Depositor that are described in this report. We undertake no responsibility to update this report for events and circumstances occurring after the date hereof.

 

This agreed-upon procedures engagement was conducted in accordance with attestation standards established by the American Institute of Certified Public Accountants (the “AICPA”). An agreed-upon procedures engagement involves the practitioner performing specific procedures that the Specified Parties have agreed to and acknowledged to be appropriate for the purpose of the engagement and reporting on findings based on the procedures performed. We were not engaged to, and did not, conduct an examination to express an opinion or a review to express a conclusion in accordance with attestation standards established by the AICPA on any of the items referred to herein. Accordingly, we do not express such an opinion or conclusion. Had we performed additional procedures, other matters might have come to our attention that would have been reported to you.

 

The agreed-upon procedures described in this report were not performed for the purpose of:

a.Satisfying any criteria for due diligence published by a nationally recognized statistical rating organization (a “rating agency”) or
b.Making any findings with respect to:
i.Whether the origination of the Mortgage Loan conformed to, or deviated from, stated underwriting or credit extension guidelines, standards, criteria, or other requirements,
ii.The value of the collateral securing the Mortgage Loan,
iii.Whether the originator(s) of the Mortgage Loan complied with federal, state or local laws or regulations or
iv.Any other factor or characteristic of the Mortgage Loan that would be material to the likelihood that the issuer of the Certificates will pay interest and principal in accordance with applicable terms and conditions.

 

 

Page 3 of 3

 

We are required to be independent of the Depositor and to meet our other ethical responsibilities, as applicable for agreed-upon procedures engagements set forth in the Preface: Applicable to All Members and Part 1 – Members in Public Practice of the Code of Professional Conduct established by the AICPA. Independence requirements for agreed-upon procedures engagements are less restrictive than independence requirements for audit and other attestation services.

 

This report is intended solely for the information and use of the Specified Parties and is not intended to be, and should not be, used by anyone other than the Specified Parties. It is not intended to be, and should not be, used by any other person or entity, including investors and rating agencies, who are not identified in the report as Specified Parties, but who may have access to this report as required by law or regulation.

 

 

/s/ Ernst & Young LLP

 

 

24 June 2025

 

 

Attachment A
Page 1 of 7

Background

 

For the purpose of the procedures described in this report, the Depositor indicated that:

a.The assets of the Issuing Entity will consist primarily of a fixed rate commercial mortgage loan (the “Mortgage Loan”),
b.The Mortgage Loan will be secured primarily by a commercial property (the “Property”) and
c.The Mortgage Loan has a related fixed rate mezzanine loan (the “Mezzanine Loan”), which will not be an asset of the Issuing Entity.

 

For the purpose of the procedures described in this report, the Mortgage Loan, together with the Mezzanine Loan, is hereinafter referred to as the “Total Debt associated with the Mortgage Loan.”

 

Procedures performed and our associated findings

 

1.The Depositor provided us with:
a.An electronic data file (the “Preliminary Data File”) that the Depositor indicated contains information relating to the Mortgage Loan, Property, Mezzanine Loan and Total Debt associated with the Mortgage Loan that is expected to be as of 3 July 2025 (the “Reference Date”) and
b.Record layout and decode information relating to the information on the Preliminary Data File.

 

Using the information in the Source Documents, we compared the Compared Characteristics listed on Exhibit 2 to Attachment A, as shown on the Preliminary Data File, to the corresponding information in the Source Documents indicated on Exhibit 2 to Attachment A, subject to the instructions, assumptions and methodologies stated in the notes on Exhibit 2 to Attachment A. If more than one Source Document is listed for a Compared Characteristic, the Depositor instructed us to note agreement if the value on the Preliminary Data File for the Compared Characteristic agreed with the corresponding information in at least one of the Source Documents listed for such Compared Characteristic on Exhibit 2 to Attachment A (except as described in the notes on Exhibit 2 to Attachment A). We performed no procedures to reconcile any differences that may exist between various Source Documents for any of the Compared Characteristics listed on Exhibit 2 to Attachment A.

 

We performed certain procedures on earlier versions of the Data Files and communicated differences prior to being provided the Data Files which were subjected to the procedures as described herein.

 

 

Attachment A
Page 2 of 7

 

2.As instructed by the Depositor, we adjusted the information on the Preliminary Data File to correct all the differences we noted in performing the procedures described in the Item above and provided a list of such differences to the Depositor. The Preliminary Data File, as so adjusted, is hereinafter referred to as the “Updated Data File.”

 

3.Subsequent to the performance of the procedures described in the Items above, we received from the Depositor:
a.An electronic data file (the “Final Data File,” which together with the Preliminary Data File comprise the Data Files) that the Depositor indicated contains information relating to the Mortgage Loan, Property, Mezzanine Loan and Total Debt associated with the Mortgage Loan as of the Reference Date and
b.Record layout and decode information relating to the information on the Final Data File.

 

Using information on the:

a.Final Data File and
b.Updated Data File,

we compared each Compared Characteristic listed on Exhibit 2 to Attachment A, as shown on the Final Data File, to the corresponding information on the Updated Data File and found such information to be in agreement.

 

4.Using the “First Payment Date,” as shown on the Final Data File, we recalculated the “Seasoning” of the Mortgage Loan and Mezzanine Loan as of the Reference Date. We compared this recalculated information to the corresponding information on the Final Data File and found such information to be in agreement.

 

5.Using the:
a.First Payment Date and
b.Maturity Date,

as shown on the Final Data File, we recalculated the “Original Mortgage Loan Term” of the Mortgage Loan and Mezzanine Loan. We compared this recalculated information to the corresponding information on the Final Data File and found such information to be in agreement.

 

6.Using the:
a.Seasoning and
b.Original Mortgage Loan Term,

as shown on the Final Data File, we recalculated the “Remaining Mortgage Loan Term to Maturity” of the Mortgage Loan and Mezzanine Loan. We compared this recalculated information to the corresponding information on the Final Data File and found such information to be in agreement.

 

 

Attachment A
Page 3 of 7

 

7.The applicable Source Document(s) indicate that the Mortgage Loan is interest-only for its entire term and the Depositor instructed us to assume that the Mezzanine Loan is also interest-only for its entire term. Based on this information, the Depositor instructed us to:
a.Use “0” for the:
i.Original Mortgage Loan Amortization Term and
ii.Remaining Mortgage Loan Amortization Term

of the Mortgage Loan and Mezzanine Loan,

b.Use the “Original Mortgage Loan Term,” as shown on the Final Data File, for the original interest-only period of the Mortgage Loan and Mezzanine Loan (the “Mortgage Loan IO Period”),
c.Use the “Original Mortgage Loan Balance,” as shown on the Final Data File, for the:
i.Principal balance of the Mortgage Loan as of the Reference Date (the “Cut-off Date Mortgage Loan Balance”) and
ii.Principal balance of the Mortgage Loan as of the “Maturity Date” of the Mortgage Loan (the “Maturity Date Mortgage Loan Balance”) and
d.Use the “Original Mezzanine Loan Balance,” as shown on the Final Data File, for the:
i.Principal balance of the Mezzanine Loan as of the Reference Date (the “Cut-Off Date Mezzanine Loan Balance”) and
ii.Principal balance of the Mezzanine Loan as of the “Maturity Date” of the Mezzanine Loan (the “Mezzanine Loan Maturity Balance”).

 

We compared this information to the corresponding information on the Final Data File and found such information to be in agreement.

 

8.Using the:
a.Original Mortgage Loan Balance,
b.Original Mezzanine Loan Balance,
c.Cut-off Date Mortgage Loan Balance,
d.Cut-off Date Mezzanine Loan Balance,
e.Maturity Date Mortgage Loan Balance and
f.Mezzanine Loan Maturity Balance,

as shown on the Final Data File, we recalculated the:

i.Original Total Debt Balance,
ii.Cut-off Date Total Debt Balance and
iii.Maturity Date Total Debt Balance

of the Total Debt associated with the Mortgage Loan. We compared this information to the corresponding information on the Final Data File and found such information to be in agreement.

 

 

Attachment A
Page 4 of 7

 

9.Using the:
a.Original Mortgage Loan Balance,
b.Original Mezzanine Loan Balance,
c.Assumed Mortgage Loan Interest Rate and
d.Mezzanine Loan Interest Rate,

as shown on the Final Data File, we recalculated the “Total Debt Interest Rate” of the Total Debt associated with the Mortgage Loan. We compared this recalculated information to the corresponding information on the Final Data File and found such information to be in agreement.

 

10.Using the:
a.Original Mortgage Loan Balance,
b.Assumed Mortgage Loan Interest Rate and
c.Accrual Basis,

as shown on the Final Data File, and the calculation methodologies provided by the Depositor which are described in the succeeding paragraph(s) of this Item, we recalculated the:

i.Mortgage Loan Monthly Debt Service and
ii.Mortgage Loan Annual Debt Service

of the Mortgage Loan. We compared this recalculated information to the corresponding information on the Final Data File and found such information to be in agreement.

 

For the purpose of this procedure, the Depositor instructed us to recalculate the “Mortgage Loan Monthly Debt Service” of the Mortgage Loan as 1/12th of the product, rounded to two decimal places, of the:

a.Original Mortgage Loan Balance and
b.Assumed Mortgage Loan Interest Rate,

as shown on the Final Data File.

 

For the purpose of this procedure, the Depositor instructed us to recalculate the “Mortgage Loan Annual Debt Service” of the Mortgage Loan as twelve (12) times the “Mortgage Loan Monthly Debt Service” of the Mortgage Loan, as shown on the Final Data File.

 

 

Attachment A
Page 5 of 7

 

11.Using the:

a.       Original Mezzanine Loan Balance,

b.Mezzanine Loan Interest Rate and
c.Accrual Basis,

as shown on the Final Data File, and the calculation methodologies provided by the Depositor which are described in the succeeding paragraph(s) of this Item, we recalculated the:

i.Mezzanine Loan Monthly Debt Service and
ii.Mezzanine Loan Annual Debt Service

of the Mezzanine Loan. We compared this recalculated information to the corresponding information on the Final Data File and found such information to be in agreement.

 

For the purpose of this procedure, the Depositor instructed us to recalculate the “Mezzanine Loan Monthly Debt Service” of the Mezzanine Loan as 1/12th of the product, rounded to two decimal places, of the:

a.Original Mezzanine Loan Balance and
b.Mezzanine Loan Interest Rate,

as shown on the Final Data File.

 

For the purpose of this procedure, the Depositor instructed us to recalculate the “Mezzanine Loan Annual Debt Service” of the Mezzanine Loan as twelve (12) times the “Mezzanine Loan Monthly Debt Service” of the Mezzanine Loan, as shown on the Final Data File.

 

12.Using the:
a.Mortgage Loan Monthly Debt Service,
b.Mortgage Loan Annual Debt Service,
c.Mezzanine Loan Monthly Debt Service and
d.Mezzanine Loan Annual Debt Service,

as shown on the Final Data File, we recalculated the:

i.Total Debt Monthly Debt Service and
ii.Total Debt Annual Debt Service

of the Total Debt associated with the Mortgage Loan. We compared this recalculated information to the corresponding information on the Final Data File and found such information to be in agreement.

 

 

Attachment A
Page 6 of 7

 

13.Using the:
a.Cut-off Date Mortgage Loan Balance,
b.Maturity Date Mortgage Loan Balance,
c.Mortgage Loan Annual Debt Service,
d.Appraised Value,
e.Underwritten In-Place NOI,
f.Underwritten In-Place NCF and
g.Units,

as shown on the Final Data File, and the applicable calculation methodologies and assumptions described in the Draft Preliminary Offering Circular, we recalculated the:

i.Mortgage Loan Cut-off Date As-Is LTV,
ii.Mortgage Loan Maturity Date As-Is LTV,
iii.Mortgage Loan Underwritten In-Place NOI DY,
iv.Mortgage Loan Underwritten In-Place NCF DSCR and
v.Cut-off Date Mortgage Loan Balance Per SF

of the Mortgage Loan, as applicable. We compared this recalculated information to the corresponding information on the Final Data File and found such information to be in agreement.

 

For the purpose of this procedure, the Depositor instructed us to:

a.Round the characteristics listed in i. through iii. above to the nearest 1/10th of one percent and
b.Round the characteristic listed in iv. above to two decimal places.

 

14.Using the:
a.Cut-off Date Total Debt Balance,
b.Maturity Date Total Debt Balance,
c.Total Debt Annual Debt Service,
d.Appraised Value,
e.Underwritten In-Place NOI and
f.Underwritten In-Place NCF,

as shown on the Final Data File, and the applicable calculation methodologies and assumptions described in the Draft Preliminary Offering Circular, we recalculated the:

i.Total Debt Cut-off Date LTV,
ii.Total Debt Maturity Date LTV,
iii.Total Debt UW NOI DY and
iv.Total Debt UW NCF DSCR

of the Total Debt associated with the Mortgage Loan. We compared this recalculated information to the corresponding information on the Final Data File and found such information to be in agreement.

 

For the purpose of this procedure, the Depositor instructed us to:

a.Round the characteristics listed in i. through iii. above to the nearest 1/10th of one percent and
b.Round the characteristic listed in iv. above to two decimal places.

 

 

 

Attachment A
Page 7 of 7

 

15.Using the:
a.Units,
b.SF1,
c.SF2,
d.SF3,
e.SF4 and
f.SF5,

as shown on the Final Data File, we recalculated the:

i.Space Pct 1,
ii.Space Pct 2,
iii.Space Pct 3,
iv.Space Pct 4 and
v.Space Pct 5

of the Property. We compared this recalculated information to the corresponding information on the Final Data File and found such information to be in agreement.

 

16.Using the:
a.Master Servicer Fee Rate and
b.Primary Servicer Fee Rate,

as shown on the Final Data File, we recalculated the “Servicing Fee Rate” of the Mortgage Loan. We compared this recalculated information to the corresponding information on the Final Data File and found such information to be in agreement.

 

17.Using the:
a.Servicing Fee Rate,
b.Trustee/Cert Admin Fee Rate,
c.Operating Advisor Fee and
d.CREFC Fee Rate,

as shown on the Final Data File, we recalculated the “Total Admin Fee Rate” of the Mortgage Loan. We compared this recalculated information to the corresponding information on the Final Data File and found such information to be in agreement.

 

18.Using the:
a.Total Admin Fee Rate and
b.Assumed Mortgage Loan Interest Rate,

as shown on the Final Data File, we recalculated the “Net Mortgage Rate” of the Mortgage Loan. We compared this recalculated information to the corresponding information on the Final Data File and found such information to be in agreement.

 

 

 

Exhibit 1 to Attachment A
Page 1 of 2

 

Source Documents

 

Mortgage Loan and Mezzanine Loan Source Documents

 

Source Document Title Source Document Date
   
Mortgage Loan Agreement (see Note 1) 24 June 2025
   
Blocked Account Control Agreement (see Note 1) 23 June 2025
   
Guaranty Agreement (see Note 1) 20 June 2025
   
Environmental Indemnity Agreement (see Note 1) 20 June 2025
   
Cash Management Agreement (see Note 1) 20 June 2025
   
Non-Consolidation Opinion (see Note 1) 20 June 2025
   

 

Property Source Documents

 

Source Document Title Source Document Date
   
Appraisal Report 5 June 2025
   
Engineering Report 15 May 2025
   
Phase I Environmental Report 15 May 2025
   
Underwriter’s Summary Report Not Dated
   
Underwritten Rent Roll 1 April 2025
   
Management and Leasing Agreement and Amendments Various
   
Assignment of Management Agreement (see Note 1) 23 June 2025
   
Insurance Risk Analysis (see Note 1) 23 June 2025
   
Lease Agreements and Amendments Various

 

 

 

Exhibit 1 to Attachment A
Page 2 of 2

Property Source Documents (continued)

 

Source Document Title Source Document Date
   
CoStar Submarket Report 13 June 2025
   
Property Market Data Not Dated
   
Historical Occupancy Data Not Dated
   
Historical Capital Expenditure Data Not Dated
   
Studio by Tishman Speyer Financial Performance Information Not Dated
   
Pro Forma Title Policy Not Dated
   
Bloomberg Screenshots Not Dated

 

Notes:

 

1.The indicated provided Source Document(s) are draft document(s) with the Source Document Date reflecting the latest date of receipt. For the purpose of the procedures described in this report, the Depositor instructed us to treat the indicated Source Document(s) as fully executed.

 

 

 

Exhibit 2 to Attachment A
Page 1 of 7

 

Compared Characteristics and Source Documents

 

Property Information:

 

Characteristic Source Document(s)
   
Property Address Appraisal Report
Property City Appraisal Report
State Appraisal Report
Zip Code Appraisal Report
Property Type Appraisal Report
Property Sub Type Appraisal Report
Class Appraisal Report
Year Built Engineering Report
Year Renovated Engineering Report
Units Underwritten Rent Roll
Unit Type Underwritten Rent Roll
Occupancy % Underwritten Rent Roll
Occupancy Date Underwritten Rent Roll
Property Manager Assignment of Management Agreement
Title Type Pro Forma Title Policy

 

Third Party Information:

 

Characteristic Source Document(s)
   
Appraised Value Appraisal Report
Appraisal Cap Rate Appraisal Report
Appraisal Firm Appraisal Report
Date of Appraisal (Valuation Date) Appraisal Report
Environmental Firm Phase I Environmental Report
Phase I Date Phase I Environmental Report
Engineering Firm Engineering Report
Engineering Report Date Engineering Report
Environmental Insurance Insurance Risk Analysis
Seismic Insurance Insurance Risk Analysis

 

 

 

Exhibit 2 to Attachment A
Page 2 of 7

 

Major Tenant Information:

 

Characteristic Source Document(s)
   
Tenant Name 1 Underwritten Rent Roll
SF1 Underwritten Rent Roll
Tenant Lease Expiration Date 1 Underwritten Rent Roll
Tenant Name 2 Underwritten Rent Roll
SF2 Underwritten Rent Roll
Tenant Lease Expiration Date 2 Underwritten Rent Roll
Tenant Name 3 Underwritten Rent Roll
SF3 Underwritten Rent Roll
Tenant Lease Expiration Date 3 Underwritten Rent Roll
Tenant Name 4 Underwritten Rent Roll
SF4 Underwritten Rent Roll
Tenant Lease Expiration Date 4 Underwritten Rent Roll
Tenant Name 5 Underwritten Rent Roll
SF5 Underwritten Rent Roll
Tenant Lease Expiration Date 5 Underwritten Rent Roll

 

 

Exhibit 2 to Attachment A
Page 3 of 7

 

Underwriting Information:

 

Characteristic Source Document(s)
   
4th Most Recent Date Underwriter’s Summary Report
4th Most Recent Occupancy % Underwriter’s Summary Report
4th Most Recent Effective Gross Income Underwriter’s Summary Report
4th Most Recent Expense Total Underwriter’s Summary Report
4th Most Recent NOI Underwriter’s Summary Report
4th Most Recent NCF Underwriter’s Summary Report
3rd Most Recent Date Underwriter’s Summary Report
3rd Occupancy % Underwriter’s Summary Report
3rd Most Recent Effective Gross Income Underwriter’s Summary Report
3rd Most Recent Expense Total Underwriter’s Summary Report
3rd Most Recent NOI Underwriter’s Summary Report
3rd Most Recent NCF Underwriter’s Summary Report
2nd Most Recent Date Underwriter’s Summary Report
2nd Occupancy % Underwriter’s Summary Report
2nd Most Recent Effective Gross Income Underwriter’s Summary Report
2nd Most Recent Expense Total Underwriter’s Summary Report
2nd Most Recent NOI Underwriter’s Summary Report
2nd Most Recent NCF Underwriter’s Summary Report
TTM Date Underwriter’s Summary Report
TTM Occupancy % Underwriter’s Summary Report
TTM Effective Gross Income Underwriter’s Summary Report
TTM Expense Total Underwriter’s Summary Report
TTM NOI Underwriter’s Summary Report
TTM NCF Underwriter’s Summary Report
Underwritten In-Place Effective Gross Income Underwriter’s Summary Report
Underwritten In-Place Expense Total Underwriter’s Summary Report
Underwritten In-Place NOI Underwriter’s Summary Report
Underwritten In-Place Replacement Reserves Underwriter’s Summary Report
Underwritten In-Place TI/LC Underwriter’s Summary Report
Underwritten In-Place NCF Underwriter’s Summary Report
Underwritten In-Place Economic Occupancy Underwriter’s Summary Report

 

 

 

 

Exhibit 2 to Attachment A
Page 4 of 7

 

Reserve and Escrow Information:

 

Characteristic Source Document(s)
   
Upfront Required Repairs Mortgage Loan Agreement
Initial Tax Reserve Mortgage Loan Agreement
Monthly Tax Reserve Mortgage Loan Agreement
Tax Reserve Cap Mortgage Loan Agreement
Initial Insurance Reserve Mortgage Loan Agreement
Monthly Insurance Reserve Mortgage Loan Agreement
Insurance Reserve Cap Mortgage Loan Agreement
Initial Replacement Reserves Mortgage Loan Agreement
Monthly Replacement Reserves Mortgage Loan Agreement
Replacement Reserves Cap Mortgage Loan Agreement
Initial Rollover Reserve Mortgage Loan Agreement
Monthly Rollover Reserve Mortgage Loan Agreement
Rollover Reserve Cap Mortgage Loan Agreement
Other Reserve Type Mortgage Loan Agreement
Other Reserve Initial Deposit Mortgage Loan Agreement
Other Reserve Monthly Deposit Mortgage Loan Agreement
Other Reserve Cap Mortgage Loan Agreement

 

Mortgage Loan and Mezzanine Loan Information:

 

Characteristic Source Document(s)
   
Guarantor Guaranty Agreement
Borrower Entity Mortgage Loan Agreement
Original Mezzanine Loan Balance Mortgage Loan Agreement
First Payment Date Mortgage Loan Agreement
Maturity Date Mortgage Loan Agreement
Payment Grace Period (Default) Mortgage Loan Agreement
Payment Grace Period Mortgage Loan Agreement

 

 

Exhibit 2 to Attachment A
Page 5 of 7

 

Mortgage Loan and Mezzanine Loan Information: (continued)

 

Characteristic Source Document(s)
   
Maturity Payment Grace Period (Default) Mortgage Loan Agreement
Maturity Payment Grace Period Mortgage Loan Agreement
Rate Type Mortgage Loan Agreement
Amortization Type Mortgage Loan Agreement
Accrual Basis Mortgage Loan Agreement
Interest Accrual Period Start Mortgage Loan Agreement
Interest Accrual Period End Mortgage Loan Agreement
Prepayment String Mortgage Loan Agreement
Partial Prepayments Allowed Mortgage Loan Agreement
Partial Release Permitted Mortgage Loan Agreement
Partial Release Description Mortgage Loan Agreement
LockBox (Y/N) Cash Management Agreement
LockBox Type Cash Management Agreement
Cash Management Cash Management Agreement
Springing Conditions Mortgage Loan Agreement
Single Purpose Entity Mortgage Loan Agreement
Non-Consolidation Letter Non-Consolidation Opinion
Additional Debt Permitted Mortgage Loan Agreement
Additional Debt Type Mortgage Loan Agreement
TIC Structure Mortgage Loan Agreement
DST Mortgage Loan Agreement
Future Debt Permitted? Mortgage Loan Agreement
Letter of Credit Mortgage Loan Agreement
Earnout / Holdback Mortgage Loan Agreement

 

 

 

Exhibit 2 to Attachment A
Page 6 of 7

 

Notes:

 

1.For the purpose of comparing the:
a.Property Address,
b.Property City and
c.State

characteristics, the Depositor instructed us to ignore differences that are due to standard postal abbreviations.

 

2.For the purpose of comparing the “Major Tenant Information” characteristics, the Depositor instructed us to combine multiple spaces leased by the same tenant, and for those tenants with multiple lease expirations, to use the lease expiration date for the leases associated with the spaces which together have the largest square footage and the same lease expiration date, as shown in the applicable Source Document(s).

 

3.For the purpose of comparing the “Underwriting Information” characteristics that are expressed as dollar values, the Depositor instructed us to ignore differences of +/– $1 or less.

 

4.For the purpose of comparing the:
a.First Payment Date,
b.Maturity Date,
c.Rate Type,
d.Amortization Type,
e.Interest Accrual Period Start,
f.Interest Accrual Period End and
g.Accrual Basis

characteristics, the Depositor instructed us to assume that the information on the Preliminary Data File is the same for both the Mortgage Loan and Mezzanine Loan.

 

5.For the purpose of comparing the “Maturity Payment Grace Period” characteristic, the Depositor instructed us to use the “Payment Grace Period,” as shown in the applicable Source Document(s), as the applicable Source Document(s) did not specify a grace period for the payment due on the “Maturity Date.”

 

6.For the purpose of comparing the “LockBox Type” characteristic, the Depositor instructed us to use “Hard” if the applicable Source Document(s) require the borrower(s) or manager(s) to direct tenant(s) to pay rents directly to a lockbox account controlled by the lender(s).

 

 

Exhibit 2 to Attachment A
Page 7 of 7

 

7.For the purpose of comparing the “Cash Management” characteristic, the Depositor instructed us to use “Springing” if:
a.Prior to the occurrence of an event of default or one or more specific trigger events described in the applicable Source Document(s), revenue in the lockbox account is transferred to an account controlled by the borrower(s), and
b.Upon the occurrence of an event of default or one or more specific trigger events described in the applicable Source Document(s), revenue in the lockbox account is transferred to a cash management account controlled by the lender(s), and the funds are disbursed according to the applicable Source Document(s).

 

We performed no procedures to determine the appropriateness, accuracy, completeness or reasonableness of the instructions, assumptions and methodologies provided by the Depositor that are described in the notes above.

 

 

Exhibit 3 to Attachment A

Provided Characteristics

 

Characteristic
 
No.
Property No.
Property Name
Loan Purpose
Sponsor
Appraised Value Type
Phase II Date
Ground Lease Expiration Date
Ground Lease Fully Extended Expiration Date
Ground Lease Payment (monthly)
Seismic Firm
Seismic Report Date
Seismic PML %
Origination Date
Original Mortgage Loan Balance
Assumed Mortgage Loan Interest Rate
Mezzanine Loan Interest Rate
Future Debt Description
Primary Servicer Fee Rate
Master Servicer Fee Rate
Trustee/Cert Admin Fee Rate
Operating Advisor Fee
CREFC Fee Rate

 

Note:We performed no procedures to determine the appropriateness, accuracy, completeness or reasonableness of the Provided Characteristics.