FWP 1 n1160_ts-x5.htm FREE WRITING PROSPECTUS

		FREE WRITING PROSPECTUS
		FILED PURSUANT TO RULE 433
		REGISTRATION FILE NO.: 333-206361-13

February 5, 2018

Benchmark 2018-B2

Free Writing Prospectus Structural and Collateral Term Sheet

BENCHMARK 2018-B2



$1,507,013,899
	(Approximate Mortgage Pool Balance)

$1,341,242,000
	(Approximate Offered Certificates)

J.P. Morgan Chase Commercial Mortgage Securities Corp.
	Depositor


BENCHMARK 2018 MORTGAGE TRUST, COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES SERIES 2018-B2

JPMorgan Chase Bank, National Association German American Capital Corporation Citi Real Estate Funding Inc.
Sponsors and Mortgage Loan Sellers

J.P. Morgan	Deutsche Bank Securities	Citigroup
	Co-Lead Managers and Joint Bookrunners

Drexel Hamilton		Academy Securities

	Co-Managers

THE INFORMATION IN THIS STRUCTURAL AND COLLATERAL TERM SHEET IS NOT COMPLETE AND MAY BE AMENDED PRIOR TO THE TIME OF SALE. THIS TERM SHEET IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT A SOLICITATION OF AN OFFER TO BUY THESE SECURITIES IN ANY JURISDICTION WHERE THE OFFER OR SALE IS NOT PERMITTED

February 5, 2018

Benchmark 2018-B2

This material is for your information, and none of J.P. Morgan Securities LLC (“JPMS”), Deutsche Bank Securities Inc. (“DBSI”), Citigroup Global Markets Inc. (“CGMI”), Drexel Hamilton, LLC (“Drexel”) or Academy Securities, Inc. (“Academy Securities”) (each individually, an “Underwriter”, and together, the ’’Underwriters’’) are soliciting any action based upon it. This material is not to be construed as an offer to sell or the solicitation of any offer to buy any security in any jurisdiction where such an offer or solicitation would be illegal.

The Depositor has filed a registration statement (including a prospectus) with the SEC (SEC File no. 333-206361) for the offering to which this free writing prospectus relates. Before you invest, you should read the prospectus in the registration statement and other documents the Depositor has filed with the SEC for more complete information about the Depositor, the issuing entity and this offering. You may get these documents for free by visiting EDGAR on the SEC Website at www.sec.gov. Alternatively, the Depositor or any Underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling (800) 408-1016 or by emailing the ABS Syndicate Desk at abs_synd@jpmorgan.com.

Neither this document nor anything contained in this document shall form the basis for any contract or commitment whatsoever. The information contained in this document is preliminary as of the date of this document, supersedes any previous such information delivered to you and will be superseded by any such information subsequently delivered prior to the time of sale. These materials are subject to change, completion or amendment from time to time.

This document has been prepared by the Underwriters for information purposes only and does not constitute, in whole or in part, a prospectus for the purposes of Directive 2003/71/EC (as amended) and/or Part VI of the Financial Services and Markets Act 2000 (as amended) or other offering document.

The attached information contains certain tables and other statistical analyses (the “Computational Materials”) that have been prepared in reliance upon information furnished by the Mortgage Loan Sellers. Numerous assumptions were used in preparing the Computational Materials, which may or may not be reflected in this document. The Computational Materials should not be construed as either projections or predictions or as legal, tax, financial or accounting advice. You should consult your own counsel, accountant and other advisors as to the legal, tax, business, financial and related aspects of a purchase of these certificates. Any weighted average lives, yields and principal payment periods shown in the Computational Materials are based on prepayment and/or loss assumptions, and changes in such prepayment and/or loss assumptions may dramatically affect such weighted average lives, yields and principal payment periods. In addition, it is possible that prepayments or losses on the underlying assets will occur at rates higher or lower than the rates shown in the Computational Materials. The specific characteristics of the certificates may differ from those shown in the Computational Materials due to differences between the final underlying assets and the preliminary underlying assets used in preparing the Computational Materials. The principal amount and designation of any certificate described in the Computational Materials are subject to change prior to issuance. None of the Underwriters nor any of their respective affiliates make any representation or warranty as to the actual rate or timing of payments or losses on any of the underlying assets or the payments or yield on the certificates.

This information is based upon management forecasts and reflects prevailing conditions and management’s views as of this date, all of which are subject to change.

This document contains forward-looking statements. Those statements are subject to certain risks and uncertainties that could cause the success of collections and the actual cash flow generated to differ materially from the information set forth in this document. While such information reflects projections prepared in good faith based upon methods and data that are believed to be reasonable and accurate as of their dates, the Depositor undertakes no obligation to revise these forward-looking statements to reflect subsequent events or circumstances. Investors should not place undue reliance on forward-looking statements and are advised to make their own independent analysis and determination with respect to the forecasted periods, which reflect the Depositor’s view only as of the date of this document.

J.P. Morgan is the marketing name for the investment banking businesses of JPMorgan Chase & Co. and its subsidiaries worldwide. Securities, syndicated loan arranging, financial advisory and other investment banking activities are performed by JPMS and its securities affiliates, and lending, derivatives and other commercial banking activities are performed by JPMorgan Chase Bank, National Association and its banking affiliates. JPMS is a member of SIPC and the NYSE. Securities and investment banking activities in the United States are performed by Deutsche Bank Securities Inc., a member of NYSE, FINRA and SIPC, and its broker-dealer affiliates. Lending and other commercial banking activities in the United States are performed by Deutsche Bank AG, acting through its New York Branch.

Capitalized terms used in this material but not defined herein shall have the meanings ascribed to them in the Preliminary Prospectus (as defined below).

THE CERTIFICATES REFERRED TO IN THESE MATERIALS ARE SUBJECT TO MODIFICATION OR REVISION (INCLUDING THE POSSIBILITY THAT ONE OR MORE CLASSES OF CERTIFICATES MAY BE SPLIT, COMBINED OR ELIMINATED AT ANY TIME PRIOR TO ISSUANCE OR AVAILABILITY OF A FINAL PROSPECTUS) AND ARE OFFERED ON A “WHEN, AS AND IF ISSUED” BASIS.

THE UNDERWRITERS MAY FROM TIME TO TIME PERFORM INVESTMENT BANKING SERVICES FOR, OR SOLICIT INVESTMENT BANKING BUSINESS FROM, ANY COMPANY NAMED IN THESE MATERIALS. THE UNDERWRITERS AND/OR THEIR AFFILIATES OR RESPECTIVE EMPLOYEES MAY FROM TIME TO TIME HAVE A LONG OR SHORT POSITION IN ANY CERTIFICATE OR CONTRACT DISCUSSED IN THESE MATERIALS.

2 of 151

Structural and Collateral Term Sheet		Benchmark 2018-B2

Indicative Capital Structure

Publicly Offered Certificates

Class	Expected Ratings (S&P / Fitch / KBRA)	Approximate Initial Certificate Balance or Notional Amount⁽¹⁾		Approximate Initial Credit Support⁽²⁾	Expected Weighted Avg. Life (years)⁽³⁾	Expected Principal Window⁽³⁾	Certificate Principal to Value Ratio⁽⁴⁾	Underwritten NOI Debt Yield⁽⁵⁾
A-1	AAA(sf) / AAAsf / AAA(sf)	$29,604,000		30.000%	2.52	3/18 – 6/22	40.0%	16.0%
A-2	AAA(sf) / AAAsf / AAA(sf)	$341,798,000		30.000%	4.82	6/22 – 2/23	40.0%	16.0%
A-3	AAA(sf) / AAAsf / AAA(sf)	$60,000,000		30.000%	6.80	12/24 – 12/24	40.0%	16.0%
A-4	AAA(sf) / AAAsf / AAA(sf)	$125,000,000		30.000%	9.58	3/27 – 11/27	40.0%	16.0%
A-5	AAA(sf) / AAAsf / AAA(sf)	$444,175,000		30.000%	9.83	11/27 – 1/28	40.0%	16.0%
A-SB	AAA(sf) / AAAsf / AAA(sf)	$54,333,000		30.000%	7.11	2/23 – 3/27	40.0%	16.0%
X-A	NR / AAAsf / AAA(sf)	$1,220,681,000	⁽⁶⁾	N/A	7.96	N/A	N/A	N/A
X-B	NR / AA-sf / AAA(sf)	$60,281,000	⁽⁶⁾	N/A	9.88	N/A	N/A	N/A
A-S	NR / AAAsf / AAA(sf)	$165,771,000		19.0000%	9.88	1/28 – 1/28	46.3%	13.8%
B	NR / AA-sf / AA-(sf)	$60,281,000		15.0000%	9.88	1/28 – 2/28	48.6%	13.2%
C	NR / A-sf / A-(sf)	$60,280,000		11.0000%	9.97	2/28 – 2/28	50.9%	12.6%

Privately Offered Certificates⁽⁷⁾

Class	Expected Ratings (S&P / Fitch / KBRA)	Approximate Initial Certificate Balance or Notional Amount⁽¹⁾		Approximate Initial Credit Support	Expected Weighted Avg. Life (years)⁽³⁾	Expected Principal Window⁽³⁾	Certificate Principal to Value Ratio⁽⁴⁾	Underwritten NOI Debt Yield⁽⁵⁾
X-D	NR / BBB+sf / BBB+(sf)	$18,838,000	⁽⁶⁾⁽⁸⁾	N/A	9.97	N/A	N/A	N/A
D	NR / BBB+sf / BBB+(sf)	$18,838,000	⁽⁸⁾	9.750%	9.97	2/28 – 2/28	51.6%	12.4%
E-RR	NR / BBB-sf / BBB-(sf)	$52,746,000	⁽⁸⁾	6.250%	9.97	2/28 – 2/28	53.6%	11.9%
F-RR	NR / BBsf / BB(sf)	$18,837,000		5.000%	9.97	2/28 – 2/28	54.3%	11.8%
G-RR	NR / Bsf / B(sf)	$18,838,000		3.750%	9.97	2/28 – 2/28	55.1%	11.6%
NR-RR	NR / NR / NR	$56,512,898		0.000%	9.97	2/28 – 2/28	57.2%	11.2%

(1)

In the case of each such Class, subject to a permitted variance of plus or minus 5%. In addition, the notional amounts of the Class X-A, Class X-B and Class X-D Certificates may vary depending upon the final pricing of the Classes of Principal Balance Certificates whose Certificate Balances comprise such notional amounts, and, if as a result of such pricing the pass-through rate of any Class of the Class X-A, Class X-B or Class X-D Certificates, as applicable, would be equal to zero at all times, such Class of Certificates will not be issued on the closing date of this securitization.

(2)

The credit support percentages set forth for Class A-1, Class A-2, Class A-3, Class A-4, Class A-5 and Class A-SB Certificates represent the approximate initial credit support for the Class A-1, Class A-2, Class A-3, Class A-4, Class A-5 and Class A-SB Certificates in the aggregate.

(3)

Assumes 0% CPR / 0% CDR and a February 27, 2018 closing date. Based on modeling assumptions as described in the Preliminary Prospectus dated February 5, 2018 (the “Preliminary Prospectus”).

(4)

The “Certificate Principal to Value Ratio” for any Class of Principal Balance Certificates (other than the Class A-1, Class A-2, Class A-3, Class A-4, Class A-5 and Class A-SB Certificates) is calculated as the product of (a) the weighted average Cut-off Date LTV for the mortgage loans, multiplied by (b) a fraction, the numerator of which is the total initial Certificate Balance of such Class of Certificates and all Classes of Principal Balance Certificates senior to such Class of Certificates and the denominator of which is the total initial Certificate Balance of all of the Principal Balance Certificates. The Class A-1, Class A-2, Class A-3, Class A-4, Class A-5 and Class A-SB Certificate Principal to Value Ratios are calculated in the aggregate for those Classes as if they were a single Class. Investors should note, however, that excess mortgaged property value associated with a mortgage loan will not be available to offset losses on any other mortgage loan.

(5)

The “Underwritten NOI Debt Yield” for any Class of Principal Balance Certificates (other than the Class A-1, Class A-2, Class A-3, Class A-4, Class A-5 and Class A-SB Certificates) is calculated as the product of (a) the weighted average UW NOI Debt Yield for the mortgage loans and (b) the total initial Certificate Balance of all of the Classes of Principal Balance Certificates divided by the total initial Certificate Balance for such Class and all Classes of Principal Balance Certificates senior to such Class of Certificates. The Underwritten NOI Debt Yield for each of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-5 and Class A-SB Certificates is calculated in the aggregate for those Classes as if they were a single Class. Investors should note, however, that net operating income from any mortgaged property supports only the related mortgage loan and will not be available to support any other mortgage loan.

(6)

The Class X-A, Class X-B and Class X-D Notional Amounts are defined in the Preliminary Prospectus.

(7)

The Class X-D, Class D, Class E-RR, Class F-RR, Class G-RR and Class NR-RR Certificates are not being offered by the Preliminary Prospectus or this Term Sheet. The Class S and Class R Certificates are not shown above.

(8)

The approximate initial Notional Amount and Certificate Balances of the Class X-D, Class D and Class E-RR Certificates are estimated based in part on the estimated ranges of Notional Amounts, Certificate Balances and estimated fair values described in “Credit Risk Retention” in the Preliminary Prospectus. The Class X-D and Class D Notional Amount and Certificate Balances are expected to fall within a range of $15,071,000 and $26,373,000, with the ultimate Notional Amount and Certificate Balance determined, such that the aggregate fair value of the Yield-Priced Principal Balance Certificates will equal at least 5% of the estimated fair value of all of the classes of certificates (other than the Class R Certificates) issued by the issuing entity. The Class E-RR Certificate Balances are expected to fall within a range of $45,211,000 and $56,513,000, with the ultimate Certificate Balance determined such that the aggregate fair value of the Yield-Priced Principal Balance Certificates will equal at least 5% of the estimated fair value of all the classes of certificates (other than the Class R Certificates) issued by the issuing entity.

3 of 151

Structural and Collateral Term Sheet		Benchmark 2018-B2

Summary of Transaction Terms

Securities Offered:	$1,341,242,000 monthly pay, multi-class, commercial mortgage REMIC Pass-Through Certificates.
Co-Lead Managers and Joint Bookrunners:	J.P. Morgan Securities LLC, Deutsche Bank Securities Inc. and Citigroup Global Markets Inc.
Co-Managers:	Drexel Hamilton, LLC and Academy Securities, Inc.
Mortgage Loan Sellers:	JPMorgan Chase Bank, National Association (“JPMCB”) (31.1%), German American Capital Corporation (“GACC”) (38.8%) and Citi Real Estate Funding Inc. (“CREFI”) (30.2%).
Master Servicer:	KeyBank National Association.
Special Servicer:	CWCapital Asset Management LLC.
Directing Certificateholder:	Barings LLC.
Trustee:	Wells Fargo Bank, National Association.
Certificate Administrator:	Wells Fargo Bank, National Association.
Operating Advisor:	Pentalpha Surveillance LLC.
Asset Representations Reviewer:	Pentalpha Surveillance LLC.
Rating Agencies:	S&P Global Ratings, acting through Standard and Poor’s Financial Services LLC (“S&P”), Fitch Ratings, Inc. (“Fitch”) and Kroll Bond Rating Agency (“KBRA”).
U.S. Credit Risk Retention:	JPMCB is expected to act as the “retaining sponsor” for this securitization and intends to satisfy the U.S. credit risk retention requirement through the purchase by Massachusetts Mutual Life Insurance Company, as a third-party purchaser (as defined in Regulation RR), from the depositor, on the Closing Date, of an “eligible horizontal residual interest”, which will be comprised of the Class E-RR, Class F-RR, Class G-RR and Class NR-RR Certificates. The aggregate estimated fair value of the Class E-RR, Class F-RR, Class G-RR and Class NR-RR Certificates will be at least equal to 5% of the estimated fair value of all of the Certificates (other than the Class R Certificates) issued by the issuing entity. Massachusetts Mutual Life Insurance Company, in its capacity as the “third-party purchaser” for this transaction, will be required to comply with the hedging, transfer and financing restrictions applicable to a “third-party purchaser” under the credit risk retention rules in effect on the Closing Date, which generally prohibit the transfer of the applicable Certificates, other than to a majority owned affiliate of Massachusetts Mutual Life Insurance Company, until February 27, 2023. After that date, transfers are permitted under certain circumstances, in accordance with the credit risk retention rules, to another “third-party purchaser”. The restrictions on hedging and transfer under the credit risk retention rules as in effect on the closing date of this transaction will expire on and after the date that is the earliest of (A) the date that is the latest of (i) the date on which the aggregate principal balance of the mortgage loans has been reduced to 33% of the aggregate principal balance of the mortgage loans as of the Cut-off Date; (ii) the date on which the total unpaid principal obligations under the Certificates has been reduced to 33% of the aggregate total unpaid principal obligations under the Certificates as of the Closing Date; or (iii) two years after the Closing Date and (B) the date on which all of the mortgage loans have been defeased in accordance with §244.7(b)(8)(i) of Regulation RR. The Pooling and Servicing Agreement (as defined below) will include the required provisions applicable to an operating advisor necessary for the securitization to comply with the credit risk retention rules utilizing the “third-party purchaser” option. See “Operating Advisor” below. Notwithstanding any references in this term sheet to the credit risk retention rules, the Regulation RR, the retaining sponsor, the third-party purchaser and other risk retention related matters, in the event the credit risk retention rules and/or Regulation RR (or any relevant portion thereof) are repealed or determined by applicable regulatory agencies to be no longer applicable to this securitization transaction, none of the retaining sponsor, the third-party purchaser or any other party will be required to comply with or act in accordance with the credit risk retention rules and/or Regulation RR (or such relevant portion thereof). For additional information, see “Credit Risk Retention” in the Preliminary Prospectus.
EU Credit Risk Retention:	The transaction is not structured to satisfy the EU risk retention and due diligence requirements.
Pricing Date:	On or about February 9, 2018.
Closing Date:	On or about February 27, 2018.
Cut-off Date:	With respect to each mortgage loan, the related due date in February 2018, or with respect to any mortgage loan that has its first due date in March 2018, the date that would otherwise have been the related due date in February 2018.

4 of 151

Structural and Collateral Term Sheet		Benchmark 2018-B2

Summary of Transaction Terms

Distribution Date:	The 4^th business day after the Determination Date in each month, commencing in March 2018.
Determination Date:	11^thday of each month, or if the 11^th day is not a business day, the next succeeding business day, commencing in March 2018.
Assumed Final Distribution Date:	The Distribution Date in February 2028, which is the latest anticipated repayment date of the Certificates.
Rated Final Distribution Date:	The Distribution Date in February 2051.
Tax Treatment:	The Publicly Offered Certificates are expected to be treated as REMIC “regular interests” for U.S. federal income tax purposes.
Form of Offering:	The Class A-1, Class A-2, Class A-3, Class A-4, Class A-5, Class A-SB, Class X-A, Class X-B, Class A-S, Class B and Class C Certificates (the “Publicly Offered Certificates”) will be offered publicly. The Class X-D, Class D, Class E-RR, Class F-RR, Class G-RR, Class NR-RR, Class S and Class R Certificates (the “Privately Offered Certificates”) will be offered domestically to Qualified Institutional Buyers and to Institutional Accredited Investors (other than the Class R Certificates) and to institutions that are not U.S. Persons pursuant to Regulation S.
SMMEA Status:	The Certificates will not constitute “mortgage related securities” for purposes of SMMEA.
ERISA:	The Publicly Offered Certificates are expected to be ERISA eligible.
Optional Termination:	On any Distribution Date on which the aggregate principal balance of the pool of mortgage loans is less than 1% of the aggregate principal balance of the mortgage loans as of the Cut-off Date, certain entities specified in the Preliminary Prospectus will have the option to purchase all of the remaining mortgage loans (and all property acquired through exercise of remedies in respect of any mortgage loan) at the price specified in the Preliminary Prospectus. Refer to “Pooling and Servicing Agreement—Termination; Retirement of Certificates” in the Preliminary Prospectus.
Minimum Denominations:	The Publicly Offered Certificates (other than the Class X-A and Class X-B Certificates) will be issued in minimum denominations of $10,000 and integral multiples of $1 in excess of $10,000. The Class X-A and Class X-B Certificates will be issued in minimum denominations of $1,000,000 and in integral multiples of $1 in excess of $1,000,000.
Settlement Terms:	DTC, Euroclear and Clearstream Banking.
Analytics:	The transaction is expected to be modeled by Intex Solutions, Inc. and Trepp, LLC and is expected to be available on Bloomberg L.P., Blackrock Financial Management, Inc., Interactive Data Corporation, CMBS.com, Inc., Markit Group Limited, Moody’s Analytics, RealInsight and Thomson Reuters Corporation.
Risk Factors:	THE CERTIFICATES INVOLVE CERTAIN RISKS AND MAY NOT BE SUITABLE FOR ALL INVESTORS. REFER TO “RISK FACTORS” IN THE PRELIMINARY PROSPECTUS.

5 of 151

Structural and Collateral Term Sheet		Benchmark 2018-B2

Collateral Characteristics

Loan Pool
	Initial Pool Balance (“IPB”):	$1,507,013,899
	Number of Mortgage Loans:	57
	Number of Mortgaged Properties:	67
	Average Cut-off Date Balance per Mortgage Loan:	$26,438,840
	Weighted Average Current Mortgage Rate:	4.21894%
	10 Largest Mortgage Loans as % of IPB:	40.9%
	Weighted Average Remaining Term to Maturity⁽¹⁾:	104 months
	Weighted Average Seasoning:	2 months

Credit Statistics
	Weighted Average UW NCF DSCR⁽²⁾⁽³⁾:	2.29x
	Weighted Average UW NOI Debt Yield⁽²⁾:	11.2%
	Weighted Average Cut-off Date Loan-to-Value Ratio (“LTV”)⁽²⁾⁽⁴⁾:	57.2%
	Weighted Average Maturity Date LTV^(1)(2)(4):	53.0%

Other Statistics
	% of Mortgage Loans with Additional Debt:	22.0%
	% of Mortgaged Properties with Single Tenants:	16.9%

Amortization
	Weighted Average Original Amortization Term⁽⁵⁾:	353 months
	Weighted Average Remaining Amortization Term⁽⁵⁾:	352 months
	% of Mortgage Loans with Interest-Only:	47.6%
	% of Mortgage Loans with Partial Interest-Only followed by Amortizing Balloon:	25.3%
	% of Mortgage Loans with Amortizing Balloon:	19.8%
	% of Mortgage Loans with Interest-Only followed by ARD structure:	7.2%

Lockbox / Cash Management⁽⁶⁾
	% of Mortgage Loans with In-Place, Hard Lockboxes:	66.5%
	% of Mortgage Loans with Springing Lockboxes:	20.9%
	% of Mortgage Loans with In-Place, Soft Lockboxes:	12.6%
	% of Mortgage Loans with Springing Cash Management:	79.8%
	% of Mortgage Loans with In-Place Cash Management:	20.2%

Reserves
	% of Mortgage Loans Requiring Monthly Tax Reserves:	57.6%
	% of Mortgage Loans Requiring Monthly Insurance Reserves:	29.4%
	% of Mortgage Loans Requiring Monthly CapEx Reserves⁽⁷⁾:	56.2%
	% of Mortgage Loans Requiring Monthly TI/LC Reserves⁽⁸⁾:	41.1%

(1)

In the case of Loan Nos. 3 and 15, each with an anticipated repayment date, Remaining Term to Maturity and Maturity Date LTV are calculated as of the related anticipated repayment date.

(2)

In the case of Loan Nos. 3, 4, 5, 6, 7, 8, 10, 13, 14, 15, 16, 17, 18, 19, 21, 22, 23, 32, 35, 39, 42, 46, 49 and 53, the UW NCF DSCR, UW NOI Debt Yield, Cut-off Date LTV and Maturity Date LTV calculations include the related Pari Passu Companion Loan(s). In the case of Loan Nos. 1, 10, 16, 35, 39, 42, 46, 49 and 53, the UW NCF DSCR, UW NOI Debt Yield, Cut-off Date LTV and Maturity Date LTV calculations exclude the related Subordinate Companion Loan(s).

(3)

In the case of Loan No. 33, the UW NCF DSCR is calculated using the sum of principal and interest payments over the first 12 months based on the assumed principal payment schedule provided on Annex H to the Preliminary Prospectus.

(4)

In the case of Loan Nos. 3, 7, 9, 12, 19, 25, 29, 33, 36, 43 and 54, the Cut-off Date LTV and the Maturity Date LTV are calculated by using an appraised value based on certain hypothetical assumptions. Refer to “Description of the Mortgage Pool—Assessments of Property Value and Condition” and “—Appraised Value” in the Preliminary Prospectus for additional details.

(5)

Excludes 24 mortgage loans that are interest-only for the entire term or until the related anticipated repayment date.

(6)

For a more detailed description of Lockbox / Cash Management, refer to “Description of the Mortgage Pool—Certain Terms of the Mortgage Loans—Mortgaged Property Accounts” in the Preliminary Prospectus.

(7)

CapEx Reserves include FF&E reserves for hotel properties.

(8)

Calculated only with respect to the Cut-off Date Balance of mortgage loans secured or partially secured by office, retail, mixed use and industrial properties.

6 of 151

Structural and Collateral Term Sheet	Benchmark 2018-B2

Collateral Characteristics

Mortgage Loan Seller	Number of Mortgage Loans	Number of Mortgaged Properties	Aggregate Cut-off Date Balance	% of IPB
GACC⁽¹⁾	21	26	$584,161,017	38.8%
JPMCB⁽²⁾	19	19	468,409,651	31.1
CREFI⁽³⁾	17	22	454,443,230	30.2
Total:	57	67	$1,507,013,899	100.0%

(1)

With the exception of Loan Nos. 3, 10, 15, 23 and 47, all of the loans for which GACC is the Mortgage Loan Seller were originated by Deutsche Bank, AG, New York Branch (“DBNY”) (an affiliate of GACC). In the case of Loan No. 3, the whole loan was co-originated by Wells Fargo Bank, National Association, Goldman Sachs Mortgage Company (“GSMC”) and DBNY. In the case of Loan Nos. 10 and 15, the whole loans were originated by GSMC, which sold certain notes, including the Worldwide Plaza mortgage loan and the Marina Heights State Farm mortgage loan, to DBNY. In the case of Loan No. 23, the whole loan was originated by CREFI, which sold certain notes, including the Two Harbor Point Square mortgage loan, to DBNY. In the case of Loan No. 47, the whole loan was originated by Cantor Commercial Real Estate Lending, L.P.

(2)

In the case of Loan No. 18, the whole loan was co-originated by JPMorgan Chase Bank, National Association, Column Financial, Inc. and Cantor Commercial Real Estate, L.P.

(3)

In the case of Loan No. 14, the whole loan was co-originated by Citi Real Estate Funding Inc. (“CREFI”) and Société Générale.

Ten Largest Mortgage Loans


No.	Loan Name	Mortgage Loan Seller	No. of Prop.	Cut-off Date Balance	% of IPB	SF/Units/ Rooms	Property Type	UW NCF DSCR⁽¹⁾	UW NOI Debt Yield⁽¹⁾	Cut-off Date LTV⁽¹⁾⁽²⁾	Maturity Date LTV⁽¹⁾⁽²⁾
1	Central Park of Lisle	CREFI	1	$79,500,000	5.3%	693,606	Office	2.58x	12.6%	58.9%	58.9%
2	Promenade Shops at Aventura	JPMCB	1	$70,000,000	4.6%	291,834	Retail	1.29x	8.6%	64.7%	52.6%
3	Apple Campus 3	GACC	1	$68,000,000	4.5%	882,657	Office	3.55x	12.2%	44.0%	44.0%
4	EOS 21	JPMCB	1	$60,000,000	4.0%	1,180	Multifamily	1.87x	7.5%	64.8%	64.8%
5	Rochester Hotel Portfolio	GACC	4	$60,000,000	4.0%	1,222	Hotel	1.50x	12.2%	66.7%	55.4%
6	InterContinental San Francisco	GACC	1	$59,922,671	4.0%	550	Hotel	2.29x	16.0%	41.9%	33.5%
7	Sentinel Square II	GACC	1	$57,660,000	3.8%	280,363	Office	2.70x	9.0%	59.7%	59.7%
8	The Woods	CREFI	1	$57,500,000	3.8%	1,841	Multifamily	5.01x	15.2%	29.6%	29.6%
9	600 Clipper	JPMCB	1	$54,300,000	3.6%	158,596	Office	3.17x	12.7%	57.8%	57.8%
10	Worldwide Plaza	GACC	1	$50,000,000	3.3%	2,049,553	Office	3.77x	14.2%	35.4%	35.4%

	Top 3 Total/Weighted Average		3	$217,500,000	14.4%			2.47x	11.2%	56.1%	52.2%
	Top 5 Total/Weighted Average		8	$337,500,000	22.4%			2.19x	10.7%	59.5%	55.0%
	Top 10 Total/Weighted Average		13	$616,882,671	40.9%			2.72x	11.9%	52.9%	49.7%

(1)

In the case of Loan Nos. 3, 4, 5, 6, 7, 8 and 10, the UW NCF DSCR, UW NOI Debt Yield, Cut-off Date LTV and Maturity Date LTV calculations include the related Pari Passu Companion Loan(s). In the case of Loan Nos. 1 and 10, the UW NCF DSCR, UW NOI Debt Yield, Cut-off Date LTV and Maturity Date LTV calculations exclude the related Subordinate Companion Loan(s).

(2)

In the case of Loan Nos. 3, 7 and 9, the Cut-off Date LTV and the Maturity Date LTV are calculated by using an appraised value based on certain hypothetical assumptions. Refer to “Description of the Mortgage Pool—Assessments of Property Value and Condition” and “—Appraised Value” in the Preliminary Prospectus for additional details.

7 of 151

Structural and Collateral Term Sheet	Benchmark 2018-B2

Collateral Characteristics

Pari Passu Companion Loan Summary

No.	Loan Name	Trust Cut-off Date Balance	Pari Passu Loan(s) Cut-off Date Balance		Total Mortgage Loan Cut-off Date Balance⁽¹⁾	Controlling Pooling & Servicing Agreement	Master Servicer	Special Servicer	Control Rights
3	Apple Campus 3	$68,000,000	$272,000,000	$340,000,000		BANK 2018-BNK10	Wells Fargo	Torchlight	BANK 2018-BNK10
4	EOS 21	$60,000,000	$90,000,000	$150,000,000		BMARK 2018-B2	KeyBank	CWCapital	BMARK 2018-B2
5	Rochester Hotel Portfolio	$60,000,000	$80,000,000	$140,000,000		BMARK 2018-B2	KeyBank	CWCapital	BMARK 2018-B2
6	InterContinental San Francisco	$59,922,671	$49,935,559	$109,858,230		BMARK 2018-B2	KeyBank	CWCapital	BMARK 2018-B2
7	Sentinel Square II	$57,660,000	$45,000,000	$102,660,000		BMARK 2018-B2	KeyBank	CWCapital	BMARK 2018-B2
8	The Woods	$57,500,000	$142,500,000	$200,000,000		MSC 2017-HR2	Wells Fargo	LNR	MSC 2017-HR2
10	Worldwide Plaza	$50,000,000	$566,286,000	$616,286,000		WPT 2017-WWP	Wells Fargo	Cohen	WPT 2017-WWP
13	Braddock Metro Center	$44,200,000	$30,000,000	$74,200,000		BMARK 2018-B2	KeyBank	CWCapital	BMARK 2018-B2
14	BlueLinx Portfolio	$42,900,000	$28,600,000	$71,500,000		BMARK 2018-B2	KeyBank	CWCapital	BMARK 2018-B2
15	Marina Heights State Farm	$41,000,000	$519,000,000	$560,000,000		GS 2017-FARM	KeyBank	AEGON	GS 2017-FARM
16	Red Building	$40,000,000	$40,000,000	$80,000,000		BMARK 2018-B2	KeyBank	CWCapital	(2)
17	599 Broadway	$40,000,000	$35,000,000	$75,000,000		BMARK 2018-B2	KeyBank	CWCapital	BMARK 2018-B2
18	Lehigh Valley Mall	$35,355,560	$163,830,696	$199,186,256		BMARK 2018-B1	Wells Fargo	Midland	BMARK 2018-B1
19	Atrium Center	$35,000,000	$80,000,000	$115,000,000		(3)	(3)	(3)	(3)
21	90 Hudson	$30,000,000	$100,000,000	$130,000,000		BMARK 2018-B1	Wells Fargo	Midland	BMARK 2018-B1
22	Marriott Charlotte City Center	$30,000,000	$73,000,000	$103,000,000		(3)	(3)	(3)	(3)
23	Two Harbor Point Square	$24,750,000	$24,750,000	$49,500,000		(3)	(3)	(3)	(3)
32	Towers at University Town Center	$15,000,000	$31,000,000	$46,000,000		BMARK 2018-B2	KeyBank	CWCapital	BMARK 2018-B2
35	Beacon - Criterion	$13,305,255	$24,675,200	$37,980,455		JPMCC 2017-BCON	KeyBank	Cohen	JPMCC 2017-BCON
39	Beacon - Hague	$11,420,588	$21,180,000	$32,600,588		JPMCC 2017-BCON	KeyBank	Cohen	JPMCC 2017-BCON
42	Beacon - Paramount	$9,703,725	$17,996,000	$27,699,725		JPMCC 2017-BCON	KeyBank	Cohen	JPMCC 2017-BCON
46	Beacon - Mercury / Garage	$7,968,529	$14,778,000	$22,746,529		JPMCC 2017-BCON	KeyBank	Cohen	JPMCC 2017-BCON
49	Beacon - Orpheum	$7,417,020	$13,755,200	$21,172,220		JPMCC 2017-BCON	KeyBank	Cohen	JPMCC 2017-BCON
53	Beacon - Tower	$5,184,882	$9,615,600	$14,800,482		JPMCC 2017-BCON	KeyBank	Cohen	JPMCC 2017-BCON

(1)

In the case of Loan Nos. 10, 16, 35, 39, 42, 46, 49 and 53, the Total Mortgage Loan Cut-off Date Balance excludes the related Subordinate Companion Loan(s).

(2)

The initial controlling noteholder is a third party investor, as holder of the related controlling subordinate companion loan. Upon the occurrence and during the continuance of a control appraisal period, the trust governed by the related lead servicing agreement will be the controlling noteholder.

(3)

In the case of Loan Nos. 19, 22 and 23, the whole loan is serviced under the BMARK 2018-B1 Pooling and Servicing Agreement until such time that the controlling pari passu companion loan has been securitized, at which point the whole loan will be serviced under the related pooling and servicing agreement. With respect to Loan Nos. 19 and 22, JPMCB holds the related controlling pari passu companion loan and is entitled to exercise control rights until the securitization of such controlling pari passu companion loan. With respect to Loan No. 23, CREFI holds the related controlling pari passu companion loan and is entitled to exercise control rights until the securitization of such controlling pari passu companion loan.

8 of 151

Structural and Collateral Term Sheet	Benchmark 2018-B2

Collateral Characteristics

Additional Debt Summary

No.	Loan Name		Trust Cut-off Date Balance	Subordinate Debt Cut-off Date Balance⁽¹⁾	Total Debt Cut-off Date Balance	Mortgage Loan UW NCF DSCR⁽²⁾⁽³⁾	Total Debt UW NCF DSCR⁽³⁾	Mortgage Loan Cut-off Date LTV⁽²⁾⁽⁴⁾	Total Debt Cut-off Date LTV⁽⁴⁾	Mortgage Loan UW NOI Debt Yield⁽²⁾	Total Debt UW NOI Debt Yield
1	Central Park of Lisle	$79,500,000		$14,350,000	$93,850,000	2.58x	1.96x	58.9%	69.5%	12.6%	10.7%
3	Apple Campus 3	$68,000,000		$235,000,000	$575,000,000	3.55x	1.70x	44.0%	74.3%	12.2%	7.2%
10	Worldwide Plaza	$50,000,000		$583,714,000	$1,200,000,000	3.77x	1.75x	35.4%	69.0%	14.2%	7.3%
16	Red Building	$40,000,000		$116,000,000	$196,000,000	3.31x	1.15x	27.9%	68.4%	16.1%	6.6%
23	Two Harbor Point Square	$24,750,000		$11,500,000	$61,000,000	1.78x	1.28x	61.9%	76.3%	11.3%	9.2%
33	Fairfield Portfolio	$14,490,000		$1,260,000	$15,750,000	1.80x	1.54x	64.4%	70.0%	13.6%	12.5%
35	Beacon - Criterion	$13,305,255		$39,046,545	$77,027,000	3.01x	1.19x	37.0%	75.0%	11.7%	5.8%
39	Beacon - Hague	$11,420,588		$32,308,412	$64,909,000	2.87x	1.17x	37.1%	73.9%	11.2%	5.6%
42	Beacon - Paramount	$9,703,725		$31,976,275	$59,676,000	3.37x	1.20x	33.0%	71.0%	13.1%	6.1%
46	Beacon - Mercury / Garage	$7,968,529		$25,948,471	$48,695,000	3.36x	1.21x	33.9%	72.6%	13.2%	6.1%
49	Beacon - Orpheum	$7,417,020		$22,648,780	$43,821,000	3.14x	1.19x	36.0%	74.5%	12.2%	5.9%
53	Beacon - Tower	$5,184,882		$16,071,518	$30,872,000	3.22x	1.21x	36.6%	76.4%	12.5%	6.0%

(1)

In the case of Loan No. 1, Subordinate Debt Cut-off Date Balance represents a Subordinate Companion Loan. In the case of Loan No. 3, Subordinate Debt Cut-off Date Balance represents two mezzanine loans. In the case of Loan No. 10, Subordinate Debt Cut-off Date Balance represents a Subordinate Companion Loan and a mezzanine loan. In the case of Loan No. 16, Subordinate Debt Cut-off Date Balance represents two Subordinate Companion Loans. In the case of Loan Nos. 23 and 33, Subordinate Debt Cut-off Date Balance represents a mezzanine loan. In the case of Loan Nos. 35, 39, 42, 46, 49 and 53, Subordinate Debt Cut-off Date Balance represents a Subordinate Companion Loan and a mezzanine loan.

(2)

In the case of Loan Nos. 10, 16, 23, 35, 39, 42, 46, 49 and 53, Mortgage Loan UW NCF DSCR, Mortgage Loan Cut-off Date LTV and Mortgage Loan UW NOI Debt Yield calculations include any related Pari Passu Companion Loans, where applicable, but exclude the related Subordinate Companion Loan(s) or mezzanine loan(s), as applicable.

(3)

In the case of Loan No. 33, the Mortgage Loan UW NCF DSCR and Total Debt UW NCF DSCR are calculated using the sum of principal and interest payments over the first 12 months based on the assumed principal payment schedule provided on Annex H to the Preliminary Prospectus.

(4)

In the case of Loan Nos. 3 and 33, the Mortgage Loan Cut-off Date LTV and the Total Debt Cut-off Date LTV are calculated by using an appraised value based on certain hypothetical assumptions. Refer to “Description of the Mortgage Pool—Assessments of Property Value and Condition” and “—Appraised Value” in the Preliminary Prospectus for additional details.

9 of 151

Structural and Collateral Term Sheet	Benchmark 2018-B2

Collateral Characteristics

Mortgaged Properties by Type⁽¹⁾

					Weighted Average
Property Type	Property Subtype	Number of Properties	Cut-off Date Principal Balance	% of IPB	Occupancy	UW NCF DSCR⁽²⁾⁽³⁾	UW NOI Debt Yield⁽²⁾	Cut-off Date LTV⁽²⁾⁽⁴⁾	Maturity Date LTV⁽²⁾⁽⁴⁾
Office	Suburban	10	$358,670,000	23.8%	93.8%	2.60x	11.6%	59.3%	56.9%
	CBD	7	230,910,000	15.3	92.8%	2.74x	11.7%	49.7%	48.6%
	Subtotal:	17	$589,580,000	39.1%	93.4%	2.65x	11.7%	55.5%	53.6%

Hotel	Full Service	5	$154,354,509	10.2%	75.8%	2.06x	13.7%	55.9%	47.1%
	Select Service⁽⁵⁾	3	61,251,569	4.1	65.3%	1.73x	12.6%	66.9%	57.1%
	Limited Service	5	41,144,091	2.7	73.7%	1.74x	12.6%	62.5%	54.7%
	Extended Stay	2	23,928,571	1.6	77.5%	1.61x	11.6%	66.8%	55.9%
	Subtotal:	15	$280,678,740	18.6%	73.3%	1.90x	13.1%	60.2%	51.2%

Multifamily	Garden	4	$123,362,093	8.2%	95.4%	3.07x	11.9%	50.4%	45.8%
	Mid-rise	1	60,000,000	4.0	97.3%	1.87x	7.5%	64.8%	64.8%
	High-rise⁽⁶⁾	6	55,000,000	3.6	94.6%	3.13x	12.2%	35.7%	35.7%
	Student	1	15,000,000	1.0	99.2%	1.55x	10.0%	63.4%	55.9%
	Subtotal:	12	$253,362,093	16.8%	95.9%	2.71x	10.8%	51.4%	48.7%

Retail	Anchored	6	$125,606,828	8.3%	98.5%	1.51x	10.1%	67.3%	55.7%
	Unanchored	1	40,000,000	2.7	100.0%	1.75x	7.3%	50.0%	50.0%
	Super Regional Mall	1	35,355,560	2.3	83.9%	2.07x	12.5%	44.8%	35.8%
	Freestanding	3	17,230,677	1.1	100.0%	1.60x	10.4%	67.0%	55.6%
	Subtotal:	11	$218,193,066	14.5%	96.5%	1.65x	10.0%	60.5%	51.4%

Mixed Use	Office/Retail	2	$83,000,000	5.5%	100.0%	1.70x	7.4%	57.3%	57.3%
	Subtotal:	2	$83,000,000	5.5%	100.0%	1.70x	7.4%	57.3%	57.3%

Industrial	Warehouse/Distribution	4	$42,900,000	2.8%	100.0%	2.46x	12.1%	64.2%	64.2%
	Subtotal:	4	$42,900,000	2.8%	100.0%	2.46x	12.1%	64.2%	64.2%

Other	Leased Fee	1	$24,500,000	1.6%	NAP	1.69x	7.4%	74.2%	74.2%
	Subtotal:	1	$24,500,000	1.6%	NAP	1.69x	7.4%	74.2%	74.2%

Self Storage	Self Storage	3	$7,700,000	0.5%	82.4%	1.26x	8.4%	74.8%	66.1%
	Subtotal:	3	$7,700,000	0.5%	82.4%	1.26x	8.4%	74.8%	66.1%

Manufactured Housing	Manufactured Housing	2	$7,100,000	0.5%	95.4%	1.41x	9.0%	74.6%	61.0%
	Subtotal:	2	$7,100,000	0.5%	95.4%	1.41x	9.0%	74.6%	61.0%

	Total / Weighted Average:	67	1,507,013,899	100.0%	91.0%	2.29x	11.2%	57.2%	53.0%

(1)

Because this table presents information relating to the mortgaged properties and not mortgage loans, the information for mortgage loans secured by more than one mortgaged property is based on allocated loan amounts.

(2)

(3)

(4)

(5)

Select Service includes the Hotel Indigo & Austin property, which is a dual-branded hotel consisting of a 134-room select-service hotel and a 171-room limited-service hotel.

(6)

High-rise includes the Beacon – Mercury / Garage property, which consists of a 126-unit multifamily property and a 510-space parking garage. Occupancy is for the multifamily portion of the property only.

10 of 151

Structural and Collateral Term Sheet	Benchmark 2018-B2

Collateral Characteristics

(MAP)

Mortgaged Properties by Location⁽¹⁾

				Weighted Average
State	Number of Properties	Cut-off Date Principal Balance	% of IPB	Occupancy	UW NCF DSCR⁽²⁾⁽³⁾	UW NOI Debt Yield⁽²⁾	Cut-off Date LTV⁽²⁾⁽⁴⁾	Maturity Date LTV⁽²⁾⁽⁴⁾
California	8	$316,392,671	21.0%	92.7%	3.26x	13.7%	44.1%	42.0%
New York	3	138,000,000	9.2	99.4%	2.37x	9.6%	48.2%	48.2%
Virginia	2	104,200,000	6.9	95.2%	1.71x	8.3%	65.6%	63.3%
Illinois	2	104,000,000	6.9	84.2%	2.37x	11.4%	62.5%	62.5%
Florida	4	102,933,438	6.8	97.6%	1.39x	9.4%	66.8%	54.8%
New Jersey	7	85,000,000	5.6	95.6%	2.75x	11.1%	44.3%	44.3%
Arizona	2	71,500,000	4.7	97.7%	2.34x	9.9%	60.5%	57.7%
Georgia	8	68,300,230	4.5	86.8%	1.65x	11.0%	67.8%	56.4%
Texas	4	63,862,093	4.2	73.5%	1.66x	11.4%	70.1%	59.5%
Minnesota	4	60,000,000	4.0	62.7%	1.50x	12.2%	66.7%	55.4%
North Carolina	5	57,897,140	3.8	78.7%	2.34x	12.8%	63.5%	59.4%
District of Columbia	1	57,660,000	3.8	94.1%	2.70x	9.0%	59.7%	59.7%
Massachusetts	2	48,991,250	3.3	100.0%	2.17x	9.3%	56.6%	56.6%
Ohio	2	39,500,000	2.6	93.8%	1.82x	11.9%	72.8%	62.2%
Pennsylvania	2	38,033,560	2.5	85.0%	2.05x	12.4%	45.5%	36.8%
Maryland	2	29,820,000	2.0	99.6%	2.00x	11.0%	63.8%	60.0%
Connecticut	1	24,750,000	1.6	94.3%	1.78x	11.3%	61.9%	56.4%
Michigan	1	23,600,000	1.6	96.8%	1.45x	9.9%	72.0%	63.7%
Oregon	1	19,500,000	1.3	100.0%	1.68x	10.5%	63.3%	57.5%
Louisiana	1	12,900,000	0.9	72.5%	1.83x	13.2%	54.4%	52.0%
Rhode Island	1	10,775,000	0.7	95.4%	2.04x	13.4%	68.2%	59.5%
New Mexico	1	9,482,984	0.6	80.9%	1.48x	10.4%	71.8%	60.5%
Alabama	1	8,500,000	0.6	91.4%	1.94x	12.4%	68.8%	60.3%
Tennessee	1	7,144,426	0.5	71.4%	2.05x	15.2%	58.6%	48.1%
Colorado	1	4,271,107	0.3	67.9%	1.89x	12.3%	59.7%	49.4%
Total / Weighted Average:	67	$1,507,013,899	100.0%	91.0%	2.29x	11.2%	57.2%	53.0%

(1)

(2)

(3)

(4)

11 of 151

Structural and Collateral Term Sheet

Benchmark 2018-B2

Collateral Characteristics

Cut-off Date Principal Balance

						Weighted Average
Range of Cut-off Date Principal Balances			Number of Loans	Cut-off Date Principal Balance	% of IPB	Mortgage Rate	Remaining Loan Term⁽¹⁾	UW NCF DSCR⁽²⁾⁽³⁾	UW NOI DY⁽²⁾	Cut-off Date LTV⁽²⁾⁽⁴⁾	Maturity Date LTV^(1)(2)(4)
$2,678,000	-	$9,999,999	16	$108,867,342	7.2%	4.55667%	101	2.15x	11.4%	58.3%	51.8%
$10,000,000	-	$19,999,999	14	201,458,326	13.4	4.65740%	108	1.85x	11.6%	63.5%	54.6%
$20,000,000	-	$24,999,999	5	117,850,000	7.8	4.50132%	119	1.61x	9.7%	70.3%	64.0%
$25,000,000	-	$49,999,999	12	461,955,560	30.7	4.30279%	109	2.11x	10.5%	56.7%	54.1%
$50,000,000	-	$79,500,000	10	616,882,671	40.9	3.89940%	96	2.72x	11.9%	52.9%	49.7%
Total / Weighted Average:			57	$1,507,013,899	100.0%	4.21894%	104	2.29x	11.2%	57.2%	53.0%

Mortgage Interest Rates

						Weighted Average
Range of Mortgage Interest Rates			Number of Loans	Cut-off Date Principal Balance	% of IPB	Mortgage Rate	Remaining Loan Term⁽¹⁾	UW NCF DSCR⁽²⁾⁽³⁾	UW NOI DY⁽²⁾	Cut-off Date LTV⁽²⁾⁽⁴⁾	Maturity Date LTV^(1)(2)(4)
2.94050%	-	3.99999%	14	$478,460,000	31.7%	3.53234%	93	3.20x	11.5%	48.4%	48.4%
4.00000%	-	4.49999%	16	522,373,231	34.7	4.28369%	105	2.09x	11.2%	55.6%	52.8%
4.50000%	-	4.99999%	22	436,836,576	29.0	4.70135%	112	1.65x	11.0%	67.0%	57.3%
5.00000%	-	5.71000%	5	69,344,091	4.6	5.42948%	120	1.60x	11.3%	68.3%	58.6%
Total / Weighted Average:			57	$1,507,013,899	100.0%	4.21894%	104	2.29x	11.2%	57.2%	53.0%

Original Term to Maturity in Months

				Weighted Average
Original Term to Maturity in Months	Number of Loans	Cut-off Date Principal Balance	% of IPB	Mortgage Rate	Remaining Loan Term⁽¹⁾	UW NCF DSCR⁽²⁾⁽³⁾	UW NOI DY⁽²⁾	Cut-off Date LTV⁽²⁾⁽⁴⁾	Maturity Date LTV^(1)(2)(4)
60	12	$335,460,000	22.3%	3.87927%	58	3.08x	12.3%	50.9%	50.8%
84	1	60,000,000	4.0	3.88000%	82	1.87x	7.5%	64.8%	64.8%
120	44	1,111,553,899	73.8	4.33974%	119	2.08x	11.1%	58.7%	53.0%
Total / Weighted Average:	57	$1,507,013,899	100.0%	4.21894%	104	2.29x	11.2%	57.2%	53.0%

Remaining Term to Maturity in Months

						Weighted Average
Range of Remaining Term to Maturity in Months			Number of Loans	Cut-off Date Principal Balance	% of IPB	Mortgage Rate	Remaining Loan Term⁽¹⁾	UW NCF DSCR⁽²⁾⁽³⁾	UW NOI DY⁽²⁾	Cut-off Date LTV⁽²⁾⁽⁴⁾	Maturity Date LTV^(1)(2)(4)
52	-	84	13	$395,460,000	26.2%	3.87938%	62	2.90x	11.6%	53.0%	52.9%
85	-	119	34	852,963,899	56.6	4.21966%	118	2.25x	11.6%	56.8%	51.9%
120	-	120	10	258,590,000	17.2	4.73583%	120	1.50x	9.4%	65.2%	56.7%
Total / Weighted Average:			57	$1,507,013,899	100.0%	4.21894%	104	2.29x	11.2%	57.2%	53.0%

(1)

In the case of Loan Nos. 3 and 15, each with an anticipated repayment date, Remaining Loan Term and Maturity Date LTV are calculated as of the related anticipated repayment date.

(2)

(3)

(4)

12 of 151

Structural and Collateral Term Sheet

Benchmark 2018-B2

Collateral Characteristics

Original Amortization Term in Months

				Weighted Average
Original Amortization Term in Months	Number of Loans	Cut-off Date Principal Balance	% of IPB	Mortgage Rate	Remaining Loan Term⁽¹⁾	UW NCF DSCR⁽²⁾⁽³⁾	UW NOI DY⁽²⁾	Cut-off Date LTV⁽²⁾⁽⁴⁾	Maturity Date LTV^(1)(2)(4)
Interest Only	24	$826,530,000	54.8%	3.87451%	92	2.81x	11.2%	51.8%	51.8%
300	2	79,967,553	5.3	4.73326%	117	1.51x	12.1%	66.7%	53.9%
360	31	600,516,346	39.8	4.62450%	117	1.68x	11.2%	63.4%	54.4%
Total / Weighted Average:	57	$1,507,013,899	100.0%	4.21894%	104	2.29x	11.2%	57.2%	53.0%

Remaining Amortization Term in Months

						Weighted Average
Range of Remaining Amortization Term in Months			Number of Loans	Cut-off Date Principal Balance	% of IPB	Mortgage Rate	Remaining Loan Term⁽¹⁾	UW NCF DSCR⁽²⁾⁽³⁾	UW NOI DY⁽²⁾	Cut-off Date LTV⁽²⁾⁽⁴⁾	Maturity Date LTV^(1)(2)(4)
Interest Only			24	826,530,000	54.8%	3.87451%	92	2.81x	11.2%	51.8%	51.8%
299	-	356	3	87,865,942	5.8	4.75076%	117	1.52x	12.1%	67.2%	54.4%
357	-	360	30	592,617,956	39.3	4.62045%	117	1.68x	11.2%	63.3%	54.3%
Total / Weighted Average:			57	$1,507,013,899	100.0%	4.21894%	104	2.29x	11.2%	57.2%	53.0%

Amortization Types

				Weighted Average
Amortization Types	Number of Loans	Cut-off Date Principal Balance	% of IPB	Mortgage Rate	Remaining Loan Term⁽¹⁾	UW NCF DSCR⁽²⁾⁽³⁾	UW NOI DY⁽²⁾	Cut-off Date LTV⁽²⁾⁽⁴⁾	Maturity Date LTV^(1)(2)(4)
Interest Only	22	$717,530,000	47.6%	3.94080%	88	2.72x	11.1%	52.2%	52.2%
IO-Balloon	17	381,603,000	25.3	4.62239%	116	1.61x	10.9%	67.1%	59.1%
Balloon	16	298,880,899	19.8	4.65629%	119	1.73x	11.8%	59.5%	48.2%
ARD-Interest Only	2	109,000,000	7.2	3.43815%	119	3.39x	11.9%	49.4%	49.4%
Total / Weighted Average:	57	$1,507,013,899	100.0%	4.21894%	104	2.29x	11.2%	57.2%	53.0%

Underwritten Net Cash Flow Debt Service Coverage Ratios⁽²⁾⁽³⁾

						Weighted Average
Range of Underwritten Net Cash Flow Debt Service Coverage Ratios			Number of Loans	Cut-off Date Principal Balance	% of IPB	Mortgage Rate	Remaining Loan Term⁽¹⁾	UW NCF DSCR⁽²⁾⁽³⁾	UW NOI DY⁽²⁾	Cut-off Date LTV⁽²⁾⁽⁴⁾	Maturity Date LTV^(1)(2)(4)
1.26x	-	1.49x	11	$280,297,824	18.6%	4.63885%	119	1.39x	8.6%	66.4%	58.8%
1.50x	-	1.74x	13	273,899,310	18.2	4.71259%	117	1.62x	11.2%	68.6%	58.6%
1.75x	-	1.99x	8	167,589,107	11.1	4.30326%	101	1.82x	9.4%	59.9%	57.3%
2.00x	-	2.24x	8	149,444,986	9.9	4.19826%	118	2.05x	10.8%	57.2%	52.8%
2.25x	-	5.01x	17	635,782,671	42.2	3.80377%	88	3.16x	13.0%	47.6%	46.8%
Total / Weighted Average:			57	$1,507,013,899	100.0%	4.21894%	104	2.29x	11.2%	57.2%	53.0%

(1)

In the case of Loan Nos. 3 and 15, each with an anticipated repayment date, Remaining Loan Term and Maturity Date LTV are calculated as of the related anticipated repayment date.

(2)

(3)

In the case of Loan No. 33, the UW NCF DSCR is calculated using the sum of principal and interest payments over the first based on the assumed principal payment schedule provided on Annex H to the Preliminary Prospectus.

(4)

13 of 151

Structural and Collateral Term Sheet

Benchmark 2018-B2

Collateral Characteristics

LTV Ratios as of the Cut-off Date⁽²⁾⁽⁴⁾

						Weighted Average
Range of Cut-off Date LTVs			Number of Loans	Cut-off Date Principal Balance	% of IPB	Mortgage Rate	Remaining Loan Term⁽¹⁾	UW NCF DSCR⁽²⁾⁽³⁾	UW NOI DY⁽²⁾	Cut-off Date LTV⁽²⁾⁽⁴⁾	Maturity Date LTV^(1)(2)(4)
27.9%	-	49.9%	12	$365,778,231	24.3%	3.69977%	100	3.37x	14.0%	37.3%	35.0%
50.0%	-	59.9%	10	334,453,533	22.2	3.93266%	92	2.55x	10.8%	57.0%	56.5%
60.0%	-	64.9%	13	398,310,000	26.4	4.40280%	102	1.79x	9.4%	63.0%	59.1%
65.0%	-	69.9%	10	227,428,668	15.1	4.78501%	118	1.61x	11.5%	67.4%	57.2%
70.0%	-	74.8%	12	181,043,466	12.0	4.68109%	119	1.59x	10.0%	72.7%	64.0%
Total / Weighted Average:			57	$1,507,013,899	100.0%	4.21894%	104	2.29x	11.2%	57.2%	53.0%

LTV Ratios as of the Maturity Date^(1)(2)(4)

						Weighted Average
Range of Maturity Date LTVs			Number of Loans	Cut-off Date Principal Balance	% of IPB	Mortgage Rate	Remaining Loan Term⁽¹⁾	UW NCF DSCR⁽²⁾⁽³⁾	UW NOI DY⁽²⁾	Cut-off Date LTV⁽²⁾⁽⁴⁾	Maturity Date LTV^(1)(2)(4)
27.9%	-	44.9%	12	$365,778,231	24.3%	3.69977%	100	3.37x	14.0%	37.3%	35.0%
45.0%	-	49.9%	3	31,383,086	2.1	4.80929%	119	1.70x	12.7%	63.8%	49.0%
50.0%	-	54.9%	6	175,068,000	11.6	4.49422%	115	1.64x	9.0%	58.2%	52.3%
55.0%	-	59.9%	17	497,369,505	33.0	4.26726%	102	2.18x	11.3%	62.8%	57.8%
60.0%	-	74.2%	19	437,415,076	29.0	4.44560%	104	1.82x	9.6%	66.7%	63.0%
Total / Weighted Average:			57	$1,507,013,899	100.0%	4.21894%	104	2.29x	11.2%	57.2%	53.0%

Prepayment Protection

				Weighted Average
Prepayment Protection	Number of Loans	Cut-off Date Principal Balance	% of IPB	Mortgage Rate	Remaining Loan Term⁽¹⁾	UW NCF DSCR⁽²⁾⁽³⁾	UW NOI DY⁽²⁾	Cut-off Date LTV⁽²⁾⁽⁴⁾	Maturity Date LTV^(1)(2)(4)
Defeasance⁽⁵⁾	36	$925,441,228	61.4%	4.31105%	102	2.21x	11.2%	58.6%	54.3%
Yield Maintenance	14	366,222,671	24.3	4.09830%	110	2.31x	11.3%	54.4%	49.5%
Defeasance or Yield Maintenance	7	215,350,000	14.3	4.02822%	99	2.60x	11.3%	56.1%	53.0%
Total / Weighted Average:	57	$1,507,013,899	100.0%	4.21894%	104	2.29x	11.2%	57.2%	53.0%

Loan Purpose

				Weighted Average
Loan Purpose	Number of Loans	Cut-off Date Principal Balance	% of IPB	Mortgage Rate	Remaining Loan Term⁽¹⁾	UW NCF DSCR⁽²⁾⁽³⁾	UW NOI DY⁽²⁾	Cut-off Date LTV⁽²⁾⁽⁴⁾	Maturity Date LTV^(1)(2)(4)
Refinance	31	$818,256,561	54.3%	4.18093%	110	2.36x	11.6%	52.1%	46.9%
Acquisition	24	646,057,337	42.9	4.27563%	94	2.22x	11.0%	63.7%	60.5%
Recapitalization	1	35,000,000	2.3	3.90000%	119	2.05x	8.2%	53.5%	53.5%
Acquisition/Recapitalization	1	7,700,000	0.5	4.95000%	120	1.26x	8.4%	74.8%	66.1%
Total / Weighted Average:	57	$1,507,013,899	100.0%	4.21894%	104	2.29x	11.2%	57.2%	53.0%

(1)

In the case of Loan Nos. 3 and 15, each with an anticipated repayment date, Remaining Loan Term and Maturity Date LTV are calculated as of the related anticipated repayment date.

(2)

(3)

(4)

(5)

In the case of Loan No. 4, 17, 18 and 22 the loan documents permit the borrowers to prepay the related loan with yield maintenance premium in the event the defeasance lockout period has not expired after certain dates. See the “Description of the Mortgage Pool—Certain Terms of the Mortgage Loans—Defeasance; Collateral Substitution” in the Preliminary Prospectus.

14 of 151

Structural and Collateral Term Sheet

Benchmark 2018-B2

Collateral Characteristics

Previous Securitization History⁽¹⁾

No.	Loan Name	Cut-off Date Principal Balance	% of IPB	Location	Property Type	Previous Securitization
2	Promenade Shops at Aventura	$70,000,000	4.6%	Aventura, FL	Retail	JPMCC 2010-C2
5	Rochester Hotel Portfolio	60,000,000	4.0	Rochester, MN	Hotel	COMM 2013-CCRE6
10	Worldwide Plaza	50,000,000	3.3	New York, NY	Office	COMM 2013-WWP
14	BlueLinx Portfolio	42,900,000	2.8	Various	Industrial	WBCMT 2006-C27; BACM 2006-4
17	599 Broadway	40,000,000	2.7	New York, NY	Retail	Prima 2011-1
25	Village Green of Waterford	23,600,000	1.6	Waterford, MI	Multifamily	FREMF 2014-K40; FHMS K040
26	Gateway Plaza	23,500,000	1.6	Santa Clarita, CA	Office	MSC 2008-T29
32	Towers at University Town Center	15,000,000	1.0	Hyattsville, MD	Multifamily	MLCFC 2007-8
38	Coral Club Apartments	11,762,093	0.8	Houston, TX	Multifamily	GSMS 2013-GC14
45	Homewood Commons	8,500,000	0.6	Homewood, AL	Retail	WBCMT 2007-C32
Total		$345,262,093	22.9%

(1)

The table above represents the properties for which the previously existing debt was securitized, based on information provided by the related borrower or obtained through searches of a third-party database.

15 of 151

Structural and Collateral Term Sheet

Benchmark 2018-B2

Class A-2⁽¹⁾

No.	Loan Name	Location	Cut-off Date Balance	% of IPB	Maturity Date Balance	% of Certificate Class⁽²⁾	Original Loan Term	Remaining Loan Term	UW NCF DSCR⁽³⁾	UW NOI Debt Yield⁽³⁾	Cut-off Date LTV⁽³⁾⁽⁴⁾	Maturity Date LTV⁽³⁾⁽⁴⁾
1	Central Park of Lisle	Lisle, IL	$79,500,000	5.3%	$79,500,000	23.3%	60	59	2.58x	12.6%	58.9%	58.9%
7	Sentinel Square II	Washington, DC	$57,660,000	3.8	$57,660,000	16.9	60	59	2.70x	9.0%	59.7%	59.7%
8	The Woods	San Jose, CA	$57,500,000	3.8	$57,500,000	16.8	60	58	5.01x	15.2%	29.6%	29.6%
14	BlueLinx Portfolio	Various, Various	$42,900,000	2.8	$42,900,000	12.6	60	60	2.46x	12.1%	64.2%	64.2%
22	Marriott Charlotte City Center	Charlotte, NC	$30,000,000	2.0	$30,000,000	8.8	60	52	2.76x	12.7%	60.6%	60.6%
35	Beacon - Criterion	Jersey City, NJ	$13,305,255	0.9	$13,305,255	3.9	60	59	3.01x	11.7%	37.0%	37.0%
36	Holiday Inn Express New Orleans	New Orleans, LA	$12,900,000	0.9	$12,321,787	3.6	60	59	1.83x	13.2%	54.4%	52.0%
39	Beacon - Hague	Jersey City, NJ	$11,420,588	0.8	$11,420,588	3.3	60	59	2.87x	11.2%	37.1%	37.1%
42	Beacon - Paramount	Jersey City, NJ	$9,703,725	0.6	$9,703,725	2.8	60	59	3.37x	13.1%	33.0%	33.0%
46	Beacon - Mercury / Garage	Jersey City, NJ	$7,968,529	0.5	$7,968,529	2.3	60	59	3.36x	13.2%	33.9%	33.9%
49	Beacon - Orpheum	Jersey City, NJ	$7,417,020	0.5	$7,417,020	2.2	60	59	3.14x	12.2%	36.0%	36.0%
53	Beacon - Tower	Jersey City, NJ	$5,184,882	0.3	$5,184,882	1.5	60	59	3.22x	12.5%	36.6%	36.6%
	Total / Weighted Average:		$335,460,000	22.3%	$334,881,787	98.0%	60	58	3.08x	12.3%	50.9%	50.8%

(1)

The table above presents the mortgage loans whose balloon payments would be applied to pay down the certificate balance of the Class A-2 Certificates, assuming a 0% CPR and applying the “Modeling Assumptions” described in the Preliminary Prospectus, including the assumptions that (i) none of the mortgage loans in the pool experience prepayments, defaults or losses; (ii) there are no extensions of maturity dates of any mortgage loans in the pool; and (iii) each mortgage loan in the pool is paid in full on its stated maturity date. Each Class of Certificates, including the Class A-2 Certificates, evidences undivided ownership interests in the entire pool of mortgage loans. Debt service coverage ratio, debt yield and loan-to-value ratio information does not take into account subordinate debt (whether or not secured by the mortgaged property), if any, that exists or is allowed under the terms of any mortgage loan. See Annex A-1 to the Preliminary Prospectus.

(2)

Reflects the percentage equal to the Maturity Date Balance divided by the initial Class A-2 Certificate Balance.

(3)

In the case of Loan Nos. 7, 8, 14, 22, 35, 39, 42, 46, 49 and 53, the UW NCF DSCR, UW NOI Debt Yield, Cut-off Date LTV and Maturity Date LTV calculations include the related Pari Passu Companion Loan(s). In the case of Loan Nos. 1, 35, 39, 42, 46, 49 and 53, the UW NCF DSCR, UW NOI Debt Yield, Cut-off Date LTV and Maturity Date LTV calculations exclude the related Subordinate Companion Loan(s).

(4)

In the case of Loan Nos. 7 and 36, the Cut-off Date LTV and the Maturity Date LTV are calculated by using an appraised value based on certain hypothetical assumptions. Refer to “Description of the Mortgage Pool—Assessments of Property Value and Condition” and “—Appraised Value” in the Preliminary Prospectus for additional details.

16 of 151

Structural and Collateral Term Sheet

Benchmark 2018-B2

Class A-3⁽¹⁾

No.

Loan Name

Location

Cut-off Date
Balance

% of
IPB

Maturity
Date
Balance

% of
Certificate
Class⁽²⁾

Original
Loan
Term

Remaining
Loan
Term

UW
NCF
DSCR

UW
NOI
Debt
Yield

Cut-off
Date
LTV

Maturity
Date
LTV

EOS 21

Alexandria, VA

$60,000,000

4.0%

$60,000,000

100.0%

1.87x

7.5%

64.8%

Total / Weighted Average:

$60,000,000

4.0%

$60,000,000

100.0%

1.87x

7.5%

64.8%

(1)

The table above presents the mortgage loans whose balloon payments would be applied to pay down the certificate balance of the Class A-3 Certificates, assuming a 0% CPR and applying the “Modeling Assumptions” described in the Preliminary Prospectus, including the assumptions that (i) none of the mortgage loans in the pool experience prepayments, defaults or losses; (ii) there are no extensions of maturity dates of any mortgage loans in the pool; and (iii) each mortgage loan in the pool is paid in full on its stated maturity date. Each Class of Certificates, including the Class A-3 Certificates, evidences undivided ownership interests in the entire pool of mortgage loans. Debt service coverage ratio, debt yield and loan-to-value ratio information does not take into account subordinate debt (whether or not secured by the mortgaged property), if any, that is allowed under the terms of any mortgage loan. See Annex A-1 to the Preliminary Prospectus.

(2)

Reflects the percentage equal to the Maturity Date Balance divided by the initial Class A-3 Certificate Balance.

17 of 151

Structural and Collateral Term Sheet		Benchmark 2018-B2

Structural Overview

■ Accrual:		Each Class of Certificates (other than the Class S and Class R Certificates) will accrue interest on a 30/360 basis. The Class S and Class R Certificates will not accrue interest. On each Distribution Date, any excess interest collected in respect of any mortgage loan in the trust with an anticipated repayment date, solely to the extent received from the related borrower during the related collection period, will be distributed to the holders of the Class S Certificates.

■ Distribution of Interest:		On each Distribution Date, accrued interest for each Class of Certificates (other than the Class S and Class R) at the applicable pass-through rate will be distributed in the following order of priority to the extent of Available Funds: first, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-5, Class A-SB, Class X-A, Class X-B and Class X-D Certificates (the “Senior Certificates”), on a pro rata basis, based on the interest entitlement for each such Class on such date, and then to the Class A-S, Class B, Class C, Class D, Class E-RR, Class F-RR, Class G-RR and Class NR-RR Certificates, in that order, in each case until the interest entitlement for such date payable to each such Class is paid in full. The pass-through rate applicable to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-5, Class A-SB, Class A-S, Class B, Class C, Class D, Class E-RR, Class F-RR, Class G-RR and Class NR-RR Certificates on each Distribution Date, will be a per annum rate equal to one of (i) a fixed rate, (ii) the weighted average of the net mortgage rates on the mortgage loans (in each case adjusted, if necessary, to accrue on the basis of a 360-day year consisting of twelve 30-day months), (iii) the lesser of a specified fixed pass-through rate and the rate described in clause (ii) above or (iv) the rate described in clause (ii) above less a specified percentage. The pass-through rate for the Class X-A Certificates for any Distribution Date will be a per annum rate equal to the excess, if any, of (a) the weighted average of the net mortgage rates on the mortgage loans (in each case adjusted, if necessary, to accrue on the basis of a 360-day year consisting of twelve 30-day months), over (b) the weighted average of the pass-through rates on the Class A-1, Class A-2, Class A-3, Class A-4, Class A-5, Class A-SB and Class A-S Certificates for the related Distribution Date, weighted on the basis of their respective Certificate Balances outstanding immediately prior to that Distribution Date. The pass-through rate for the Class X-B Certificates for any Distribution Date will be a per annum rate equal to the excess, if any, of (a) the weighted average of the net mortgage rates on the mortgage loans (in each case adjusted, if necessary, to accrue on the basis of a 360-day year consisting of twelve 30-day months), over (b) the pass-through rates on the Class B Certificates for the related Distribution Date. The pass-through rate for the Class X-D Certificates for any Distribution Date will be a per annum rate equal to the excess, if any, of (a) the weighted average of the net mortgage rates on the mortgage loans (in each case adjusted, if necessary, to accrue on the basis of a 360-day year consisting of twelve 30-day months), over (b) the pass-through rate on the Class D Certificates for the related Distribution Date. The Class S Certificates will not have a pass-through rate. On each Distribution Date, a specified portion of any excess interest collected in respect of any mortgage loan in the trust with an anticipated repayment date, solely to the extent received from the related borrower during the related collection period, will be distributed to the holders of the Class S Certificates. See “Description of the Certificates—Distributions” in the Preliminary Prospectus.
■ Distribution of Principal:		On any Distribution Date prior to the Cross-Over Date, payments in respect of principal will be distributed, up to the Available Funds: first, to the Class A-SB Certificates until the Certificate Balance of the Class A-SB Certificates is reduced to the Class A-SB planned principal balance for the related Distribution Date set forth in Annex E to the Preliminary Prospectus, second, to the Class A-1 Certificates, until the Certificate Balance of such Class is reduced to zero, third, to the Class A-2 Certificates, until the Certificate Balance of such Class is reduced to zero, fourth, to the Class A-3 Certificates, until the Certificate Balance of such Class is reduced to zero, fifth, to the Class A-4 Certificates, until the Certificate Balance of such Class is reduced to zero, sixth, to the Class A-5 Certificates, until the Certificate Balance of such Class is reduced to zero, and seventh, to the Class A-SB Certificates, until the Certificate Balance of such Class is reduced to zero and then to the Class A-S, Class B, Class C, Class D, Class E-RR, Class F-RR, Class G-RR and Class NR-RR Certificates, in that order, until the Certificate Balance of each such Class is reduced to zero.

18 of 151

Structural and Collateral Term Sheet		Benchmark 2018-B2

Structural Overview

On any Distribution Date on or after the Cross-Over Date, payments in respect of principal will be distributed, up to the Available Funds, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-5 and Class A-SB Certificates, pro rata based on the Certificate Balance of each such Class until the Certificate Balance of each such Class is reduced to zero.

The “Cross-Over Date” means the Distribution Date on which the aggregate Certificate Balances of the Class A-S, Class B, Class C, Class D, Class E-RR, Class F-RR, Class G-RR and Class NR-RR Certificates have been reduced to zero as a result of the allocation of realized losses to such Classes.

The Class X-A, Class X-B and Class X-D Certificates (the “Class X Certificates”) will not be entitled to receive distributions of principal; however, the notional amount of the Class X-A Certificates will be reduced by the aggregate amount of principal distributions, realized losses and trust fund expenses, if any, allocated to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-5, Class A-SB and Class A-S Certificates, the notional amount of the Class X-B Certificates will be reduced by the aggregate amount of principal distributions, realized losses and trust fund expenses, if any, allocated to the Class B Certificates and the notional amount of the Class X-D Certificates will be reduced by the aggregate amount of principal distributions, realized losses and trust fund expenses, if any, allocated to the Class D Certificates.

The Class S Certificates have no certificate balance, notional amount, credit support, pass-through rate, rated final distribution date or rating, and will not be entitled to distributions of principal.

See “Description of the Certificates—Distributions” in the Preliminary Prospectus.

■ Yield Maintenance / Fixed Penalty Allocation:

For purposes of the distribution of Yield Maintenance Charges on any Distribution Date any Yield Maintenance Charges collected in respect of the mortgage loans will be allocated pro rata among four groups (based on the aggregate amount of principal distributed to the Principal Balance Certificates in each group), consisting of (a) the Class A-1, Class A-2, Class A-3, Class A-4, Class A-5, Class A-SB, Class A-S and Class X-A Certificates (“YM Group A”), (b) the Class B, Class C and Class X-B Certificates (“YM Group B”), (c) the Class X-D and Class D Certificates (“YM Group C”) and (d) the Class E-RR, Class F-RR, Class G-RR and Class NR-RR Certificates (“YM Group RR”). As among the Classes of Certificates in each YM Group, other than the YM Group RR, each Class of Certificates entitled to distributions of principal will receive an amount calculated generally in accordance with the following formula and as more specifically described in the Preliminary Prospectus, with any remaining Yield Maintenance Charges on such Distribution Date being distributed to the class of Class X Certificates in such YM Group.


YM	X	Principal Paid to Class	X	(Pass-Through Rate on Class – Discount Rate)
Charge	X	Total Principal Paid to	X	(Mortgage Rate on Loan – Discount Rate)
		the related YM Group

As among the Classes of Certificates in the YM Group RR, each Class of Certificates in such YM Group entitled to distributions of principal will receive an amount calculated generally in accordance with the following formula and as more specifically described in the Preliminary Prospectus.

		Principal Paid to Class
YM	X	Total Principal Paid to
Charge		the related YM Group

No Yield Maintenance Charges will be distributed to the Class S or Class R Certificates.

■ Realized Losses:

On each Distribution Date, losses on the mortgage loans will be allocated first to the Class NR-RR, Class G-RR, Class F-RR, Class E-RR, Class D, Class C, Class B and Class A-S Certificates, in that order, in each case until the Certificate Balance of all such Classes have been reduced to zero, and then, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-5 and Class A-SB Certificates, pro rata, based on the Certificate Balance of each such Class, until the Certificate Balance of each such Class has been reduced to zero. The notional amounts of the Class X-A, Class X-B and X-D Certificates will be reduced by the aggregate amount of realized losses allocated to Certificates that are components of the notional amounts of the Class X-A, Class X-B and X-D Certificates, respectively.

19 of 151

Structural and Collateral Term Sheet		Benchmark 2018-B2

Structural Overview

Losses on each Whole Loan will be allocated first, to any related subordinate companion loan(s) until reduced to zero and then to the related mortgage loan and any related pari passu companion loans, pro rata, based on their respective principal balances.

See “Description of the Certificates—Priority of Distributions” in the Preliminary Prospectus.

■ Interest Shortfalls:

A shortfall with respect to the amount of available funds distributable in respect of interest can result from, among other sources: (a) delinquencies and defaults by borrowers; (b) shortfalls resulting from the application of appraisal reductions to reduce P&I Advances; (c) shortfalls resulting from interest on Advances made by the Master Servicer, the Special Servicer or the Trustee; (d) shortfalls resulting from the payment of Special Servicing Fees and other additional compensation that the Special Servicer is entitled to receive; (e) shortfalls resulting from extraordinary expenses of the trust, including indemnification payments payable to the Depositor, the Master Servicer, the Special Servicer, the Certificate Administrator, the Trustee, the Operating Advisor and the Asset Representations Reviewer; (f) shortfalls resulting from a modification of a mortgage loan’s interest rate or principal balance; and (g) shortfalls resulting from other unanticipated or default-related expenses of the trust. Any such shortfalls that decrease the amount of available funds distributable in respect of interest to the Certificateholders will reduce distributions to the classes of Certificates (other than the Class S and Class R Certificates) beginning with those with the lowest payment priorities, in reverse sequential order. See “Description of the Certificates—Distributions—Priority of Distributions” in the Preliminary Prospectus.

■ Appraisal Reduction Amounts:		With respect to mortgage loans serviced under the Pooling and Servicing Agreement, upon the occurrence of certain trigger events with respect to a mortgage loan, which are generally tied to certain events of default under the related mortgage loan documents, the Special Servicer will be obligated to obtain an appraisal of the related mortgaged property and the Master Servicer will calculate the Appraisal Reduction Amount. The “Appraisal Reduction Amount” is generally the amount by which the current principal balance of the related mortgage loan or serviced whole loan, plus outstanding advances, real estate taxes, unpaid servicing fees and certain similar amounts exceeds the sum of (a) 90% of the appraised value of the related mortgaged property, (b) the amount of any escrows, letters of credit and reserves and (c) all insurance and casualty proceeds and condemnation awards that are collateral for the related mortgage loan. With respect to the Non-Serviced Whole Loans, any Appraisal Reduction Amount will be similarly determined pursuant to the related trust and servicing agreement or pooling and servicing agreement, as applicable, under which it is serviced. In general, the Appraisal Reduction Amount that is allocated to the mortgage loans is notionally allocated to reduce, in reverse sequential order, the Certificate Balance of each Class of Certificates (other than the Class A-1, Class A-2, Class A-3, Class A-4, Class A-5 and Class A-SB) beginning with the Class NR-RR Certificates for certain purposes, including certain voting rights and the determination of the controlling class. As a result of calculating one or more Appraisal Reduction Amounts (and, in the case of any Whole Loan, to the extent allocated to the related mortgage loan), the amount of any required P&I Advance will be reduced, which will have the effect of reducing the amount of interest available to the most subordinate class of certificates then-outstanding (i.e., first, to Class NR-RR Certificates; second, to the Class G-RR Certificates; third, to the Class F-RR Certificates; fourth, to the Class E-RR Certificates; fifth, to the Class D Certificates, sixth, to the Class C Certificates, seventh, to the Class B Certificates, eighth, to the Class A-S Certificates and finally, pro rata based on their respective interest entitlements, to the Senior Certificates). With respect to each serviced Whole Loan, the Appraisal Reduction Amount is notionally allocated, first, to any related serviced subordinate companion loan(s), then pro rata, between the related mortgage loan and the related serviced pari passu companion loan(s), based upon their respective principal balances.
■ Appraisal Reduced Interest:		Accrued and unpaid interest at the related Mortgage Rate for a mortgage loan that is not advanced by the Master Servicer or the Trustee as backup master servicer due to the application of Appraisal Reduction Amounts to such mortgage loan.

■ Master Servicer Advances:		The Master Servicer will be required to advance certain delinquent scheduled mortgage loan payments of principal and interest and certain property protection advances, in each case, to the extent the Master Servicer deems such advances to be recoverable. At any time that an

20 of 151

Structural and Collateral Term Sheet		Benchmark 2018-B2

Structural Overview

Appraisal Reduction Amount exists, the amount that would otherwise be required to be advanced by the Master Servicer in respect of delinquent payments of interest on any mortgage loan will be reduced to equal the product of (x) the interest portion of the amount that would be advanced without regard to any Appraisal Reduction Amount and (y) a fraction, the numerator of which is the then-outstanding principal balance of the mortgage loan minus the Appraisal Reduction Amount and the denominator of which is the then-outstanding principal balance of the mortgage loan. The Master Servicer will not make any principal or interest advances with respect to any companion loan.

■ Whole Loans:

Twenty-five mortgage loans are each evidenced by one mortgage loan and one or more companion loans (each a “Companion Loan” and collectively with the related mortgage loan, a “Whole Loan”), secured by the same mortgage(s) on the related mortgaged property(ies). Each such mortgage loan and its related Companion Loan(s) are subject to an intercreditor agreement. None of these Companion Loans will be part of the trust.

In the case of all of the Whole Loans, referred to as the “Apple Campus 3 Whole Loan”, the “EOS 21 Whole Loan”, the “Rochester Hotel Portfolio Whole Loan”, the “InterContinental San Francisco Whole Loan”, the “Sentinel Square II Whole Loan”, the “The Woods Whole Loan”, the “Worldwide Plaza Whole Loan”, “Braddock Metro Center Whole Loan”, the “BlueLinx Portfolio Whole Loan”, the “Marina Heights State Farm Whole Loan”, the “Red Building Whole Loan”, the “599 Broadway Whole Loan”, the “Lehigh Valley Mall Whole Loan”, the “Atrium Center Whole Loan”, the “90 Hudson Whole Loan”, the “Marriott Charlotte City Center Whole Loan”, the “Two Harbor Point Square Whole Loan”, the “Towers at University Town Center Whole Loan”, the “Beacon - Criterion Whole Loan”, the “Beacon - Hague Whole Loan”, the “Beacon - Paramount Whole Loan”, the “Beacon - Mercury / Garage Whole Loan”, the “Beacon - Orpheum Whole Loan” and the “Beacon - Tower Whole Loan”, one or more related Companion Loans are pari passu with the related mortgage loan (these Companion Loans are also referred to as the “Pari Passu Companion Loans”). In the case of each of the “Central Park of Lisle Whole Loan”, the Worldwide Plaza Whole Loan, the Red Building Whole Loan, the Beacon - Criterion Whole Loan, the Beacon - Hague Whole Loan, the Beacon - Paramount Whole Loan, the Beacon - Mercury / Garage Whole Loan, the Beacon - Orpheum Whole Loan and the Beacon - Tower Whole Loan, in addition to any related Pari Passu Companion Loans, one or more related Companion Loans are subordinate in right of payment to the related mortgage loan and the related Pari Passu Companion Loans (these Companion Loans are also referred to as the “Subordinate Companion Loans”). The Central Park of Lisle Subordinate Companion Loan, the EOS 21 Companion Loan, the Rochester Hotel Portfolio Companion Loans, the InterContinental San Francisco Companion Loans, the Sentinel Square II Companion Loans, the Braddock Metro Center Companion Loan, the BlueLinx Portfolio Companion Loans, the 599 Broadway Companion Loan, the Red Building Companion Loans, the Red Building Subordinate Companion Loans and the Towers at University Town Center Companion Loans are referred to as “Serviced Companion Loans”.

The Central Park of Lisle Whole Loan, the EOS 21 Whole Loan, the Rochester Hotel Portfolio Whole Loan, the InterContinental San Francisco Whole Loan, the Sentinel Square II Whole Loan, the Braddock Metro Center Whole Loan, the BlueLinx Portfolio Whole Loan, the Red Building Whole Loan, the 599 Broadway Whole Loan and the Towers at University Town Center Whole Loan (each, a “Serviced Whole Loan”) will be serviced under the pooling and servicing agreement for the Benchmark 2018-B2 transaction (the “Pooling and Servicing Agreement”).

The Apple Campus 3 Whole Loan, The Woods Whole Loan, the Worldwide Plaza Whole Loan, the Marina Heights State Farm Whole Loan, the Lehigh Valley Mall Whole Loan, the Atrium Center Whole Loan, the 90 Hudson Whole Loan, the Marriott Charlotte City Center Whole Loan, the Two Harbor Point Square Whole Loan, the Beacon - Criterion Whole Loan, the Beacon - Hague Whole Loan, the Beacon - Paramount Whole Loan, the Beacon - Mercury / Garage Whole Loan, the Beacon - Orpheum Whole Loan and the Beacon - Tower Whole Loan are being serviced and administered pursuant to the applicable trust and servicing agreement or pooling and servicing agreement as described under “Description of the Mortgage Pool—The Whole Loans—The Non-Serviced Pari Passu Whole Loans” in the Preliminary Prospectus.

21 of 151

Structural and Collateral Term Sheet		Benchmark 2018-B2

Structural Overview

		Beacon - Hague Whole Loan, the Beacon - Paramount Whole Loan, the Beacon - Mercury / Garage Whole Loan, the Beacon - Orpheum Whole Loan and the Beacon - Tower Whole Loan are each a “Non-Serviced Whole Loan” and collectively the “Non-Serviced Whole Loans”.

■ Highlighted Servicing Provisions:		The following are certain servicing provisions of note: A mortgage loan may become a specially serviced loan as a result of an imminent or reasonably foreseeable default only if the Master Servicer determines such default is not likely to be cured by the related borrower within 60 days. However, if the Special Servicer believes an imminent default exists and the Master Servicer does not transfer the mortgage loan to special servicing, it is entitled to request the Master Servicer deliver an explanation in the form of an officer’s certificate to the Depositor and the Special Servicer setting forth its determination and the related reasoning. A mortgage loan will not become a specially serviced loan for up to 120 days in circumstances where the related borrower does not make its balloon payment at maturity upon satisfaction of certain conditions, including that the borrower has, prior to such maturity date, provided documentation from an acceptable lender, including, without limitation, an executed term sheet or refinancing commitment or an executed purchase and sale agreement, in each case, that is consistent with CMBS market practices and is reasonably satisfactory in form and substance to the Master Servicer evidencing an expected refinancing of the mortgage loan or sale of the related mortgaged property. In order to streamline the servicing and administration of the mortgage loans with the goal of reducing the amount of time a CMBS borrower has to wait for certain approvals from the lender, “major decisions” will be administered solely by the Special Servicer, thereby reducing the number of parties involved in the approval process. Under these updated terms, the Special Servicer will be directly responsible for obtaining the consent of the Directing Certificateholder for “major decisions” involving all mortgage loans, rather than requiring the Master Servicer’s involvement in the approval process for Non-Specially Serviced Loans. In prior CMBS transactions, the master servicer would commonly prepare a recommendation related to a particular approval and be required to obtain the consent of the special servicer (who, in turn, would commonly be required to obtain the consent of the Directing Certificateholder before providing its consent to the master servicer) prior to taking any action with respect to that “major decision”. In addition, certain revisions have been incorporated in the scope of the “major decisions” in the Preliminary Prospectus, that limit the involvement of the Directing Certificateholder in (1) the replacement of the related property management company, (2) the approval of releases of certain performance escrows and earnouts, and (3) the consent to modifications of any mezzanine intercreditor agreement in circumstances when the Directing Certificateholder is affiliated with the mezzanine lender. The Certificate Administrator will be required to identify the then-current Directing Certificateholder as part of its monthly distribution date statement. See “Description of the Certificates” and “Pooling and Servicing Agreement” in the Preliminary Prospectus.
■ Liquidated Loan Waterfall:		On liquidation of any mortgage loan, all net liquidation proceeds related to the mortgage loan (but not any related Companion Loan) will be applied so that amounts allocated as a recovery of accrued and unpaid interest will not, in the first instance, include any delinquent interest that was not advanced as a result of Appraisal Reduction Amounts or interest that accrued on any junior note(s) if such mortgage loan is an AB Modified Loan. After the adjusted interest amount is so allocated, any remaining liquidation proceeds will be allocated to offset certain advances and to pay principal on the mortgage loan until the unpaid principal amount of the mortgage loan has been reduced to zero. Any remaining liquidation proceeds will then be allocated to pay delinquent interest that was not advanced as a result of Appraisal Reduction Amounts and any interest that accrued on any junior note(s) if such mortgage loan is an AB Modified Loan. Any liquidation proceeds in respect of each such mortgage loan in excess of the related outstanding balance will first be applied to offset any interest shortfalls allocated to the Certificates (other than the Class S and Class R Certificates), in sequential order, and then to offset any realized losses allocated to the Certificates (other than the Class S and Class R Certificates), in sequential order. Any liquidation proceeds remaining after such applications will be distributed to the Class R Certificates.

22 of 151

Structural and Collateral Term Sheet		Benchmark 2018-B2

Structural Overview

■ Sale of Defaulted Loans and REO Properties:

The Special Servicer is required to solicit offers for any defaulted loan (other than a non-serviced mortgage loan) in such a manner as will be reasonably likely to maximize the value of the defaulted loan on a net present value basis, if the Special Servicer determines that no satisfactory arrangements can be made for collection of delinquent payments and the sale would be in the best economic interests of the certificateholders (or, in the case of any Serviced Whole Loan, the certificateholders and any holders of the related Serviced Pari Passu Companion Loans, as a collective whole, taking into account the pari passu or subordinate nature of such Serviced Companion Loans), on a net present value basis. Additionally, the Special Servicer may offer to sell any REO property if, and when, the Special Servicer determines that such a sale would be in the best economic interest of the issuing entity and the holders of any related Companion Loans, on a net present value basis.

In the case of each non-serviced mortgage loan, under certain circumstances permitted under the related intercreditor agreement, to the extent that such non-serviced mortgage loan is not sold together with the related non-serviced companion loan by the special servicer for the related Non-Serviced Whole Loans, the Special Servicer will be entitled to sell (with respect to any mortgage loan other than an Excluded Loan, with the consent of the Directing Certificateholder if no Control Termination Event has occurred and is continuing) such non-serviced mortgage loan if it determines in accordance with the servicing standard that such action would be in the best interests of the certificateholders.

The Special Servicer is required to accept a cash offer received from any person for any defaulted loan or REO property in an amount at least equal to par plus accrued interest plus all other outstanding amounts due under such mortgage loan and any outstanding expenses of the trust relating to such mortgage loan (the “Purchase Price”) except as described in the Preliminary Prospectus.

With respect to the Serviced Whole Loans, any such sale of the related defaulted loan is required to also include the related Pari Passu Companion Loans, if any, and the prices will be adjusted accordingly.

Within 30 days of a defaulted loan becoming a specially serviced loan, the Special Servicer is required to order an appraisal and, within 30 days of receipt of such appraisal, is required to determine the fair value of such defaulted loan in accordance with the applicable servicing standard. If, however, the Special Servicer is already in the process of obtaining an appraisal with respect to the related mortgaged property, the Special Servicer is required to make its fair value determination as soon as reasonably practicable (but in any event within 30 days) after its receipt of such appraisal. Additionally, with respect to the mortgage loans that have mezzanine debt or permit mezzanine debt in the future, the mezzanine lenders may have the option to purchase the related mortgage loan after certain events of default under such mortgage loan. In addition, with respect to the Central Park of Lisle Whole Loan and the Red Building Whole Loan, the holder of the related controlling Subordinate Companion Loan may have an option to purchase the related mortgage loan after certain events of default under such mortgage loan.

The Directing Certificateholder will not have a right of first refusal to purchase a defaulted loan.

If the Special Servicer does not receive a cash offer at least equal to the Purchase Price, the Special Servicer may purchase the defaulted loan or REO property at the Purchase Price. If the Special Servicer does not purchase the defaulted loan or REO property at the Purchase Price, the Special Servicer is required to accept the highest offer received from any person that is determined to be a fair price (supported by an appraisal required to be obtained by the Special Servicer within 30 days of a mortgage loan becoming a specially serviced loan) for such defaulted loan or REO property, if the highest offeror is a person other than an Interested Person. If the highest offer is made by an Interested Person, the Trustee will determine (based upon the most recent appraisal or updated appraisal conducted in accordance with the terms of the Pooling and Servicing Agreement) whether the offer constitutes a fair price for the defaulted loan or REO property provided that no offer from an Interested Person will constitute a fair price unless (A) it is the highest offer received and (B) if the offer is less than the applicable Purchase Price, at least two other offers are received from independent third parties and the Trustee may conclusively rely on the opinion of an independent appraiser or other independent expert retained by the Trustee in connection with making such determination. Neither the Trustee nor any of its affiliates may make an offer for or purchase any specially serviced loan or REO property. An “Interested Person” is any person that is (i) a party to the Pooling and Servicing Agreement, the Directing Certificateholder, any sponsor, any borrower, any manager of a

23 of 151

Structural and Collateral Term Sheet		Benchmark 2018-B2

Structural Overview

		mortgaged property, any independent contractor engaged by the Special Servicer, any holder of a mezzanine loan (but only with respect to the related mortgage loan) or any known affiliate of any such person or, (ii) with respect to a defaulted whole loan, the depositor, the master servicer, the special servicer (or independent contractor engaged by such special servicer) or the trustee for the securitization of any related Companion Loan and each holder of any related Companion Loan, or any known affiliate of any such person. The Special Servicer is not required to accept the highest offer and may accept a lower offer for a defaulted loan or REO property if the Special Servicer determines, in accordance with the servicing standard (and subject to the requirements of any related intercreditor agreement), that a rejection of such offer would be in the best interests of the Certificateholders and, with respect to any Serviced Whole Loan, the holder of the related Companion Loans, as a collective whole, as if such Certificateholders and, if applicable, the related Companion Loan Holder(s) constituted a single lender), so long as such lower offer was not made by the Special Servicer or any of its affiliates. If title to any mortgaged property is acquired by the trust fund, the Special Servicer will be required to sell such mortgaged property prior to the close of the third calendar year beginning after the year of acquisition, unless (a) the IRS grants or has not denied an extension of time to sell such mortgaged property or (b) the Special Servicer, Trustee and the Certificate Administrator receive an opinion of independent counsel to the effect that the holding of the property by the trust longer than the above-referenced three-year period will not result in the imposition of a tax on any REMIC of the trust fund or cause any REMIC of the trust fund to fail to qualify as a REMIC. The foregoing applies to mortgage loans serviced under the Pooling and Servicing Agreement. With respect to each Non-Serviced Whole Loan, if the special servicer under the applicable trust and servicing agreement or pooling and servicing agreement, as applicable, determines to sell the related Companion Loan(s) as described above, then the applicable special servicer will be required to sell the related non-serviced mortgage loan, included in the Benchmark 2018-B2 trust, and the related Companion Loan(s), as a single loan. In connection with any such sale, the then-applicable special servicer will be required to follow procedures substantially similar to those set forth above.
■ Control Eligible Certificates:		Classes E-RR, F-RR, G-RR and NR-RR.

■ Control Rights:		The Control Eligible Certificates will have certain control rights attached to them. The “Directing Certificateholder” will be the Controlling Class Certificateholder (or its representative) selected by more than 50% of the Controlling Class Certificateholders; provided, however, that (1) absent that selection, (2) until a Directing Certificateholder is so selected or (3) upon receipt of a notice from a majority of the Controlling Class Certificateholders that a Directing Certificateholder is no longer designated, the Controlling Class Certificateholder that owns the largest aggregate Certificate Balance of the Controlling Class (or its representative) will be the Directing Certificateholder; provided, however, that in the case of this clause (3), in the event no one holder owns the largest aggregate Certificate Balance of the Controlling Class, then there will be no Directing Certificateholder until appointed in accordance with the terms of the Pooling and Servicing Agreement. With respect to any mortgage loan (other than any non-serviced mortgage loan or any Excluded Loan), unless a Control Termination Event has occurred and is continuing, the Directing Certificateholder will be entitled to direct the Special Servicer to take, or refrain from taking, certain actions with respect to such mortgage loan. Furthermore, the Directing Certificateholder will also have the right to receive notice and provide consent with respect to certain material actions that the Master Servicer and the Special Servicer plan on taking with respect to a mortgage loan (other than any non-serviced mortgage loan or any Excluded Loan). With respect to any mortgage loan that has or may in the future have mezzanine debt, pursuant to the related intercreditor agreement, the related mezzanine lender may have certain consent rights with respect to certain modifications related to such mortgage loan. Notwithstanding anything to the contrary, with respect to the Central Park of Lisle Whole Loan and the Red Building Whole Loan, prior to the occurrence and continuance of a control appraisal period under the related intercreditor agreement, direction and consent rights with respect to the related Whole Loan will be exercised by the holder of the related controlling Subordinate Companion Loan pursuant to the related intercreditor agreement as described in the Preliminary Prospectus. In addition, the holder of the related controlling Subordinate Companion Loan will have certain rights to cure defaults under the related mortgage loan, and in certain circumstances, each holder of a related Subordinate Companion Loan will have the

24 of 151

Structural and Collateral Term Sheet		Benchmark 2018-B2

Structural Overview

		right to purchase the related defaulted mortgage loan. A “Borrower Party” means a borrower, a mortgagor, a manager of a mortgaged property, an Accelerated Mezzanine Loan Lender, any other person controlling or controlled by or under common control with such borrower, mortgagor, manager or Accelerated Mezzanine Loan Lender, as applicable, or any other person owning, directly or indirectly, 25% or more of the beneficial interests in such borrower, mortgagor, manager or Accelerated Mezzanine Loan Lender, as applicable. For purposes of this definition, “control” when used with respect to any specified person means the power to direct the management and policies of such person, directly or indirectly, whether through the ownership of voting securities, by contract or otherwise and the terms “controlling” and “controlled” have meanings correlative to the foregoing. An “Accelerated Mezzanine Loan Lender” means a mezzanine lender under a mezzanine loan that has been accelerated or as to which foreclosure or enforcement proceedings have been commenced against the equity collateral pledged to secure such mezzanine loan. An “Excluded Loan” is a mortgage loan or Whole Loan with respect to which the Directing Certificateholder or the holder of the majority of the controlling class is a Borrower Party. As of the Closing Date, it is expected that there will be no Excluded Loans in this securitization. With respect to the Serviced Whole Loans, direction, consent and consultation rights with respect to the related Whole Loan are subject to certain consultation rights of the holder of the related Pari Passu Companion Loans pursuant to the related intercreditor agreement. With respect to any Non-Serviced Whole Loan, direction, consent and consultation rights with respect to the related Whole Loan will be exercised by the directing certificateholder or controlling class representative under the applicable trust and servicing agreement or pooling and servicing agreement, as applicable.
■ Directing Certificateholder:		Barings LLC (or its affiliate), is expected to be appointed as the initial directing certificateholder with respect to all serviced mortgage loans (other than the Excluded Loans).

■ Controlling Class:		The “Controlling Class” will at any date of determination be the most subordinate Class of Control Eligible Certificates then outstanding that has an aggregate Certificate Balance, as notionally reduced by any Cumulative Appraisal Reduction Amounts allocable to such Class, equal to no less than 25% of the initial Certificate Balance for such Class; provided that if at any time the Certificate Balances of the certificates other than the Control Eligible Certificates have been reduced to zero as a result of the allocation of principal payments on the mortgage loans, then the Controlling Class will be the most subordinate Class among the Control Eligible Certificates that has an aggregate Certificate Balance greater than zero without regard to any Cumulative Appraisal Reduction Amounts. The Controlling Class as of the Closing Date will be the Class NR-RR Certificates. Each holder of a certificate of the Controlling Class is referred to herein as a “Controlling Class Certificateholder”.
■ Control Termination Event:		A “Control Termination Event” will occur when the Class E-RR Certificates have a Certificate Balance (taking into account the application of any Cumulative Appraisal Reduction Amounts to notionally reduce the Certificate Balance of such class) of less than 25% of the initial Certificate Balance of that class; provided that a Control Termination Event will not be deemed to be continuing in the event the Certificate Balances of all Classes of Principal Balance Certificates other than the Control Eligible Certificates have been reduced to zero. The “Cumulative Appraisal Reduction Amount” as of any date of determination, is equal to the sum of (i) with respect to any mortgage loan, all Appraisal Reduction Amounts then in effect, and (ii) with respect to any AB Modified Loan, any Collateral Deficiency Amount then in effect. An “AB Modified Loan” means any corrected loan (1) that became a corrected loan (which includes for purposes of this definition any non-serviced mortgage loan that became a “corrected loan” (or any term substantially similar thereto) pursuant to the trust and servicing agreement or pooling and servicing agreement, as applicable, governing such non-serviced mortgage loan) due to a modification thereto that resulted in the creation of an A/B note structure (or similar structure) and as to which the new junior note(s) did not previously exist or the principal amount of the new junior note(s) was previously part of either an A note held by the issuing entity or the original unmodified mortgage loan and (2) as to which an Appraisal Reduction Amount is not in effect.

25 of 151

Structural and Collateral Term Sheet		Benchmark 2018-B2

Structural Overview

		The “Collateral Deficiency Amount” means, with respect to any AB Modified Loan as of any date of determination, the excess of (i) the principal balance of such AB Modified Loan (taking into account the related junior note(s) and any pari passu notes included therein), over (ii) the sum of (in the case of a Whole Loan, solely to the extent allocable to the subject mortgage loan) (x) the most recent Appraised Value for the related mortgaged property or mortgaged properties, plus (y) solely to the extent not reflected or taken into account in such Appraised Value and to the extent on deposit with, or otherwise under the control of, the lender as of the date of such determination, any capital or additional collateral contributed by the related borrower at the time the mortgage loan became (and as part of the modification related to) such AB Modified Loan for the benefit of the related mortgaged property or mortgaged properties (provided, that in the case of a non-serviced mortgage loan, the amounts set forth in this clause (y) will be taken into account solely to the extent relevant information is received by the Master Servicer), plus (z) any other escrows or reserves (in addition to any amounts set forth in the immediately preceding clause (y)) held by the lender in respect of such AB Modified Loan as of the date of such determination. Upon the occurrence and during the continuance of a Control Termination Event, the Controlling Class will no longer have any control rights. After the occurrence and during the continuance of a Control Termination Event, the Directing Certificateholder will relinquish its right to direct certain actions of the Special Servicer and will no longer have consent rights with respect to certain actions that the Master Servicer or the Special Servicer plan on taking with respect to a mortgage loan. Following the occurrence and during the continuance of a Control Termination Event, the Directing Certificateholder will retain consultation rights with the Special Servicer with respect to certain material actions that the Special Servicer plans on taking with respect to any mortgage loan other than an Excluded Loan. Such consultation rights will continue until the occurrence of a Consultation Termination Event. With respect to the Central Park of Lisle Whole Loan and the Red Building Whole Loan, pursuant to the related intercreditor agreement, the holder of the related controlling Subordinate Companion Loan will lose its right to direct certain actions upon the occurrence and continuance of a control appraisal event under such intercreditor agreement.
■ Consultation Termination Event:		A “Consultation Termination Event” will occur when there is no class of Control Eligible Certificates that has a then-outstanding Certificate Balance at least equal to 25% of the initial Certificate Balance of that class, in each case, without regard to the application of any Cumulative Appraisal Reduction Amounts; provided that a Consultation Termination Event will not be deemed to be continuing in the event the Certificate Balances of all Classes of Principal Balance Certificates other than the Control Eligible Certificates have been reduced to zero. Upon the occurrence of a Consultation Termination Event, there will be no Class of Certificates that will act as the Controlling Class and the Directing Certificateholder will have no rights under the Pooling and Servicing Agreement, other than those rights generally available to all Certificateholders.
■ Operating Advisor Consultation Event:		An “Operating Advisor Consultation Event” will occur when the Certificate Balances of the Class E-RR, Class F-RR, Class G-RR and Class NR-RR Certificates in the aggregate (taking into account the application of any Cumulative Appraisal Reduction Amounts to notionally reduce the Certificate Balances of such classes) is 25% or less of the initial Certificate Balances of such classes in the aggregate.

■ Appraised-Out Class:		A Class of Control Eligible Certificates that has been determined, as a result of Appraisal Reduction Amounts or Collateral Deficiency Amounts allocable to such Class, to no longer be the Controlling Class.

■ Remedies Available to Holders of an Appraised-Out Class:		Holders of the majority of any Appraised-Out Class will have the right, at their sole expense, to require the Special Servicer to order a supplemental appraisal report from an MAI appraiser (selected by the Special Servicer) for any mortgage loan (or Serviced Whole Loan) that results in the Class becoming an Appraised-Out Class. Upon receipt of that supplemental appraisal, the Special Servicer will be required to determine, in accordance with the Servicing Standard, whether, based on its assessment of the supplemental appraisal, any recalculation of the Appraisal Reduction Amount or Collateral Deficiency Amount is warranted, and if so warranted, the Master Servicer will be required to

26 of 151

Structural and Collateral Term Sheet		Benchmark 2018-B2

Structural Overview

recalculate the Appraisal Reduction Amount or Collateral Deficiency Amount, as applicable, based on the supplemental appraisal and if required by such recalculation, the Appraised-Out Class will be reinstated as the Controlling Class. The holders of an Appraised-Out Class requesting a supplemental appraisal are not permitted to exercise any control or consent rights of the Controlling Class until such time, if any, as the Class is reinstated as the Controlling Class.

■ Operating Advisor:

The Operating Advisor will initially be Pentalpha Surveillance LLC. The Operating Advisor will have certain review and consultation rights relating to the performance of the Special Servicer and with respect to its actions taken in connection with the resolution and/or liquidation of specially serviced loans. With respect to each mortgage loan (other than a non-serviced mortgage loan) or Serviced Whole Loan, the Operating Advisor will be responsible for:

● reviewing the actions of the Special Servicer with respect to any Specially Serviced Loan;

● reviewing (i) all reports by the Special Servicer made available to Privileged Persons on the Certificate Administrator’s website and (ii) each Final Asset Status Report;

● recalculating and reviewing for accuracy and consistency with the Pooling and Servicing Agreement mathematical calculations and the corresponding application of the non-discretionary portion of the applicable formulas required to be utilized in connection with net present value calculations used in the Special Servicer’s determination of what course of action to take in connection with the workout or liquidation of a Specially Serviced Loan; and

● preparing an annual report (if any mortgage loan (other than any non-serviced mortgage loan) or Serviced Whole Loan was a Specially Serviced Loan at any time during the prior calendar year or an Operating Advisor Consultation Event occurred during the prior calendar year) that sets forth whether the Operating Advisor believes, in its sole discretion exercised in good faith, that the Special Servicer is operating in compliance with the Servicing Standard with respect to its performance of its duties under the Pooling and Servicing Agreement with respect to Specially Serviced Loans (and, after the occurrence and continuance of an Operating Advisor Consultation Event, with respect to Major Decisions on Non-Specially Serviced Loans) during the prior calendar year on an “asset-level basis”. The Operating Advisor will identify (1) which, if any, standards the Operating Advisor believes, in its sole discretion exercised in good faith, the Special Servicer has failed to comply with and (2) any material deviations from the Special Servicer’s obligations under the Pooling and Servicing Agreement with respect to the resolution or liquidation of any Specially Serviced Loan or REO Property (other than with respect to any REO Property related to any non-serviced mortgage loan). In preparing any Operating Advisor Annual Report, the Operating Advisor will not be required to report on instances of non-compliance with, or deviations from, the Servicing Standard or the Special Servicer’s obligations under the Pooling and Servicing Agreement that the Operating Advisor determines, in its sole discretion exercised in good faith, to be immaterial.

With respect to each mortgage loan (other than any non-serviced mortgage loan) or Serviced Whole Loan, after the Operating Advisor has received notice that an Operating Advisor Consultation Event has occurred and is continuing, in addition to the duties described above, the Operating Advisor will be required to perform the following additional duties:

● to consult (on a non-binding basis) with the Special Servicer in respect of Asset Status Reports and

● to consult (on a non-binding basis) with the Special Servicer with respect to “major decisions” processed by the Special Servicer or for which the consent of the Special Servicer is required.

In addition, if at any time the Operating Advisor determines, in its sole discretion exercised in good faith, that (1) the Special Servicer is not performing its duties as required under the Pooling and Servicing Agreement in accordance with the Servicing Standard and (2) the replacement of the Special Servicer would be in the best interest of the certificateholders as a collective whole, then, the Operating Advisor will have the right to recommend the replacement of the Special Servicer and will submit its formal recommendation to the Trustee and the Certificate Administrator (along with its rationale, its proposed replacement special servicer and other relevant information justifying its recommendation).

27 of 151

Structural and Collateral Term Sheet		Benchmark 2018-B2

Structural Overview

		The Operating Advisor’s recommendation to replace the Special Servicer must be confirmed by an affirmative vote of holders of Principal Balance Certificates evidencing at least a majority of a quorum of certificateholders (which, for this purpose, is the holders of Principal Balance Certificates that (i) evidence at least 20% of the Voting Rights (taking into account the application of any appraisal reduction amounts to notionally reduce the respective Certificate Balances) of all Principal Balance Certificates on an aggregate basis, and (ii) consist of at least three Certificateholders or certificate owners that are not affiliated with each other). In the event the holders of Principal Balance Certificates evidencing at least a majority of a quorum of certificateholders elect to remove and replace the Special Servicer (which requisite affirmative votes must be received within 180 days of the posting of the notice of the Operating Advisor’s recommendation to replace the Special Servicer to the Certificate Administrator’s website), the Certificate Administrator will be required to receive a Rating Agency Confirmation from each of the Rating Agencies at that time. However, Pentalpha Surveillance LLC is currently the operating advisor under the GS 2017-FARM trust and servicing agreement and the BANK 2018-BNK10 pooling and servicing agreement and, in each such capacity, has certain obligations and consultation rights with respect to the Marina Heights State Farm Whole Loan and the Apple Campus 3 Whole Loan, respectively, that are substantially similar to those of the Operating Advisor under the Pooling and Servicing Agreement.

■ Replacement of Operating Advisor:		The Operating Advisor may be terminated or removed under certain circumstances and a replacement operating advisor appointed as described in the Preliminary Prospectus. Any replacement operating advisor (or the personnel responsible for supervising the obligations of the replacement operating advisor) must be an institution (A) that is a special servicer or operating advisor on a commercial mortgage-backed securities transaction rated by S&P, Fitch and KBRA (including, in the case of the Operating Advisor, this transaction) but has not been special servicer or operating advisor on a transaction for which any of S&P, Fitch and KBRA has qualified, downgraded or withdrawn its rating or ratings of, one or more classes of certificates for such transaction publicly citing servicing concerns with the operating advisor in its capacity as special servicer or operating advisor on such commercial mortgage-backed securities transaction as the sole or a material factor in such rating action; (B) that can and will make the representations and warranties of the operating advisor set forth in the Pooling and Servicing Agreement; (C) that is not (and is not affiliated with) the Depositor, the Trustee, the Certificate Administrator, the Master Servicer, the Special Servicer, a Mortgage Loan Seller, the Directing Certificateholder, a depositor, a trustee, a certificate administrator, a master servicer or special servicer with respect to the securitization of a Companion Loan, or any of their respective affiliates; (D) that has not been paid by any Special Servicer or successor special servicer any fees, compensation or other remuneration (x) in respect of its obligations hereunder or (y) for the appointment or recommendation for replacement of a successor special servicer to become the Special Servicer; (E) that (x) has been regularly engaged in the business of analyzing and advising clients in commercial mortgage-backed securities matters and that has at least 5 years of experience in collateral analysis and loss projections and (y) has at least 5 years of experience in commercial real estate asset management and experience in the workout and management of distressed commercial real estate assets and (F) that does not directly or indirectly, through one or more affiliates or otherwise, own or have derivative exposure in any interest in any certificates, any mortgage loans, any Companion Loan or any securities backed by a Companion Loan or otherwise have any financial interest in the securitization transaction to which the PSA relates, other than in fees from its role as operating advisor and asset representations reviewer (to the extent it also acts as the asset representations reviewer).
■ Asset Representations Reviewer:		The Asset Representations Reviewer will be required to review certain delinquent mortgage loans after a specified delinquency threshold has been exceeded and notification from the Certificate Administrator that the required percentage of Certificateholders have voted to direct a review of such delinquent mortgage loans. An “Asset Review Trigger” will occur when either (1) mortgage loans with an aggregate outstanding principal balance of 25.0% or more of the aggregate outstanding principal balance of all of the mortgage loans (including any REO Loans (or a portion of any REO Loan in the case of a Whole Loan) held by the issuing entity as of the end of the applicable Collection Period are Delinquent Loans, (2)(A) prior to and including the second anniversary of the Closing Date, at least 10 mortgage loans are Delinquent Loans and the outstanding principal balance of such Delinquent Loans in the aggregate constitutes at least

28 of 151

Structural and Collateral Term Sheet		Benchmark 2018-B2

Structural Overview

		15.0% of the aggregate outstanding principal balance of all of the mortgage loans (including any REO Loans (or a portion of any REO Loan in the case of a Whole Loan)) held by the issuing entity as of the end of the applicable Collection Period or (B) after the second anniversary of the Closing Date, at least 15 mortgage loans are Delinquent Loans and the outstanding principal balance of such Delinquent Loans in the aggregate constitutes at least 20.0% of the aggregate outstanding principal balance of all of the mortgage loans (including any REO Loans (or a portion of any REO Loan in the case of a Whole Loan)) held by the issuing entity as of the end of the applicable Collection Period. Following the determination that an Asset Review Trigger has occurred, the Certificate Administrator will include in the Form 10-D relating to the distribution period in which the Asset Review Trigger occurred a description of the events that caused the Asset Review Trigger to occur. Once an Asset Review Trigger has occurred, Certificateholders evidencing not less than 5% of the voting rights may deliver to the Certificate Administrator a written direction requesting a vote on whether to commence an Asset Review within 90 days after the filing of the Form 10-D reporting the occurrence of the Asset Review Trigger (an “Asset Review Vote Election”). If directed by such Certificateholders, a vote of all Certificateholders will commence and an Asset Review will occur if a majority of Certificateholders voting (assuming Certificateholders representing a minimum of 5% of the voting rights respond) vote affirmatively within 150 days of the Asset Review Vote Election. If the vote does not pass, then no Certificateholder may request a vote or cast a vote for an Asset Review and the Asset Representations Reviewer will not be required to review any delinquent mortgage loan until an additional mortgage loan becomes a Delinquent Loan, an Asset Review Trigger occurs as a result or is otherwise in effect, another Asset Review Vote Election is made and a majority of Certificateholders voting (assuming Certificateholders representing a minimum of 5% of the voting rights respond) vote affirmatively within 150 days of such Asset Review Vote Election.
■ Replacement of the Asset Representations Reviewer:		The Asset Representations Reviewer may be terminated and replaced without cause. Upon (i) the written direction of Certificateholders evidencing not less than 25% of the voting rights (without regard to the application of any Appraisal Reduction Amounts) requesting a vote to terminate and replace the Asset Representations Reviewer with a proposed successor asset representations reviewer that is an Eligible Asset Representations Reviewer, and (ii) payment by such holders to the Certificate Administrator of the reasonable fees and expenses to be incurred by the Certificate Administrator in connection with administering such vote, the Certificate Administrator will promptly provide notice to all Certificateholders and the Asset Representations Reviewer of such request by posting such notice on its website, and by mailing to all Certificateholders and the Asset Representations Reviewer. Upon the written direction of Certificateholders evidencing at least 75% of a Certificateholder Quorum (without regard to the application of any Appraisal Reduction Amounts), the Trustee will terminate all of the rights and obligations of the Asset Representations Reviewer under the Pooling and Servicing Agreement by written notice to the Asset Representations Reviewer, and the proposed successor asset representations reviewer will be appointed.

■ Appointment and Replacement of Special Servicer:		The Directing Certificateholder will appoint the initial Special Servicer as of the Closing Date. Prior to the occurrence and continuance of a Control Termination Event, the Special Servicer may generally be replaced at any time, with or without cause by the Directing Certificateholder; provided, however, that with respect to the Central Park of Lisle Whole Loan and the Red Building Whole Loan, the holder of the related controlling Subordinate Companion Loan (prior to the occurrence and continuance of a control appraisal period) will have the right to replace the Special Servicer with respect to that Whole Loan. If the Special Servicer obtains knowledge that it is a Borrower Party with respect to any mortgage loan or Serviced Whole Loan (any such mortgage loan or Serviced Whole Loan, an “Excluded Special Servicer Loan”), the Special Servicer will be required to resign as Special Servicer of that Excluded Special Servicer Loan. Prior to the occurrence and continuance of a Control Termination Event, if the applicable Excluded Special Servicer Loan is not also an Excluded Loan, the Directing Certificateholder or the controlling class certificateholder on its behalf will be required to select a successor special servicer that is not a Borrower Party in accordance with the terms of the Pooling and Servicing Agreement (an “Excluded Special Servicer”) for the related Excluded Special Servicer Loan. After the occurrence and during the continuance of a Control Termination Event or if at any time the applicable Excluded Special Servicer Loan is also an Excluded Loan, the resigning Special Servicer will be required to use reasonable efforts to select the related Excluded Special Servicer. Upon the occurrence and during the continuance of a Control Termination Event, the Directing

29 of 151

Structural and Collateral Term Sheet		Benchmark 2018-B2

Structural Overview

Certificateholder will no longer have the right to replace the Special Servicer and such replacement will occur based on a vote of holders of all voting eligible Classes of Certificates as described below.

The Operating Advisor may also recommend the replacement of the Special Servicer at any time as described in “Operating Advisor” above.

■ Replacement of Special Servicer by Vote of Certificateholders:

After the occurrence and during the continuance of a Control Termination Event and upon (a) the written direction of holders of Principal Balance Certificates evidencing not less than 25% of the Voting Rights of the Principal Balance Certificates (taking into account the application of Appraisal Reduction Amounts to notionally reduce the Certificate Balances of the Principal Balance Certificates) requesting a vote to replace the Special Servicer with a replacement special servicer, (b) payment by such requesting holders to the Certificate Administrator of all reasonable fees and expenses to be incurred by the Certificate Administrator in connection with administering such vote and (c) delivery by such holders to the Certificate Administrator and the Trustee of written confirmations from each Rating Agency that the appointment of such replacement special servicer will not result in a downgrade, withdrawal or qualification of the Certificates (which confirmations will be obtained at the expense of such holders), the Certificate Administrator will be required to post notice of such direction on its website and by mail, and conduct the solicitation of votes of all Certificates in such regard, which such vote must occur within 180 days of the posting of such notice. Upon the written direction of holders of Principal Balance Certificates evidencing at least 50% of a Certificateholder Quorum, the Trustee will immediately replace the Special Servicer with a qualified replacement special servicer designated by such holders of Certificates.

A “Certificateholder Quorum” means, in connection with any solicitation of votes in connection with the replacement of the Special Servicer or the Asset Representations Reviewer described above, the holders of Certificates evidencing at least 50% of the aggregate Voting Rights (taking into account the application of realized losses and, other than with respect to the termination of the Asset Representations Reviewer, the application of any Appraisal Reduction Amounts to notionally reduce the Certificate Balance of the Certificates) of all Principal Balance Certificates on an aggregate basis.

With respect to each of the Serviced Whole Loan, subject to the related intercreditor agreement, the holders of the related Pari Passu Companion Loans, under certain circumstances following a servicer termination event with respect to the Special Servicer, will be entitled to direct the Trustee (and the Trustee will be required) to terminate the Special Servicer solely with respect to such Serviced Whole Loan. A replacement special servicer will be selected by the Trustee or, prior to a Control Termination Event, by the Directing Certificateholder; provided, however, that any successor special servicer appointed to replace the Special Servicer with respect to such Whole Loan can generally not be the person (or its affiliate) that was terminated at the direction of the holder of the related Pari Passu Companion Loan.

With respect to any Non-Serviced Whole Loan, subject to the related intercreditor agreement, the Benchmark 2018-B2 trust as holder of the related mortgage loan has similar termination rights in the event of a servicer termination event with respect to the special servicer under the applicable trust and servicing agreement or pooling and servicing agreement, as applicable, as described above, which may be exercised by the Directing Certificateholder prior to the Control Termination Event. However, the successor special servicer will be selected pursuant to the applicable trust and servicing agreement or pooling and servicing agreement, as applicable, by the related directing holder prior to a control event under such trust and servicing agreement or pooling and servicing agreement, as applicable. The Master Servicer and Special Servicer are entitled to certain fees in connection with the servicing and administration of the mortgage loans as more fully described in “Pooling and Servicing Agreement—Servicing and Other Compensation and Payment of Expenses” in the Preliminary Prospectus.

■ Dispute Resolution Provisions:

Each Mortgage Loan Seller will be subject to the dispute resolution provisions set forth in the Pooling and Servicing Agreement to the extent those provisions are triggered with respect to any mortgage loan sold to the Depositor by a Mortgage Loan Seller and such Mortgage Loan Seller will be obligated under the related mortgage loan purchase agreement to comply with all applicable provisions and to take part in any mediation or arbitration proceedings that may result.

Generally, in the event that a request to repurchase a mortgage loan (a “Repurchase Request”)

30 of 151

Structural and Collateral Term Sheet		Benchmark 2018-B2

Structural Overview

is not “Resolved” (as defined below) within 180 days after the related Mortgage Loan Seller receives such Repurchase Request (a “Resolution Failure”), then the Enforcing Servicer (as defined below) will be required to send a notice to the “Initial Requesting Certificateholder” (if any) indicating the Enforcing Servicer’s intended course of action with respect to the Repurchase Request. If (a) the Enforcing Servicer’s intended course of action with respect to the Repurchase Request does not involve pursuing further action to exercise rights against the related Mortgage Loan Seller with respect to the Repurchase Request and the Initial Requesting Certificateholder, if any, or any other Certificateholder or Certificate Owner wishes to exercise its right to refer the matter to mediation (including nonbinding arbitration) or arbitration, or (b) the Enforcing Servicer’s intended course of action is to pursue further action to exercise rights against the related Mortgage Loan Seller with respect to the Repurchase Request but the Initial Requesting Certificateholder, if any, or any other Certificateholder or Certificate Owner does not agree with the dispute resolution method selected by the Enforcing Servicer, then the Initial Requesting Certificateholder, if any, or such other Certificateholder or Certificate Owner may deliver a written notice to the Enforcing Servicer indicating its intent to exercise its right to refer the matter to either mediation or arbitration.

The Enforcing Servicer will be required to consult with any Certificateholder or Certificate Owner that delivers a notice of its intent to exercise its dispute resolution rights (a “Requesting Certificateholder”) so that a Requesting Certificateholder may consider the views of the Enforcing Servicer as to the claims underlying the Repurchase Request and possible dispute resolution methods. If a Requesting Certificateholder elects to exercise its right to refer the matter to either mediation or arbitration, then it will become the party responsible for enforcing the Repurchase Request and must promptly submit the matter to mediation (including nonbinding arbitration) or arbitration. Failure to make an election to exercise that right or failure to begin the elected form of proceedings within the certain timeframe set forth in the Pooling and Servicing Agreement will generally waive the Certificateholders’ or Certificate Owners’ rights with respect to the related Repurchase Request.

The “Enforcing Servicer” will be (a) with respect to a specially serviced loan, the Special Servicer, and (b) with respect to a non-specially serviced loan, (i) in the case of a Repurchase Request made by the Special Servicer, the Directing Certificateholder or a Controlling Class Certificateholder, the Master Servicer, and (ii) in the case of a Repurchase Request made by any person other than the Special Servicer, the Directing Certificateholder or a Controlling Class Certificateholder, (A) prior to a Resolution Failure relating to such non-specially serviced loan, the Master Servicer, and (B) from and after a Resolution Failure relating to such non-specially serviced Loan, the Special Servicer.

“Resolved” means, with respect to a Repurchase Request, (i) that the related Material Defect has been cured, (ii) the related mortgage loan has been repurchased in accordance with the related mortgage loan purchase agreement, (iii) a mortgage loan has been substituted for the related mortgage loan in accordance with the related mortgage loan purchase agreement, (iv) the applicable Mortgage Loan Seller has made a Loss of Value Payment, (v) a contractually binding agreement is entered into between the Enforcing Servicer, on behalf of the issuing entity, and the related Mortgage Loan Seller that settles the related Mortgage Loan Seller’s obligations under the related mortgage loan purchase agreement, or (vi) the related mortgage loan is no longer property of the issuing entity as a result of a sale or other disposition in accordance with the Pooling and Servicing Agreement.

■ Investor Communications

The Certificate Administrator is required to include on any Form 10–D any request received from a Certificateholder to communicate with other Certificateholders related to Certificateholders exercising their rights under the terms of the Pooling and Servicing Agreement. Any Certificateholder wishing to communicate with other Certificateholders regarding the exercise of its rights under the terms of the Pooling and Servicing Agreement should deliver a written request signed by an authorized representative of the requesting investor to the Certificate Administrator at the address below:

9062 Old Annapolis Road

Columbia, Maryland 21045

Attention: Corporate Trust Administration Group – Benchmark 2018-B2

With a copy to: trustadministrationgroup@wellsfargo.com

31 of 151

Structural and Collateral Term Sheet		Benchmark 2018-B2

Structural Overview

■ Master Servicer and Special Servicer Compensation:

The Master Servicer is entitled to a fee (the “Servicing Fee”) payable monthly from interest received in respect of each mortgage loan, any related REO loan and any related Serviced Companion Loan that will accrue at the related servicing fee rate described in the Preliminary Prospectus. The Special Servicer is also entitled to a fee (the “Special Servicing Fee”) with respect to each specially serviced loan and REO loan (other than a non-serviced mortgage loan) at the special servicing fee rate described in the Preliminary Prospectus.

In addition to the Servicing Fee, Special Servicing Fee and certain other fees described below, the Master Servicer and Special Servicer are entitled to retain and share certain additional servicing compensation, including assumption application fees, assumption fees, defeasance fees, processing fees and certain Excess Modification Fees and consent fees with respect to the mortgage loans. The Special Servicer may also be entitled to either a Workout Fee or Liquidation Fee, but not both, from recoveries in respect of any particular mortgage loan.

An “Excess Modification Fee” with respect to any mortgage loan (other than the non-serviced mortgage loans) or Serviced Whole Loan is the sum of (A) the excess, if any, of (i) any and all Modification Fees with respect to a mortgage loan or Serviced Whole Loan, as applicable, over (ii) all unpaid or unreimbursed additional expenses described in the Preliminary Prospectus (excluding Special Servicing Fees, Workout Fees and Liquidation Fees) outstanding or previously incurred on behalf of the issuing entity with respect to the related mortgage loan or Serviced Whole Loan, as applicable, and reimbursed from such Modification Fees and (B) expenses previously paid or reimbursed from Modification Fees as described in clause (A), which expenses have subsequently been recovered from the related borrower or otherwise.

With respect to the Master Servicer and Special Servicer, the Excess Modification Fees collected and earned by such servicer from the related borrower (taken in the aggregate with any other Excess Modification Fees collected and earned by such servicer from the related borrower within the prior 18 months of the collection of the current Excess Modification Fees) will be subject to a cap of 1.00% of the outstanding principal balance of the related mortgage loan or Serviced Whole Loan, as applicable, on the closing date of the related modification, extension, waiver or amendment. A “Modification Fee” with respect to any mortgage loan (other than the non-serviced mortgage loans) or Serviced Companion Loan is generally any fee with respect to a modification, extension, waiver or amendment of any mortgage loan and/or related Serviced Companion Loan (other than all assumption fees, assumption application fees, consent fees, defeasance fees, Special Servicing Fees, Liquidation Fees or Workout Fees).

A “Workout Fee” will generally be payable with respect to each corrected loan (as more specifically described in the Preliminary Prospectus) and will be calculated at a rate of 1.00% of payments of principal and interest on the respective mortgage loan for so long as it remains a corrected loan, subject to a maximum of $1,000,000 in the aggregate with respect to any particular corrected loan. After receipt by the Special Servicer of Workout Fees with respect to a corrected loan in an amount equal to $25,000, any Workout Fees in excess of such amount will be reduced by the Excess Modification Fee Amount; provided that in the event the Workout Fee, collected over the course of such workout calculated at the Workout Fee Rate is less than $25,000, then the Special Servicer will be entitled to an amount from the final payment on the related corrected loan (including any related Serviced Companion Loan) that would result in the total Workout Fees payable to the Special Servicer in respect of that corrected loan (including any related Serviced Companion Loan) to be $25,000.

The “Excess Modification Fee Amount” for any corrected loan is an amount equal to any Excess Modification Fees paid by or on behalf of the related borrower with respect to the related mortgage loan (including the related Serviced Companion Loan) and received and retained by the Master Servicer or the Special Servicer, as applicable, as additional servicing compensation within the prior 18 months of the related modification, waiver, extension or amendment resulting in the mortgage loan or REO loan being a corrected loan, but only to the extent those fees have not previously been deducted from a Workout Fee or Liquidation Fee.

A “Liquidation Fee” will generally be payable with respect to each specially serviced loan or REO property (except with respect to any non-serviced mortgage loan) as to which the Special Servicer obtains a full or partial recovery of the related asset. The Liquidation Fee for each specially serviced loan will be payable at a rate of 1.00% of the liquidation proceeds (exclusive of default interest) subject to a maximum of $1,000,000; provided, however, that no Liquidation Fee will be less than $25,000.

The Liquidation Fees will be reduced by the amount of any Excess Modification Fees received

32 of 151

Structural and Collateral Term Sheet		Benchmark 2018-B2

Structural Overview

by the Special Servicer with respect to the related mortgage loan (including a Serviced Companion Loan) or REO property as additional compensation within the prior 18 months, but only to the extent those fees have not previously been deducted from a Workout Fee or Liquidation Fee.

Similar fees to those described above will be payable to the applicable special servicer for the Non-Serviced Whole Loans under the related trust and servicing agreement or pooling and servicing agreement, as applicable.

Subject to certain limited exceptions, in connection with its duties under the Pooling and Servicing Agreement, the Special Servicer and its affiliates are prohibited from receiving or retaining any compensation (other than compensation specifically provided for under the Pooling and Servicing Agreement) from anyone in connection with the disposition, workout or foreclosure of any mortgage loan, the management or disposition of any REO property, or the performance of any other special servicing duties under the Pooling and Servicing Agreement. In the event the Special Servicer does receive any such compensation, it will be required to disclose those fees to the Certificate Administrator who will include it as part of the statement to Certificateholders.

In addition, no liquidation fee will be payable to the Special Servicer if a mortgage loan or Serviced Whole Loan becomes a specially serviced loan only because of a maturity default and the related liquidation proceeds are received within 90 days following the related maturity date as a result of the related mortgage loan or Serviced Whole Loan being refinanced or otherwise repaid in full.

See “Pooling and Servicing Agreement—Servicing and Other Compensation and Payment of Expenses” in the Preliminary Prospectus.

■ Deal Website:

The Certificate Administrator will maintain a deal website to which certain persons will have access to certain information including, but not limited to the following, which will be posted:

■ special notices;

■ summaries of any final asset status reports;

■ appraisals in connection with Appraisal Reductions plus any second appraisals ordered;

■ an “Investor Q&A Forum”;

■ a voluntary investor registry;

■ SEC EDGAR filings; and

■ risk retention.

33 of 151

Structural and Collateral Term Sheet		Benchmark 2018-B2

Central Park of Lisle

(GRAPHIC)

34 of 151

Structural and Collateral Term Sheet		Benchmark 2018-B2

Central Park of Lisle

(GRAPHIC)

35 of 151

Structural and Collateral Term Sheet		Benchmark 2018-B2

Central Park of Lisle

(GRAPHIC)

36 of 151

Structural and Collateral Term Sheet		Benchmark 2018-B2

Central Park of Lisle

Mortgage Loan Information		Property Information
Mortgage Loan Seller:	CREFI	Single Asset / Portfolio:	Single Asset
Original Principal Balance⁽¹⁾:	$79,500,000	Title:	Fee
Cut-off Date Principal Balance⁽¹⁾:	$79,500,000	Property Type - Subtype:	Office – Suburban
% of Pool by IPB:	5.3%	Net Rentable Area (SF):	693,606
Loan Purpose:	Acquisition	Location:	Lisle, IL
Borrower:	CP Lisle SPV, LLC	Year Built / Renovated:	1991, 2001 / 2015
Sponsor:	Lincoln Property Company	Occupancy:	84.2%
	Commercial, Inc.	Occupancy Date:	10/18/2017
Interest Rate⁽²⁾:	4.35360%	Number of Tenants:	37
Note Date:	12/14/2017	2014 NOI⁽³⁾:	$6,617,319
Maturity Date:	1/6/2023	2015 NOI⁽³⁾:	$8,967,996
Interest-only Period:	60 months	2016 NOI:	$9,752,552
Original Term:	60 months	TTM NOI (as of 10/2017):	$9,691,114
Original Amortization:	None	UW Economic Occupancy:	87.3%
Amortization Type:	Interest Only	UW Revenues:	$17,454,537
Call Protection⁽⁴⁾:	L(25),Def(30),O(5)	UW Expenses:	$7,402,305
Lockbox / Cash Management:	Hard / Springing	UW NOI:	$10,052,232
Additional Debt:	Yes	UW NCF:	$9,045,701
Additional Debt Balance:	$14,350,000	Appraised Value / Per SF:	$135,000,000 / $195
Additional Debt Type:	B-Note	Appraisal Date:	11/3/2017

Escrows and Reserves⁽⁵⁾				Financial Information⁽¹⁾
	Initial	Monthly	Initial Cap		A-Note	Whole Loan
Taxes:	$1,149,594	$191,599	N/A	Cut-off Date Loan / SF:	$115	$135
Insurance:	$23,934	Springing	$23,934	Maturity Date Loan / SF:	$115	$135
Replacement Reserves:	$3,672,605	$11,560	$277,442	Cut-off Date LTV:	58.9%	69.5	%
TI/LC:	$0	$72,277	N/A	Maturity Date LTV:	58.9%	69.5	%
Other:	$2,999,016	$0	N/A	UW NCF DSCR:	2.58x	1.96	x
				UW NOI Debt Yield:	12.6%	10.7	%

Sources and Uses
Sources	Proceeds	% of Total		Uses	Proceeds	% of Total
Mortgage Loan⁽¹⁾	$79,500,000	56.9	%	Purchase Price	$129,000,000	92.4	%
B-Note⁽¹⁾	14,350,000	10.3		Upfront Reserves	7,845,149	5.6
Sponsor Equity	41,679,690	29.9		Closing Costs	2,773,768	2.0
Other Sources⁽⁶⁾	4,089,227	2.9
Total Sources	$139,618,917	100.0	%	Total Uses	$139,618,917	100.0	%

(1)

The Central Park of Lisle loan is part of a whole loan evidenced by one senior note, with an outstanding principal balance as of the Cut-off Date of $79.5 million (the “Central Park of Lisle A-Note”) and one subordinate note, with an outstanding principal balance as of the Cut-off Date of $14.35 million (the “Central Park of Lisle B-Note”). The A-Note Financial Information presented in the chart above reflects the Cut-off Date balance and Maturity Date balance of the Central Park of Lisle A-Note, but excludes the Central Park of Lisle B-Note. The Whole Loan Financial Information presented in the chart above reflects the Cut-off Date balance and Maturity Date balance of the Central Park of Lisle A-Note and Central Park of Lisle B-Note.

(2)

Interest Rate reflects the interest rate with respect to the Central Park of Lisle A-Note. The interest rate on the Central Park of Lisle B-Note is 7.60000%.

(3)

The increase in NOI from 2014 to 2015 is primarily due to free rent and abated reimbursements during 2014 on newly executed leases related to 64,568 square feet for Armour-Eckrich and 20,264 square feet for Glory Global Solutions.

(4) The lockout period will be at least 25 payment dates beginning with and including the payment date of February 6, 2018. Defeasance of the full $93.85 million Central Park of Lisle Whole Loan (as defined below) is permitted after the earlier of (x) December 14, 2020 and (y) the date that is two years from the closing date of the securitization of the last portion of the Central Park of Lisle Whole Loan. The assumed lockout period of 25 payments is based on the expected Benchmark 2018-B2 securitization closing date in February 2018. The actual lockout period may be longer.

(5)

For a full description of Escrows and Reserves, please refer to “Escrows and Reserves” below.

(6)

Other Sources consists primarily of credits from the seller of the Central Park of Lisle Property (as defined below) for the cost of unfunded tenant improvements, free rent, transfer of tenant security deposits, partial month December rent payments and other miscellaneous seller credits.

37 of 151

Structural and Collateral Term Sheet		Benchmark 2018-B2

Central Park of Lisle

The Loan. The Central Park of Lisle loan is secured by a first mortgage lien on the borrower’s fee interest in a 693,606 square foot suburban office property located in Lisle, Illinois (the “Central Park of Lisle Property”). The loan is part of a whole loan that has an outstanding principal balance as of the Cut-off Date of $93.85 million (the “Central Park of Lisle Whole Loan”) and is comprised of one senior note, with an outstanding principal balance as of the Cut-off Date of $79.5 million (the “Central Park of Lisle A-Note”), and one subordinate B-Note with an aggregate outstanding principal balance as of the Cut-off Date of $14.35 million (the “Central Park of Lisle B-Note”). The Central Park of Lisle loan is evidenced by the Central Park of Lisle A-Note, which is the non-controlling note, with an outstanding principal balance as of the Cut-off Date of $79.5 million and is being contributed to the Benchmark 2018-B2 Trust. The controlling Central Park of Lisle B-Note is held by a third party investor. The relationship between the holders of the Central Park of Lisle Whole Loan will be governed by a co-lender agreement as described under the “Description of the Mortgage Pool—The Whole Loans—The Serviced AB Whole Loans” in the Preliminary Prospectus. The Central Park of Lisle Whole Loan has a five-year term and will be interest-only for the entire loan term.

Whole Loan Summary⁽¹⁾
Note	Original Balance	Cut-off Date Balance	Note Holder	Controlling Piece
A	$79,500,000	$79,500,000	Benchmark 2018-B2	No
B	14,350,000	14,350,000	RCG Longview⁽²⁾	Yes
Total	$93,850,000	$93,850,000

(1)	The Central Park of Lisle Whole Loan will be serviced pursuant to the Benchmark 2018-B2 pooling and servicing agreement.

(2)	The Central Park of Lisle B-Note is held by Safety National Casualty Corporation, which is managed by RCG Longview Management, LLC.

The Borrower. The borrowing entity for the Central Park of Lisle Whole Loan is CP Lisle SPV, LLC, a Delaware limited liability company and special purpose entity.

The Loan Sponsor. The loan sponsor and nonrecourse carve-out guarantor for the Central Park of Lisle Whole Loan is Lincoln Property Company Commercial, Inc. (“Lincoln Property Company”). Headquartered in Dallas, Texas, Lincoln Property Company develops, manages and leases both residential communities and commercial real estate properties. Lincoln Property Company’s commercial real estate portfolio includes urban and suburban office properties, industrial facilities, neighborhood shopping and specialty retail center and mixed-used developments. Lincoln Property Company was founded in 1965 and currently employs over 6,800 people across 200 cities and 10 countries, has developed over 112 million square feet of commercial properties and manages over 140,000 residential units.

The Property. The Central Park of Lisle Property is a 693,606 square foot Class A suburban office complex located in Lisle, Illinois. The Central Park of Lisle Property consists of two connected buildings located on an approximately 25.1 acre site. 4225 Naperville Road is a seven-story building constructed in 1991 consisting of 381,694 square feet. 3333 Warrenville Road is an eight-story building constructed in 2001 consisting of 311,912 square feet. Amenities at the Central Park of Lisle Property include a full-service health and athletic club, Bright Horizon’s child care and early education center, a full-service cafeteria, a conference facility capable of accommodating up to 85 guests, and executive parking consisting of 125 private heated garage stalls. The health club located at the Central Park of Lisle Property is 37,137 square feet and contains a lap pool, sauna, indoor basketball room and yoga room along with member services such as next day laundry, personal training and group classes. The property features a total of 2,152 parking spaces across two surface lots and two covered deck parking garages, with a covered parking deck attached directly to each of the 4225 Naperville Road and 3333 Warrenville Road buildings. The 2,152 total parking spaces result in a parking ratio of approximately 3.1 per 1,000 square feet of space. In connection with the origination of the Central Park of Lisle Whole Loan, $3,672,605 for upfront capital expenditures was escrowed with the anticipation of being used for improvements to the landscaping, pavement, parking garages, health and athletic club, restrooms and common corridors at the Central Park of Lisle Property. Prior owners of the Central Park of Lisle Property have spent over $3.7 million on renovations since 2010, including construction of a conference center and management office in 2010 and a complete lobby renovation of the 3333 Warrenville Road building in 2015.

38 of 151

Structural and Collateral Term Sheet		Benchmark 2018-B2

Central Park of Lisle

As of October 18, 2017, the Central Park of Lisle Property was 84.2% leased to 37 tenants. The Central Park of Lisle Property has exhibited an average occupancy over the last 10 years of 86.0% with occupancy remaining at or above 80.0% since 2008. The largest tenant, Armour-Eckrich Meats LLC (“Armour-Eckrich”), leases 96,007 square feet (13.8% of the net rentable area) through November 2027 and the Central Park of Lisle Property has served as the company’s headquarters since 2007. Armour-Eckrich was founded in Chicago in 1867 and is a subsidiary of both Smithfield Foods, Inc. and WH Group Limited, a Chinese-based company and the largest pork company in the world. For the 12 months ended January 3, 2016, Smithfield Foods, Inc. reported sales of approximately $14.4 billion and net income of approximately $452.3 million. Armour-Eckrich accounts for approximately 16.5% of the underwritten base rent at the Central Park of Lisle Property with two, five-year renewal options remaining and an expansion option to expand by an additional 16,049 square feet with notice by May 31, 2018. The second largest tenant, CA Technologies (NASDAQ:CA), leases 72,925 square feet (10.5% of the net rentable area) with 61,787 square feet expiring in April 2025 and 11,138 square feet expiring on April 30, 2020. CA Technologies has been located at the Central Park of Lisle Property since 2012 and is a global software solutions company which enables its customers to plan, develop, manage and secure application and enterprise environments across distributed cloud, mobile and mainframe platforms. For the fiscal year ended March 31, 2017, CA Technologies reported total revenue of approximately $4.0 billion and income from continuing operations of $775.0 million. CA Technologies accounts for approximately 13.5% of the underwritten base rent at the Central Park of Lisle Property and has two, five-year renewal options remaining on the 61,787 square feet expiring in April 2025. CA Technologies subleases approximately 11,138 square feet to Chicago Tribune Company, LLC through March 31, 2020 at a rate of $19.87 per square foot. Chicago Tribune Company, LLC further sub-subleases the approximately 11,138 square feet of its space to HCL America, Inc. through March 31, 2020 at a rate of $19.87 per square foot. CA Technologies direct leases the 11,138 square foot suite at a rate of $20.39 per square foot. The third largest tenant, EMC Corporation (d/b/a Dell EMC), leases 43,879 square feet (6.3% of the net rentable area) through December 2023 and has been a tenant since March 2008. EMC Corporation provides infrastructure for organizations through hybrid cloud and big-data solutions. Dell Technologies acquired EMC Corporation in September 2016, creating the world’s largest privately controlled technology company and thus renaming EMC Corporation to Dell EMC. EMC Corporation accounts for approximately 8.0% of the underwritten base rent at the Central Park of Lisle Property and its lease contains two remaining five-year extension options.

The Central Park of Lisle Property is located approximately 25 miles west of the central business district of Chicago, Illinois. The Central Park of Lisle Property benefits from its location directly adjacent to Interstate 88, which runs east to west and is part of the Chicago-Kansas City Expressway. According to the appraisal, the 2016 estimated population within a one-, three- and five-mile radius of the Central Park of Lisle Property was 5,209, 74,904 and 225,334, respectively. According to the appraisal, the average household income within a one-, three- and five-mile radius of the Central Park of Lisle Property was $108,972, $122,380 and $120,855, respectively, which are higher than the 2016 United States median household income of $55,497.

According to the appraisal, the Central Park of Lisle Property is located in the East-West Corridor submarket of the Chicago office market. As of the third quarter of 2017, the East-West Corridor submarket had an office inventory of approximately 73.2 million square feet with average asking rents of $19.64 per square foot. As of the third quarter of 2017, the East-West Corridor submarket exhibited an overall vacancy rate of 14.6%, which is lower than the 15.2% vacancy rate as of the end of 2016 and average vacancy rate over the last 10 years of 16.5%. The East-West Corridor submarket has experienced a positive absorption rate of 0.3% over the last 10 years, which is in line with the submarket’s current absorption rate of 0.2% during the third quarter of 2017. The appraiser noted 52,800 square feet of new supply in the East-West Corridor submarket, however, the appraiser concluded the new supply will not directly impact the Central Park of Lisle Property. The appraiser identified 11 Class-A properties ranging in size from 146,754 to 1,562,599 square feet and built between 1981 and 2008 as directly competitive with the Central Park of Lisle Property. The directly competitive properties had a weighted average vacancy of 6.6% as of November 2017. The appraiser concluded a vacancy rate for the Central Park of Lisle Property of 7.0% which is less than the current vacancy rate of 15.8% as of October 18, 2017. The appraiser concluded a market rent of $21.50 per square foot for leases less than 10,000 square feet and $21.00 per square foot for leases greater than 10,000 square feet which are both greater than the weighted average in-place underwritten base rent at the Central Park of Lisle Property of $20.01 per square foot for office leases less than 10,000 square feet and $19.97 per square foot for office leases greater than 10,000 square feet.

Historical and Current Occupancy⁽¹⁾
2014	2015	2016	Current⁽²⁾
90.5%	90.1%	89.7%	84.2%

(1)	Historical Occupancies are as of December 31 of each respective year.

(2)	Current Occupancy is as of October 18, 2017.

39 of 151

Structural and Collateral Term Sheet		Benchmark 2018-B2

Central Park of Lisle

Tenant Summary⁽¹⁾
Tenant	Ratings⁽²⁾ Moody’s/S&P/Fitch	Net Rentable Area (SF)	% of Total NRA	Base Rent PSF	% of Total Base Rent	Lease Expiration Date
Armour-Eckrich⁽³⁾	Ba2 / BBB- / BBB	96,007	13.8%	$19.40	16.5%	11/30/2027
CA Technologies⁽⁴⁾⁽⁵⁾	Baa2 / BBB+ / BBB+	72,925	10.5%	$20.87	13.5%	Various
EMC Corporation	Ba2 / BB- / BB+	43,879	6.3%	$20.46	8.0%	12/31/2023
Kantar LLC⁽⁶⁾	NA / BBB / BBB+	43,400	6.3%	$21.28	8.2%	Various
Lifestart⁽⁷⁾	NA / NA / NA	37,137	5.4%	$0.81	0.3%	4/30/2022
Kone Inc⁽⁸⁾	NA / NA / NA	32,916	4.7%	$21.14	6.2%	2/28/2026
Farmers Insurance Exchange⁽⁹⁾	A2 / A / NA	29,351	4.2%	$21.66	5.6%	5/31/2024
Glory Global Solutions⁽¹⁰⁾	NA / NA / NA	26,490	3.8%	$19.25	4.5%	12/31/2024
Regus	NA / NA / NA	20,489	3.0%	$20.50	3.7%	12/31/2020
Cannon Cochran Management	NA / NA / NA	20,278	2.9%	$23.50	4.2%	10/31/2019

(1)

Based on the underwritten rent roll dated October 18, 2017.

(2)

Ratings provided are for the parent company of the entity listed in the “Tenant” field whether or not the parent company guarantees the lease.

(3)

Armour-Eckrich has a one-time right to contract its space by 77,252 square feet on February 28, 2023 with 12 months’ notice and payment of a termination fee up to approximately $1.4 million, the unamortized portion of leasing costs and six months’ rent. Of its total 96,007 square feet, Armour-Eckrich leases 588 square feet of storage space which expires on November 30, 2023.

(4)

61,787 square feet of the CA Technologies space expires April 30, 2025 with the remaining 11,138 square feet of space expiring April 30, 2020. The 11,138 square foot suite is currently subleased to Chicago Tribune Company, LLC through March 31, 2020 at a rate of $19.87 per square foot. Chicago Tribune Company, LLC further sub-subleases the 11,138 square feet to HCL America, Inc. through March 31, 2020 at a rate of $19.87 per square foot.

(5)

CA Technologies has a one-time right to contract its space by 24,641 square feet on April 30, 2020 with 12 months’ notice and payment of a contraction fee.

(6)

Kantar LLC leases 39,363 square feet on a lease expiring January 31, 2025 and 4,037 square feet expiring October 31, 2019.

(7)

Lifestart utilizes its space as the fitness center at the Central Park of Lisle Property. As this space is considered an amenity for the Central Park of Lisle Property, Lifestart pays below market rent.

(8)

Kone Inc has a one-time termination option related to its entire space on February 29, 2024 with 12 months’ notice and payment of a termination fee. The termination fee for 28,220 square feet of Kone Inc’s space is equal to seven months of rent. The termination fee for 4,696 square feet of Kone Inc’s space is equal to three months of rent and the unamortized portion (plus interest) of any free rent, tenant improvements and leasing commissions and legal fees.

(9)

Farmers Insurance Exchange has a one-time termination option on May 31, 2022 with 12 months’ notice and payment of a termination fee equal to three months of rent and the unamortized portion of tenant improvements.

(10)

Glory Global Solutions has a one-time termination option on December 31, 2021 with 12 months’ notice and payment of a termination fee of $669,734.

Lease Rollover Schedule⁽¹⁾⁽²⁾
Year	Number of Leases Expiring	Net Rentable Area Expiring	% of NRA Expiring		Base Rent Expiring	% of Base Rent Expiring		Cumulative Net Rentable Area Expiring	Cumulative % of NRA Expiring	Cumulative Base Rent Expiring	Cumulative % of Base Rent Expiring
Vacant	NAP	109,479	15.8	%	NAP	NAP		109,479	15.8%	NAP	NAP
2018 & MTM⁽³⁾	3	12,222	1.8		$198,197	1.8	%	121,701	17.5%	$198,197	1.8%
2019	6	41,985	6.1		907,225	8.1		163,686	23.6%	$1,105,422	9.8%
2020	11	81,445	11.7		1,593,170	14.1		245,131	35.3%	$2,698,592	24.0%
2021	2	13,766	2.0		312,678	2.8		258,897	37.3%	$3,011,270	26.7%
2022	4	55,326	8.0		442,545	3.9		314,223	45.3%	$3,453,815	30.7%
2023	6	77,419	11.2		1,582,756	14.1		391,642	56.5%	$5,036,571	44.7%
2024	2	55,841	8.1		1,145,599	10.2		447,483	64.5%	$6,182,170	54.9%
2025	2	101,150	14.6		2,161,449	19.2		548,633	79.1%	$8,343,619	74.1%
2026	1	32,916	4.7		695,943	6.2		581,549	83.8%	$9,039,562	80.3%
2027	1	95,419	13.8		1,853,064	16.5		676,968	97.6%	$10,892,625	96.7%
2028	1	16,638	2.4		370,809	3.3		693,606	100.0%	$11,263,434	100.0%
2029 & Beyond	0	0	0.0		0	0.0		693,606	100.0%	$11,263,434	100.0%