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EXHIBIT 10.1
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J.P. MORGAN CHASE COMMERCIAL MORTGAGE SECURITIES CORP.,
PURCHASER
JPMORGAN CHASE BANK, N.A.,
SELLER
MORTGAGE LOAN PURCHASE AGREEMENT
Dated as of December 1, 2006
Fixed Rate Mortgage Loans
Series 2006-LDP9
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This Mortgage Loan Purchase Agreement (this "Agreement"), dated
as of December 1, 2006, is between J.P. Morgan Chase Commercial
Mortgage
Securities Corp., as purchaser (the "Purchaser"), and JPMorgan
Chase Bank, N.A.,
as seller (the "Seller").
Capitalized terms used in this Agreement not defined herein
shall
have the meanings ascribed to them in the Pooling and Servicing
Agreement dated
as of December 1, 2006 (the "Pooling and Servicing Agreement")
among the
Purchaser, as depositor (the "Depositor"), Midland Loan Services,
Inc., Capmark
Finance Inc. and Wachovia Bank, National Association, as master
servicers (each,
a "Master Servicer"), LNR Partners, Inc., as special servicer (the
"Special
Servicer"), LaSalle Bank National Association, as trustee (the
"Trustee") and
Wells Fargo Bank, N.A., as paying agent (the "Paying Agent"),
pursuant to which
the Purchaser will sell the Mortgage Loans (as defined herein) to a
trust fund
and certificates representing ownership interests in the Mortgage
Loans will be
issued by the trust fund. For purposes of this Agreement, the term
"Mortgage
Loans" refers to the mortgage loans listed on Exhibit A and the
term "Mortgaged
Properties" refers to the properties securing such Mortgage
Loans.
The Purchaser and the Seller wish to prescribe the manner of
sale
of the Mortgage Loans from the Seller to the Purchaser and in
consideration of
the premises and the mutual agreements hereinafter set forth, agree
as follows:
SECTION 1. Sale and Conveyance of Mortgages; Possession of
Mortgage File. Effective as of the Closing Date and upon receipt of
the purchase
price set forth in the immediately succeeding paragraph, the Seller
does hereby
sell, transfer, assign, set over and convey to the Purchaser,
without recourse
(subject to certain agreements regarding servicing as provided in
the Pooling
and Servicing Agreement, subservicing agreements permitted
thereunder and that
certain Servicing Rights Purchase Agreement, dated as of the
Closing Date
between the applicable Master Servicer and the Seller) all of its
right, title,
and interest in and to the Mortgage Loans including all interest
and principal
received on or with respect to the Mortgage Loans after the Cut-off
Date (other
than payments of principal and interest first due on the Mortgage
Loans on or
before the Cut-off Date). Upon the sale of the Mortgage Loans, the
ownership of
each related Mortgage Note, the Mortgage and the other contents of
the related
Mortgage File will be vested in the Purchaser and immediately
thereafter the
Trustee and the ownership of records and documents with respect to
the related
Mortgage Loan prepared by or which come into the possession of the
Seller (other
than the records and documents described in the proviso to Section
3(a) hereof)
shall immediately vest in the Purchaser and immediately thereafter
the Trustee.
The Seller's records will accurately reflect the sale of each
Mortgage Loan to
the Purchaser. On the Closing Date, the Seller shall also deliver
to the
Depositor an amount equal to $83,560.00, which amount represents
the aggregate
amount of interest that would have accrued at the related Mortgage
Rates on the
applicable Mortgage Loans commencing December 1, 2006 for those
Mortgage Loans
that do not have a Due Date in January 2007. The Depositor will
sell the Class
A-1, Class A-1S, Class A-2, Class A-2S, Class A-2SFL, Class A-3,
Class A-3SFL,
Class A-1A, Class X, Class A-M, Class A-MS, Class A-J, Class A-JS,
Class B,
Class B-S, Class C, Class C-S, Class D and Class D-S Certificates
(the "Offered
Certificates") to the underwriters (the "Underwriters") specified
in the
underwriting agreement dated December 15, 2006 (the "Underwriting
Agreement")
between the Depositor and J.P. Morgan Securities Inc. ("JPMSI") for
itself and
as representative of the several underwriters identified therein,
and the
Depositor will sell the Class E, Class E-S, Class F, Class F-S,
Class G, Class
G-S, Class H, Class H-S, Class J, Class K, Class L, Class M, Class
N, Class P
and Class NR Certificates (the "Private Certificates") to JPMSI,
the initial
purchaser (together with the Underwriters, the "Dealers") specified
in the
certificate purchase agreement dated December 15, 2006 (the
"Certificate
Purchase Agreement"), between the Depositor and JPMSI for itself
and as
representative of the initial purchasers identified therein.
The sale and conveyance of the Mortgage Loans is being
conducted
on an arms length basis and upon commercially reasonable terms. As
the purchase
price for the Mortgage Loans, the Purchaser shall pay to the Seller
or at the
Seller's direction in immediately available funds the sum of
$1,894,268,650
(which amount is inclusive of accrued interest and exclusive of the
Seller's pro
rata share of the costs set forth in Section 9 hereof). The
purchase and sale of
the Mortgage Loans shall take place on the Closing Date.
SECTION 2. Books and Records; Certain Funds Received After the
Cut-off Date. From and after the sale of the Mortgage Loans to the
Purchaser,
record title to each Mortgage and the related Mortgage Note shall
be transferred
to the Trustee in accordance with this Agreement. Any funds due
after the
Cut-off Date in connection with a Mortgage Loan received by the
Seller shall be
held in trust for the benefit of the Trustee as the owner of such
Mortgage Loan
and shall be transferred promptly to the applicable Master
Servicer. All
scheduled payments of principal and interest due on or before the
Cut-off Date
but collected after the Cut-off Date, and recoveries of principal
and interest
collected on or before the Cut-off Date (only in respect of
principal and
interest on the Mortgage Loans due on or before the Cut-off Date
and principal
prepayments thereon), shall belong to, and shall be promptly
remitted to, the
Seller.
The transfer of each Mortgage Loan shall be reflected on the
Seller's balance sheets and other financial statements as a sale of
the Mortgage
Loans by the Seller to the Purchaser. The Seller intends to treat
the transfer
of each Mortgage Loan to the Purchaser as a sale for tax
purposes.
The transfer of each Mortgage Loan shall be reflected on the
Purchaser's balance sheets and other financial statements as a
purchase of the
Mortgage Loans by the Purchaser from the Seller. The Purchaser
intends to treat
the transfer of each Mortgage Loan from the Seller as a purchase
for tax
purposes.
SECTION 3. Delivery of Mortgage Loan Documents; Additional
Costs
and Expenses. (a) The Purchaser hereby directs the Seller, and the
Seller hereby
agrees, upon the transfer of the Mortgage Loans contemplated
herein, to deliver
on the Closing Date to the Trustee or a Custodian appointed
thereby, all
documents, instruments and agreements required to be delivered by
the Purchaser
to the Trustee with respect to the Mortgage Loans under Sections
2.01(b) and
2.01(c) of the Pooling and Servicing Agreement, and meeting all the
requirements
of such Sections 2.01(b) and 2.01(c), and such other documents,
instruments and
agreements as the Purchaser or the Trustee shall reasonably
request. In
addition, the Seller agrees to deliver or cause to be delivered to
the
applicable Master Servicer, the Servicing File for each Mortgage
Loan
transferred pursuant to this Agreement; provided that the Seller
shall not be
required to deliver any draft documents, or any attorney client
communications
which are privileged communications or constitute legal or other
due diligence
analyses, or internal communications of the Seller or its
affiliates, or credit
underwriting or other analyses or data.
(b) With respect to the transfer described in Section 1 hereof,
if the Mortgage Loan documents do not require the related Mortgagor
to pay any
costs and expenses relating to any modifications to a related
letter of credit
which modifications are required to effectuate such transfer (the
"Transfer
Modification Costs"), then the Seller shall pay the Transfer
Modification Costs
required to transfer the letter of credit to the Trustee as
described in such
Section 1; provided that if the Mortgage Loan documents require the
related
Mortgagor to pay any Transfer Modification Costs, such Transfer
Modification
Costs shall be an expense of the Mortgagor unless such Mortgagor
fails to pay
such Transfer Modification Costs after the applicable Master
Servicer has
exercised all remedies available under the applicable Mortgage Loan
documents to
collect such Transfer Modification Costs from such Mortgagor, in
which case the
applicable Master Servicer shall give the Seller notice of such
failure and the
amount of such Transfer Modification costs and the Seller shall pay
such
Transfer Modification Costs.
SECTION 4. Treatment as a Security Agreement. The Seller,
concurrently with the execution and delivery hereof, has conveyed
to the
Purchaser, all of its right, title and interest in and to the
Mortgage Loans.
The parties intend that such conveyance of the Seller's right,
title and
interest in and to the Mortgage Loans pursuant to this Agreement
shall
constitute a purchase and sale and not a loan. If such conveyance
is deemed to
be a pledge and not a sale, then the parties also intend and agree
that the
Seller shall be deemed to have granted, and in such event does
hereby grant, to
the Purchaser, a first priority security interest in all of its
right, title and
interest in, to and under the Mortgage Loans, all payments of
principal or
interest on such Mortgage Loans due after the Cut-off Date, all
other payments
made in respect of such Mortgage Loans after the Cut-off Date
(except to the
extent such payments were due on or before the Cut-off Date) and
all proceeds
thereof and that this Agreement shall constitute a security
agreement under
applicable law. If such conveyance is deemed to be a pledge and not
a sale, the
Seller consents to the Purchaser hypothecating and transferring
such security
interest in favor of the Trustee and transferring the obligation
secured thereby
to the Trustee.
SECTION 5. Covenants of the Seller. The Seller covenants with
the
Purchaser as follows:
(a) it shall record or cause a third party to record in the
appropriate public recording office for real property the
intermediate
assignments of the Mortgage Loans and the Assignments of Mortgage
from the
Seller to the Trustee in connection with the Pooling and Servicing
Agreement.
All recording fees relating to the initial recordation of such
intermediate
assignments and Assignments of Mortgage shall be paid by the
Seller;
(b) it shall take any action reasonably required by the
Purchaser, the Trustee or the applicable Master Servicer, in order
to assist and
facilitate in the transfer of the servicing of the Mortgage Loans
to the
applicable Master Servicer, including effectuating the transfer of
any letters
of credit with respect to any Mortgage Loan to the Trustee (in care
of the
applicable Master Servicer) for the benefit of Certificateholders.
Prior to the
date that a letter of credit, if any, with respect to any Mortgage
Loan is
transferred to the Trustee (in care of the applicable Master
Servicer), the
Seller will cooperate with the reasonable requests of the
applicable Master
Servicer or Special Servicer, as applicable, in connection with
effectuating a
draw under such letter of credit as required under the terms of the
related
Mortgage Loan documents;
(c) if, during such period of time after the first date of the
public offering of the Offered Certificates as in the opinion of
counsel for the
Underwriters, a prospectus relating to the Offered Certificates is
required by
applicable law to be delivered in connection with sales thereof by
an
Underwriter or a Dealer, any event shall occur as a result of which
it is
necessary to amend or supplement the Prospectus Supplement,
including Annexes
A-1, A-2, A-3 and B thereto and the Diskette included therewith,
with respect to
any information relating to the Mortgage Loans or the Seller, in
order to make
the statements therein, in the light of the circumstances when the
Prospectus
Supplement is delivered to a purchaser, not misleading, or if it is
necessary to
amend or supplement the Prospectus Supplement, including Annexes
A-1, A-2, A-3
and B thereto and the Diskette included therewith, with respect to
any
information relating to the Mortgage Loans or the Seller, to comply
with
applicable law, the Seller shall do all things necessary to assist
the Depositor
to prepare and furnish, at the expense of the Seller (to the extent
that such
amendment or supplement relates to the Seller, the Mortgage Loans
listed on
Exhibit A and/or any information relating to the same, as provided
by the
Seller), to the Underwriters such amendments or supplements to the
Prospectus
Supplement as may be necessary, so that the statements in the
Prospectus
Supplement as so amended or supplemented, including Annexes A-1,
A-2, A-3 and B
thereto and the Diskette included therewith, with respect to any
information
relating to the Mortgage Loans or the Seller, will not, in the
light of the
circumstances when the Prospectus is so amended or supplemented, be
misleading
or so that the Prospectus Supplement, including Annexes A-1, A-2,
A-3 and B
thereto and the Diskette included therewith, with respect to any
information
relating to the Mortgage Loans or the Seller, will comply with
applicable law.
All terms used in this clause (c) and not otherwise defined herein
shall have
the meaning set forth in the Indemnification Agreement, dated as of
December 15,
2006 between the Purchaser and the Seller (the "Indemnification
Agreement"); and
(d) for so long as the Trust is subject to the reporting
requirements of the Exchange Act, the Seller shall provide the
Purchaser (or
with respect to any Companion Loan related to a Serviced Whole Loan
or any
Serviced Securitized Companion Loan that is deposited into an
Other
Securitization or a Regulation AB Companion Loan Securitization,
the depositor
in such Other Securitization or Regulation AB Companion Loan
Securitization) and
the Trustee with any Additional Form 10-D Disclosure and any
Additional Form
10-K Disclosure set forth next to the Purchaser's name on Schedule
X and
Schedule Y of the Pooling and Servicing Agreement within the time
periods set
forth in the Pooling and Servicing Agreement.
SECTION 6. Representations and Warranties.
(a) The Seller represents and warrants to the Purchaser as of
the
Closing Date that:
(i) it is a national banking association, duly organized,
validly
existing, and in good standing under the laws of the United
States;
(ii) it has the power and authority to own its property and to
carry on its business as now conducted;
(iii) it has the power to execute, deliver and perform this
Agreement;
(iv) it is legally authorized to transact business in the State
of New York. The Seller is in compliance with the laws of each
state in
which any Mortgaged Property is located to the extent necessary so
that
a subsequent holder of the related Mortgage Loan (including,
without
limitation, the Purchaser) that is in compliance with the laws of
such
state would not be prohibited from enforcing such Mortgage Loan
solely
by reason of any non-compliance by the Seller;
(v) the execution, delivery and performance of this Agreement
by
the Seller have been duly authorized by all requisite action by
the
Seller's board of directors and will not violate or breach any
provision
of its organizational documents;
(vi) this Agreement has been duly executed and delivered by the
Seller and constitutes a legal, valid and binding obligation of
the
Seller, enforceable against it in accordance with its terms (except
as
enforcement thereof may be limited by bankruptcy, receivership,
conservatorship, reorganization, insolvency, moratorium or other
laws
affecting the enforcement of creditors' rights generally and by
general
equitable principles regardless of whether enforcement is
considered in
a proceeding in equity or at law);
(vii) there are no legal or governmental proceedings pending to
which the Seller is a party or of which any property of the Seller
is
the subject which, if determined adversely to the Seller, would
reasonably be expected to adversely affect (A) the transfer of
the
Mortgage Loans and the Mortgage Loan documents as contemplated
herein,
(B) the execution and delivery by the Seller or enforceability
against
the Seller of the Mortgage Loans or this Agreement, or (C) the
performance of the Seller's obligations hereunder;
(viii) it has no actual knowledge that any statement, report,
officer's certificate or other document prepared and furnished or
to be
furnished by the Seller in connection with the transactions
contemplated
hereby (including, without limitation, any financial cash flow
models
and underwriting file abstracts furnished by the Seller) contains
any
untrue statement of a material fact or omits to state a material
fact
necessary in order to make the statements contained therein, in
the
light of the circumstances under which they were made, not
misleading;
(ix) it is not, nor with the giving of notice or lapse of time
or
both would be, in violation of or in default under any
indenture,
mortgage, deed of trust, loan agreement or other agreement or
instrument
to which it is a party or by which it or any of its properties is
bound,
except for violations and defaults which individually and in
the
aggregate would not have a material adverse effect on the
transactions
contemplated herein; the sale of the Mortgage Loans and the
performance
by the Seller of all of its obligations under this Agreement and
the
consummation by the Seller of the transactions herein contemplated
do
not conflict with or result in a breach of any of the terms or
provisions of, or constitute a default under, any material
indenture,
mortgage, deed of trust, loan agreement or other agreement or
instrument
to which the Seller is a party or by which the Seller is bound or
to
which any of the property or assets of the Seller is subject, nor
will
any such action result in any violation of the provisions of
any
applicable law or statute or any order, rule or regulation of any
court
or governmental agency or body having jurisdiction over the Seller,
or
any of its properties, except for conflicts, breaches, defaults
and
violations which individually and in the aggregate would not have
a
material adverse effect on the transactions contemplated herein;
and no
consent, approval, authorization, order, license, registration
or
qualification of or with any such court or governmental agency or
body
is required for the consummation by the Seller of the
transactions
contemplated by this Agreement, other than any consent,
approval,
authorization, order, license, registration or qualification that
has
been obtained or made;
(x) it has either (A) not dealt with any Person (other than the
Purchaser or the Dealers or their respective affiliates or any
servicer
of a Mortgage Loan) that may be entitled to any commission or
compensation in connection with the sale or purchase of the
Mortgage
Loans or entering into this Agreement or (B) paid in full any
such
commission or compensation (except with respect to any servicer of
a
Mortgage Loan, any commission or compensation that may be due
and
payable to such servicer if such servicer is terminated and does
not
continue to act as a servicer); and
(xi) it is solvent and the sale of the Mortgage Loans hereunder
will not cause it to become insolvent; and the sale of the
Mortgage
Loans is not undertaken with the intent to hinder, delay or defraud
any
of the Seller's creditors.
(b) The Purchaser represents and warrants to the Seller as of
the
Closing Date that:
(i) it is a corporation duly organized, validly existing, and
in
good standing in the State of Delaware;
(ii) it is duly qualified as a foreign corporation in good
standing in all jurisdictions in which ownership or lease of
its
property or the conduct of its business requires such
qualification,
except where the failure to be so qualified would not have a
material
adverse effect on the Purchaser, and the Purchaser is conducting
its
business so as to comply in all material respects with the
applicable
statutes, ordinances, rules and regulations of each jurisdiction
in
which it is conducting business;
(iii) it has the power and authority to own its property and to
carry on its business as now conducted;
(iv) it has the power to execute, deliver and perform this
Agreement, and neither the execution and delivery by the Purchaser
of
this Agreement, nor the consummation by the Purchaser of the
transactions herein contemplated, nor the compliance by the
Purchaser
with the provisions hereof, will (A) conflict with or result in a
breach
of, or constitute a default under, any of the provisions of the
certificate of incorporation or by-laws of the Purchaser or any of
the
provisions of any law, governmental rule, regulation, judgment,
decree
or order binding on the Purchaser or any of its properties, or
any
indenture, mortgage, contract or other instrument or agreement to
which
the Purchaser is a party or by which it is bound, or (B) result in
the
creation or imposition of any lien, charge or encumbrance upon any
of
the Purchaser's property pursuant to the terms of any such
indenture,
mortgage, contract or other instrument or agreement;
(v) this Agreement constitutes a legal, valid and binding
obligation of the Purchaser enforceable against it in accordance
with
its terms (except as enforcement thereof may be limited by (a)
bankruptcy, receivership, conservatorship, reorganization,
insolvency,
moratorium or other laws affecting the enforcement of creditors'
rights
generally and (b) general equitable principles (regardless of
whether
enforcement is considered in a proceeding in equity or law));
(vi) there are no legal or governmental proceedings pending to
which the Purchaser is a party or of which any property of the
Purchaser
is the subject which, if determined adversely to the Purchaser,
might
interfere with or adversely affect the consummation of the
transactions
contemplated herein and in the Pooling and Servicing Agreement; to
the
best of the Purchaser's knowledge, no such proceedings are
threatened or
contemplated by any governmental authorities or threatened by
others;
(vii) it is not in default with respect to any order or decree
of
any court or any order, regulation or demand of any federal,
state
municipal or governmental agency, which default might have
consequences
that would materially and adversely affect the condition (financial
or
other) or operations of the Purchaser or its properties or might
have
consequences that would materially and adversely affect its
performance
hereunder;
(viii) it has not dealt with any broker, investment banker,
agent
or other person, other than the Seller, the Dealers and their
respective
affiliates, that may be entitled to any commission or compensation
in
connection with the purchase and sale of the Mortgage Loans or
the
consummation of any of the transactions contemplated hereby;
(ix) all consents, approvals, authorizations, orders or filings
of or with any court or governmental agency or body, if any,
required
for the execution, delivery and performance of this Agreement by
the
Purchaser have been obtained or made; and
(x) it has not intentionally violated any provisions of the
United States Secrecy Act, the United States Money Laundering
Control
Act of 1986 or the United States International Money Laundering
Abatement and Anti-Terrorism Financing Act of 2001.
(c) The Seller further makes the representations and warranties
as to the Mortgage Loans set forth in Exhibit B as of the Closing
Date (or as of
such other date if specifically provided in the particular
representation or
warranty), which representations and warranties are subject to the
exceptions
thereto set forth in Exhibit C. Neither the delivery by the Seller
of the
Mortgage Files, Servicing Files, or any other documents required to
be delivered
under Section 2.01 of the Pooling and Servicing Agreement, nor the
review
thereof or any other due diligence by the Trustee, any Master
Servicer, the
Special Servicer, a Certificate Owner or any other Person shall
relieve the
Seller of any liability or obligation with respect to any
representation or
warranty or otherwise under this Agreement or constitute notice to
any Person of
a Breach or Defect.
(d) Pursuant to this Agreement or Section 2.03(b) of the
Pooling
and Servicing Agreement, the Seller and the Purchaser shall be
given notice of
any Breach or Defect that materially and adversely affects the
value of any
Mortgage Loan, the value of the related Mortgaged Property or the
interests of
the Trustee or any Certificateholder therein.
(e) Upon notice pursuant to Section 6(d) above, the Seller
shall,
not later than 90 days from the earlier of the Seller's receipt of
the notice
or, in the case of a Defect or Breach relating to a Mortgage Loan
not being a
"qualified mortgage" within the meaning of Section 860G(a)(3) of
the Code, but
without regard to the rule of Treasury Regulation Section
1.860G-2(f)(2) that
causes a defective mortgage loan to be treated as a qualified
mortgage, the
Seller's discovery of such Breach or Defect (the "Initial
Resolution Period"),
(i) cure such Defect or Breach, as the case may be, in all material
respects,
(ii) repurchase the affected Mortgage Loan at the applicable
Repurchase Price
(as defined below) or (iii) substitute a Qualified Substitute
Mortgage Loan (as
defined below) for such affected Mortgage Loan (provided that in no
event shall
any such substitution occur later than the second anniversary of
the Closing
Date) and pay the applicable Master Servicer for deposit into the
Certificate
Account, any Substitution Shortfall Amount (as defined below) in
connection
therewith; provided, however, that except with respect to a Defect
resulting
solely from the failure by the Seller to deliver to the Trustee or
Custodian the
actual policy of lender's title insurance required pursuant to
clause (ix) of
the definition of Mortgage File by a date not later than 18 months
following the
Closing Date, if such Breach or Defect is capable of being cured
but is not
cured within the Initial Resolution Period, and the Seller has
commenced and is
diligently proceeding with the cure of such Breach or Defect within
the Initial
Resolution Period, the Seller shall have an additional 90 days
commencing
immediately upon the expiration of the Initial Resolution Period
(the "Extended
Resolution Period") to complete such cure (or, failing such cure,
to repurchase
the related Mortgage Loan or substitute a Qualified Substitute
Mortgage Loan as
described above); and provided, further, that with respect to the
Extended
Resolution Period the Seller shall have delivered an officer's
certificate to
the Rating Agencies, the applicable Master Servicer, the Special
Servicer, the
Trustee and the Directing Certificateholder setting forth the
reason such Breach
or Defect is not capable of being cured within the Initial
Resolution Period and
what actions the Seller is pursuing in connection with the cure
thereof and
stating that the Seller anticipates that such Breach or Defect will
be cured
within the Extended Resolution Period. Notwithstanding the
foregoing, any Defect
or Breach which causes any Mortgage Loan not to be a "qualified
mortgage"
(within the meaning of Section 860G(a)(3) of the Code, without
regard to the
rule of Treasury Regulations Section 1.860G-2(f)(2) which causes a
defective
mortgage loan to be treated as a qualified mortgage) shall be
deemed to
materially and adversely affect the interests of the holders of the
Certificates
therein, and such Mortgage Loan shall be repurchased or a Qualified
Substitute
Mortgage Loan substituted in lieu thereof without regard to the
extended cure
period described in the preceding sentence. If the affected
Mortgage Loan is to
be repurchased, the Seller shall remit the Repurchase Price
(defined below) in
immediately available funds to the Trustee.
If any Breach pertains to a representation or warranty that the
related Mortgage Loan documents or any particular Mortgage Loan
document
requires the related Mortgagor to bear the costs and expenses
associated with
any particular action or matter under such Mortgage Loan
document(s), then
Seller shall cure such Breach within the applicable cure period (as
the same may
be extended) by reimbursing the Trust Fund (by wire transfer of
immediately
available funds) the reasonable amount of any such costs and
expenses incurred
by the applicable Master Servicer, the Special Servicer, the
Trustee or the
Trust Fund that are the basis of such Breach and have not been
reimbursed by the
related Mortgagor; provided, however, that in the event any such
costs and
expenses exceed $10,000, the Seller shall have the option to either
repurchase
or substitute for the related Mortgage Loan as provided above or
pay such costs
and expenses. Except as provided in the proviso to the immediately
preceding
sentence, the Seller shall remit the amount of such costs and
expenses and upon
its making such remittance, the Seller shall be deemed to have
cured such Breach
in all respects. To the extent any fees or expenses that are the
subject of a
cure by the Seller are subsequently obtained from the related
Mortgagor, the
portion of the cure payment equal to such fees or expenses obtained
from the
Mortgagor shall be returned to the Seller pursuant to Section
2.03(f) of the
Pooling and Servicing Agreement. Notwithstanding the foregoing, the
sole remedy
with respect to any breach of the representation set forth in the
second to last
sentence of clause (32) of Exhibit B hereto shall be payment by the
Seller of
such costs and expenses without respect to the materiality of such
breach.
Any of the following will cause a document in the Mortgage File
to be deemed to have a Defect and to be conclusively presumed to
materially and
adversely affect the interests of Certificateholders in a Mortgage
Loan and to
be deemed to materially and adversely affect the interests of
the
Certificateholders in and the value of a Mortgage Loan: (a) the
absence from the
Mortgage File of the original signed Mortgage Note, unless the
Mortgage File
contains a signed lost note affidavit and indemnity with a copy of
the Mortgage
Note that appears to be regular on its face; (b) the absence from
the Mortgage
File of the original signed Mortgage that appears to be regular on
its face,
unless there is included in the Mortgage File a certified copy of
the Mortgage
and a certificate stating that the original signed Mortgage was
sent for
recordation; (c) the absence from the Mortgage File of the lender's
title
insurance policy (or if the policy has not yet been issued, an
original or copy
of a "marked up" written commitment or the pro-forma or specimen
title insurance
policy or a commitment to issue the same pursuant to written escrow
instructions
signed by the title insurance company) called for by clause (ix) of
the
definition of "Mortgage File" in the Pooling and Servicing
Agreement; (d) the
absence from the Mortgage File of any required letter of credit;
(e) with
respect to any leasehold mortgage loan, the absence from the
related Mortgage
File of a copy (or an original, if available) of the related Ground
Lease; or
(f) the absence from the Mortgage File of any intervening
assignments required
to create a complete chain of assignments to the Trustee on behalf
of the Trust,
unless there is included in the Mortgage File a certified copy of
the
intervening assignment and a certificate stating that the original
intervening
assignments were sent for recordation; provided, however, that no
Defect (except
the Defects previously described in clauses (a) through (f)) shall
be considered
to materially and adversely affect the value of any Mortgage Loan,
the value of
the related Mortgaged Property or the interests of the Trustee or
any
Certificateholder therein unless the document with respect to which
the Defect
exists is required in connection with an imminent enforcement of
the Mortgagee's
rights or remedies under the related Mortgage Loan, defending any
claim asserted
by any borrower or third party with respect to the Mortgage Loan,
establishing
the validity or priority of any lien on any collateral securing the
Mortgage
Loan or for any immediate significant servicing obligation.
Notwithstanding the
foregoing, the delivery of executed escrow instructions or a
commitment to issue
a lender's title insurance policy, as provided in clause (ix) of
the definition
of "Mortgage File" in the Pooling and Servicing Agreement, in lieu
of the
delivery of the actual policy of lender's title insurance, shall
not be
considered a Defect or Breach with respect to any Mortgage File if
such actual
policy is delivered to the Trustee or its Custodian within 18
months after the
Closing Date.
If (i) any Mortgage Loan is required to be repurchased or
substituted for in the manner described in the first paragraph of
this Section
6(e), (ii) such Mortgage Loan is a Crossed Loan, and (iii) the
applicable Defect
or Breach does not constitute a Defect or Breach, as the case may
be, as to any
other Crossed Loan in such Crossed Group (without regard to this
paragraph),
then the applicable Defect or Breach, as the case may be, will be
deemed to
constitute a Defect or Breach, as the case may be, as to each other
Crossed Loan
in the Crossed Group for purposes of this paragraph, and the Seller
will be
required to repurchase or substitute for all of the remaining
Crossed Loans in
the related Crossed Group as provided in the first paragraph of
this Section
6(e) unless such other Crossed Loans in such Crossed Group satisfy
the Crossed
Loan Repurchase Criteria, and the Mortgage Loan affected by the
applicable
Defect or Breach and the Qualified Substitute Mortgage Loan, if
any, satisfy all
other criteria for repurchase or substitution, as applicable, of
Mortgage Loans
set forth herein. In the event that the remaining Crossed Loans
satisfy the
aforementioned criteria, the Seller may elect either to repurchase
or substitute
for only the affected Crossed Loan as to which the related Breach
or Defect
exists or to repurchase or substitute for all of the Crossed Loans
in the
related Crossed Group. The Seller shall be responsible for the cost
of any
Appraisal required to be obtained by the applicable Master Servicer
to determine
if the Crossed Loan Repurchase Criteria have been satisfied, so
long as the
scope and cost of such Appraisal have been approved by the Seller
(such approval
not to be unreasonably withheld).
To the extent that the Seller is required to repurchase or
substitute for a Crossed Loan hereunder in the manner prescribed
above while the
Trustee continues to hold any other Crossed Loans in such Crossed
Group, neither
the Seller nor the Trustee shall enforce any remedies against the
other's
Primary Collateral, but each is permitted to exercise remedies
against the
Primary Collateral securing its respective Crossed Loans, including
with respect
to the Trustee, the Primary Collateral securing Crossed Loans still
held by the
Trustee.
If the exercise of remedies by one party would materially
impair
the ability of the other party to exercise its remedies with
respect to the
Primary Collateral securing the Crossed Loans held by such party,
then the
Seller and the Trustee shall forbear from exercising such remedies
until the
Mortgage Loan documents evidencing and securing the relevant
Crossed Loans can
be modified in a manner that removes the threat of material
impairment as a
result of the exercise of remedies or some other accommodation can
be reached.
Any reserve or other cash collateral or letters of credit securing
the Crossed
Loans shall be allocated between such Crossed Loans in accordance
with the
Mortgage Loan documents, or otherwise on a pro rata basis based
upon their
outstanding Stated Principal Balances. Notwithstanding the
foregoing, if a
Crossed Loan that remains in the Trust Fund is modified to
terminate the related
cross collateralization and/or cross default provisions, as a
condition to such
modification, the Seller shall furnish to the Trustee an Opinion of
Counsel that
any modification shall not cause an Adverse REMIC Event. Any
expenses incurred
by the Purchaser in connection with such modification or
accommodation
(including but not limited to recoverable attorney fees) shall be
paid by the
Seller.
The "Repurchase Price" with respect to any Mortgage Loan or REO
Loan to be repurchased pursuant to this Agreement and Section 2.03
of the
Pooling and Servicing Agreement, shall have the meaning given to
the term
"Purchase Price" in the Pooling and Servicing Agreement.
A "Qualified Substitute Mortgage Loan" with respect to any
Mortgage Loan or REO Loan to be substituted pursuant to this
Agreement and
Section 2.03 of the Pooling and Servicing Agreement, shall have the
meaning
given to such term in the Pooling and Servicing Agreement.
A "Substitution Shortfall Amount" with respect to any Mortgage
Loan or REO Loan to be substituted pursuant to this Agreement and
Section 2.03
of the Pooling and Servicing Agreement, shall have the meaning
given to such
term in the Pooling and Servicing Agreement.
In connection with any repurchase or substitution of one or
more
Mortgage Loans contemplated hereby, (i) the Purchaser shall execute
and deliver,
or cause the execution and delivery of, such endorsements and
assignments,
without recourse, as shall be necessary to vest in the Seller the
legal and
beneficial ownership of each repurchased Mortgage Loan or replaced
Mortgage
Loan, as applicable, (ii) the Purchaser shall deliver, or cause the
delivery, to
the Seller of all portions of the Mortgage File and other documents
(including
the Servicing File) pertaining to such Mortgage Loan possessed by
the Trustee,
or on the Trustee's behalf, and (iii) the Purchaser shall release,
or cause to
be released, to the Seller any escrow payments and reserve funds
held by the
Trustee, or on the Trustee's behalf, in respect of such repurchased
or replaced
Mortgage Loans.
(f) The representations and warranties of the parties hereto
shall survive the execution and delivery and any termination of
this Agreement
and shall inure to the benefit of the respective parties,
notwithstanding any
restrictive or qualified endorsement on the Mortgage Notes or
Assignment of
Mortgage or the examination of the Mortgage Files.
(g) Each party hereby agrees to promptly notify the other party
of any Breach of a representation or warranty contained in this
Section 6. The
Seller's obligation to cure any Breach or Defect or repurchase or
substitute for
the affected Mortgage Loan pursuant to Section 6(e) herein shall
constitute the
sole remedy available to the Purchaser in connection with a Breach
or Defect
(subject to the last sentence of the second paragraph of Section
6(e)). It is
acknowledged and agreed that the representations and warranties are
being made
for risk allocation purposes only; provided, however, that no
limitation of
remedy is implied with respect to the Seller's breach of its
obligation to cure,
repurchase or substitute in accordance with the terms and
conditions of this
Agreement.
SECTION 7. Conditions to Closing. The obligations of the
Purchaser to purchase the Mortgage Loans shall be subject to the
satisfaction,
on or prior to the Closing Date, of the following conditions:
(a) Each of the obligations of the Seller required to be
performed by it at or prior to the Closing Date pursuant to the
terms of this
Agreement shall have been duly performed and complied with and all
of the
representations and warranties of the Seller under this Agreement
shall be true
and correct in all material respects as of the Closing Date, and no
event shall
have occurred as of the Closing Date which, with notice or passage
of time,
would constitute a default under this Agreement, and the Purchaser
shall have
received a certificate to the foregoing effect signed by an
authorized officer
of the Seller substantially in the form of Exhibit D.
(b) The Purchaser shall have received the following additional
closing documents:
(i) copies of the Seller's articles of association and by-laws,
certified as of a recent date by the Secretary or Assistant
Secretary of
the Seller;
(ii) an original or copy of a certificate of corporate
existence
of the Seller issued by the Comptroller of the Currency dated
not
earlier than sixty days prior to the Closing Date;
(iii) an opinion of counsel of the Seller, in form and
substance
satisfactory to the Purchaser and its counsel, substantially to
the
effect that:
(A) the Seller is a national banking association, duly
organized, validly existing, and in good standing under the
laws
of the United States;
(B) the Seller has the power to conduct its business as
now conducted and to incur and perform its obligations under
this
Agreement and the Indemnification Agreement;
(C) all necessary corporate or other action has been taken
by the Seller to authorize the execution, delivery and
performance of this Agreement and the Indemnification Agreement
by the Seller and this Agreement is a legal, valid and binding
agreement of the Seller enforceable against the Seller, whether
such enforcement is sought in a procedure at law or in equity,
except to the extent such enforcement may be limited by
bankruptcy or other similar creditors' laws or principles of
equity and public policy considerations underlying the
securities
laws, to the extent that such public policy considerations
limit
the enforceability of the provisions of the Agreement which
purport to provide indemnification with respect to securities
law
violations;
(D) the Seller's execution and delivery of, and the
Seller's performance of its obligations under, each of this
Agreement and the Indemnification Agreement do not and will not
conflict with the Seller's articles of association or by-laws
or
conflict with or result in the breach of any of the terms or
provisions of, or constitute a default under, any indenture,
mortgage, deed of trust, loan agreement or other material
agreement or instrument to which the Seller is a party or by
which the Seller is bound, or to which any of the property or
assets of the Seller is subject or violate any provisions of
law
or conflict with or result in the breach of any order of any
court or any governmental body binding on the Seller;
(E) there is no litigation, arbitration or mediation
pending before any court, arbitrator, mediator or
administrative
body, or to such counsel's actual knowledge, threatened,
against
the Seller which (i) questions, directly or indirectly, the
validity or enforceability of this Agreement or the
Indemnification Agreement or (ii) would, if decided adversely
to
the Seller, either individually or in the aggregate, reasonably
be expected to have a material adverse effect on the ability of
the Seller to perform its obligations under this Agreement or
the
Indemnification Agreement; and
(F) no consent, approval, authorization, order, license,
registration or qualification of or with federal court or
governmental agency or body is required for the consummation by
the Seller of the transactions contemplated by this Agreement
and
the Indemnification Agreement, except such consents, approvals,
authorizations, orders, licenses, registrations or
qualifications
as have been obtained; and
(iv) a letter from counsel of the Seller to the effect that
nothing has come to such counsel's attention that would lead
such
counsel to believe that the Prospectus Supplement as of the date
thereof
or as of the Closing Date contains, with respect to the Seller or
the
Mortgage Loans, any untrue statement of a material fact or omits
to
state a material fact necessary in order to make the statements
therein
relating to the Seller or the Mortgage Loans, in the light of
the
circumstances under which they were made, not misleading.
(c) The Offered Certificates shall have been concurrently
issued
and sold pursuant to the terms of the Underwriting Agreement. The
Private
Certificates shall have been concurrently issued and sold pursuant
to the terms
of the Certificate Purchase Agreement.
(d) The Seller shall have executed and delivered concurrently
herewith the Indemnification Agreement.
(e) The Seller shall furnish the Purchaser with such other
certificates of its officers or others and such other documents and
opinions to
evidence fulfillment of the conditions set forth in this Agreement
as the
Purchaser and its counsel may reasonably request.
SECTION 8. Closing. The closing for the purchase and sale of
the
Mortgage Loans shall take place at the office of Cadwalader,
Wickersham & Taft
LLP, Charlotte, North Carolina, at 10:00 a.m., on the Closing Date
or such other
place and time as the parties shall agree. The parties hereto agree
that time is
of the essence with respect to this Agreement.
SECTION 9. Expenses. The Seller will pay its pro rata share
(the
Seller's pro rata share to be determined according to the
percentage that the
aggregate principal balance as of the Cut-off Date of all the
Mortgage Loans
represents in proportion to the aggregate principal balance as of
the Cut-off
Date of all the mortgage loans to be included in the Trust Fund) of
all costs
and expenses of the Purchaser in connection with the transactions
contemplated
herein, including (without duplication thereof), but not limited
to: (i) the
costs and expenses of the Purchaser in connection with the purchase
of the
Mortgage Loans and other mortgage loans; (ii) the costs and
expenses of
reproducing and delivering the Pooling and Servicing Agreement and
printing (or
otherwise reproducing) and delivering the Certificates; (iii) the
reasonable and
documented fees, costs and expenses of the Trustee and its counsel
incurred in
connection with the Trustee entering into the Pooling and Servicing
Agreement;
(iv) the fees and disbursements of a firm of certified public
accountants
selected by the Purchaser and the Seller with respect to numerical
information
in respect of the Mortgage Loans, other mortgage loans and the
Certificates
included in the Prospectus, the Memoranda (as defined in the
Indemnification
Agreement) and any related 8-K Information (as defined in the
Underwriting
Agreement), or items similar to the 8-K Information, including the
cost of
obtaining any "comfort letters" with respect to such items; (v) the
costs and
expenses in connection with the qualification or exemption of the
Certificates
under state securities or blue sky laws, including filing fees and
reasonable
fees and disbursements of counsel in connection therewith; (vi) the
costs and
expenses in connection with any determination of the eligibility of
the
Certificates for investment by institutional investors in any
jurisdiction and
the preparation of any legal investment survey, including
reasonable fees and
disbursements of counsel in connection therewith; (vii) the costs
and expenses
in connection with printing (or otherwise reproducing) and
delivering the
Registration Statement, Prospectus and Memoranda, and the
reproduction and
delivery of this Agreement and the furnishing to the Underwriters
of such copies
of the Registration Statement, Prospectus, Memoranda and this
Agreement as the
Underwriters may reasonably request; (viii) the fees of the rating
agency or
agencies requested to rate the Certificates and (ix) the reasonable
fees and
expenses of Thacher Proffitt & Wood LLP, counsel to the
Underwriters, and
Cadwalader, Wickersham & Taft LLP, counsel to the
Depositor.
SECTION 10. Severability of Provisions. If any one or more of
the
covenants, agreements, provisions or terms of this Agreement shall
be for any
reason whatsoever held invalid, then such covenants, agreements,
provisions or
terms shall be deemed severable from the remaining covenants,
agreements,
provisions or terms of this Agreement and shall in no way affect
the validity or
enforceability of the other provisions of this Agreement.
Furthermore, the
parties shall in good faith endeavor to replace any provision held
to be invalid
or unenforceable with a valid and enforceable provision which most
closely
resembles, and which has the same economic effect as, the provision
held to be
invalid or unenforceable.
SECTION 11. Governing Law. This Agreement shall be construed in
accordance with the laws of the State of New York without regard to
conflicts of
law principles and the obligations, rights and remedies of the
parties hereunder
shall be determined in accordance with such laws.
SECTION 12. No Third Party Beneficiaries. The parties do not
intend the benefits of this Agreement to inure to any third party
except as
expressly set forth in Section 13.
SECTION 13. Assignment. The Seller hereby acknowledges that the
Purchaser has, concurrently with the execution hereof, executed and
delivered
the Pooling and Servicing Agreement and that, in connection
therewith, it has
assigned its rights hereunder to the Trustee for the benefit of
the
Certificateholders to the extent set forth in the Pooling and
Servicing
Agreement and that the rights so assigned may be further assigned
to, and shall
inure to the benefit of, any successor trustee under the Pooling
and Servicing
Agreement. The Seller hereby acknowledges its obligations (subject
to the
provisions hereof), including that of expense reimbursement,
pursuant to
Sections 2.01, 2.02 and 2.03 of the Pooling and Servicing
Agreement. Except as
set forth hereinabove and in Sections 2.01, 2.02 and 2.03 of the
Pooling and
Servicing Agreement, the representations and warranties of the
Seller made
hereunder and the remedies provided hereunder with respect to
Breaches or
Defects may not be further assigned by the Purchaser, the Trustee
or any
successor trustee. No owner of a Certificate issued pursuant to the
Pooling and
Servicing Agreement shall be deemed a successor or permitted assign
because of
such ownership. This Agreement shall bind and inure to the benefit
of, and be
enforceable by, the Seller, the Purchaser and their permitted
successors and
permitted assigns. The warranties and representations and the
agreements made by
the Seller herein shall survive delivery of the Mortgage Loans to
the Trustee
until the termination of the Pooling and Servicing Agreement.
SECTION 14. Notices. All demands, notices and communications
hereunder shall be in writing and shall be deemed to have been duly
given upon
receipt by the intended recipient if personally delivered at or
couriered, sent
by facsimile transmission or mailed by first class or registered
mail, postage
prepaid, to (i) in the case of the Purchaser, J.P. Morgan Chase
Commercial
Mortgage Securities Corp., 270 Park Avenue, New York, New York
10017, Attention:
Dennis Schuh, fax number (212) 834-6593 with a copy to Bianca
Russo, fax number
(212) 834-6593, (ii) in the case of the Seller, JPMorgan Chase
Bank, N.A., 270
Park Avenue, 10th Floor, New York, New York 10017, Attention:
Dennis Schuh, fax
number (212) 834-6593, with a copy to Bianca Russo, fax number:
(212) 834-6593
and (iii) in the case of any of the preceding parties, such other
address or fax
number as may hereafter be furnished to the other party in writing
by such
party.
SECTION 15. Amendment. This Agreement may be amended only by a
written instrument which specifically refers to this Agreement and
is executed
by the Purchaser and the Seller; provided, however, that unless
such amendment
is to cure an ambiguity, mistake or inconsistency in this
Agreement, no
amendment shall be permitted unless each Rating Agency has
delivered a written
confirmation that such amendment will not result in a downgrade,
withdrawal or
qualification of the then current ratings of the Certificates and
the cost of
obtaining any Rating Agency confirmation shall be borne by the
party requesting
such amendment. This Agreement shall not be deemed to be amended
orally or by
virtue of any continuing custom or practice. No amendment to the
Pooling and
Servicing Agreement which relates to defined terms contained
therein or any
obligations of the Seller whatsoever shall be effective against the
Seller
unless the Seller shall have agreed to such amendment in
writing.
SECTION 16. Counterparts. This Agreement may be executed in any
number of counterparts, and by the parties hereto in separate
counterparts, each
of which when executed and delivered shall be deemed to be an
original and all
of which taken together shall constitute one and the same
instrument.
SECTION 17. Exercise of Rights. No failure or delay on the part
of any party to exercise any right, power or privilege under this
Agreement and
no course of dealing between the Seller and the Purchaser shall
operate as a
waiver thereof, nor shall any single or partial exercise of any
right, power or
privilege under this Agreement preclude any other or further
exercise thereof or
the exercise of any other right, power or privilege. Except as set
forth in
Section 6 herein, the rights and remedies herein expressly provided
are
cumulative and not exclusive of any rights or remedies which any
party would
otherwise have pursuant to law or equity. Except as set forth in
Section 6
herein, no notice to or demand on any party in any case shall
entitle such party
to any other or further notice or demand in similar or other
circumstances, or
constitute a waiver of the right of either party to any other or
further action
in any circumstances without notice or demand.
SECTION 18. No Partnership. Nothing herein contained shall be
deemed or construed to create a partnership or joint venture
between the parties
hereto. Nothing herein contained shall be deemed or construed as
creating an
agency relationship between the Purchaser and the Seller and
neither party shall
take any action which could reasonably lead a third party to assume
that it has
the authority to bind the other party or make commitments on such
party's
behalf.
SECTION 19. Miscellaneous. This Agreement supersedes all prior
agreements and understandings relating to the subject matter
hereof. Neither
this Agreement nor any term hereof may be changed, waived,
discharged or
terminated orally, but only by an instrument in writing signed by
the party
against whom enforcement of the change, waiver, discharge or
termination is
sought.
* * * * * *
<PAGE>
IN WITNESS WHEREOF, the Purchaser and the Seller have caused
their names to be signed hereto by their respective officers
thereunto duly
authorized as of the day and year first above written.
J.P. MORGAN CHASE COMMERCIAL
MORTGAGE SECURITIES CORP., as
Purchaser
By: /s/ Charles Y. Lee
--------------------------------------
Name: Charles Y. Lee
Title: Vice President
JPMORGAN CHASE BANK, N.A., as Seller
By: /s/ Charles Y. Lee
--------------------------------------
Name: Charles Y. Lee
Title: Vice President
<PAGE>
EXHIBIT A
MORTGAGE LOAN SCHEDULE
JPMCC 2006-LDP9
Mortgage Loan Schedule (JPMCB)
<TABLE>
<CAPTION>
Loan # Mortgagor Name Property Address
------- -----------------------------------------------------------
--------------------------------------------------
<S> <C> <C>
2 131 South Dearborn, LLC 131 South Dearborn Street
3 FPG Galleria One Owner, LP, FPG Galleria Two Owner, LP 13355,
13455, 13155 Noel Road
and FPG Galleria Three Owner, LP
7.01 CRP-2 Holdings AA, L.P. Various
7 CRP-2 Holdings AA, L.P. 12902 Federal Systems Park Drive
8 CRP-2 Holdings AA, L.P. 1800 Alexander Bell Drive
9 CRP-2 Holdings AA, L.P. 580 -735 Tollgate Road
10 CRP-2 Holdings AA, L.P. 2200 Cabot Drive
11 CRP-2 Holdings AA, L.P. 144 Turnpike Road
12 CRP-2 Holdings AA, L.P. 1811-1842 Centre Point Circle
13 CRP-2 Holdings AA, L.P. 371 Hoes Lane
14 CRP-2 Holdings AA, L.P. 600 North Cockrell Hill Road
15 CRP-2 Holdings AA, L.P. 3140-3145 Northwoods Parkway
16 CRP-2 Holdings AA, L.P. 1765 & 1775 West Oak Parkway
17 CRP-2 Holdings AA, L.P. 801 Seaco Court
18 CRP-2 Holdings AA, L.P. 1101 31st Street
19 CRP-2 Holdings AA, L.P. 5555 West 73rd Street
20 CRP-2 Holdings AA, L.P. 901-929 AEC Drive
21 CRP-2 Holdings AA, L.P. 130-150 East St. Charles Road
22 CRP-2 Holdings AA, L.P. 600 North York Road
23 CRP-2 Holdings AA, L.P. 1300 Morse Avenue
24 CRP-2 Holdings AA, L.P. 7500 Natchez Avenue
25 CRP-2 Holdings AA, L.P. 3800 River Road
26 CRP-2 Holdings AA, L.P. 333 Washington Boulevard
27 CRP-2 Holdings AA, L.P. 970 Douglas Road
28 CRP-2 Holdings AA, L.P. 1299 Lunt Avenue
29 CRP-2 Holdings AA, L.P. 1515 Louis Avenue
30 CRP-2 Holdings AA, L.P. 1220 Capitol Drive
31 CRP-2 Holdings AA, L.P. 200 Martin Lane
32 Centro Bradley SPE 3 LLC and Centro Bradley Crystal Lake
Various
LLC
32.01 13200 Cicero Avenue
32.02 6140-6340 Northwest Highway
32.03 7630 North Barrington Road
32.04 9169-9405 Telegraph Road
32.05 6403-6479 North Prospect Avenue
32.06 10850 Lincoln Trail
32.07 2700 Anderson Avenue
32.08 15909-15957 Manchester Road
32.09 3311 N. Sterling Avenue
32.1 3500 Dodge Street
32.11 645-821 Lincoln Highway West
32.12 2142-2200 West Kimberly Road
32.13 3405-3443 Freedom Drive
32.14 3034-3042 Fish Hatchery Road
34 BF ATL, LLC, BF ATL II, LLC, BF ATL III, LLC, BF ATL IV, 600
Peachtree Street
LLC, BF ATL V, LLC
45 525 Junction Road L.L.C. 515-535 Junction Road
46 PK II El Camino North LP 2217-2741 Vista Way
49 PK I Cheyenne Commons LLC 3189 North Rainbow Boulevard
53 Griffin Capital (Westwood) Investors, LLC 2441 and 2443
Warrenville Road
54 CRP-2 Holdings Parc Belmar, LLC 7301 West Ohio Avenue
55 PK I Fullerton Town Center LP 1100 South Harbor Boulevard
63 499 Thornall Street Owner, L.L.C. 499 Thornall Street
64 PK II Sunset Square LLC 1001-1275 East Sunset Square
66 PK I Rainbow Promenade LLC 2001-2351 Rainbow Boulevard
68 DDC II LLC 575-595 South Broadway
71 EQI Seattle Partnership LP 206 Western Avenue West
72 Lincoln Village At Twelve Bridges, LLC 805-855 Twelve Bridges
Drive and 2295 Fieldstone
Drive
75 PK I Olympia Square LLC 3430 Pacific Avenue
81 PK I Silverdale Shopping Center LLC 2850-3036 NW Bucklin Hill
Road
86 Village Square Partners I, LLC 7107 North Lindbergh
Boulevard
88 Leed Warner, LLC 1505 East Warner Avenue
95 EQI Houston Partnership, L.P. 12401 Katy Freeway
97 DanCross Associates Limited Partnership 8 Newbury Street
100 Myers Station Investments (LRT), LLC 7610-7630 Little River
Turnpike
101 PK III Encinitas Marketplace LP 110 - 134 North El Camino
Real
102 B & G Real Estate LLC, Bill Gordon, LP, JCF, II, LLC,
Various
SFIP, L.L.C.
102.01 1800 North 300 West
102.02 7323-7329 Coldwater Canyon Avenue
102.03 7332-7338 Ethel Avenue and 13026 Raymer Street
102.04 609 West 1900 North
104 The Turning Basin LLC 100 South 14th Street
105 Triple S 2777 LLC 2777 Summer Street
107 400 Market, L.P. 400 Market Street
110 BGD5 Hotel, LLC 150 South Broadway
113 Marketplace Port St. Lucie Limited Partnership 10230-10368 US
Highway 1
115 PK III Blossom Valley Plaza LP 2800 - 2980 Geer Road
128 EQI Orlando 2 Partnership, LP 8900 Universal Boulevard
130 EQI Urbana Partnership, L.P 1200 West University Avenue
131 PK I Glen Cove Center LP 100-170 Robles Way
145 Trojan Retail, Ltd. 2985 South State Highway 360
148 McKibbon Hotel Group of Sarasota, Florida #3, L.P. 1020
University Parkway
149 ACC Forbes Boulevard I LLC 4260 Forbes Boulevard
155 AFM Highland Village Partners I, L.P. 6929 Airport
Boulevard
156 Burndout RE NM, LLC 1101,1201, & 1205 Madeira Drive SE
163 EQI Augusta Partnership, LP 1049 Stevens Creek Road
169 EQI Savannah 2 Partnership, L.P 11309 Abercorn Street
173 190 Self-Storage Associates, Ltd. 459 Cove Terrace
180 117 Chestnut Street, L.P. 117 Chestnut Street
182 Shenandoah Valley L.L.C. 14041 East 24th Street
190 EQI East Lansing Partnership, LP 2500 Coolidge Road
192 Long Meadows Farm of Virginia 3, LLC 901-974 Summerfield
Apartments
197 Van Buren Plaza, L.L.C. 11700 Belleville Road
205 GHP Knollwood LLC 297 Knollwood Road
206 Pinnacle-Whitebridge Road, LLC 5612 Lenox Avenue
219 Dilusso Investments, LLC 15393 15 Mile Road
225 Peck-Clarksville LLC and Commerce Center Holdings, LLC 1850
Business Park Drive
228 TZG III, LLC 834 Ohio Pike
232 Long Meadows Farm of Virginia 2, LLC 400 Treetops Lane
238 Ridge Hollow Partners, L.L.C. 5831 North 23rd Street
239 Stadium Apartments, LLC 1106 Slater Street
242 10-24 Palmer Ave, LLC 10 - 24 Palmer Avenue
243 405 East 77th LLC 405 East 77th Street
244 MGA Douglasville, LLC 2710 Highway 92
248 Donnelly Development, LLC 1660 Anderson Highway
253 MGA McDonough, LLC 2125 Highway 155 North
254 Shaker/Chagrin Partners, L.L.C. 16500 Chagrin Boulevard
255 BSLM Frenchtown, L.L.C. 2203-2239 Telegraph Rd
259 Cavalcade Plaza Investors, LP 608 West Cavalcade
260 Shafer Plaza XLIII, Ltd. 4015 Lemmon Avenue
261 Ohio Investors Limited Partnership 1638 Bancroft Avenue
263 Long Meadows Farm of Virginia, LLC 528, 530, 532 & 534 York
Avenue and 2265 Wilson
Boulevard
264 Blanco Bear Properties, L.P. 5258 Louetta Road
270 EPT Ashton Parke Apartments I, LLC & EPT Ashton Parke 5815
Timberwolf Drive
Apartments II, LLC
274 Courtyard by Pyramid Properties Annex, LLC 2101 6th Avenue
<CAPTION>
Loan # City State Zip Code County Property Name Size Measure
------ ----------------- ------- -------- ---------------
----------------------------------- ------- ------------
<S> <C> <C> <C> <C> <C>
<C> <C>
2 Chicago IL 60603 Cook 131 South Dearborn 1504364 Square Feet
3 Dallas TX 75240 Dallas Galleria Towers 1428314 Square Feet
7.01 Various Various Various Various Colony IV Portfolio 2381939
Square Feet
7 Fairfax VA 22033 Fairfax 12902 Federal Systems Drive 210993
Square Feet
8 Reston VA 20191 Fairfax 1800 Alexander Bell Drive 138450 Square
Feet
9 Elgin IL 60123 Kane Chicago Workspace - Elgin 245751 Square
Feet
10 Lisle IL 60532 DuPage Corporate Lakes III 124327 Square Feet
11 Southborough MA 01772 Worcester Reservoir Corporate Center 99835
Square Feet
12 Naperville IL 60563 DuPage Chicago Workspace - Naperville 162017
Square Feet
13 Piscataway NJ 08854 Middlesex 371 Hoes Lane 139184 Square
Feet
14 Dallas TX 75211 Dallas Advo Industrial Dallas 135000 Square
Feet
15 Norcross GA 30071 Gwinnett North Atlanta Industrial Northwoods
174953 Square Feet
16 Marietta GA 30062 Cobb North Atlanta Industrial West Oak 156828
Square Feet
17 Deer Park TX 77536 Harris Advo Industrial Houston 135000 Square
Feet
18 Downers Grove IL 60515 DuPage Highland Atrium 68251 Square
Feet
19 Bedford Park IL 60638 Cook 5555 West 73rd Street 159857 Square
Feet
20 Wood Dale IL 60191 DuPage 901-929 AEC Drive 60275 Square
Feet
21 Carol Stream IL 60188 Dupage Chicago Workspace - Carol Stream
62586 Square Feet
22 Bensenville IL 60106 DuPage 600 North York Road 33855 Square
Feet
23 Elk Grove Village IL 60007 Cook 1300 Morse Avenue 49360 Square
Feet
24 Niles IL 60714 Cook 7500 Natchez Avenue 58846 Square Feet
25 Schiller Park IL 60176 Cook 3800 River Road 40089 Square
Feet
26 Mundelein IL 60060 Lake 333 Washington Boulevard 32783 Square
Feet
27 Batavia IL 60510 Kane 970 Douglas Road 24844 Square Feet
28 Elk Grove Village IL 60007 Cook 1299 Lunt Avenue 22345 Square
Feet
29 Elk Grove Village IL 60007 Cook 1515 Louis Avenue 16000 Square
Feet
30 Addison IL 60101 Dupage 1220 Capitol Drive 15500 Square Feet
31 Elk Grove Village IL 60007 Cook 200 Martin Lane 15010 Square
Feet
32 Various Various Various Various Centro Heritage Portfolio III
2630728 Square Feet
32.01 Crestwood IL 60445 Cook Rivercrest 488680 Square Feet
32.02 Crystal Lake IL 60014 McHenry The Commons of Crystal Lake
273060 Square Feet
32.03 Hanover Park IL 60133 Cook Westview Center 325507 Square
Feet
32.04 Redford MI 48239 Wayne Redford 284448 Square Feet
32.05 Gladstone MO 64119 Clay Prospect Plaza 189996 Square Feet
32.06 Fairview Heights IL 62208 Saint Claire Crossroads Centre
242470 Square Feet
32.07 Manhattan KS 66502 Riley West Loop Shopping Center 199032
Square Feet
32.08 Ellisville MO 63011 Saint Louis Ellisville Square 146052
Square Feet
32.09 Peoria IL 61604 Peoria Sterling Bazaar 84438 Square Feet
32.1 Dubuque IA 52003 Dubuque Warren Plaza 90102 Square Feet
32.11 New Haven IN 46774 Allen Lincoln Plaza 103938 Square Feet
32.12 Davenport IA 52806 Scott Kimberly West 113713 Square Feet
32.13 Springfield IL 62704 Sangamon Parkway Pointe 38737 Square
Feet
32.14 Fitchburg WI 53713 Dane Fitchburg Ridge Shopping Center 50555
Square Feet
34 Atlanta GA 30308 Fulton Bank of America Plaza 1253499 Square
Feet
45 Madison WI 53717 Dane City Center West 376756 Square Feet
46 Oceanside CA 92054 San Diego El Camino North 367031 Square
Feet
49 Las Vegas NV 89108 Clark Kimco PNP - Cheyenne Commons 362758
Square Feet
53 Lisle IL 60532 Dupage Westwood of Lisle 296517 Square Feet
54 Lakewood CO 80226 Jefferson Park Belmar 512 Units
55 Fullerton CA 92832 Orange Kimco PNP - Fullerton Town Center
270647 Square Feet
63 Edison NJ 08837 Middlesex Metropark Corporate Campus II 254263
Square Feet
64 Bellingham WA 98226 Whatcom Kimco PNP - Sunset Square 376023
Square Feet
66 Las Vegas NV 89108 Clark Kimco PNP - Rainbow Promenade 228279
Square Feet
68 Denver CO 80209 Denver Denver Design Center 235758 Square
Feet
71 Seattle WA 98119 King Homewood Suites Seattle 161 Rooms
72 Lincoln CA 95648 Placer Lincoln Village Shopping Center 86910
Square Feet
75 Olympia WA 98501 Thurston Kimco PNP - Olympia Square 168209
Square Feet
81 Silverdale WA 98383 Kitsap Kimco PNP - Silverdale Plaza 170332
Square Feet
86 Hazelwood MO 63042 St. Louis Village Square Center 219823 Square
Feet
88 Santa Ana CA 92705 Orange 1505 East Warner Avenue 224792 Square
Feet
95 Houston TX 77079 Harris Courtyard Houston 176 Rooms
97 Danvers MA 01923 Essex Danvers Crossing 176314 Square Feet
100 Annandale VA 22003 Fairfax Little River Turnpike Buildings
147541 Square Feet
101 Encinitas CA 92024 San Diego Kimco PNP - Encinitas Marketplace
119738 Square Feet
102 Various Various Various Various Klune Industrial 331116 Square
Feet
102.01 Spanish Fork UT 84660 Utah 1800 North 300 West 181335 Square
Feet
102.02 North Hollywood CA 91605 Los Angeles Coldwater Canyon Avenue
63620 Square Feet
102.03 North Hollywood CA 91605 Los Angeles Ethel Avenue 39935
Square Feet
102.04 Spanish Fork UT 84660 Utah 609 West 1900 North 46226 Square
Feet
104 Richmond VA 23219 Richmond City Turning Basin Building 93761
Square Feet
105 Stamford CT 06905 Fairfield 2777 Summer Street 110103 Square
Feet
107 Philadelphia PA 19106 Philadelphia 400 Market Street 173213
Square Feet
110 Rochester MN 55904 Olmsted Radisson Plaza Hotel - Rochester 212
Rooms
113 Port St. Lucie FL 34952 Saint Lucie The Market Place 112385
Square Feet
115 Turlock CA 95382 Stanislaus Kimco PNP - Blossom Valley Plaza
111612 Square Feet
128 Orlando FL 32819 Orange Hampton Inn Orlando 170 Rooms
130 Urbana IL 61801 Champaign Hampton Inn Urbana 130 Rooms
131 Vallejo CA 94591 Solano Kimco PNP - Glen Cove Center 66000
Square Feet
145 Grand Prairie TX 75052 Tarrant Emerald Square Shopping Center
148217 Square Feet
148 Sarasota FL 34234 Sarasota Springhill Suites Sarasota 84
Rooms
149 Lanham MD 20706 Prince Georges 4260 Forbes Boulevard 54692
Square Feet
155 Austin TX 78752 Travis Highland Village 113271 Square Feet
156 Albuquerque NM 87108 Bernalillo Sommerset Apartments 224
Units
163 Augusta GA 30907 Richmond Homewood Suites Augusta 65 Rooms
169 Savannah GA 31419 Chatham Towneplace Suites Savannah 95
Rooms
173 Copperas Cove TX 76522 Coryell 190 All Storage 1175 Units
180 Philadelphia PA 19106 Philadelphia 117 Chestnut Street 12
Units
182 Tulsa OK 74134 Tulsa Shenandoah Valley Apartments 240 Units
190 East Lansing MI 48823 Ingham Hampton Inn East Lansing 86
Rooms
192 Winchester VA 22601 Winchester City Summerfield Apartments 64
Units
197 Belleville MI 48111 Wayne Van Buren Plaza 43805 Square Feet
205 White Plains NY 10607 Westchester 297 Knollwood Road 34946
Square Feet
206 Nashville TN 37209 Davidson Baymont Inn & Suites 105
Rooms
219 Clinton Township MI 48035 Macomb Villages of Clinton Pointe 78
Units
225 Clarksville TN 37040 Montgomery Commerce Center 81000 Square
Feet
228 Cincinnati OH 45245 Clermont Park Plaza 45259 Square Feet
232 Winchester VA 22601 Winchester City Treetops Apartments 52
Units
238 Lincoln NE 68521 Lancaster Ridge Hollow Apartments 100
Units
239 Valdosta GA 31601 Lowndes Brookstone Apartments 120 Beds
242 Bronxville NY 10708 Westchester 10-24 Palmer Avenue 17040
Square Feet
243 New York NY 10021 New York 405 East 77th Street 15 Units
244 Douglasville GA 30135 Douglas Eckerd's Douglasville 13813
Square Feet
248 Powhatan VA 23139 Powhatan Powhatan Wellness Center 19501
Square Feet
253 McDonough GA 30252 Henry Eckerds McDonough 13813 Square
Feet
254 Shaker Heights OH 44120 Cuyahoga Chagrin Lee Square 53015
Square Feet
255 Frenchtown Twp MI 48162 Monroe Frenchtown Plaza 13541 Square
Feet
259 Houston TX 77009 Harris Cavalcade Plaza 40600 Square Feet
260 Dallas TX 75219 Dallas 4015 Lemmon Avenue 8333 Square Feet
261 Dayton OH 45408 Montgomery Bancroft Apartments 93 Units
263 Winchester VA 22601 Winchester City York & Wilson Combined
Apartments 44 Units
264 Spring TX 77379 Harris Klein Church Plaza 23240 Square Feet
270 El Paso TX 79903 El Paso Ashton Parke 67 Units
274 Huntington WV 25703 Cabell Courtyard Annex 24 Units
<CAPTION>
Net Mortgage Maturity/ Amort. Rem.
Loan # Interest Rate (%) Interest Rate Original Balance Cutoff
Balance Term Rem. Term ARD Date Term Amort.
------ ----------------- ------------- ----------------
-------------- ---- --------- --------- ------ ------
<S> <C> <C> <C> <C> <C>
<C> <C> <C> <C>
2 5.79000 5.76957 236,000,000 236,000,000 120 120 12/01/16 0 0
3 5.75100 5.73057 232,000,000 232,000,000 120 120 12/01/16 0 0
7.01 5.53850 171,360,000 171,360,000 0 0
7 5.53850 5.51807 37,200,000 37,200,000 60 60 12/01/11 0 0
8 5.53850 5.51807 20,160,000 20,160,000 96 96 12/01/14 0 0
9 5.53850 5.51807 14,640,000 14,640,000 84 84 12/01/13 0 0
10 5.53850 5.51807 14,400,000 14,400,000 60 60 12/01/11 0 0
11 5.53850 5.51807 11,220,000 11,220,000 84 84 12/01/13 0 0
12 5.53850 5.51807 10,860,000 10,860,000 84 84 12/01/13 0 0
13 5.53850 5.51807 10,020,000 10,020,000 60 60 12/01/11 0 0
14 5.53850 5.51807 7,320,000 7,320,000 96 96 12/01/14 0 0
15 5.53850 5.51807 7,320,000 7,320,000 96 96 12/01/14 0 0
16 5.53850 5.51807 6,300,000 6,300,000 96 96 12/01/14 0 0
17 5.53850 5.51807 5,670,000 5,670,000 60 60 12/01/11 0 0
18 5.53850 5.51807 4,800,000 4,800,000 84 84 12/01/13 0 0
19 5.53850 5.51807 3,965,000 3,965,000 96 96 12/01/14 0 0
20 5.53850 5.51807 3,024,000 3,024,000 96 96 12/01/14 0 0
21 5.53850 5.51807 2,820,000 2,820,000 84 84 12/01/13 0 0
22 5.53850 5.51807 2,004,000 2,004,000 96 96 12/01/14 0 0
23 5.53850 5.51807 1,825,000 1,825,000 96 96 12/01/14 0 0
24 5.53850 5.51807 1,614,000 1,614,000 96 96 12/01/14 0 0
25 5.53850 5.51807 1,464,000 1,464,000 96 96 12/01/14 0 0
26 5.53850 5.51807 1,278,000 1,278,000 96 96 12/01/14 0 0
27 5.53850 5.51807 975,000 975,000 96 96 12/01/14 0 0
28 5.53850 5.51807 960,000 960,000 96 96 12/01/14 0 0
29 5.53850 5.51807 780,000 780,000 96 96 12/01/14 0 0
30 5.53850 5.51807 615,000 615,000 96 96 12/01/14 0 0
31 5.53850 5.51807 126,000 126,000 96 96 12/01/14 0 0
32 5.38700 5.36657 142,877,176 142,877,176 84 83 11/01/13 0 0
32.01 5.38700 31,400,000 31,400,000 84 83 11/01/13 0 0
32.02 5.38700 20,600,000 20,600,000 84 83 11/01/13 0 0
32.03 5.38700 17,877,176 17,877,176 84 83 11/01/13 0 0
32.04 5.38700 14,400,000 14,400,000 84 83 11/01/13 0 0
32.05 5.38700 9,900,000 9,900,000 84 83 11/01/13 0 0
32.06 5.38700 9,600,000 9,600,000 84 83 11/01/13 0 0
32.07 5.38700 9,300,000 9,300,000 84 83 11/01/13 0 0
32.08 5.38700 6,500,000 6,500,000 84 83 11/01/13 0 0
32.09 5.38700 5,000,000 5,000,000 84 83 11/01/13 0 0
32.1 5.38700 4,500,000 4,500,000 84 83 11/01/13 0 0
32.11 5.38700 3,700,000 3,700,000 84 83 11/01/13 0 0
32.12 5.38700 3,600,000 3,600,000 84 83 11/01/13 0 0
32.13 5.38700 3,600,000 3,600,000 84 83 11/01/13 0 0
32.14 5.38700 2,900,000 2,900,000 84 83 11/01/13 0 0
34 6.12640 6.10597 100,000,000 100,000,000 120 118 10/01/16 0 0
45 5.90250 5.88207 65,000,000 65,000,000 120 119 11/01/16 0 0
46 5.44550 5.42507 61,400,000 61,400,000 120 119 11/01/16 0 0
49 5.44550 5.42507 55,000,000 55,000,000 120 119 11/01/16 0 0
53 5.84750 5.82707 45,000,000 45,000,000 120 119 11/01/16 360
360
54 5.61300 5.59257 44,010,000 44,010,000 60 60 12/01/11 0 0
55 5.44550 5.42507 44,000,000 44,000,000 120 119 11/01/16 0 0
63 6.16850 6.12807 39,500,000 39,500,000 120 119 11/01/16 360
360
64 5.44550 5.42507 39,000,000 39,000,000 120 119 11/01/16 0 0
66 5.44550 5.42507 37,900,000 37,900,000 120 119 11/01/16 0 0
68 5.77000 5.73957 35,000,000 35,000,000 120 119 11/01/16 360
360
71 5.86500 5.84457 28,000,000 28,000,000 120 120 12/01/16 360
360
72 6.30450 6.28407 27,990,000 27,990,000 120 119 11/01/16 360
360
75 5.44550 5.42507 25,400,000 25,400,000 120 119 11/01/16 0 0
81 5.44550 5.42507 24,000,000 24,000,000 120 119 11/01/16 0 0
86 5.77900 5.70857 22,200,000 22,200,000 120 120 12/01/16 360
360
88 5.73200 5.71157 21,700,000 21,700,000 120 119 11/01/16 360
360
95 5.86500 5.84457 19,000,000 19,000,000 120 120 12/01/16 360
360
97 6.31500 6.29457 18,875,000 18,875,000 120 114 06/01/16 360
360
100 6.08500 6.01457 17,500,000 17,500,000 120 119 11/01/16 0 0
101 5.38550 5.36507 16,700,000 16,700,000 120 119 11/01/16 0 0
102 5.90150 5.88107 16,500,000 16,500,000 144 144 01/01/19 300
300
102.01 5.90150 6,525,000 6,525,000 144 144 01/01/19 300 300
102.02 5.90150 5,070,000 5,070,000 144 144 01/01/19 300 300
102.03 5.90150 3,367,500 3,367,500 144 144 01/01/19 300 300
102.04 5.90150 1,537,500 1,537,500 144 144 01/01/19 300 300
104 6.12000 6.04957 16,250,000 16,191,855 120 116 08/01/16 360
356
105 5.68500 5.66457 16,000,000 16,000,000 120 119 11/01/16 360
360
107 5.57000 5.52957 15,000,000 15,000,000 120 120 12/01/16 360
360
110 6.06100 6.04057 15,000,000 15,000,000 120 120 12/01/16 360
360
113 5.71000 5.66957 14,000,000 13,985,272 120 119 11/01/16 360
359
115 5.38550 5.36507 13,600,000 13,600,000 120 119 11/01/16 0 0
128 5.86500 5.84457 11,240,000 11,240,000 120 120 12/01/16 360
360
130 5.86500 5.84457 10,800,000 10,800,000 120 120 12/01/16 360
360
131 5.44550 5.42507 10,500,000 10,500,000 120 119 11/01/16 0 0
145 5.85500 5.80457 7,900,000 7,900,000 120 119 11/01/16 360
360
148 5.86500 5.84457 7,610,000 7,610,000 120 120 12/01/16 360
360
149 5.71630 5.64587 7,520,000 7,520,000 120 118 10/01/16 360
360
155 6.01000 5.98957 7,000,000 7,000,000 60 60 12/01/11 360 360
156 5.80000 5.77957 7,000,000 7,000,000 120 119 11/01/16 360
360
163 5.86500 5.84457 6,600,000 6,600,000 120 120 12/01/16 360
360
169 5.86500 5.84457 6,300,000 6,300,000 120 120 12/01/16 360
360
173 5.86000 5.83957 6,100,000 6,093,763 120 119 11/01/16 360
359
180 6.05200 6.00157 5,675,000 5,675,000 120 120 12/01/16 360
360
182 5.94000 5.84957 5,600,000 5,600,000 120 119 11/01/16 360
360
190 5.86500 5.84457 5,450,000 5,450,000 120 120 12/01/16 360
360
192 5.87650 5.82607 5,250,000 5,250,000 120 120 12/01/16 360
360
197 5.83000 5.75957 5,000,000 4,994,858 120 119 11/01/16 360
359
205 5.87000 5.84957 4,500,000 4,500,000 120 119 11/01/16 360
360
206 5.84700 5.82657 4,500,000 4,500,000 120 120 12/01/16 240
240
219 5.97400 5.90357 4,000,000 3,995,998 120 119 11/01/16 360
359
225 5.77100 5.71057 3,880,000 3,880,000 120 120 12/01/16 360
360
228 5.82200 5.71157 3,750,000 3,750,000 120 119 11/01/16 360
360
232 5.87650 5.82607 3,680,000 3,680,000 120 120 12/01/16 360
360
238 6.21000 6.18957 3,300,000 3,294,245 120 118 10/01/16 360
358
239 6.11500 6.00457 3,200,000 3,200,000 120 119 11/01/16 360
360
242 5.74000 5.71957 3,000,000 3,000,000 120 119 11/01/16 360
360
243 5.89000 5.86957 3,000,000 3,000,000 120 120 12/01/16 360
360
244 5.84500 5.82457 3,000,000 3,000,000 120 120 12/01/16 240
240
248 6.10000 6.02957 2,820,000 2,820,000 120 119 11/01/16 360
360
253 5.84500 5.82457 2,675,000 2,675,000 120 120 12/01/16 240
240
254 6.00000 5.92957 2,650,000 2,650,000 120 119 11/01/16 360
360
255 6.02250 5.96207 2,500,000 2,500,000 120 120 12/01/16 360
360
259 6.26900 6.15857 2,350,000 2,346,747 180 179 11/01/21 300
299
260 5.92000 5.89957 2,325,000 2,300,046 120 109 01/01/16 360
349
261 6.03000 6.00957 2,200,000 2,200,000 120 120 12/01/16 360
360
263 5.87650 5.82607 2,070,000 2,070,000 120 120 12/01/16 360
360
264 6.33500 6.31457 2,050,000 2,046,526 120 118 10/01/16 360
358
270 5.91000 5.88957 1,800,000 1,800,000 120 117 09/01/16 360
360
274 6.63000 6.60957 1,425,000 1,422,745 120 118 10/01/16 360
358
<CAPTION>
ARD ARD Step Up Crossed Originator/
Loan # Monthly Debt Service Servicing Fee Rate Accrual Type (Y/N)
(%) Title Type Loan Loan Seller
------ -------------------- ------------------ ------------ -----
----------- ------------- ------- -----------
<S> <C> <C> <C> <C> <C>
<C> <C> <C>
2 1,154,515 0.02000 Actual/360 No Fee JPMCB
3 1,127,303 0.02000 Actual/360 No Fee JPMCB
7.01 801,882 Actual/360 No Fee A JPMCB
7 174,078 0.02000 Actual/360 No Fee A JPMCB
8 94,339 0.02000 Actual/360 No Fee A JPMCB
9 68,508 0.02000 Actual/360 No Fee A JPMCB
10 67,385 0.02000 Actual/360 No Fee A JPMCB
11 52,504 0.02000 Actual/360 No Fee A JPMCB
12 50,820 0.02000 Actual/360 No Fee A JPMCB
13 46,889 0.02000 Actual/360 No Fee A JPMCB
14 34,254 0.02000 Actual/360 No Fee A JPMCB
15 34,254 0.02000 Actual/360 No Fee A JPMCB
16 29,481 0.02000 Actual/360 No Fee A JPMCB
17 26,533 0.02000 Actual/360 No Fee A JPMCB
18 22,462 0.02000 Actual/360 No Fee A JPMCB
19 18,554 0.02000 Actual/360 No Fee A JPMCB
20 14,151 0.02000 Actual/360 No Fee A JPMCB
21 13,196 0.02000 Actual/360 No Fee A JPMCB
22 9,378 0.02000 Actual/360 No Fee A JPMCB
23 8,540 0.02000 Actual/360 No Fee A JPMCB
24 7,553 0.02000 Actual/360 No Fee A JPMCB
25 6,851 0.02000 Actual/360 No Fee A JPMCB
26 5,980 0.02000 Actual/360 No Fee A JPMCB
27 4,563 0.02000 Actual/360 No Fee A JPMCB
28 4,492 0.02000 Actual/360 No Fee A JPMCB
29 3,650 0.02000 Actual/360 No Fee A JPMCB
30 2,878 0.02000 Actual/360 No Fee A JPMCB
31 590 0.02000 Actual/360 No Fee A JPMCB
32 650,308 0.02000 Actual/360 No Fee JPMCB
32.01 No Fee JPMCB
32.02 No Fee JPMCB
32.03 No Fee JPMCB
32.04 No Fee JPMCB
32.05 No Fee JPMCB
32.06 No Fee JPMCB
32.07 No Fee JPMCB
32.08 No Fee JPMCB
32.09 No Fee JPMCB
32.1 No Fee JPMCB
32.11 No Fee JPMCB
32.12 No Fee JPMCB
32.13 No Fee JPMCB
32.14 No Fee JPMCB
34 517,624 0.02000 Actual/360 No Fee JPMCB
45 324,159 0.02000 Actual/360 No Fee JPMCB
46 282,498 0.02000 Actual/360 No Fee JPMCB
49 253,052 0.02000 Actual/360 No Fee JPMCB
53 265,402 0.02000 Actual/360 No Fee JPMCB
54 208,716 0.02000 Actual/360 No Fee JPMCB
55 202,442 0.02000 Actual/360 No Fee JPMCB
63 241,118 0.04000 Actual/360 No Fee JPMCB
64 179,437 0.02000 Actual/360 No Fee JPMCB
66 174,376 0.02000 Actual/360 No Fee JPMCB
68 204,695 0.03000 Actual/360 No Fee JPMCB
71 165,452 0.02000 Actual/360 No Fee JPMCB
72 173,333 0.02000 Actual/360 No Fee JPMCB
75 116,864 0.02000 Actual/360 No Fee JPMCB
81 110,423 0.02000 Actual/360 No Fee JPMCB
86 129,962 0.07000 Actual/360 No Fee JPMCB
88 126,387 0.02000 Actual/360 No Fee JPMCB
95 112,271 0.02000 Actual/360 No Fee JPMCB
97 117,016 0.02000 Actual/360 No Fee JPMCB
100 89,972 0.07000 Actual/360 No Fee JPMCB
101 75,989 0.02000 Actual/360 No Fee JPMCB
102 105,318 0.02000 Actual/360 No Fee JPMCB
102.01 No Fee JPMCB
102.02 No Fee JPMCB
102.03 No Fee JPMCB
102.04 No Fee JPMCB
104 98,684 0.07000 Actual/360 No Fee JPMCB
105 92,712 0.02000 Actual/360 No Fee JPMCB
107 85,828 0.04000 Actual/360 No Fee JPMCB
110 90,522 0.02000 Actual/360 No Fee JPMCB
113 81,345 0.04000 Actual/360 No Fee JPMCB
115 61,883 0.02000 Actual/360 No Fee JPMCB
128 66,417 0.02000 Actual/360 No Fee JPMCB
130 63,817 0.02000 Actual/360 No Fee JPMCB
131 48,310 0.02000 Actual/360 No Fee JPMCB
145 46,631 0.05000 Actual/360 No Fee JPMCB
148 44,967 0.02000 Actual/360 No Fee/Leasehold JPMCB
149 43,724 0.07000 Actual/360 No Fee JPMCB
155 42,014 0.02000 Actual/360 No Fee/Leasehold JPMCB
156 41,073 0.02000 Actual/360 No Fee JPMCB
163 38,999 0.02000 Actual/360 No Fee JPMCB
169 37,227 0.02000 Actual/360 No Fee/Leasehold JPMCB
173 36,025 0.02000 Actual/360 No Fee JPMCB
180 34,214 0.05000 Actual/360 No Fee JPMCB
182 33,359 0.09000 Actual/360 No Fee JPMCB
190 32,204 0.02000 Actual/360 No Fee JPMCB
192 31,061 0.05000 Actual/360 No Fee JPMCB
197 29,433 0.07000 Actual/360 No Fee JPMCB
205 26,605 0.02000 Actual/360 No Fee JPMCB
206 31,843 0.02000 Actual/360 No Fee JPMCB
219 23,915 0.07000 Actual/360 No Fee JPMCB
225 22,694 0.06000 Actual/360 No Fee JPMCB
228 22,056 0.11000 Actual/360 No Fee JPMCB
232 21,772 0.05000 Actual/360 No Fee JPMCB
238 20,233 0.02000 Actual/360 No Fee JPMCB
239 19,423 0.11000 Actual/360 No Fee JPMCB
242 17,488 0.02000 Actual/360 No Fee JPMCB
243 17,775 0.02000 Actual/360 No Fee JPMCB
244 21,226 0.02000 Actual/360 No Fee JPMCB
248 17,089 0.07000 Actual/360 No Fee JPMCB
253 18,926 0.02000 Actual/360 No Fee JPMCB
254 15,888 0.07000 Actual/360 No Fee JPMCB
255 15,025 0.06000 Actual/360 No Fee JPMCB
259 15,530 0.11000 Actual/360 No Fee JPMCB
260 13,820 0.02000 Actual/360 No Fee JPMCB
261 13,233 0.02000 Actual/360 No Fee JPMCB
263 12,247 0.05000 Actual/360 No Fee JPMCB
264 12,736 0.02000 Actual/360 No Fee JPMCB
270 10,688 0.02000 Actual/360 No Fee JPMCB
274 9,129 0.02000 Actual/360 No Fee JPMCB
<CAPTION>
Loan # Guarantor Letter of Credit
-------
--------------------------------------------------------------------------
----------------
<S> <C> <C>
2 Robert M. Gans No
3 Joel Kestenbaum and Margaret Kestenbaum No
7.01 Colony Capital No
7 Colony Capital No
8 Colony Capital No
9 Colony Capital No
10 Colony Capital No
11 Colony Capital No
12 Colony Capital No
13 Colony Capital No
14 Colony Capital No
15 Colony Capital No
16 Colony Capital No
17 Colony Capital No
18 Colony Capital No
19 Colony Capital No
20 Colony Capital No
21 Colony Capital No
22 Colony Capital No
23 Colony Capital No
24 Colony Capital No
25 Colony Capital No
26 Colony Capital No
27 Colony Capital No
28 Colony Capital No
29 Colony Capital No
30 Colony Capital No
31 Colony Capital No
32 No
32.01
32.02
32.03
32.04
32.05
32.06
32.07
32.08
32.09
32.1
32.11
32.12
32.13
32.14
34 The GFW Trust, The GFW II Trust No
45 Terrence R. Wall No
46 Kimco Prudential JV No
49 Kimco Prudential JV No
53 Kevin A. Shields No
54 Colony Capital No
55 Kimco Prudential JV No
63 Michael Alfieri No
64 Kimco Prudential JV No
66 Kimco Prudential JV No
68 James S. Frank, Warren P. Cohen No
71 Equity Inns, Inc. No
72 John W. Davis, Jr., Candace V. Brown, Christine C. Davis, Steven
K. Brown No
75 Kimco Prudential JV No
81 Kimco Prudential JV No
86 Mark Nelson, Robert C. McBride No
88 Nathan Leanse No
95 Equity Inns, Inc. No
97 Bryan S. Weingarten and Randall C. Stein No
100 William B. Wrench No
101 Kimco Prudential JV No
102 Gordon W. Clune, Bill Clune No
102.01
102.02
102.03
102.04
104 Martin J. Rust and R. Lowndes Burke No
105 1881 Limited Liability Company No
107 Kenneth S. Kaiserman No
110 Gus A. Chafoulias No
113 Scott Labonte, Richard Polidori No
115 Kimco Prudential JV No
128 Equity Inns, Inc. No
130 Equity Inns, Inc. No
131 Kimco Prudential JV No
145 William K. Wells No
148 Equity Inns, Inc. No
149 Asset Capital Partners, L.P. No
155 Dennis McDaniel No
156 David Burns, Debra Dout No
163 Equity Inns, Inc. No
169 Equity Inns, Inc. No
173 Mike Schuminsky No
180 Michael Samschick No
182 Debra J. Pyzyk No
190 Equity Inns, Inc. No
192 Christopher A. Molden No
197 Majid Koza, Wijdi Kouza, Lyon Koza, Eddie Koza, Zouhair Koza
No
205 James J. Houlihan, Andrew M. Greenspan 200,000.0
206 Raman Dayal, Rakesh Govindji No
219 Damiano Dimercurio, Gaetano Dimercurio No
225 Michael L. Gorney and B. David Peck No
228 Michael P. Ziegler 67,500.0
232 Christopher A. Molden No
238 Philip L. Perry and Brester Construction, Inc. No
239 Michael H. Godwin, R. Ryan Holmes 350,000.0
242 James J. Houlihan, James K. Coleman No
243 Erez Eliahu and Ioannis Danalis No
244 J Ron Stephens No
248 Robert P. Donnelly, Kelly J. Donnelly No
253 J Ron Stephens No
254 Mark R. Munsell No
255 Richard B. Broder No
259 Ameen Kesaria No
260 Steven G. Shafer No
261 Gregory F. Perlman, Jonathan D. Frank No
263 Christopher A. Molden No
264 Kathleen B. Ciliske and Terrence E. Ciliske No
270 Richard Aguilar No
274 David Lee Tarter No
<CAPTION>
UPFRONT ESCROW
----------------------------------------------------------------------------------------------
Upfront Upfront Upfront Upfront Upfront Upfront
CapEx Eng. Envir. TI/LC Upfront RE Ins. Other
Loan # Reserve Reserve Reserve Reserve Tax Reserve Reserve
Reserve
------ ------------ ---------- ------- ------------ ------------
---------- -------------
<S> <C> <C> <C> <C> <C>
<C> <C>
2 0.00 0.00 0.00 4,100,000.00 4,718,404.41 72,938.00
3,702,491.23
3 0.00 0.00 0.00 0.00 5,085,802.35 43,884.69 3,497,872.47
7.01 0.00 0.00 0.00 0.00 0.00 0.00 0.00
7 0.00 0.00 0.00 0.00 0.00 0.00 0.00
8 0.00 0.00 0.00 0.00 0.00 0.00 0.00
9 0.00 0.00 0.00 0.00 0.00 0.00 0.00
10 0.00 0.00 0.00 0.00 0.00 0.00 0.00
11 0.00 0.00 0.00 0.00 0.00 0.00 0.00
12 0.00 0.00 0.00 0.00 0.00 0.00 0.00
13 0.00 0.00 0.00 0.00 0.00 0.00 0.00
14 0.00 0.00 0.00 0.00 0.00 0.00 0.00
15 0.00 0.00 0.00 0.00 0.00 0.00 0.00
16 0.00 0.00 0.00 0.00 0.00 0.00 0.00
17 0.00 0.00 0.00 0.00 0.00 0.00 0.00
18 0.00 0.00 0.00 0.00 0.00 0.00 0.00
19 0.00 0.00 0.00 0.00 0.00 0.00 0.00
20 0.00 0.00 0.00 0.00 0.00 0.00 0.00
21 0.00 0.00 0.00 0.00 0.00 0.00 0.00
22 0.00 0.00 0.00 0.00 0.00 0.00 0.00
23 0.00 0.00 0.00 0.00 0.00 0.00 0.00
24 0.00 0.00 0.00 0.00 0.00 0.00 0.00
25 0.00 0.00 0.00 0.00 0.00 0.00 0.00
26 0.00 0.00 0.00 0.00 0.00 0.00 0.00
27 0.00 0.00 0.00 0.00 0.00 0.00 0.00
28 0.00 0.00 0.00 0.00 0.00 0.00 0.00
29 0.00 0.00 0.00 0.00 0.00 0.00 0.00
30 0.00 0.00 0.00 0.00 0.00 0.00 0.00
31 0.00 0.00 0.00 0.00 0.00 0.00 0.00
32 0.00 0.00 0.00 0.00 0.00 0.00 0.00
32.01
32.02
32.03
32.04
32.05
32.06
32.07
32.08
32.09
32.1
32.11
32.12
32.13
32.14
34 0.00 0.00 0.00 5,379,550.00 834,729.83 0.00 14,200,000.00
45 0.00 0.00 0.00 0.00 164,741.56 0.00 412,767.82
46 0.00 0.00 0.00 0.00 0.00 0.00 0.00
49 0.00 0.00 0.00 0.00 0.00 0.00 0.00
53 0.00 0.00 0.00 3,500,000.00 197,965.58 13,321.75
4,460,283.00
54 0.00 0.00 0.00 0.00 0.00 0.00 0.00
55 0.00 0.00 0.00 0.00 0.00 0.00 0.00
63 0.00 0.00 0.00 0.00 153,863.55 0.00 2,500,000.00
64 0.00 0.00 0.00 0.00 0.00 0.00 0.00
66 0.00 0.00 0.00 0.00 0.00 0.00 0.00
68 0.00 0.00 0.00 0.00 165,462.69 147,387.00 0.00
71 0.00 0.00 0.00 0.00 0.00 0.00 0.00
72 0.00 0.00 0.00 526,857.10 9,977.14 19,193.41 0.00
75 0.00 0.00 0.00 0.00 0.00 0.00 0.00
81 0.00 0.00 0.00 0.00 0.00 0.00 0.00
86 0.00 0.00 0.00 0.00 30,747.74 8,015.33 141,711.00
88 0.00 0.00 0.00 0.00 66,898.25 6,461.82 0.00
95 0.00 0.00 0.00 0.00 0.00 0.00 0.00
97 0.00 27,938.00 0.00 0.00 47,929.99 41,433.00 0.00
100 0.00 348,904.25 0.00 300,000.00 115,724.18 43,333.33 0.00
101 0.00 0.00 0.00 0.00 0.00 0.00 0.00
102 0.00 0.00 0.00 0.00 51,687.44 88,112.73 0.00
102.01
102.02
102.03
102.04
104 0.00 0.00 0.00 0.00 28,037.03 3,090.67 0.00
105 0.00 0.00 0.00 0.00 143,911.53 25,581.33 0.00
107 0.00 0.00 0.00 776,748.00 0.00 0.00 0.00
110 1,100,500.00 0.00 0.00 0.00 99,292.96 51,107.63 0.00
113 25,000.00 0.00 0.00 0.00 0.00 0.00 0.00
115 0.00 0.00 0.00 0.00 0.00 0.00 0.00
128 0.00 0.00 0.00 0.00 0.00 0.00 0.00
130 0.00 0.00 0.00 0.00 0.00 0.00 0.00
131 0.00 0.00 0.00 0.00 0.00 0.00 0.00
145 0.00 0.00 0.00 0.00 0.00 15,040.40 0.00
148 0.00 0.00 0.00 0.00 0.00 0.00 0.00
149 0.00 0.00 0.00 200,000.00 0.00 0.00 0.00
155 0.00 37,500.00 0.00 225,000.00 0.00 8,715.75 0.00
156 0.00 0.00 0.00 0.00 33,494.41 8,770.98 0.00
163 0.00 0.00 0.00 0.00 0.00 0.00 0.00
169 0.00 0.00 0.00 0.00 0.00 0.00 0.00
173 0.00 0.00 0.00 0.00 78,723.70 5,745.00 0.00
180 0.00 0.00 0.00 175,000.00 15,126.54 5,295.33 0.00
182 0.00 0.00 0.00 0.00 74,069.23 31,593.00 0.00
190 0.00 0.00 0.00 0.00 0.00 0.00 0.00
192 13,324.80 0.00 0.00 0.00 0.00 11,359.83 0.00
197 0.00 0.00 0.00 0.00 17,489.58 0.00 0.00
205 0.00 67,600.00 0.00 0.00 49,431.07 3,881.91 0.00
206 0.00 0.00 0.00 0.00 5,832.31 2,650.17 0.00
219 0.00 0.00 0.00 0.00 42,954.07 3,294.01 0.00
225 0.00 0.00 0.00 0.00 36,513.85 620.50 0.00
228 0.00 0.00 0.00 25,000.00 32,033.47 1,436.67 0.00
232 25,845.60 0.00 0.00 0.00 0.00 13,687.92 0.00
238 0.00 0.00 0.00 0.00 21,526.64 3,525.67 0.00
239 0.00 77,662.50 0.00 0.00 6,265.95 6,246.00 0.00
242 0.00 5,938.00 0.00 0.00 37,250.74 0.00 0.00
243 0.00 6,250.00 0.00 0.00 19,376.67 1,631.64 0.00
244 0.00 0.00 0.00 0.00 0.00 0.00 0.00
248 0.00 0.00 0.00 0.00 0.00 7,821.67 0.00
253 0.00 0.00 0.00 0.00 0.00 0.00 0.00
254 0.00 0.00 0.00 0.00 65,175.43 6,115.08 0.00
255 0.00 0.00 0.00 40,000.00 8,851.61 2,807.58 6,250.00
259 0.00 0.00 0.00 0.00 43,037.28 3,334.50 15,750.00
260 0.00 0.00 0.00 0.00 6,406.35 419.17 0.00
261 0.00 33,828.13 0.00 0.00 4,482.38 2,374.40 0.00
263 22,007.52 0.00 0.00 0.00 0.00 4,292.17 0.00
264 52,197.00 0.00 0.00 30,000.00 33,313.33 2,521.75 0.00
270 0.00 0.00 0.00 0.00 38,046.67 6,695.20 90,000.00
274 0.00 0.00 0.00 0.00 0.00 4,205.65 0.00
<CAPTION>
MONTHLY ESCROW
----------------------------------------------------------------------
Monthly Monthly Monthly Monthly
Capex Envir. TI/LC Monthly RE Monthly Ins. Other Grace Lockbox
Loan # Reserve Reserve Reserve Tax Reserve Reserve Reserve Period
In-place Property Type
------ -------- ------- -------- ----------- ------------ --------
------ -------- -------------
<S> <C> <C> <C> <C> <C>
<C> <C> <C> <C>
2 3106.97 0.00 83333.00 1179601.10 72938.00 0.00 0 Yes Office
3 14283.17 0.00 83333.33 440769.54 21942.35 0.00 0 Yes Office
7.01 0.00 0.00 0.00 0.00 0.00 0.00 0 Yes Various
7 0.00 0.00 0.00 0.00 0.00 0.00 0 Yes Office
8 0.00 0.00 0.00 0.00 0.00 0.00 0 Yes Office
9 0.00 0.00 0.00 0.00 0.00 0.00 0 Yes Industrial
10 0.00 0.00 0.00 0.00 0.00 0.00 0 Yes Office
11 0.00 0.00 0.00 0.00 0.00 0.00 0 Yes Office
12 0.00 0.00 0.00 0.00 0.00 0.00 0 Yes Industrial
13 0.00 0.00 0.00 0.00 0.00 0.00 0 Yes Office
14 0.00 0.00 0.00 0.00 0.00 0.00 0 Yes Industrial
15 0.00 0.00 0.00 0.00 0.00 0.00 0 Yes Industrial
16 0.00 0.00 0.00 0.00 0.00 0.00 0 Yes Industrial
17 0.00 0.00 0.00 0.00 0.00 0.00 0 Yes Industrial
18 0.00 0.00 0.00 0.00 0.00 0.00 0 Yes Office
19 0.00 0.00 0.00 0.00 0.00 0.00 0 Yes Industrial
20 0.00 0.00 0.00 0.00 0.00 0.00 0 Yes Industrial
21 0.00 0.00 0.00 0.00 0.00 0.00 0 Yes Industrial
22 0.00 0.00 0.00 0.00 0.00 0.00 0 Yes Industrial
23 0.00 0.00 0.00 0.00 0.00 0.00 0 Yes Industrial
24 0.00 0.00 0.00 0.00 0.00 0.00 0 Yes Industrial
25 0.00 0.00 0.00 0.00 0.00 0.00 0 Yes Industrial
26 0.00 0.00 0.00 0.00 0.00 0.00 0 Yes Industrial
27 0.00 0.00 0.00 0.00 0.00 0.00 0 Yes Industrial
28 0.00 0.00 0.00 0.00 0.00 0.00 0 Yes Industrial
29 0.00 0.00 0.00 0.00 0.00 0.00 0 Yes Industrial
30 0.00 0.00 0.00 0.00 0.00 0.00 0 Yes Industrial
31 0.00 0.00 0.00 0.00 0.00 0.00 0 Yes Industrial
32 0.00 0.00 0.00 0.00 0.00 0.00 7 Yes Retail
32.01 7 Retail
32.02 7 Retail
32.03 7 Retail
32.04 7 Retail
32.05 7 Retail
32.06 7 Retail
32.07 7 Retail
32.08 7 Retail
32.09 7 Retail
32.1 7 Retail
32.11 7 Retail
32.12 7 Retail
32.13 7 Retail
32.14 7 Retail
34 9900.00 0.00 0.00 417364.92 0.00 0.00 10 Yes Office
45 4709.45 0.00 18000.00 82370.78 0.00 0.00 0 Yes Mixed Use
46 0.00 0.00 0.00 0.00 0.00 0.00 0 No Retail
49 0.00 0.00 0.00 0.00 0.00 0.00 0 No Retail
53 0.00 0.00 0.00 65988.53 4440.58 0.00 7 Yes Office
54 0.00 0.00 0.00 0.00 0.00 0.00 0 No Multifamily
55 0.00 0.00 0.00 0.00 0.00 0.00 0 No Retail
63 3175.00 0.00 20833.33 76931.77 0.00 0.00 7 No Office
64 0.00 0.00 0.00 0.00 0.00 0.00 0 No Retail
66 4399.83 0.00 0.00 0.00 0.00 0.00 0 No Retail
68 1077.00 0.00 12770.00 27577.12 12282.25 0.00 5 Yes Retail
71 0.00 0.00 0.00 0.00 0.00 0.00 10 No Hotel
72 722.50 0.00 7224.83 9977.14 2741.91 0.00 5 No Mixed Use
75 0.00 0.00 0.00 0.00 0.00 0.00 0 No Retail
81 0.00 0.00 0.00 0.00 0.00 0.00 0 No Retail
86 1630.40 0.00 12083.33 30747.74 4007.67 14000.00 7 No Office
88 2140.05 0.00 9366.33 11149.70 3230.91 0.00 7 Yes Industrial
95 0.00 0.00 0.00 0.00 0.00 0.00 10 No Hotel
97 3404.05 0.00 12500.00 23964.99 0.00 0.00 8 Yes Retail
100 3725.00 0.00 0.00 16532.03 3333.33 0.00 7 No Mixed Use
101 0.00 0.00 0.00 0.00 0.00 0.00 0 No Retail
102 5000.00 0.00 6910.00 15564.41 12587.53 0.00 7 No Industrial
102.01 7 Industrial
102.02 7 Industrial
102.03 7 Industrial
102.04 7 Industrial
104 777.75 0.00 7083.33 9345.68 1545.33 0.00 7 No Office
105 1835.05 0.00 0.00 23985.25 3197.67 0.00 7 No Office
107 0.00 0.00 0.00 0.00 0.00 0.00 7 No Office
110 22724.00 0.00 0.00 24823.24 5678.63 0.00 7 No Hotel
113 0.00 0.00 2000.00 0.00 0.00 0.00 7 No Mixed Use
115 0.00 0.00 0.00 0.00 0.00 0.00 0 No Retail
128 0.00 0.00 0.00 0.00 0.00 0.00 10 No Hotel
130 0.00 0.00 0.00 0.00 0.00 0.00 10 No Hotel
131 0.00 0.00 0.00 0.00 0.00 0.00 0 No Retail
145 2385.00 0.00 6175.71 17008.57 3008.08 0.00 7 Yes Retail
148 0.00 0.00 0.00 0.00 0.00 0.00 10 No Hotel
149 270.00 0.00 0.00 6989.16 437.50 0.00 7 No Office
155 481.67 0.00 0.00 23744.72 2905.25 0.00 7 No Retail
156 4200.00 0.00 0.00 4784.91 2923.66 0.00 7 No Multifamily
163 0.00 0.00 0.00 0.00 0.00 0.00 10 No Hotel
169 0.00 0.00 0.00 0.00 0.00 0.00 10 No Hotel
173 1468.75 0.00 0.00 6560.31 638.33 0.00 7 No Self Storage
180 335.00 0.00 0.00 1375.14 661.92 0.00 7 No Multifamily
182 3943.26 0.00 0.00 6733.57 3510.33 0.00 7 No Multifamily
190 0.00 0.00 0.00 0.00 0.00 0.00 10 No Hotel
192 0.00 0.00 0.00 2422.60 873.83 0.00 7 No Multifamily
197 226.04 0.00 2083.33 5829.86 1089.58 0.00 7 No Retail
205 898.00 0.00 0.00 9886.21 0.00 0.00 10 No Office
206 3415.63 0.00 0.00 5832.31 2650.17 0.00 7 No Hotel
219 1300.00 0.00 0.00 8590.81 1647.01 0.00 7 No Multifamily
225 1554.25 0.00 3333.33 4564.23 620.50 0.00 7 No Industrial
228 545.00 0.00 1834.00 4576.21 718.33 0.00 7 No Retail
232 0.00 0.00 0.00 1379.52 1052.92 0.00 7 No Multifamily
238 1731.06 0.00 0.00 7175.55 881.42 0.00 7 No Multifamily
239 715.81 0.00 0.00 2008.65 1561.50 0.00 7 No Multifamily
242 0.00 0.00 0.00 12416.91 0.00 0.00 10 No Mixed Use
243 0.00 0.00 0.00 4844.17 543.88 0.00 7 No Multifamily
244 0.00 0.00 0.00 0.00 0.00 0.00 7 Yes Retail
248 0.00 0.00 1315.79 1199.55 601.67 0.00 7 No Retail
253 0.00 0.00 0.00 0.00 0.00 0.00 7 Yes Retail
254 640.33 0.00 1457.92 13035.09 555.92 0.00 10 No Mixed Use
255 170.00 0.00 1000.00 1264.52 401.08 0.00 7 No Retail
259 0.00 0.00 3383.33 3586.44 1111.50 0.00 7 No Retail
260 104.17 0.00 874.83 3203.18 209.58 0.00 7 No Retail
261 2151.00 0.00 0.00 1494.12 1187.20 0.00 7 No Multifamily
263 0.00 0.00 0.00 1098.06 330.17 0.00 7 No Multifamily
264 0.00 0.00 1549.00 3331.33 840.58 0.00 7 No Retail
270 1395.83 0.00 0.00 3804.67 608.65 0.00 7 No Multifamily
274 572.92 0.00 0.00 1741.75 600.80 0.00 7 No Multifamily
<CAPTION>
Remaining
Interest Final Amortization
Defeasance Accrual Loan Maturity Term for
Loan # Permitted Period Group Date Balloon Loans
------ ---------- ---------- ----- -------- -------------
<S> <C> <C> <C> <C> <C>
2 Yes Actual/360 1
3 Yes Actual/360 1
7.01 Yes Actual/360 3
7 Yes Actual/360 3
8 Yes Actual/360 3
9 Yes Actual/360 3
10 Yes Actual/360 3
11 Yes Actual/360 3
12 Yes Actual/360 3
13 Yes Actual/360 3
14 Yes Actual/360 3
15 Yes Actual/360 3
16 Yes Actual/360 3
17 Yes Actual/360 3
18 Yes Actual/360 3
19 Yes Actual/360 3
20 Yes Actual/360 3
21 Yes Actual/360 3
22 Yes Actual/360 3
23 Yes Actual/360 3
24 Yes Actual/360 3
25 Yes Actual/360 3
26 Yes Actual/360 3
27 Yes Actual/360 3
28 Yes Actual/360 3
29 Yes Actual/360 3
30 Yes Actual/360 3
31 Yes Actual/360 3
32 Yes Actual/360 3
32.01 3
32.02 3
32.03 3
32.04 3
32.05 3
32.06 3
32.07 3
32.08 3
32.09 3
32.1 3
32.11 3
32.12 3
32.13 3
32.14 3
34 Yes Actual/360 1
45 Yes Actual/360 1
46 Yes Actual/360 1
49 Yes Actual/360 1
53 Yes Actual/360 1 360
54 Yes Actual/360 3
55 Yes Actual/360 1
63 Yes Actual/360 1 360
64 Yes Actual/360 1
66 Yes Actual/360 1
68 Yes Actual/360 1 360
71 Yes Actual/360 1 360
72 Yes Actual/360 1 360
75 Yes Actual/360 1
81 Yes Actual/360 1
86 Yes Actual/360 1 360
88 Yes Actual/360 1 360
95 Yes Actual/360 1 360
97 Yes Actual/360 1 360
100 Yes Actual/360 1
101 Yes Actual/360 1
102 Yes Actual/360 1 300
102.01 1 300
102.02 1 300
102.03 1 300
102.04 1 300
104 No Actual/360 1 360
105 Yes Actual/360 1 360
107 Yes Actual/360 1 360
110 Yes Actual/360 1 360
113 Yes Actual/360 1 360
115 Yes Actual/360 1
128 Yes Actual/360 1 360
130 Yes Actual/360 1 360
131
|