ACKNOWLEDGMENT OF REPLACEMENT SPECIAL SERVICER
April 3, 2026
To the Persons on the Attached Schedule A
Re:Benchmark 2019-B14 Mortgage Trust, Commercial Mortgage Securities Trust, Series 2019-B14
Ladies and Gentlemen:
Reference is made to (i) the Pooling and Servicing Agreement dated as of November 1, 2019 (the “Agreement”), among J.P. Morgan Chase Commercial Mortgage Securities Corp., as Depositor, Midland Loan Services, a Division of PNC Bank, National Association (“Midland”) as Servicer and Special Servicer with respect to The Essex Whole Loan, K-Star Asset Management LLC, as Special Servicer, Wells Fargo Bank, National Association, as Certificate Administrator and Trustee, and Pentalpha Surveillance LLC, as Operating Advisor and Asset Representations Reviewer, relating to the Benchmark 2019-B14 Mortgage Trust, Commercial Mortgage Pass-Through Certificates, Series 2019-B14, (ii) the Agreement Between Noteholders, dated November 1, 2019 (the “Co-Lender Agreement”), by and between JPMorgan Chase Bank, National Association, as Initial Note A-1-1 Holder, Initial A-1-2 Holder, Initial Note A-1-3 Holder and Initial Note B-1-1 Holder and Goldman Sachs Bank USA, as Initial Note A-1-4 Holder and Initial Note B-1-2 Holder and (iii) the Intercreditor Agreement, dated November 1, 2019 (the “Intercreditor Agreement”), by and between JPMorgan Chase Bank, National Association and Goldman Sachs Bank USA. Capitalized terms used herein that are not otherwise defined herein shall have the meanings ascribed to such terms in the Agreement or the Co-Lender Agreement, as applicable. Pursuant to Section 7.01(d) and Section 7.02 of the Agreement and Section 7 of the Co-Lender Agreement, the AB Whole Loan Controlling Holder for has removed Midland and has appointed KeyBank National Association (“KeyBank”) to serve as successor Special Servicer with respect to The Essex Whole Loan under the Agreement. The foregoing shall only apply to The Essex Whole Loan.
The undersigned hereby agrees with all the other parties to the Agreement that, effective as of the date of this Acknowledgment of Replacement of Special Servicer (the “Acknowledgment”), the undersigned shall serve as Special Servicer and assumes all of the responsibilities, duties and liabilities of the Special Servicer with respect to The Essex Whole Loan under the Agreement, the Co-Lender Agreement and the Intercreditor Agreement. The undersigned hereby acknowledges and agrees that it is and shall be a party to the Agreement and bound thereby to the full extent indicated in the Agreement in the capacity of Special Servicer with respect to The Essex Whole Loan. The undersigned hereby, as of the date of this Acknowledgment,
(a)represents and warrants that:
i.it is not a Borrower Party or any Broad Affiliate of a Borrower Party;
ii.it satisfies all of the eligibility requirements applicable to special servicers contained in the Agreement;
iii.it satisfies all of the related qualifications applicable to the Special Servicer contained in the Co-Lender Agreement and the Intercreditor Agreement and has met all applicable requirements under the Co-Lender Agreement and the Intercreditor Agreement;
iv.is not the Operating Advisor, the Asset Representations Reviewer or an Affiliate of the Operating Advisor or the Asset Representations Reviewer (and, if appointed by the Directing Certificateholder or with the approval of the requisite vote of certificateholders following the Operating Advisor’s recommendation to replace the Special Servicer pursuant to Section 7.01(d) of the Agreement, is not the originally replaced special servicer or its affiliate);
v.is not obligated to pay the Operating Advisor (x) any fees or otherwise compensate the Operating Advisor in respect of its obligations under the Agreement, and (y) for the appointment of the successor special servicer or the recommendation by the Operating Advisor for the replacement Special Servicer to become the Special Servicer;
vi.is not entitled to receive any compensation from the Operating Advisor other than compensation that is not material and is unrelated to the Operating Advisor’s recommendation that such party be appointed as the replacement special servicer;
vii.is not entitled to receive any fee from the Operating Advisor for its appointment as successor special servicer, in each case, unless such fee is expressly approved by 100% of the Certificateholders;
viii.currently has a special servicer rating of at least “CSS3” from Fitch;
ix.is not a special servicer that has been cited by KBRA as having servicing concerns as the sole or material factor in any qualification, downgrade or withdrawal of the ratings (or placement on “watch status” in contemplation of a ratings downgrade or withdrawal) of securities in a transaction serviced by the applicable servicer prior to the time of determination;
x.is included on S&P’s Select Servicer List as a U.S. Commercial Mortgage Special Servicer; and
(b)makes the representations and warranties set forth in Section 6.01(b) of the Agreement mutatis mutandis, and all references to “Agreement” in Section 6.01(b) of the Agreement include this Acknowledgment in addition to the Agreement.
The following is notice information for KeyBank as Special Servicer under the Agreement:
KeyBank National Association
11501 Outlook Street, Suite 300
Overland Park, Kansas 66211
Attention: Tom Floyd
Facsimile: (877) 379-1625
Email: keybank_notices@keybank.com
with a copy to:
Polsinelli
900 West 48th Place, Suite 900
Kansas City, Missouri 64112
Email: keybanknotices@polsinelli.com
[SIGNATURE PAGE TO FOLLOW.]
KEYBANK NATIONAL ASSOCIATION
By: /s/ Tom Floyd
Name: Tom Floyd
Title: Senior Vice President