UNITED STATES |
SECURITIES AND EXCHANGE COMMISSION |
Washington, D.C. 20549 |
FORM ABS-15G
ASSET-BACKED SECURITIZER
REPORT PURSUANT TO SECTION 15G OF
THE SECURITIES EXCHANGE ACT OF 1934
Check the appropriate box to indicate the filing obligation to which this form is intended to satisfy:
____ Rule 15Ga-1 under the Exchange Act (17 CFR 240.15Ga-1) for the reporting period
____________________ to ____________________
Date of Report (Date of earliest event reported) ____________________
Commission File Number of securitizer: ____________________
Central Index Key Number of securitizer: ____________________
_________________________________________________________________
Name and telephone number, including area code,
of the person to
contact in connection with this filing.
Indicate by check mark whether the securitizer has no activity to report for the initial period pursuant to Rule 15Ga-1(c)(1) [ ]
Indicate by check mark whether the securitizer has no activity to report for the quarterly period pursuant to Rule 15Ga-1(c)(2)(i) [ ]
Indicate by check mark whether the securitizer has no activity to report for the annual period pursuant to Rule 15Ga-1(c)(2)(ii) [ ]
__X__ Rule 15Ga-2 under the Exchange Act (17 CFR 240.15Ga-2)
Central Index Key Number of depositor: ____0001013454____
SCG 2024-MSP Mortgage Trust
(Exact name of issuing entity as specified in its charter)
Central Index Key Number of issuing entity (if applicable): ____N/A____
Central Index Key Number of underwriter (if applicable): ____N/A____
Helaine M. Kaplan, (212) 250-5270
Name and telephone number, including area code,
of the person to
contact in connection with this filing
INFORMATION TO BE INCLUDED IN THE REPORT
PART II: FINDINGS AND CONCLUSIONS OF THIRD-PARTY DUE DILIGENCE REPORTS
Item 2.01 Findings and Conclusions of a Third Party Due Diligence Report Obtained by the Issuer
Attached as Exhibit 99.1 hereto is an agreed-upon procedures report, dated March 13, 2024, of Ernst & Young LLP, obtained by the depositor, which report sets forth the findings and conclusions, as applicable, of Ernst & Young LLP with respect to certain agreed-upon procedures performed by Ernst & Young LLP.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the reporting entity has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Deutsche Mortgage & Asset Receiving Corporation
(Depositor)
Date: March 13, 2024
___/s/ Helaine Kaplan ______________
By: Helaine Kaplan, Managing Director
(senior officer in charge of securitization of the depositor)
__/s/ Matt Smith ______________
By: Matt Smith, Director
(senior officer in charge of securitization of the depositor)
EXHIBIT INDEX
Exhibit Number | Description |
Exhibit 99.1 | Report of Independent Accountants on Applying Agreed-Upon Procedures, dated March 13, 2024, of Ernst & Young LLP. |
Exhibit 99.1
Ernst & Young LLP One Manhattan West New York, NY 10001 | Tel: +1 212 773 3000 ey.com |
Report of Independent Accountants on Applying Agreed-Upon Procedures
Deutsche Mortgage & Asset Receiving Corporation (the “Depositor”)
German American Capital Corporation
Deutsche Bank Securities Inc.
Bank of America, N.A.
BofA Securities, Inc.
(collectively, the “Specified Parties”)
Re: | SCG 2024-MSP Mortgage Trust (the “Issuing Entity”) | |
Commercial Mortgage Pass-Through Certificates (the “Certificates”) |
We have performed the procedures enumerated in Attachment A, which were agreed to and acknowledged as appropriate by the Specified Parties, for the intended purpose of assisting the Specified Parties in evaluating the accuracy of certain information with respect to the Mortgage Loan (as defined herein) contained on the Data Files (as defined herein) (the “Subject Matter”) relating to the Issuing Entity’s securitization transaction as of 13 March 2024. This report may not be suitable for any other purpose. The procedures performed may not address all of the items of interest to a user of the report and may not meet the needs of all users of the report and, as such, users are responsible for determining whether the procedures performed are appropriate for their purposes. The appropriateness of these procedures is solely the responsibility of the Specified Parties identified in this report. No other party acknowledged the appropriateness of the procedures. Consequently, we make no representation regarding the appropriateness of the procedures described in Attachment A, either for the purpose for which this report has been requested or for any other purpose.
The procedures performed and our associated findings are included in Attachment A.
For the purpose of the procedures described in this report, the Depositor provided us with:
a. | Certain electronic data files (the “Data Files”) that are described in Attachment A, |
b. | Copies of various source documents (the “Source Documents”), which are listed on Exhibit 1 to Attachment A, |
c. | A list of characteristics on the Data Files (the “Compared Characteristics”), which are listed on Exhibit 2 to Attachment A, that the Depositor instructed us to compare to information contained in the Source Documents, |
d. | A list of characteristics on the Data Files (the “Recalculated Characteristics”), which are described in Attachment A, that the Depositor instructed us to recalculate using information on the Data Files, |
e. | A list of characteristics on the Data Files (the “Provided Characteristics”), which are listed on Exhibit 3 to Attachment A, on which the Depositor instructed us to perform no procedures, |
f. | A draft of the preliminary offering circular for the Issuing Entity’s securitization transaction (the “Draft Preliminary Offering Circular”) and |
g. | Instructions, assumptions and methodologies, which are described in Attachment A. |
Page 2 of 3 |
The procedures included in Attachment A were limited to comparing or recalculating certain information that is further described in Attachment A. The Depositor is responsible for the Subject Matter, Data Files, Source Documents, Compared Characteristics, Recalculated Characteristics, Provided Characteristics, Draft Preliminary Offering Circular and the determination of the instructions, assumptions and methodologies that are described herein. We were not requested to perform, and we have not performed, any procedures other than those listed in Attachment A with respect to the Data Files. We have not verified, and we make no representation as to, the appropriateness, accuracy, completeness or reasonableness of the Source Documents, Provided Characteristics, Draft Preliminary Offering Circular or any other information provided to us by the Depositor upon which we relied in forming our findings. Accordingly, we make no representation and express no opinion or conclusion as to: (a) the existence of the Mortgage Loan, (b) questions of legal or tax interpretation or (c) the appropriateness, accuracy, completeness or reasonableness of any instructions, assumptions and methodologies provided to us by the Depositor that are described in this report. We undertake no responsibility to update this report for events and circumstances occurring after the date hereof.
This agreed-upon procedures engagement was conducted in accordance with attestation standards established by the American Institute of Certified Public Accountants (the “AICPA”). An agreed-upon procedures engagement involves the practitioner performing specific procedures that the Specified Parties have agreed to and acknowledged to be appropriate for the purpose of the engagement and reporting on findings based on the procedures performed. We were not engaged to, and did not, conduct an examination to express an opinion or a review to express a conclusion in accordance with attestation standards established by the AICPA on any of the items referred to herein. Accordingly, we do not express such an opinion or conclusion. Had we performed additional procedures, other matters might have come to our attention that would have been reported to you.
The agreed-upon procedures described in this report were not performed for the purpose of:
a. | Satisfying any criteria for due diligence published by a nationally recognized statistical rating organization (a “rating agency”) or |
b. | Making any findings with respect to: |
i. | Whether the origination of the Mortgage Loan conformed to, or deviated from, stated underwriting or credit extension guidelines, standards, criteria, or other requirements, |
ii. | The value of the collateral securing the Mortgage Loan, |
iii. | Whether the originator(s) of the Mortgage Loan complied with federal, state or local laws or regulations or |
iv. | Any other factor or characteristic of the Mortgage Loan that would be material to the likelihood that the issuer of the Certificates will pay interest and principal in accordance with applicable terms and conditions. |
Page 3 of 3 |
We are required to be independent of the Depositor and to meet our other ethical responsibilities, as applicable for agreed-upon procedures engagements set forth in the Preface: Applicable to All Members and Part 1 – Members in Public Practice of the Code of Professional Conduct established by the AICPA. Independence requirements for agreed-upon procedure engagements are less restrictive than independence requirements for audit and other attestation services.
This report is intended solely for the information and use of the Specified Parties and is not intended to be, and should not be, used by anyone other than the Specified Parties. It is not intended to be, and should not be, used by any other person or entity, including investors and rating agencies, who are not identified in the report as Specified Parties, but who may have access to this report as required by law or regulation.
/s/ Ernst & Young LLP
13 March 2024
Attachment A |
Background
For the purpose of the procedures described in this report, the Depositor indicated that:
a. | The Issuing Entity’s assets will consist primarily of certain promissory notes evidencing a two-year, componentized, floating-rate interest-only mortgage loan, subject to three successive 12-month extension options (the “Mortgage Loan”) and |
b. | The Mortgage Loan is secured by, among other things, a cross-collateralized and cross-defaulted first priority mortgage on the borrowers’ fee simple and leasehold interests in four Marriott-branded full-service hotel properties located across three states (each, a “Mortgaged Property” and collectively, the “Mortgaged Properties”). |
Procedures performed and our associated findings
1. | The Depositor provided us with: |
a. | An electronic data file (the “Preliminary Data File”) that the Depositor indicated contains information relating to the Mortgage Loan and Mortgaged Properties that is expected to be as of 27 March 2024 (the “Reference Date”) and |
b. | Record layout and decode information relating to the information on the Preliminary Data File. |
Using the information in the Source Documents, we compared the Compared Characteristics listed on Exhibit 2 to Attachment A, as shown on the Preliminary Data File, to the corresponding information in the Source Documents indicated on Exhibit 2 to Attachment A, subject to the instructions, assumptions and methodologies stated in the notes on Exhibit 2 to Attachment A. If more than one Source Document is listed for a Compared Characteristic, the Depositor instructed us to note agreement if the value on the Preliminary Data File for the Compared Characteristic agreed with the corresponding information in at least one of the Source Documents listed for such Compared Characteristic on Exhibit 2 to Attachment A (except as described in the notes on Exhibit 2 to Attachment A). We performed no procedures to reconcile any differences that may exist between various Source Documents for any of the Compared Characteristics listed on Exhibit 2 to Attachment A.
We performed certain procedures on earlier versions of the Data Files and communicated differences prior to being provided the Data Files which were subjected to the procedures as described herein.
2. | As instructed by the Depositor, we adjusted the information on the Preliminary Data File to correct all the differences we noted in performing the procedures described in the Item above and provided a list of such differences to the Depositor. The Preliminary Data File, as so adjusted, is hereinafter referred to as the “Updated Data File.” |
Attachment A |
3. | Subsequent to the performance of the procedures described in the Items above, we received from the Depositor: |
a. | An electronic data file (the “Final Data File,” which together with the Preliminary Data File comprise the Data Files) that the Depositor indicated contains information relating to the Mortgage Loan and Mortgaged Properties as of the Reference Date and |
b. | Record layout and decode information relating to the information on the Final Data File. |
Using information on the:
a. | Final Data File and |
b. | Updated Data File, |
we compared each Compared Characteristic listed on Exhibit 2 to Attachment A, as shown on the Final Data File, to the corresponding information on the Updated Data File and found such information to be in agreement.
4. | Using the “First Pmt Date,” as shown on the Final Data File, we recalculated the “Seasoning” of the Mortgage Loan as of the Reference Date. We compared this recalculated information to the corresponding information on the Final Data File and found such information to be in agreement. |
5. | Using the: |
a. | First Pmt Date, |
b. | Maturity Date and |
c. | Fully Extended Maturity, |
as shown on the Final Data File, we recalculated the:
i. | Original Term and |
ii. | Original Term Extended |
of the Mortgage Loan. We compared this recalculated information to the corresponding information on the Final Data File and found such information to be in agreement.
6. | Using the: |
a. | Seasoning, |
b. | Original Term and |
c. | Original Term Extended, |
as shown on the Final Data File, we recalculated the:
i. | Remaining Term and |
ii. | Remaining Term Extended |
of the Mortgage Loan. We compared this recalculated information to the corresponding information on the Final Data File and found such information to be in agreement.
Attachment A |
7. | The applicable Source Document(s) indicate that the Mortgage Loan is interest-only for its entire term, including during any applicable extension period options. Based on this information, the Depositor instructed us to: |
a. | Use the “Original Term,” as shown on the Final Data File, for the “IO Period” of the Mortgage Loan and |
b. | Use the “1st Mortgage Original Balance,” as shown on the Final Data File, for the: |
i. | Principal balance of the Mortgage Loan and each Mortgaged Property as of the Reference Date (the “1st Mortgage Current Balance”) and |
ii. | Principal balance of the Mortgage Loan and each Mortgaged Property as of the “Maturity Date” of the Mortgage Loan (the “1st Mortgage Balloon Balance”). |
We compared this information to the corresponding information on the Final Data File and found such information to be in agreement.
8. | Using the: |
a. | SOFR Rounding and |
b. | 1st Mortgage SOFR Floor, |
as shown on the Final Data File, and a SOFR assumption of 5.32000% provided by the Depositor, we recalculated the “Effective SOFR 1st Mortgage” of the Mortgage Loan. We compared this recalculated information to the corresponding information on the Final Data File and found such information to be in agreement.
9. | Using the: |
a. | Effective SOFR 1st Mortgage and |
b. | 1st Mortgage Margin, |
as shown on the Final Data File, we recalculated the “1st Mortgage Coupon” of the Mortgage Loan. We compared this recalculated information to the corresponding information on the Final Data File and found such information to be in agreement.
10. | Using the: |
a. | 1st Mortgage Margin and |
b. | SOFR Cap, |
as shown on the Final Data File, we recalculated the “1st Mortgage Cap Coupon” of the Mortgage Loan. We compared this recalculated information to the corresponding information on the Final Data File and found such information to be in agreement.
Attachment A |
11. | Using the: |
a. | 1st Mortgage Original Balance, |
b. | 1st Mortgage Coupon, |
c. | 1st Mortgage Cap Coupon and |
d. | Rate Type, |
as shown on the Final Data File, and the calculation methodologies provided by the Depositor described in the succeeding paragraph(s) of this Item, we recalculated the:
i. | 1st Mortgage Debt Service at SOFR and |
ii. | 1st Mortgage Debt Service at Cap |
of the Mortgage Loan. We compared this recalculated information to the corresponding information on the Final Data File and found such information to be in agreement.
For the purpose of this procedure, the Depositor instructed us to recalculate the “1st Mortgage Debt Service at SOFR” of the Mortgage Loan as the product of:
a. | The “1st Mortgage Original Balance,” as shown on the Final Data File, |
b. | The “1st Mortgage Coupon,” as shown on the Final Data File, and |
c. | 365/360. |
For the purpose of this procedure, the Depositor instructed us to recalculate the “1st Mortgage Debt Service at Cap” of the Mortgage Loan as the product of:
a. | The “1st Mortgage Original Balance,” as shown on the Final Data File, |
b. | The “1st Mortgage Cap Coupon,” as shown on the Final Data File, and |
c. | 365/360. |
12. | Using the: |
a. | 1st Mortgage Current Balance, |
b. | 1st Mortgage Balloon Balance, |
c. | Collateral Units, |
d. | UW NOI, |
e. | UW NCF, |
f. | As Is Value and |
g. | As Portfolio Value, |
as shown on the Final Data File, and the applicable calculation methodologies and assumptions described in the Draft Preliminary Offering Circular, we recalculated the:
i. | 1st Mortgage Balance / Unit, |
ii. | 1st Mortgage Current LTV, |
iii. | 1st Mortgage Maturity LTV, |
iv. | 1st Mortgage UW NOI Debt Yield, |
v. | 1st Mortgage UW NCF Debt Yield and |
vi. | As Is Appraised Value / Unit |
of the Mortgage Loan and, with respect to vi. above, of each Mortgaged Property. We compared this recalculated information to the corresponding information on the Final Data File and found such information to be in agreement.
Attachment A |
12. (continued)
For the purpose of this procedure, the Depositor instructed us to:
a. | Round the characteristics listed in ii. through v. above to the nearest 1/10th of one percent, |
b. | Recalculate the characteristics listed in ii. and iii. above using the “As Portfolio Value” characteristic and |
c. | Recalculate the characteristic listed in vi. above using the “As Is Value” characteristic. |
13. | Using the: |
a. | 1st Mortgage Debt Service at SOFR, |
b. | 1st Mortgage Debt Service at Cap, |
c. | UW NOI and |
d. | UW NCF, |
as shown on the Final Data File, and the applicable calculation methodologies and assumptions described in the Draft Preliminary Offering Circular, we recalculated the:
i. | 1st Mortgage UW NOI DSCR at SOFR, |
ii. | 1st Mortgage UW NCF DSCR at SOFR, |
iii. | 1st Mortgage UW NOI DSCR at Cap and |
iv. | 1st Mortgage UW NCF DSCR at Cap |
of the Mortgage Loan. We compared this recalculated information to the corresponding information on the Final Data File and found such information to be in agreement.
For the purpose of this procedure, the Depositor instructed us to round the characteristics listed in i. through iv. above to two decimal places.
14. | Using the: |
a. | Master & Primary Fee Rate, |
b. | Cert Admin / Trustee Fee Rate, |
c. | Operating Advisor Fee and |
d. | CREFC Fee, |
as shown on the Final Data File, we recalculated the “Admin Fee Rate” of the Mortgage Loan. We compared this recalculated information to the corresponding information on the Final Data File and found such information to be in agreement.
15. | Using the “1st Mortgage Current Balance,” as shown on the Final Data File, we recalculated the “% of Pool” of the Mortgage Loan and each Mortgaged Property. We compared this recalculated information to the corresponding information on the Final Data File and found such information to be in agreement. |
16. | Using the “Collateral Units,” as shown on the Final Data File, we recalculated the “% of Keys” of the Mortgage Loan and each Mortgaged Property. We compared this recalculated information to the corresponding information on the Final Data File and found such information to be in agreement. |
Exhibit 1 to Attachment A |
Source Documents
Mortgage Loan Source Documents
Source Document Title | Source Document Date |
Mortgage Loan Agreement (see Note 1) | 11 March 2024 |
Deposit Account Control Agreement (see Note 1) | 11 March 2024 |
Cash Management Agreement (see Note 1) | 12 March 2024 |
Guaranty Agreement (see Note 1) | 12 March 2024 |
Environmental Indemnity Agreement (see Note 1) | 13 March 2024 |
Non-Consolidation Opinion (see Note 1) | 11 March 2024 |
Mortgaged Property Source Documents
Source Document Title | Source Document Date |
Portfolio Appraisal Report | 23 February 2024 |
Appraisal Reports | 23 February 2024 |
Engineering Reports | Various |
Phase I Environmental Reports | Various |
Seismic Report | 30 January 2024 |
Underwriter’s Summary Report | Not Dated |
Pro Forma Title Polices | Not Dated |
CRE Insurance Risk Analysis | 12 March 2024 |
Property Insurance Certificate | 22 February 2024 |
Liability Insurance Certificate | 22 February 2024 |
Exhibit 1 to Attachment A |
Mortgaged Property Source Documents (continued)
Source Document Title | Source Document Date |
Franchise Agreement | 9 August 2019 |
Franchise Agreement Guaranty | 9 August 2019 |
Management Agreements | Various |
Ground Lease | 12 May 1986 |
Amendments to Ground Lease | Various |
Ground Lease Estoppel | 1 August 2019 |
Ground Lease Summary | Not Dated |
CoStar and STR Reports | Various |
Marriott Suites Portfolio Financing Request | December 2023 |
PACE Reports | Various |
Historical Occupancy Report | Not Dated |
Historical Capital Expenditures Summary | Not Dated |
Note:
1. | The indicated provided Source Document(s) are draft document(s) with the Source Document Date reflecting the latest date of receipt. For the purpose of the procedures described in this report, the Depositor instructed us to treat the indicated Source Document(s) as fully executed. |
Exhibit 2 to Attachment A |
Compared Characteristics and Source Documents
Mortgaged Property Information:
Characteristic | Source Document(s) |
Address (see Note 1) | Appraisal Report |
City (see Note 1) | Appraisal Report |
State (see Note 1) | Appraisal Report |
Zip Code | Appraisal Report |
Primary Type | Appraisal Report |
Secondary Type | Appraisal Report |
Year Built | Appraisal Report |
Latest Renovation | Appraisal Report |
Collateral Units | Underwriter’s Summary Report |
Primary Unit of Measure | Underwriter’s Summary Report |
Third Party Information:
Characteristic | Source Document(s) |
As Portfolio Value | Portfolio Appraisal Report |
As Is Value | Appraisal Report |
As Is Value Date | Appraisal Report |
Appraisal Firm | Appraisal Report and Portfolio Appraisal Report |
FIRREA | Appraisal Report and Portfolio Appraisal Report |
Date of Engineering Report | Engineering Report |
Engineering Firm | Engineering Report |
Located in Seismic Zone (Yes/No) (see Note 2) | Engineering Report |
Date of Seismic Report (see Note 3) | Seismic Report |
Seismic Firm (see Note 3) | Seismic Report |
PML (%) (see Note 3) | Seismic Report |
Date of Phase I Report | Phase I Environmental Report |
Environmental Firm | Phase I Environmental Report |
Material Recognized Environmental Concern (Y/N) | Phase I Environmental Report |
Phase II Recommended (Yes/No) | Phase I Environmental Report |
Exhibit 2 to Attachment A |
Underwriting Information: (see Note 4)
Characteristic | Source Document(s) |
UW Occupancy | Underwriter’s Summary Report |
UW ADR | Underwriter’s Summary Report |
UW RevPAR | Underwriter’s Summary Report |
UW Revenues | Underwriter’s Summary Report |
UW Expenses | Underwriter’s Summary Report |
UW NOI | Underwriter’s Summary Report |
UW Replacement Reserves | Underwriter’s Summary Report |
UW NCF | Underwriter’s Summary Report |
January 2024 TTM NCF | Underwriter’s Summary Report |
January 2024 TTM Occupancy | Underwriter’s Summary Report |
January 2024 TTM ADR | Underwriter’s Summary Report |
January 2024 TTM RevPAR | Underwriter’s Summary Report |
2023 NCF | Underwriter’s Summary Report |
2023 Occupancy | Underwriter’s Summary Report |
2023 ADR | Underwriter’s Summary Report |
2023 RevPAR | Underwriter’s Summary Report |
2022 NCF | Underwriter’s Summary Report |
2022 Occupancy | Underwriter’s Summary Report |
2022 ADR | Underwriter’s Summary Report |
2022 RevPAR | Underwriter’s Summary Report |
2021 NCF | Underwriter’s Summary Report |
2021 Occupancy | Underwriter’s Summary Report |
2021 ADR | Underwriter’s Summary Report |
2021 RevPAR | Underwriter’s Summary Report |
2020 NCF | Underwriter’s Summary Report |
2020 Occupancy | Underwriter’s Summary Report |
2020 ADR | Underwriter’s Summary Report |
2020 RevPAR | Underwriter’s Summary Report |
Exhibit 2 to Attachment A |
Reserve and Escrow Information:
Characteristic | Source Document(s) |
Ongoing Tax Escrow | Mortgage Loan Agreement |
Ongoing Insurance Escrow | Mortgage Loan Agreement |
Ongoing Required Replacement/FFE Reserves | Mortgage Loan Agreement |
Directs Investment (Borrower or Lender) | Mortgage Loan Agreement |
Interest Goes to Borrower? RE Tax | Mortgage Loan Agreement |
Interest Goes to Borrower? Insurance | Mortgage Loan Agreement |
Interest Goes to Borrower? Replacement Reserves | Mortgage Loan Agreement |
Interest Goes to Borrower? Other Escrows | Mortgage Loan Agreement |
Mortgage Loan Information:
Characteristic | Source Document(s) |
Originator | Mortgage Loan Agreement |
1st Mortgage Original Balance | Mortgage Loan Agreement |
SOFR Setting | Mortgage Loan Agreement |
SOFR Reset Frequency | Mortgage Loan Agreement |
SOFR Rounding | Mortgage Loan Agreement |
1st Mortgage SOFR Floor | Mortgage Loan Agreement |
Borr. Legal Name | Mortgage Loan Agreement |
Borrower Sponsor | Mortgage Loan Agreement |
Recourse Carve Out Guarantees (Yes/No) | Guaranty Agreement |
Recourse Guarantee Warm Body (Yes/No) | Guaranty Agreement and Mortgage Loan Agreement |
Recourse Guarantor Name | Guaranty Agreement and Mortgage Loan Agreement |
Recourse Guarantor Ongoing Net Worth and Liquidity Covenants | Guaranty Agreement and Mortgage Loan Agreement |
Payment Day | Mortgage Loan Agreement |
Interest Accrual Begin | Mortgage Loan Agreement |
Interest Accrual End | Mortgage Loan Agreement |
Rate Type | Mortgage Loan Agreement |
Loan Type | Mortgage Loan Agreement |
Extension Option | Mortgage Loan Agreement |
Exhibit 2 to Attachment A |
Mortgage Loan Information: (continued)
Characteristic | Source Document(s) |
Exit Fee | Mortgage Loan Agreement |
Extension Fee | Mortgage Loan Agreement |
Aggregate Extension Options | Mortgage Loan Agreement |
Grace Days Default | Mortgage Loan Agreement |
Grace Days Late Fee | Mortgage Loan Agreement |
Default Rate | Mortgage Loan Agreement |
Late Fee | Mortgage Loan Agreement |
SPE | Mortgage Loan Agreement |
Ind. Director | Mortgage Loan Agreement |
Partial Release Permitted | Mortgage Loan Agreement |
Partial Release Description | Mortgage Loan Agreement |
Lien Position | Pro Forma Title Policy |
Fee Simple / Leasehold | Pro Forma Title Policy |
Ground Lease | Ground Lease and Amendments to Ground Lease |
Ground Lease Exp. | Ground Lease, Amendments to Ground Lease and Underwriter’s Summary Report |
Annual Ground Lease Payment | Underwriter’s Summary Report |
LockBox Type (see Note 5) | Mortgage Loan Agreement |
Cash Management (see Note 6) | Mortgage Loan Agreement |
Non Consol | Non-Consolidation Opinion |
Excess Cash Trap Trigger | Mortgage Loan Agreement |
Exhibit 2 to Attachment A |
Notes:
1. | For the purpose of comparing the indicated characteristics, the Depositor instructed us to ignore differences that are due to standard postal abbreviations. |
2. | For the purpose of comparing the “Located in Seismic Zone (Yes/No)” characteristic, the Depositor instructed us to use “Yes” only for the Mortgaged Properties located in seismic zones 3 or 4, as shown in the applicable Source Document(s). If the applicable Source Document(s) indicated the Mortgaged Property is located in seismic zones 1 or 2, the Depositor instructed us to use “No” for the “Located in Seismic Zone (Yes/No)” characteristic. |
3. | For the purpose of comparing the indicated characteristics, the Depositor instructed us to perform procedures only for any Mortgaged Property that contains a seismic report Source Document in the related loan file. For any Mortgaged Property on the Preliminary Data File that does not contain a seismic report Source Document in the related loan file, the Depositor instructed us to use “NAP” for the indicated characteristics. |
4. | For the purpose of comparing the “Underwriting Information” characteristics that are expressed as dollar values, the Depositor instructed us to ignore differences of +/– $1 or less. |
5. | For the purpose of comparing the “LockBox Type” characteristic, the Depositor instructed us to use “Soft” if the applicable Source Document(s) require the manager(s) to deposit all rents collected into a lockbox account controlled by the lender(s). |
6. | For the purpose of comparing the “Cash Management” characteristic, the Depositor instructed us to use “In Place” if revenue in the lockbox account is transferred to a cash management account controlled by the lender(s), and the funds are used to pay monthly debt service and reserve payments, as described in the applicable Source Document(s). |
We performed no procedures to determine the appropriateness, accuracy, completeness or reasonableness of the instructions, assumptions and methodologies provided by the Depositor that are described in the notes above.
Exhibit 3 to Attachment A |
Provided Characteristics
Characteristic |
Loan No. |
Loan Flag |
Prop Flag |
Loan Name |
Property Name |
Loan Seller |
Properties per Loan |
Date of Phase II Report |
First Pmt Date |
1st. IO Date |
Maturity Date |
Fully Extended Maturity |
Lockout Period |
Lockout Exp Date |
1st Amortization Date |
1st Mortgage Margin |
Cap Coupon Check |
Master & Primary Fee Rate |
Cert Admin / Trustee Fee Rate |
Operating Advisor Fee |
CREFC Fee |
SOFR Cap |
SOFR Cap Expiration |
Note Date |
Loan Purpose |
Initial Tax Reserve |
Initial Insurance Reserve |
Initial Replacement Reserve |
Initial TI/LC Reserve |
Initial Environmental Reserve |
Initial Debt Service Reserve |
Initial Deferred Maintenance Reserve |
Initial Other Reserve |
Initial Other Reserve Description |
Ongoing Required TI/LC |
Ongoing Other Reserve |
Ongoing Other Reserve Description |
Interest Goes to Borrower? TI/LC |
Interest Goes to Borrower? Immediate Repairs |
Interest Goes to Borrower? Environmental |
Interest Goes to Borrower? Initial Debt Service |
Exhibit 3 to Attachment A |
Characteristic |
Prepay Description |
Partial Prepay Permitted (Provisions) |
Penalty Period |
Open Period |
Prepay Penalty Start Date |
Prepay Penalty End Date |
Note: | We performed no procedures to determine the appropriateness, accuracy, completeness or reasonableness of the Provided Characteristics. |
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