UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM ABS-15G
ASSET-BACKED SECURITIZER
Report Pursuant to Section 15G of
the Securities Exchange Act of 1934
Check the appropriate box to indicate the filing obligation to which this form is intended to satisfy:
[_] Rule 15Ga-1 under the Exchange Act (17 CFR 240.15Ga-1) for the reporting period _________________ to _________________
Date of Report (Date of earliest event reported)______________________
Commission File Number of securitizer: ____________________
Central Index Key Number of securitizer: ___________________
Name and telephone number, including area code, of the person to
contact in connection with this filing
Indicate by check mark whether the securitizer has no activity
to report for the initial period pursuant to Rule 15Ga-1(c)(1) [_]
Indicate by check mark whether the securitizer has no activity to report for the quarterly period pursuant to Rule 15Ga-1(c)(2)(i) [_]
Indicate by check mark whether the securitizer has no activity to report for the annual period pursuant to Rule 15Ga-1(c)(2)(ii) [_]
[ü] Rule 15Ga-2 under the Exchange Act (17 CFR 240.15Ga-2)
Central Index Key Number of depositor: 0001013454
BPR 2023-STON Mortgage Trust
(Exact name of issuing entity as specified in its charter)
Central Index Key Number of issuing entity (if applicable): N/A
Central Index Key Number of underwriter (if applicable): Not applicable
Helaine M. Kaplan, (212) 250-5270
Name and telephone number, including area code, of the person to
contact in connection with this filing
INFORMATION TO BE INCLUDED IN THE REPORT
FINDINGS AND CONCLUSIONS OF THIRD-PARTY DUE DILIGENCE REPORTS
Item 2.01 Findings and Conclusions of a Third Party Due Diligence Report Obtained by the Issuer
Attached as Exhibit 1 hereto is an agreed-upon procedures report, dated November 21, 2023, of Ernst & Young LLP, obtained by the depositor, which report sets forth the findings and conclusions, as applicable, of Ernst & Young LLP with respect to certain agreed-upon procedures performed by Ernst & Young LLP.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the reporting entity has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
DEUTSCHE MORTGAGE & ASSET RECEIVING CORPORATION | ||||||
(Depositor) | ||||||
Date: November 21, 2023 | ||||||
By: | /s/ Helaine Kaplan | |||||
Name: Helaine Kaplan | ||||||
Title: President | ||||||
(senior officer in charge of securitization of the depositor) | ||||||
By: | /s/ Matt Smith | |||||
Name: Matt Smith | ||||||
Title: Director | ||||||
(senior officer in charge of securitization of the depositor) | ||||||
Exhibit 1 | Agreed-upon procedures report, dated November 21, 2023, of Ernst & Young LLP. |
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
Deutsche Mortgage & Asset Receiving Corporation (the “Depositor”)
German American Capital Corporation
Deutsche Bank Securities Inc.
Barclays Capital Inc.
Barclays Capital Real Estate Inc.
Wells Fargo Bank, National Association
Wells Fargo Securities, LLC
(collectively, the “Specified Parties”)
Re: | BPR 2023-STON Mortgage Trust (the “Issuing Entity”) | |
Commercial Mortgage Pass-Through Certificates (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 21 November 2023. 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 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 procedure 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
21 November 2023
Attachment A |
Background
For the purpose of the procedures described in this report, the Depositor indicated that:
a. | The Issuing Entity’s assets will consist primarily of certain promissory notes evidencing a four-year, fixed-rate interest-only mortgage loan (the “Mortgage Loan”) and |
b. | The Mortgage Loan is secured by, among other things, a first-lien mortgage on the borrowers’ fee simple interest in an approximately 757,058 square foot super regional mall located in San Francisco, California (the “Mortgaged Property”). |
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 and Mortgaged Property that is expected to be as of 1 December 2023 (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.
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.” |
Attachment A |
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 and Mortgaged Property 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 as of Cut-off Date (Months)” of the Mortgage 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 Balloon Term (Months)” 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.
6. | The applicable Source Document(s) indicate that the Mortgage Loan is interest-only for its entire term. Based on this information, the Depositor instructed us to: |
a. | Use “0” for the: |
i. | Original Amort. Term (Months) and |
ii. | Remaining Term to Amortization (Months) |
of the Mortgage Loan,
b. | Use the “Original Balloon Term (Months),” as shown on the Final Data File, for the original interest-only period of the Mortgage Loan (the “Original Interest Only Period (Months)”) and |
c. | Use the “Original First Mortgage 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 First Mortgage Balance”) and |
ii. | Principal balance of the Mortgage Loan as of the “Maturity Date” of the Mortgage Loan (the “First Mortgage Maturity Balance”). |
We compared this information to the corresponding
information on the Final Data File and found such information to be in agreement.
Attachment A |
7. | Using the: |
a. | Original Balloon Term (Months), |
b. | Original Interest Only Period (Months) and |
c. | Seasoning as of Cut-off Date (Months), |
as shown on the Final Data File, we recalculated the:
i. | Remaining Term to Maturity (Months) and |
ii. | Rem IO Period |
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.
8. | Using the: |
a. | Original First Mortgage Balance, |
b. | First Mortgage Interest Rate and |
c. | Interest Calculation (30/360 / Actual/360), |
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. | Monthly Debt Service Payment and |
ii. | Annual Debt Service Payment |
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 “Monthly Debt Service Payment” of the Mortgage Loan as 1/12th of the product of:
a. | The “Original First Mortgage Balance,” as shown on the Final Data File, |
b. | The “First Mortgage Interest Rate,” as shown on the Final Data File, and |
c. | 365/360. |
For the purpose of this procedure, the Depositor instructed us
to recalculate the “Annual Debt Service Payment” of the Mortgage Loan as twelve (12) times the “Monthly Debt Service
Payment,” as shown on the Final Data File.
Attachment A |
9. | Using the: |
a. | Annual Debt Service Payment, |
b. | Cut-off First Mortgage Balance, |
c. | First Mortgage Maturity Balance, |
d. | Appraisal Value, |
e. | UW NOI, |
f. | UW NCF and |
g. | Collateral Square Ft., |
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. | UW NOI DSCR (Current), |
ii. | UW NCF DSCR (Current), |
iii. | LTV at Cut-off, |
iv. | LTV at Maturity, |
v. | U/W NOI Debt Yield, |
vi. | U/W NCF Debt Yield and |
vii. | Cut-off Balance per Unit |
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:
a. | Round the characteristics listed in i. and ii. above to two decimal places and |
b. | Round the characteristics listed in iii. through vi. above to the nearest 1/10th of one percent. |
10. | Using the: |
a. | Major Tenant Sq. Ft. # 1, |
b. | Major Tenant Sq. Ft. # 2, |
c. | Major Tenant Sq. Ft. # 3, |
d. | Major Tenant Sq. Ft. # 4, |
e. | Major Tenant Sq. Ft. # 5 and |
f. | Collateral Square Ft., |
as shown on the Final Data File, we recalculated the:
i. | Major % of Sq. Ft. # 1, |
ii. | Major % of Sq. Ft. # 2, |
iii. | Major % of Sq. Ft. # 3, |
iv. | Major % of Sq. Ft. # 4 and |
v. | Major % of Sq. Ft. # 5 |
of the Mortgaged Property. We compared this
recalculated information to the corresponding information on the Final Data File and found such information to be in agreement.
Attachment A |
11. | Using the: |
a. | Master, |
b. | Primary, |
c. | Cert Admin Fee Rate, |
d. | OA Rate and |
e. | CREFC Fee Rate, |
as shown on the Final Data File, we recalculated the “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.
Exhibit 1 to Attachment A |
Source Documents
Mortgage Loan Source Documents
Source Document Title | Source Document Date |
Loan Agreement (see Note 1) | 21 November 2023 |
Cash Management Agreement (see Note 1) | 17 November 2023 |
Deposit Account Control Agreement (see Note 1) | 17 November 2023 |
Guaranty Agreement (see Note 1) | 18 November 2023 |
Environmental Indemnity Agreement (see Note 1) | 17 November 2023 |
Mortgaged Property Source Documents
Source Document Title | Source Document Date |
Appraisal Report | 23 August 2023 |
Engineering Report | 5 September 2023 |
Phase I Environmental Report | 5 September 2023 |
Seismic Report | 5 September 2023 |
USPS Internet Site (www.usps.com) | Not Applicable |
Underwriter’s Summary Report | Not Dated |
Underwritten Rent Roll | 30 September 2023 |
Borrower Historical Rent Rolls | Various |
Lease Agreements | Various |
Lease Abstracts | Various |
Management Agreement | 1 January 2023 |
Title Policy | Not Dated |
Exhibit 1 to Attachment A |
Mortgaged Property Source Documents (continued)
Source Document Title | Source Document Date |
Insurance Risk Analysis | 16 November 2023 |
Property Insurance Certificates | Various |
Capital Expenditure Support | Not Dated |
Bloomberg Screenshots for Tenant Credit Ratings | Not Dated |
Sponsor Offering Memorandum | July 2023 |
Note:
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 |
Compared Characteristics and Source Documents
Mortgaged Property Information:
Characteristic | Source Document(s) |
Address (see Note 1) | Appraisal Report |
City (see Note 1) | Appraisal Report |
State (see Note 1) | Appraisal Report |
County | Appraisal Report |
Zip Code | USPS Internet Site (www.usps.com) |
Property Type | Appraisal Report |
Property Sub-Type | Appraisal Report |
Year Built | Appraisal Report |
Year Renovated | Appraisal Report |
Units/Rentable Square Ft. | Underwritten Rent Roll |
Collateral Square Ft. | Underwritten Rent Roll |
Primary Unit of Measure | Underwritten Rent Roll |
Most Recent Physical Occupancy | Underwritten Rent Roll |
Most Recent Rent Roll Date | Underwritten Rent Roll |
Single Tenant (Yes/No) | Underwritten Rent Roll |
Property Manager | Management Agreement |
Third Party Information:
Characteristic | Source Document(s) |
Appraisal Value | Appraisal Report |
Date of Valuation | Appraisal Report |
FIRREA Eligible (Yes/No) | Appraisal Report |
Date of Engineering Report | Engineering Report |
Date of Phase I Report | Phase I Environmental Report |
Date of Seismic Report | Seismic Report |
PML (%) | Seismic Report |
Earthquake Insurance (Y/N) | Insurance Risk Analysis |
Terrorism Insurance (Y/N) | Insurance Risk Analysis |
Windstorm Insurance (Y/N) | Insurance Risk Analysis |
Environmental Insurance (Y/N) | Insurance Risk Analysis |
Exhibit 2 to Attachment A |
Major Tenant Information:
Characteristic | Source Document(s) |
Major Tenant Name # 1 | Underwritten Rent Roll |
Major Tenant Sq. Ft. # 1 | Underwritten Rent Roll |
Major Tenant Lease Expiration Date # 1 | Underwritten Rent Roll |
Major Tenant Name # 2 | Underwritten Rent Roll |
Major Tenant Sq. Ft. # 2 | Underwritten Rent Roll |
Major Tenant Lease Expiration Date # 2 | Underwritten Rent Roll |
Major Tenant Name # 3 | Underwritten Rent Roll |
Major Tenant Sq. Ft. # 3 | Underwritten Rent Roll |
Major Tenant Lease Expiration Date # 3 | Underwritten Rent Roll |
Major Tenant Name # 4 | Lease Agreement |
Major Tenant Sq. Ft. # 4 | Underwritten Rent Roll |
Major Tenant Lease Expiration Date # 4 | Underwritten Rent Roll |
Major Tenant Name # 5 | Underwritten Rent Roll |
Major Tenant Sq. Ft. # 5 | Underwritten Rent Roll |
Major Tenant Lease Expiration Date # 5 | Underwritten Rent Roll |
Underwriting Information: (see Note 2)
Characteristic | Source Document(s) |
UW EGI | Underwriter’s Summary Report |
UW Expenses | Underwriter’s Summary Report |
UW NOI | Underwriter’s Summary Report |
UW Replacement Reserves | Underwriter’s Summary Report |
UW TI/LC | Underwriter’s Summary Report |
UW NCF | Underwriter’s Summary Report |
UW Vacancy | Underwriter’s Summary Report |
Most Recent EGI | Underwriter’s Summary Report |
Most Recent Expenses | Underwriter’s Summary Report |
Most Recent NOI | Underwriter’s Summary Report |
Most Recent Replacement Reserves | Underwriter’s Summary Report |
Most Recent TI/LC | Underwriter’s Summary Report |
Most Recent NCF | Underwriter’s Summary Report |
Most Recent Date | Underwriter’s Summary Report |
2022 EGI | Underwriter’s Summary Report |
2022 Expenses | Underwriter’s Summary Report |
2022 NOI | Underwriter’s Summary Report |
2022 Replacement Reserves | Underwriter’s Summary Report |
2022 TI/LC | Underwriter’s Summary Report |
2022 NCF | Underwriter’s Summary Report |
2021 EGI | Underwriter’s Summary Report |
2021 Expenses | Underwriter’s Summary Report |
2021 NOI | Underwriter’s Summary Report |
2021 Replacement Reserves | Underwriter’s Summary Report |
2021 TI/LC | Underwriter’s Summary Report |
2021 NCF | Underwriter’s Summary Report |
Exhibit 2 to Attachment A |
Underwriting Information: (continued)
Characteristic | Source Document(s) |
2020 EGI | Underwriter’s Summary Report |
2020 Expenses | Underwriter’s Summary Report |
2020 NOI | Underwriter’s Summary Report |
2020 Replacement Reserves | Underwriter’s Summary Report |
2020 TI/LC | Underwriter’s Summary Report |
2020 NCF | Underwriter’s Summary Report |
Reserve and Escrow Information:
Characteristic | Source Document(s) |
Monthly Tax Constant / Escrow | Loan Agreement |
Monthly Insurance Constant / Escrow | Loan Agreement |
Monthly TI/LC Constant / Escrow | Loan Agreement |
Monthly Replacement Constant / Escrow | Loan Agreement |
Other Reserve | Loan Agreement |
Description Other Reserve | Loan Agreement |
TI/LC Reserve at Closing | Loan Agreement |
TI/LC Reserve Cap | Loan Agreement |
Replacement Reserve at Closing | Loan Agreement |
Replacement Reserve Cap | Loan Agreement |
Directs Investment (Borrower or Lender) | Loan Agreement |
RE Tax Interest Accrues for Benefit of Borrower | Loan Agreement |
Insurance Interest Accrues for Benefit of Borrower | Loan Agreement |
Replacement Reserve Interest Accrues for Benefit of Borrower | Loan Agreement |
TI/LC Interest Accrues for Benefit of Borrower | Loan Agreement |
Immediate Repairs Interest Accrues for Benefit of Borrower | Loan Agreement |
Other Escrows Interest Accrues for Benefit of Borrower | Loan Agreement |
Exhibit 2 to Attachment A |
Mortgage Loan Information:
Characteristic | Source Document(s) |
Original First Mortgage Balance | Loan Agreement |
Borrower | Loan Agreement |
Mortgage Loan Originator | Loan Agreement |
Amortization Type | Loan Agreement |
Interest Calculation (30/360 / Actual/360) | Loan Agreement |
ARD (Yes/No) | Loan Agreement |
Payment Day | Loan Agreement |
First Payment Date | Loan Agreement |
Maturity Date | Loan Agreement |
Prepayment Provision (see Note 3) | Loan Agreement |
Lockout Expiration Date (see Notes 3 and 4) | Loan Agreement |
Grace Period (Late Fee) | Loan Agreement |
Grace Period (Default) | Loan Agreement |
Assumption Fee | Loan Agreement |
LockBox Type (see Note 5) | Loan Agreement |
Cash Management (see Note 6) | Loan Agreement |
Excess Cash Trap Trigger | Loan Agreement |
Partial Prepay Allowed (Yes/No) (see Note 3) | Loan Agreement |
SPE | Loan Agreement |
Guarantor | Guaranty Agreement |
Earnout/Holdback | Loan Agreement |
Letter of Credit | Loan Agreement |
TIC | Loan Agreement |
Existing Additional Debt (Yes/No) | Loan Agreement |
Existing Additional Debt Amount | Loan Agreement |
Future Additional Debt Permitted (Yes/No) | Loan Agreement |
Lien Position | Title Policy |
Ownership Interest | Title Policy |
Sponsor | Loan Agreement |
Exhibit 2 to Attachment A |
Notes:
1. | For the purpose of comparing the indicated characteristics, the Depositor instructed us to ignore differences that are due to standard postal abbreviations. |
2. | 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. |
3. | For the purpose of comparing the indicated characteristics, the Depositor instructed us to ignore any prepayment premiums or other conditions related to substitution events, partial release events, permitted outparcel releases or partial prepayments to cure certain trigger periods, as described in the applicable Source Document(s). |
4. | For the purpose of comparing the “Lockout Expiration Date” characteristic, the Depositor instructed us to use the day prior to the first payment date in the defeasance period. |
5. | 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 tenants (excluding seasonal tenants) to pay rents directly to a lockbox account controlled by the lender(s). |
6. | 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 |
Loan Number |
% of Total Cut-off Date Pool Balance |
Property Name |
Ground Lease Expiration Date |
Ground Lease Extension Options |
Mortgage Loan Seller |
Properties per Loan |
Appraisal Value As Is/ Stabilized |
Date of Phase II Report (if applicable) |
Note Date |
Related Principal |
Loan Purpose |
OA Rate |
Master |
Primary |
Cert Admin Fee Rate |
CREFC Fee Rate |
Sub Servicer Fee Rate |
Sub Serviced (Y/N) |
Sub Servicer Name |
Earnout/Holdback Description |
Future Additional Debt Type |
Existing Additional Debt Description |
Future Additional Debt Description |
Partial Prepayment Description |
First Mortgage Interest Rate |
Tax at Closing |
Tax Reserve Cap |
Insurance at Closing |
Insurance Reserve Cap |
Engineering Reserve taken at Closing |
Note: | We performed no procedures to determine the appropriateness, accuracy, completeness or reasonableness of the Provided Characteristics. |
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