Exhibit 4.1


 


EXECUTION COPY








 


 


CREDIT SUISSE FIRST BOSTON MORTGAGE SECURITIES
CORP.,

Depositor,


 


WELLS
FARGO BANK, NATIONAL ASSOCIATION,

Master Servicer,


 


MIDLAND LOAN SERVICES, A DIVISION OF PNC
BANK, NATIONAL ASSOCIATION,

Special Servicer,


 


PENTALPHA
SURVEILLANCE LLC,

Operating Advisor,


 


WELLS
FARGO BANK, NATIONAL ASSOCIATION,

Certificate Administrator,


 


and


 


WILMINGTON
TRUST, NATIONAL ASSOCIATION,

Trustee


 





 



 POOLING AND SERVICING AGREEMENT

Dated as of November 1, 2015 


 



 





Commercial Mortgage Pass-Through Certificates

Series 2015-C4


  



    	 



    	 



    




 





TABLE OF CONTENTS


 





 




	 	 	Page
	ARTICLE I 



DEFINITIONS
	Section 1.01            Defined Terms	 	4
	Section 1.02            Certain Calculations	 	101
	Section 1.03            Certain Constructions	 	105
	ARTICLE II

 

CONVEYANCE OF MORTGAGE LOANS; 

ORIGINAL ISSUANCE OF CERTIFICATES
	Section 2.01            Conveyance of Mortgage Loans	 	106
	Section 2.02            Acceptance by the Trustee, the Custodian and the Certificate Administrator	 	109
	Section 2.03            Mortgage Loan Sellers’ Repurchase, Substitution or Cures of Mortgage Loans for Document Defects in Mortgage Files and Breaches of Representations and Warranties	 	111
	Section 2.04            Representations and Warranties of the Depositor	 	117
	Section 2.05            Representations, Warranties and Covenants of the Master Servicer	 	119
	Section 2.06            Representations, Warranties and Covenants of the Special Servicer	 	121
	Section 2.07            Representations and Warranties of the Trustee	 	122
	Section 2.08            Representations and Warranties of the Certificate Administrator	 	124
	Section 2.09            Representations, Warranties and Covenants of the Operating Advisor	 	125
	Section 2.10            Execution and Delivery of Certificates; Issuance of Lower-Tier Regular Interests	 	127
	Section 2.11            Miscellaneous REMIC Provisions	 	127
	ARTICLE III 



ADMINISTRATION AND SERVICING 

OF THE MORTGAGE LOANS
	Section 3.01            Master Servicer to Act as Master Servicer; Administration of the Mortgage Loans; Sub-Servicing Agreements; Non-Serviced Mortgage Loans	 	128
	Section 3.02            Liability of the Master Servicer	 	138
	Section 3.03            Collection of Certain Mortgage Loan Payments	 	139
	Section 3.04            Collection of Taxes, Assessments and Similar Items; Escrow Accounts	 	140
	Section 3.05            Collection Account; Distribution Accounts; and Excess Liquidation Proceeds Reserve Account	 	142
	Section 3.05A         Serviced Whole Loan Custodial Account	 	145



 






    	-i-



    	 



    

 


	Section 3.06            Permitted Withdrawals from the Collection Account	 	147
	Section 3.06A         Permitted Withdrawals from the Serviced Whole Loan Custodial Account	 	152
	Section 3.07            Investment of Funds in the Collection Account, the REO Account, the Interest Reserve Account, the Mortgagor Accounts, the Excess Liquidation Proceeds Reserve Account and Other Accounts	 	157
	Section 3.08            Maintenance of Insurance Policies and Errors and Omissions and Fidelity Coverage	 	159
	Section 3.09            Enforcement of Due-On-Sale and Due-On-Encumbrance Clauses; Assumption Agreements; Defeasance Provisions	 	164
	Section 3.10            Appraisal Reductions; Realization Upon Defaulted Mortgage Loans	 	169
	Section 3.11            Trustee and Certificate Administrator to Cooperate; Release of Mortgage Files	 	175
	Section 3.12            Servicing Fees, Trustee/Certificate Administrator Fees and Special Servicing Compensation	 	176
	Section 3.13            Compensating Interest Payments	 	182
	Section 3.14            Application of Penalty Charges and Modification Fees	 	183
	Section 3.15            Access to Certain Documentation	 	184
	Section 3.16            Title and Management of REO Properties	 	187
	Section 3.17            Sale of Defaulted Mortgage Loans and REO Properties; Sale of Non-Serviced Mortgage Loans	 	191
	Section 3.18            Additional Obligations of the Master Servicer; Inspections Obligation to Notify Ground Lessors; Delivery of Certain Reports to the Companion Loan Holder	 	198
	Section 3.19            Lockbox Accounts, Escrow Accounts	 	199
	Section 3.20            Property Advances	 	199
	Section 3.21            Appointment of Special Servicer; Asset Status Reports	 	202
	Section 3.22            Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping	 	207
	Section 3.23            Interest Reserve Account	 	208
	Section 3.24            Modifications, Waivers and Amendments	 	209
	Section 3.25            Additional Obligations with Respect to Certain Mortgage Loans	 	213
	Section 3.26            Additional Matters Regarding Advance Reimbursement	 	213
	Section 3.27            Companion Loan Co-Lender Matters	 	215
	Section 3.28            Appointment and Duties of the Operating Advisor	 	218
	Section 3.29            Rating Agency Confirmation	 	224
	Section 3.30            Certain Matters Relating to the Non-Serviced Mortgage Loans	 	227
	Section 3.31            General Acknowledgement Regarding Companion Loan Holders	 	227
	Section 3.32            Delivery of Excluded Information to the Certificate Administrator	 	228
	ARTICLE IV 



DISTRIBUTIONS TO CERTIFICATEHOLDERS
	Section 4.01            Distributions	 	228
	Section 4.02            Statements to Certificateholders; Certain Reports by the Master Servicer and the Special Servicer	 	238



 






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	Section 4.03            Compliance with Withholding Requirements	 	252
	Section 4.04            REMIC Compliance	 	253
	Section 4.05            Imposition of Tax on the Trust REMICs	 	255
	Section 4.06            Remittances; P&I Advances	 	256
	ARTICLE V 



THE CERTIFICATES
	Section 5.01            The Certificates	 	260
	Section 5.02            Form and Registration	 	261
	Section 5.03            Registration, Transfer and Exchange of Certificates	 	264
	Section 5.04            Mutilated, Destroyed, Lost or Stolen Certificates	 	271
	Section 5.05            Persons Deemed Owners	 	271
	Section 5.06            Appointment of Paying Agent	 	271
	Section 5.07            Access to Certificateholders’ Names and Addresses; Special Notices	 	272
	Section 5.08            Actions of Certificateholders	 	272
	Section 5.09            Authenticating Agent	 	273
	Section 5.10            Appointment of Custodian	 	274
	Section 5.11            Maintenance of Office or Agency	 	274
	ARTICLE VI 



THE DEPOSITOR, THE MASTER SERVICER, THE SPECIAL SERVICER, the 

Operating Advisor and the CONTROLLING CLASS REPRESENTATIVE
	Section 6.01            Liability of the Depositor, the Master Servicer, the Special Servicer and the Operating Advisor	 	275
	Section 6.02            Merger or Consolidation of the Master Servicer, the Special Servicer and the Operating Advisor	 	275
	Section 6.03            Limitation on Liability of the Depositor, the Master Servicer, the Special Servicer, the Operating Advisor and Others	 	276
	Section 6.04            Limitation on Resignation of the Master Servicer, the Special Servicer or the Operating Advisor	 	278
	Section 6.05            Rights of the Depositor, the Trustee and the Certificate Administrator in Respect of the Master Servicer and Special Servicer	 	280
	Section 6.06            Master Servicer, Special Servicer as Owner of a Certificate	 	280
	Section 6.07            Rating Agency Fees	 	281
	Section 6.08            Termination of the Special Servicer Without Cause	 	281
	Section 6.09            The Controlling Class Representative	 	287
	ARTICLE VII 



DEFAULT
	Section 7.01            Servicer Termination Events	 	293
	Section 7.02            Trustee to Act; Appointment of Successor	 	299



 






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	Section 7.03            Notification to Certificateholders	 	300
	Section 7.04            Other Remedies of Trustee	 	301
	Section 7.05            Waiver of Past Servicer Termination Events and Operating Advisor Termination Events; Termination	 	301
	Section 7.06            Termination of the Operating Advisor	 	303
	ARTICLE VIII 



CONCERNING THE TRUSTEE and The Certificate Administrator
	Section 8.01            Duties of the Trustee and the Certificate Administrator	 	306
	Section 8.02            Certain Matters Affecting the Trustee and the Certificate Administrator	 	309
	Section 8.03            Neither the Trustee Nor the Certificate Administrator Is Liable for Certificates or Mortgage Loans	 	312
	Section 8.04            Trustee and Certificate Administrator May Own Certificates	 	313
	Section 8.05            Payment of Trustee/Certificate Administrator Fees and Expenses; Indemnification	 	313
	Section 8.06            Eligibility Requirements for the Trustee and the Certificate Administrator	 	316
	Section 8.07            Resignation and Removal of the Trustee or the Certificate Administrator	 	317
	Section 8.08            Successor Trustee or Successor Certificate Administrator	 	319
	Section 8.09            Merger or Consolidation of the Trustee or the Certificate Administrator	 	320
	Section 8.10            Appointment of Co-Trustee or Separate Trustee	 	320
	Section 8.11            Access to Certain Information	 	321
	Section 8.12            Compliance with the Patriot Act	 	323
	ARTICLE IX 



TERMINATION; OPTIONAL MORTGAGE LOAN PURCHASE
	Section 9.01            Termination; Optional Mortgage Loan Purchase	 	324
	ARTICLE X 



EXCHANGE ACT REPORTING AND REGULATION AB COMPLIANCE
	Section 10.01          Intent of the Parties; Reasonableness	 	328
	Section 10.02          Filing Obligations	 	330
	Section 10.03          Form 10-D Filings	 	331
	Section 10.04          Form 10-K Filings	 	333
	Section 10.05          Sarbanes-Oxley Certification	 	336
	Section 10.06          Form 8-K Filings	 	337
	Section 10.07          Annual Compliance Statements	 	339
	Section 10.08          Annual Reports on Assessment of Compliance with Servicing Criteria	 	340
	Section 10.09          Annual Independent Public Accountants’ Servicing Report	 	342
	Section 10.10          Significant Obligors	 	343
	Section 10.11          Indemnification	 	345



 






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	Section 10.12          Amendments	 	347
	Section 10.13          Regulation AB Notices	 	348
	Section 10.14          Termination of the Certificate Administrator	 	348
	Section 10.15          Termination of the Master Servicer or the Special Servicer	 	348
	Section 10.16          Termination of Sub-Servicing Agreements	 	349
	Section 10.17          Notification Requirements and Deliveries in Connection with Securitization of a Companion Loan	 	349
	Section 10.18          Termination of Exchange Act Filings with Respect to the Trust	 	351
	ARTICLE XI 



MISCELLANEOUS PROVISIONS
	Section 11.01          Counterparts	 	352
	Section 11.02          Limitation on Rights of Certificateholders	 	352
	Section 11.03          Governing Law	 	353
	Section 11.04          Notices	 	353
	Section 11.05          Severability of Provisions	 	355
	Section 11.06          Notice to the Rule 17g-5 Information Provider, the Depositor and Each Rating Agency	 	355
	Section 11.07          Amendment	 	357
	Section 11.08          Confirmation of Intent	 	360
	Section 11.09          Third-Party Beneficiaries	 	360
	Section 11.10          Request by Certificateholders or Companion Loan Holders	 	361
	Section 11.11          Waiver of Jury Trial	 	361
	Section 11.12          Submission to Jurisdiction	 	361
	Section 11.13          Exchange Act Rule 17g-5 Procedures	 	362
	Section 11.14          Cooperation with the Mortgage Loan Sellers with Respect to Rights Under the Loan Agreements	 	367
	Section 11.15          PNC Bank, National Association	 	367


 





 TABLE OF EXHIBITS


 


	Exhibit A-1	Form of Class A-1 Certificate
	Exhibit A-2	Form of Class A-2 Certificate
	Exhibit A-3	Form of Class A-3 Certificate
	Exhibit A-4	Form of Class A-4 Certificate
	Exhibit A-5	Form of Class A-SB Certificate
	Exhibit A-6	Form of Class X-A Certificate
	Exhibit A-7	Form of Class X-B Certificate
	Exhibit A-8	Form of Class X-F Certificate
	Exhibit A-9	Form of Class X-G Certificate
	Exhibit A-10	Form of Class X-NR Certificate
	Exhibit A-11	Form of Class A-S Certificate
	Exhibit A-12	Form of Class B Certificate
	Exhibit A-13	Form of Class C Certificate
	Exhibit A-14	Form of Class D Certificate



 






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	Exhibit A-15	Form of Class X-D Certificate
	Exhibit A-16	Form of Class E Certificate
	Exhibit A-17	Form of Class F Certificate
	Exhibit A-18	Form of Class G Certificate
	Exhibit A-19	Form of Class NR Certificate
	Exhibit A-20	Form of Class R Certificate
	Exhibit B	Mortgage Loan Schedule
	Exhibit C	Form of Request for Release
	Exhibit D	Form of Distribution Date Statement
	Exhibit E	Form of Transfer Certificate for Rule 144A Global Certificate to Temporary Regulation S Global Certificate
	Exhibit F	Form of Transfer Certificate for Rule 144A Global Certificate to Regulation S Global Certificate
	Exhibit G	Form of Transfer Certificate for Temporary Regulation S Global Certificate to Rule 144A Global Certificate during Restricted Period
	Exhibit H	Form of Certification to be given by Beneficial Owner of Temporary Regulation S Global Certificate
	Exhibit I	Form of Transfer Certificate for Non-Book Entry Certificate to Temporary Regulation S Global Certificate
	Exhibit J	Form of Transfer Certificate for Non-Book Entry Certificate to Regulation S Global Certificate
	Exhibit K	Form of Transfer Certificate for Non-Book Entry Certificate to Rule 144A Global Certificate
	Exhibit L-1	Form of Affidavit Pursuant to Sections 860D(a)(6)(A) and 860E(e)(4) of the Internal Revenue Code of 1986, as Amended
	Exhibit L-2	Form of Transferor Letter
	Exhibit L-3	Form of Transferee Letter
	Exhibit L-4	Form of Investment Representation Letter
	Exhibit M-1A	Form of Investor Certification for Obtaining Information and Notices (for persons other than the Controlling Class Representative and/or a Controlling Class Certificateholder)
	Exhibit M-1B	Form of Investor Certification for Non-Borrower Party (for the Controlling Class Representative and/or a Controlling Class Certificateholder)
	Exhibit M-1C	Form of Investor Certification for Borrower Party (for the Controlling Class Representative and/or a Controlling Class Certificateholder)
	Exhibit M-1D	Form of Notice of Excluded Controlling Class Holder
	Exhibit M-1E	Form of Notice of Excluded Controlling Class Holder to Certificate Administrator
	Exhibit M-1F	Form of Certification of the Controlling Class Representative
	Exhibit M-2A	Form of Investor Certification for Exercising Voting Rights for Non-Borrower Party
	Exhibit M-2B	Form of Investor Certification for Exercising Voting Rights for Borrower Party
	Exhibit M-3	Form of Online Vendor Certification
	Exhibit M-4	Form of Confidentiality Agreement
	Exhibit M-5	Form of NRSRO Certification
	Exhibit N	Custodian Certification
	Exhibit O	Servicing Criteria to be Addressed in Assessment of Compliance



 






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	Exhibit P	Supplemental Servicer Schedule
	Exhibit Q	[Reserved]
	Exhibit R	Form of Operating Advisor Annual Report
	Exhibit S	Sub-Servicing Agreements
	Exhibit T	Form of Recommendation of Special Servicer Termination
	Exhibit U	Additional Form 10-D Disclosure
	Exhibit V	Additional Form 10-K Disclosure
	Exhibit W	Form of Additional Disclosure Notification
	Exhibit X	Form Certification to be Provided with Form 10-K
	Exhibit Y-1	Form of Certification to be Provided to Depositor by the Certificate Administrator
	Exhibit Y-2	Form of Certification to be Provided to Depositor by the Master Servicer
	Exhibit Y-3	Form of Certification to be Provided to Depositor by the Special Servicer
	Exhibit Y-4	Form of Certification to be Provided to Depositor by the Operating Advisor
	Exhibit Z	Form 8-K Disclosure Information
	Exhibit AA-1	Form of Power of Attorney for Master Servicer
	Exhibit AA-2	Form of Power of Attorney for Special Servicer
	Exhibit BB	Class A-SB Scheduled Principal Balance
	Exhibit CC-1	Form of Transferor Certificate for Transfer of the Excess Servicing Fee Rights
	Exhibit CC-2	Form of Transferee Certificate for Transfer of the Excess Servicing Fee Rights
	Exhibit DD	Form of Notice and Certification Regarding Defeasance of Mortgage Loan
	Exhibit EE	Form of Notice Regarding Non-Serviced Mortgage Loan
	Exhibit FF	Specified Mortgage Loans with Escrows, Reserves, Holdbacks and Related Letters of Credit
	Exhibit GG	Form of Notice Regarding Mezzanine Loan Default
	Exhibit HH	Mortgage Loans as to Which a Note Register is to be Maintained


 







    	-vii-



    	 



    

 


Pooling and Servicing
Agreement, dated as of November 1, 2015, among Credit Suisse First Boston Mortgage Securities Corp., as Depositor, Wells Fargo
Bank, National Association, as Master Servicer, Midland Loan Services, a Division of PNC Bank, National Association, as Special
Servicer, Pentalpha Surveillance LLC, as Operating Advisor, Wells Fargo Bank, National Association, as Certificate Administrator,
and Wilmington Trust, National Association, as Trustee.


 


PRELIMINARY STATEMENT:



(Terms used but not defined in this Preliminary

Statement shall have the meanings

specified in Article I hereof)


 


The Depositor intends
to sell pass-through certificates to be issued hereunder in multiple classes which in the aggregate will evidence the entire beneficial
ownership interest in the Trust Fund consisting primarily of the Mortgage Loans. As provided herein, the Certificate Administrator
will elect that two segregated portions of the Trust Fund be treated for federal income tax purposes as two separate REMICs (each,
a “Trust REMIC” or, in the alternative, the “Upper-Tier REMIC” and the “Lower-Tier
REMIC”, respectively). The Class A-1, Class A-2, Class A-3, Class A-4, Class A-SB, Class A-S, Class B, Class
C, Class D, Class X-D, Class E, Class F, Class G, Class NR, Class X-A, Class X-B, Class X-F, Class X-G and Class X-NR
Certificates will represent “regular interests” in the Upper-Tier REMIC and the Upper-Tier Residual Interest will represent
the sole class of “residual interests” in the Upper-Tier REMIC.


 


There are also (i) 13
classes of uncertificated Lower-Tier Regular Interests issued under this Agreement (the Class LA-1, Class LA-2, Class LA-3,
Class LA-4, Class LA-SB, Class LA-S, Class LB, Class LC, Class LD, Class LE, Class LF, Class LG and Class LNR
Interests), each of which will constitute a class of “regular interests” in the Lower-Tier REMIC, and (ii) the Lower-Tier
Residual Interest, which will represent the sole class of “residual interests” in the Lower-Tier REMIC.


 


The Lower-Tier Regular
Interests will be held by the Trustee as assets of the Upper-Tier REMIC. The Class R Certificates will represent both the Lower-Tier
Residual Interest and the Upper-Tier Residual Interest.


 


UPPER-TIER REMIC


 


The following table sets
forth the Class designation, the approximate initial pass-through rate (the “Pass-Through Rate”), the aggregate
initial principal balance (the “Original Certificate Principal Balance”) or, in the case of the Class X-A,
Class X-B, Class X-D, Class X-F, Class X-G and Class X-NR Certificates, notional amount (the “Original Notional Amount”),
as applicable, and the initial ratings given each Class by the Rating Agencies (the “Original Ratings”) for
each Class of Certificates comprising or evidencing the interests in the Upper-Tier REMIC created hereunder:


 






    	 



    	 



    

 


	Class
        Designation 
	 	Approximate

        Initial

        Pass-Through

        Rate

        (per annum) 
	 	Original

                                         Certificate Principal 

                                         Balance / Original 

                                         Notional Amount 


	 	Original
        Ratings

        Moody’s/Fitch/KBRA/Morningstar(1) 

	Class A-1	 	2.0102%	 	 	$       39,813,000	 	 	Aaa(sf)/AAAsf/AAA(sf)/AAA
	Class A-2	 	3.1567%	 	 	$       25,460,000	 	 	Aaa(sf)/AAAsf/AAA(sf)/AAA
	Class A-3	 	3.5438%	 	 	$     180,000,000	 	 	Aaa(sf)/AAAsf/AAA(sf)/AAA
	Class A-4	 	3.8079%	 	 	$     341,013,000	 	 	Aaa(sf)/AAAsf/AAA(sf)/AAA
	Class A-SB	 	3.6167%	 	 	$       71,461,000	 	 	Aaa(sf)/AAAsf/AAA(sf)/AAA
	Class X-A	 	0.9582%	 	 	$     714,126,000	(3)	 	Aa1(sf)/AAAsf/AAA(sf)/AAA
	Class X-B	 	0.2500%	 	 	$       61,076,000	(3)	 	NR/AA-sf/AAA(sf)/AAA
	Class X-F	 	1.0858%	 	 	$       22,317,000	(3)	 	NR/BB-sf/BB-(sf)/AAA
	Class X-G	 	1.0858%	 	 	$         9,396,000	(3)	 	NR/B-sf/B-(sf)/AAA
	Class X-NR	 	1.0858%	 	 	$       43,458,786	(3)	 	NR/NR/NR/AAA
	Class A-S 	 	4.1742%	 	 	$       56,379,000	 	 	Aa2(sf)/AAAsf/AAA(sf)/AAA
	Class B	 	4.3358%	 	 	$       61,076,000	 	 	NR/AA-sf/AA-(sf)/AA-
	Class C	 	4.5858%	 	 	$       39,935,000	 	 	NR/A-sf/A-(sf)/A-
	Class D	 	3.5858%	 	 	$       27,015,000	 	 	NR/BBBsf/BBB(sf)/BBB
	Class X-D	 	1.0000%	 	 	$       49,331,000	(3)	 	NR/BBB-sf/BBB-(sf)/BBB-
	Class E	 	3.5858%	 	 	$       22,316,000	 	 	NR/BBB-sf/ BBB-(sf)/BBB-
	Class F	 	3.5000%	 	 	$       22,317,000	 	 	NR/BB-sf/BB-(sf)/BB-
	Class G	 	3.5000%	 	 	$         9,396,000	 	 	NR/B-sf/B-(sf)/B-
	Class NR	 	3.5000%	 	 	$       43,458,786	 	 	NR/NR/NR/NR
	Class R(4)	 	        N/A	 	 	N/A	 	 	NR/NR/NR/NR





 





 






		(1)	The Certificates
                                         marked with “NR” have not been rated by the applicable Rating Agency.



 


		(2)	The Class
                                         X-A Pass-Through Rate is variable and, for each Distribution Date, will equal the weighted
                                         average of the Class X Strip Rates for the Class A-1, Class A-2, Class A-3, Class A-4,
                                         Class A-SB and Class A-S Components for such Distribution Date (weighted on the basis
                                         of the respective Component Notional Amounts of such Components immediately prior to
                                         such Distribution Date). The Class X-B Pass-Through Rate is fixed and, for each Distribution
                                         Date, will equal the Class X Strip Rate for the Class B Component for such Distribution
                                         Date. The Class X-D Certificates will not have a Pass-Through Rate, but will be entitled
                                         to receive the sum of the interest distributable on the Class X-D Components. The Pass-Through
                                         Rate for the Class D Component of the Class X-D Certificates is fixed and, for each Distribution
                                         Date, will equal the Class X Strip Rate for the Class D Component for such Distribution
                                         Date. The Pass-Through Rate for Class E Component of the Class X-D Certificates is fixed
                                         and, for each Distribution Date, will equal the Class X Strip Rate for the Class E Component
                                         for such Distribution Date. The Class X-F Pass-Through Rate is variable and, for each
                                         Distribution Date, will equal the Class X Strip Rate for the Class F Component for such
                                         Distribution Date. The Class X-G Pass-Through Rate is variable and, for each Distribution
                                         Date, will equal the Class X Strip Rate for the Class G Component for such Distribution
                                         Date. The Class X-NR Pass-Through Rate is variable and, for each Distribution Date, will
                                         equal the Class X Strip Rate for the Class NR Component for such Distribution Date.



 


		(3)	The Class X-A,
                                         Class X-B, Class X-F, Class X-G and Class X-NR Certificates will not have Certificate
                                         Principal Balances; rather, each such Class of Certificates will accrue interest as provided
                                         herein on the related Notional Amount. The Class X-D Certificates will not have a Certificate
                                         Principal Balance and will receive interest that accrues on the Class D Component and
                                         Class E Component.



 


		(4)	The Class R
                                         Certificates do not have a Certificate Principal Balance or Notional Amount, do not bear
                                         interest and will not be entitled to distributions of Yield Maintenance Charges. Any
                                         Available Funds remaining in the



 



    	-2-



    	 



    




 





			Lower-Tier
                                         Distribution Account and the Upper-Tier Distribution Account, after all required distributions
                                         under this Agreement have been made to the Holders of the Regular Certificates, will
                                         be distributed to the Holders of the Class R Certificates.



 




LOWER-TIER REMIC


 


The following table sets
forth the Class designation, the original Lower-Tier Principal Balance, the corresponding Class of Regular Certificates (the “Corresponding
Certificates”) and the corresponding component of the Class X Certificates (the “Corresponding Component”)
for each Lower Tier Regular Interest.


 


	Class
        Designation(1)(2) 
	 	Original

                                         Lower-Tier Principal 

                                         Balance 


	 	Corresponding

        Certificate 
	 	Corresponding

        Component(2) 

	Class LA-1	 	 	$       39,813,000	 	 	Class A-1	 	Class A-1
	Class LA-2	 	 	$       25,460,000	 	 	Class A-2	 	Class A-2
	Class LA-3	 	 	$     180,000,000	 	 	Class A-3	 	Class A-3
	Class LA-4	 	 	$     341,013,000	 	 	Class A-4	 	Class A-4
	Class LA-SB	 	 	$       71,461,000	 	 	Class A-SB	 	Class A-SB
	Class LA-S	 	 	$       56,379,000	 	 	Class A-S	 	Class A-S
	Class LB	 	 	$       61,076,000	 	 	Class B	 	Class B
	Class LC	 	 	$       39,935,000	 	 	Class C	 	N/A
	Class LD	 	 	$       27,015,000	 	 	Class D	 	Class D
	Class LE	 	 	$       22,316,000	 	 	Class E	 	Class E
	Class LF	 	 	$       22,317,000	 	 	Class F	 	Class F
	Class LG	 	 	$         9,396,000	 	 	Class G	 	Class G
	Class LNR	 	 	$       43,458,786	 	 	Class NR	 	Class NR





 





 










		(1)	The interest
                                         rate of each Lower-Tier Regular Interest is the WAC Rate.



 


		(2)	Each
                                         Lower-Tier Regular Interest is also the “Corresponding Lower-Tier Regular Interest” with respect to the Corresponding Certificate and the Corresponding Component, each
                                         Corresponding Certificate is the Corresponding Certificate with respect to the Corresponding
                                         Component and each Corresponding Component is the Corresponding Component with respect
                                         to the Corresponding Certificates.



 


The Certificate Principal
Balance of any Class of Principal Balance Certificates outstanding at any time represents the maximum amount which holders thereof
are then entitled to receive as distributions allocable to principal from the cash flow on the Mortgage Loans and the other assets
in the Trust Fund; provided, however, that in the event that amounts previously allocated as Realized Losses to a
Class of Principal Balance Certificates in reduction of the Certificate Principal Balance thereof are recovered subsequent to the
reduction of the Certificate Principal Balance of such Class to zero, such Class may receive distributions in respect of such recoveries
in accordance with the priorities set forth in Section 4.01 of this Agreement. As of the Cut-Off Date, the Mortgage Loans
have an aggregate Stated Principal Balance equal to approximately $939,639,786.


 


In consideration of the
mutual agreements herein contained, the Depositor, the Master Servicer, the Special Servicer, the Operating Advisor, the Certificate
Administrator and the Trustee agree as follows:


 






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ARTICLE
I



DEFINITIONS


 


Section 1.01         
Defined Terms. Whenever used in this Agreement, the following words and phrases, unless the context otherwise requires,
shall have the meanings specified in this Article.


 


“10-K Filing
Deadline”: As defined in Section 10.04 of this Agreement.


 


“15Ga-1 Notice”:
As defined in Section 2.03(a) of this Agreement.


 


“15Ga-1 Notice
Provider”: As defined in Section 2.03(a) of this Agreement.


 


“Acceptable
Insurance Default”: With respect to any Mortgage Loan (other than a Non-Serviced Mortgage Loan) or Serviced Whole Loan,
any Default arising when the related Mortgage Loan Documents require that the related Mortgagor must maintain all risk casualty
insurance or other insurance that covers damages or losses arising from acts of terrorism and the Special Servicer has determined,
in its reasonable judgment in accordance with the Servicing Standard (and, with the consent of the Controlling Class Representative,
unless a Control Termination Event has occurred and is continuing that (i) such insurance is not available at commercially
reasonable rates and the subject hazards are not commonly insured against by prudent owners of similar real properties located
in or near the geographic region in which the Mortgaged Property is located (but only by reference to such insurance that has been
obtained by such owners at current market rates), or (ii) such insurance is not available at any rate; provided, however,
that the Controlling Class Representative shall have no more than 30 days to respond to the Special Servicer’s request for
such consent; provided, further, that upon the Special Servicer’s determination, consistent with the Servicing
Standard, that exigent circumstances do not allow the Special Servicer to consult with the Controlling Class Representative the
Special Servicer shall not be required to do so. In making this determination, the Special Servicer, to the extent consistent with
the Servicing Standard, may rely on the opinion of an insurance consultant.


 


“Accrued Component
Interest”: With respect to each Component for any Distribution Date, one month’s interest at the Class X Strip
Rate applicable to such Component for such Distribution Date, accrued on the Component Notional Amount of such Component outstanding
immediately prior to such Distribution Date. Accrued Component Interest shall be calculated on a 30/360 Basis and, with respect
to any Component and any Distribution Date, shall be deemed to accrue during the calendar month preceding the month in which such
Distribution Date occurs.


 


“Additional
Disclosure Notification”: The form of notification to be included with any Additional Form 10-D Disclosure, Additional
Form 10-K Disclosure or Form 8-K Disclosure Information which is attached to this Agreement as Exhibit W.


 


“Additional
Form 10-D Disclosure”: As defined in Section 10.03 of this Agreement.


 






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“Additional
Form 10-K Disclosure”: As defined in Section 10.04 of this Agreement.


 


“Additional
Information”: As defined in Section 4.02(a) of this Agreement.


 


“Additional
Servicer”: Each Affiliate of the Master Servicer that Services any of the Mortgage Loans, an Other Master Servicer, an
Other Special Servicer and each Person who is not an Affiliate of the Master Servicer, other than the Special Servicer or the Certificate
Administrator, who Services 10% or more of the Mortgage Loans by unpaid principal balance calculated in accordance with the provisions
of Regulation AB.


 


“Additional
Trust Fund Expenses”: (i) Special Servicing Fees, Workout Fees and Liquidation Fees, (ii) interest in respect
of unreimbursed Advances, (iii) the cost of various default-related or unanticipated Opinions of Counsel required or permitted
to be obtained in connection with the servicing of the Mortgage Loans and the administration of the Trust Fund, (iv) unanticipated,
non-Mortgage Loan specific expenses of the Trust Fund, including indemnities and expense reimbursements to the Trustee, the Certificate
Administrator, the Master Servicer, the Special Servicer, the Operating Advisor and the Depositor and federal, state and local
taxes, and tax-related expenses, specifically payable out of the Trust Fund and (v) any other default-related or unanticipated
expense of the Trust Fund that is not covered by a Property Advance and for which there is no corresponding collection from a Mortgagor.


 


“Administrative
Cost Rate”: With respect to any Mortgage Loan, as of any date of determination, a rate equal to the sum of the CREFC®
Intellectual Property Royalty License Fee Rate, the Servicing Fee Rate, the Operating Advisor Fee Rate and the Trustee/Certificate
Administrator Fee Rate. In addition, the Administrative Cost Rate for a Serviced Companion Loan will be equal to the Servicing
Fee Rate for such Serviced Companion Loan.


 


“Advance”:
Any P&I Advance or Property Advance.


 


“Advance Interest
Amount”: Interest at the Advance Rate on the aggregate amount of P&I Advances and Property Advances for which the
Master Servicer, the Special Servicer or the Trustee, as applicable, have not been reimbursed for the number of days from the date
on which such Advance was made through, but not including, the date of reimbursement of the related Advance, less any amount of
interest previously paid on such Advance; provided, however, that with respect to any P&I Advance made prior
to the expiration of the related grace period (or, if there is no grace period, on or prior to the related Due Date), interest
on such P&I Advance shall accrue only from and after the expiration of such grace period (or, if there is no grace period,
from and after the related Due Date) and only if the subject Mortgage Loan is then still delinquent; and provided, further,
that interest at the Advance Rate shall not accrue on any Advance made to cover a delinquent Applicable Monthly Payment that has
been received after the Determination Date and prior to 2:00 p.m. (Eastern Time) on the related Master Servicer Remittance
Date. For the avoidance of doubt no grace period in respect of a particular Due Date with respect to any Mortgage Loan shall extend
beyond the related Master Servicer Remittance Date.


 






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“Advance Rate”:
A per annum rate equal to the Prime Rate, compounded annually.


 


“Affected Reporting
Party”: As defined in Section 10.11.


 


“Affiliate”:
With respect to any specified Person, any other Person controlling or controlled by or under common control with such specified
Person. For the 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. The Trustee and/or the Certificate Administrator may obtain and rely on an Officer’s Certificate of the Master
Servicer, the Special Servicer or the Depositor to determine whether any Person is an Affiliate of such party.


 


“Affiliate Ethical
Wall”: Reasonable policies and procedures to be maintained by an Affiliate of the Depositor, the Master Servicer, the
Special Servicer, the Certificate Administrator, the Operating Advisor or the Trustee, as applicable, taking into account the nature
of its business, to ensure (1) that such Affiliate will not use Confidential Information received from the Depositor, the Master
Servicer, the Special Servicer, the Certificate Administrator, the Operating Advisor or the Trustee, as applicable, in a manner
that violates any applicable law including, but not limited to, any securities laws, and (2) that such Affiliate will not provide
to the Depositor, the Master Servicer, the Special Servicer, the Certificate Administrator, the Operating Advisor or the Trustee,
as applicable, information regarding its decisions relating to Investments in the Certificates from such Affiliate. Under such
policies and procedures maintained by such Affiliate, (i) policies and procedures restricting the flow of information exist, and
shall be maintained by such Affiliate, between such Affiliate, on the one hand and the Depositor, the Master Servicer, the Special
Servicer, the Certificate Administrator, the Operating Advisor or the Trustee, as applicable, on the other; (ii) such policies
and procedures restricting the flow of information operate in both directions so as to include (a) policies and procedures against
the disclosure of Confidential Information from the Depositor, the Master Servicer, the Special Servicer, the Certificate Administrator,
the Operating Advisor or the Trustee, as applicable, to such Affiliate, except as such disclosure is expressly allowed under this
Agreement in such affiliate’s capacity as a Controlling Class Certificateholder or a Controlling Class Representative or
otherwise and (b) policies and procedures restricting the disclosure by such Affiliate of information regarding its decisions relating
to Investments in Certificates to the Depositor, the Master Servicer, the Special Servicer, the Certificate Administrator, the
Operating Advisor or the Trustee, as applicable; (iii) the senior management personnel of such Affiliate who have obtained Confidential
Information in the course of their exercise of general managerial responsibilities may not use that information to influence Investment
Decisions with respect to the Certificates, nor may they pass that information to others for use in such activities, to the extent
the use of such Confidential Information violates the securities laws; and (iv) such senior management personnel who have obtained
information regarding Investments in the course of their exercise of general managerial responsibilities may not use that information
to influence servicing recommendations.


 


“Agreement”:
This Pooling and Servicing Agreement and all amendments hereof and supplements hereto.


 






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“A.M. Best”:
A.M. Best Company, Inc. or its successors in interest. If neither A.M. Best nor any successor remains in existence, “A.M.
Best” shall be deemed to refer to such nationally recognized statistical rating agency or other comparable Person reasonably
designated by the Depositor, notice of which designation shall be given to the Trustee, the Certificate Administrator, the Master
Servicer and the Special Servicer and specific ratings of A.M. Best herein referenced shall be deemed to refer to the equivalent
ratings (as reasonably determined by the Depositor) of the party so designated.


 


“AMO”:
Anderson, McCoy & Orta, P.C.


 


“Ancillary Fees”:
With respect to any Mortgage Loan (other than a Non-Serviced Mortgage Loan) or Serviced Whole Loan, if applicable, any and all
demand fees, beneficiary statement charges, fees for insufficient or returned checks and other usual and customary charges and
fees (other than Modification Fees, Consent Fees, Penalty Charges, Assumption Fees, assumption application fees and defeasance
fees) actually received from the related Mortgagor.


 


“Anticipated
Termination Date”: Any Distribution Date on which it is anticipated that the Trust Fund will be terminated pursuant to
Section 9.01(c) of this Agreement.


 


“Applicable
Laws”: As defined in Section 8.02(e) of this Agreement.


 


“Applicable
Patriot Act Laws”: As defined in Section 8.12 of this Agreement.


 


“Applicable
Monthly Payment”: For any Mortgage Loan with respect to any calendar month (including any such Mortgage Loan as to which
the related Mortgaged Property has become an REO Property (including with respect to any Non-Serviced Mortgage Loan)), the Monthly
Payment; provided, however, that for purposes of calculating the amount of any P&I Advance required to be made
by the Master Servicer or the Trustee, notwithstanding the amount of such Applicable Monthly Payment, interest shall be calculated
at the Mortgage Loan Rate less the Servicing Fee Rate; and provided, further, that for purposes of determining the
amount of any P&I Advance, the Monthly Payment shall be as reduced pursuant to any modification of a Mortgage Loan pursuant
to Section 3.24 of this Agreement or pursuant to the Other Pooling and Servicing Agreement, or pursuant to any bankruptcy,
insolvency, or other similar proceeding involving the related Mortgagor.


 


“Applicant”:
As defined in Section 5.07(a) of this Agreement.


 


“Appraisal”:
An appraisal prepared by an Appraiser, which shall be prepared in accordance with MAI standards and which satisfies the Interagency
Appraisal and Evaluation Guidelines jointly issued by The Office of the Comptroller of the Currency (OCC), the Board of Governors
of the Federal Reserve System (FRB), the Federal Deposit Insurance Corporation (FDIC) and the National Credit Union Administration
(NCUA) relating to real estate appraisals and evaluations used to support real estate-related financial transactions, as amended
from time to time.


 


“Appraisal Reduction
Amount”: For any Distribution Date and for any Mortgage Loan (or Serviced Whole Loan, if applicable, but not with respect
to any Non-Serviced Mortgage Loan), as to which an Appraisal Reduction Event has occurred and an Appraisal Reduction


 






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Amount is
required to be calculated, an amount (subject to the operation of the final paragraph of Section 3.10(a)) equal to the excess,
if any, of (a) the Stated Principal Balance of such Mortgage Loan (or Serviced Whole Loan) as of the last day of the related
Collection Period over (b) the excess of (i) the sum of (A) 90% of the appraised value of the related Mortgaged
Property or Properties (as determined by one or more Appraisals obtained by the Special Servicer (the cost of which shall be advanced
by the Master Servicer as a Property Advance unless such Property Advance would be a Nonrecoverable Advance)), minus such
downward adjustments as the Special Servicer may make in accordance with the Servicing Standard (without implying any obligation
to do so) based upon the Special Servicer’s review of the Appraisal and such other information as the Special Servicer
may deem appropriate and (B) all escrows, letters of credit and reserves in respect of such Mortgage Loan (or Serviced Whole
Loan) as of the date of the calculation over (ii) the sum, as of the Due Date occurring in the month of the date of determination
of, (A) to the extent not previously advanced by the Master Servicer or the Trustee, all unpaid interest on such Mortgage
Loan (or Serviced Whole Loan, if applicable) at a per annum rate equal to its Mortgage Loan Rate (and with respect to a
Serviced Whole Loan, interest on the related Serviced Companion Loan(s) at the related Mortgage Loan Rate), (B) all unreimbursed
Advances (which shall include, without limitation, (1) any Advances as to which the advancing party was reimbursed from a
source other than the related Mortgagor and (2) any Unliquidated Advances), with interest thereon at the Advance Rate in respect
of such Mortgage Loan (or Serviced Whole Loan) and (C) all currently due and unpaid real estate taxes and assessments, insurance
premiums and ground rents, unpaid Special Servicing Fees and all other amounts, due and unpaid with respect to such Mortgage Loan
(or Serviced Whole Loan) (which taxes, premiums, ground rents and other amounts have not been the subject of an Advance by the
Master Servicer or the Trustee, as applicable, and/or for which funds have not been escrowed). Promptly upon the occurrence of
an Appraisal Reduction Event (or a longer period so long as the Special Servicer is (as certified thereby to the Trustee in writing) diligently
and in good faith proceeding to obtain such), if an Appraisal has not been obtained within the immediately preceding nine (9) months
(or if the Special Servicer has determined in accordance with the Servicing Standard such Appraisal to be materially inaccurate),
the Special Servicer shall obtain an Appraisal, the costs of which shall be paid by the Master Servicer as a Property Advance (or
as an expense of the Trust Fund and paid by the Master Servicer out of the Collection Account if such Property Advance would be
a Nonrecoverable Advance). The Master Servicer shall provide (via electronic delivery) the Special Servicer with information in
its possession that the Special Servicer reasonably requires to calculate or recalculate any Appraisal Reduction Amount pursuant
to the definition thereof using reasonable efforts to deliver such information within four (4) Business Days of the Special Servicer’s
reasonable written request. None of the Master Servicer, the Trustee or the Certificate Administrator shall calculate or verify
Appraisal Reduction Amounts. On the first Determination Date occurring on or after the receipt of such Appraisal, the Special Servicer
shall calculate or adjust, as applicable, the Appraisal Reduction Amount to take into account such Appraisal and such information,
if any, reasonably requested by the Special Servicer from the Master Servicer reasonably required to calculate or recalculate the
Appraisal Reduction Amount. Notwithstanding the foregoing, if an Appraisal is required to be obtained in accordance with Section
3.10(a) of this Agreement but is not obtained within 120 days following the events described in the applicable clause of the
definition “Appraisal Reduction Event” (without regard to the time periods stated therein), then, until such Appraisal
is obtained and solely for purposes of determining the amounts of P&I Advances, the Appraisal


 






    	-8-



    	 



    

 


Reduction Amount will equal 25%
of the Stated Principal Balance of the related Mortgage Loan; provided that, upon receipt of an Appraisal by the Special
Servicer, however, the Appraisal Reduction Amount for such Mortgage Loan (or the related Serviced Whole Loan, if applicable) will
be recalculated in accordance with this definition without regard to this sentence. With respect to each Mortgage Loan (other than
a Non-Serviced Mortgage Loan) or Serviced Whole Loan as to which an Appraisal Reduction Event has occurred (unless the Mortgage
Loan (or Serviced Whole Loan) has become a Corrected Mortgage Loan (if a Servicing Transfer Event had occurred with respect to
the related Mortgage Loan (or Serviced Whole Loan)) and has remained current for three consecutive Monthly Payments, and with respect
to which no other Appraisal Reduction Event has occurred with respect thereto during the preceding three months), the Special Servicer
shall, within 30 days of each anniversary of such Appraisal Reduction Event, order an Appraisal (which may be an update of the
prior Appraisal) (the cost of which will be covered by, and reimbursable as, a Property Advance by the Master Servicer or as an
expense of the Trust Fund and paid by the Master Servicer out of the Collection Account if such Property Advance would be a Nonrecoverable
Advance), provided, however, that no new or updated Appraisal will be required if the Mortgage Loan, Serviced Whole
Loan or REO Property is under contract to be sold within 90 days of such Appraisal Reduction Event or anniversary thereof and the
Special Servicer reasonably believes such sale is likely to close. Based upon such Appraisal or letter updates thereto, the Special
Servicer shall determine and report to the Master Servicer and the Certificate Administrator the Appraisal Reduction Amount, if
any, with respect to such Mortgage Loan (other than a Non-Serviced Mortgage Loan) or Serviced Whole Loan and, in the case of a
Whole Loan, determined in accordance with the Co-Lender Agreement, and each of the Master Servicer and the Certificate Administrator
shall be entitled to rely conclusively on such determination by the Special Servicer. Upon completion, the Special Servicer shall
deliver a copy of any such Appraisal to the Master Servicer and the Certificate Administrator, which shall be in electronic format.
Each Appraisal Reduction Amount shall also be adjusted with respect to the next Distribution Date to take into account any subsequent
Appraisal and annual letter updates, as of the date of each such subsequent Appraisal or letter update.


 


Upon payment in full
or liquidation of any Mortgage Loan (other than a Non-Serviced Mortgage Loan) or Serviced Whole Loan for which an Appraisal Reduction
Amount has been determined, such Appraisal Reduction Amount will be eliminated. In addition, with respect to any Mortgage Loan
(or Serviced Whole Loan, but not including any Non-Serviced Mortgage Loan), as to which an Appraisal Reduction Event has occurred,
such Mortgage Loan (or Serviced Whole Loan) shall no longer be subject to the Appraisal Reduction Amount if (a) such Mortgage
Loan (or Serviced Whole Loan) has become a Corrected Mortgage Loan (if a Servicing Transfer Event had occurred with respect to
the related Mortgage Loan (or Serviced Whole Loan)) and such Mortgage Loan (or Serviced Whole Loan) becomes and remains current
for three consecutive Monthly Payments and (b) no other Appraisal Reduction Event has occurred and is continuing.


 


Notwithstanding the foregoing,
with respect to any Non-Serviced Mortgage Loan, the Appraisal Reduction Amount with respect to the related Mortgage Loan and each
related Pari Passu Companion Loan shall be the pro rata portion of the “Appraisal Reduction Amount” relating
to such Mortgage Loan and each related Pari Passu Companion Loan, and calculated pursuant to the applicable Other Pooling and Servicing
Agreement by the applicable Other


 






    	-9-



    	 



    

 


Master Servicer or Other Special Servicer (or the Non-Serviced Mortgage Loan’s pro rata
share thereof). The parties hereto shall be entitled to rely on such calculations as reported to them by the applicable Other Special
Servicer or Other Master Servicer. By their acceptance of their Certificates, the Certificateholders will be deemed to have acknowledged
that each applicable Other Pooling and Servicing Agreement and the related Co-Lender Agreement taken together, provide that any
such “Appraisal Reduction Amount” will be calculated by the applicable Other Special Servicer or Other Master Servicer
under the applicable Other Pooling and Servicing Agreement.


 


Appraisal Reduction Amounts
with respect to a Serviced Whole Loan shall be allocated to the related Mortgage Loan and each related Pari Passu Companion Loan
on a pro rata and pari passu basis in accordance with the respective outstanding principal balances of such related
Mortgage Loan and each related Pari Passu Companion Loan.


 


“Appraisal Reduction
Event”: With respect to any Mortgage Loan (or Serviced Whole Loan, if applicable, but not with respect to any Non-Serviced
Mortgage Loan), the earliest of (i) the date on which such Mortgage Loan (or Serviced Whole Loan) becomes a Modified Asset,
(ii) the date on which such Mortgage Loan (or Serviced Whole Loan) is 60 days or more delinquent in respect of any Monthly
Payment, except for a Balloon Payment, (iii) solely in the case of a delinquent Balloon Payment, (A) the date occurring
60 days beyond the date on which that Balloon Payment was due (except as described in clause B below) or (B) if
the related Mortgagor has delivered to the Master Servicer or Special Servicer (and in either such case the Master Servicer or
the Special Servicer, as applicable, shall promptly deliver a copy thereof to the other servicer), a refinancing commitment acceptable
to the Special Servicer prior to the date 60 days after maturity, the date occurring 120 days after the date on which the Balloon
Payment was due (or such shorter period beyond the date on which that Balloon Payment was due during which the refinancing is scheduled
to occur), (iv) the date on which the related Mortgaged Property has become an REO Property, (v) receipt of notice that the
related Mortgagor has filed a bankruptcy petition or the date on which a receiver or similar official is appointed (and continues
in that capacity) in respect of the related Mortgaged Property, (vi) the 60th day after the date related Mortgagor is subject
to an involuntary bankruptcy, insolvency or similar proceeding, which is not dismissed within those 60 days, or (vii) the
date on which such Mortgage Loan (or Serviced Whole Loan) remains outstanding five (5) years following any extension of its
maturity date pursuant to Section 3.24 of this Agreement. If an Appraisal Reduction Event occurs with respect to any Mortgage
Loan that is part of a Serviced Whole Loan, then an Appraisal Reduction Event shall be deemed to also have occurred with respect
to each related Serviced Companion Loan. If an Appraisal Reduction Event occurs with respect to any Serviced Companion Loan, then
an Appraisal Reduction Event shall be deemed to also have occurred with respect to the related Mortgage Loan that is part of a
Serviced Whole Loan. No Appraisal Reduction Event may occur at any time when the aggregate Certificate Principal Balance of all
Classes of Principal Balance Certificates (other than the Class A Certificates) has been reduced to zero. The Special Servicer
shall notify the Master Servicer and the Master Servicer shall notify the Special Servicer, as applicable, promptly upon the occurrence
of any of the foregoing events.


 


“Appraised Value”:
As of any date of determination, the appraised value of a Mortgaged Property based upon an appraisal or update thereof prepared
by an Appraiser that is


 






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contained in the related Servicing File obtained within the time parameters required by this Agreement.
With respect to each Mortgaged Property securing a Non-Serviced Mortgage Loan, the appraised value allocable thereto, as determined
pursuant to the applicable Other Pooling and Servicing Agreement.


 


“Appraised-Out
Class”: As defined in Section 3.10(a) of this Agreement.


 


“Appraiser”:
An Independent nationally recognized professional commercial real estate appraiser who (i) is a member in good standing of
the Appraisal Institute, (ii) if the state in which the related Mortgaged Property is located certifies or licenses appraisers,
is certified or licensed in such state, and (iii) has a minimum of five years’ experience in the related property type
and market.


 


“Arizona Grand
Resort & Spa Co-Lender Agreement”: With respect to the Arizona Grand Resort & Spa Whole Loan, the co-lender agreement,
dated as of August 18, 2015, by and between the holder of the Arizona Grand Resort & Spa Mortgage Loan and the Arizona Grand
Resort & Spa Companion Loan Holders, relating to the relative rights of the holder of the Arizona Grand Resort & Spa Mortgage
Loan and the Arizona Grand Resort & Spa Companion Loan Holders, as the same may be amended from time to time in accordance
with the terms thereof.


 


“Arizona Grand
Resort & Spa Companion Loan”: With respect to the Arizona Grand Resort & Spa Whole Loan, the related promissory
note made by the related Mortgagor and secured by the Arizona Grand Resort & Spa Mortgage and designated as Note A-1, which
note is not included in the Trust.


 


“Arizona Grand
Resort & Spa Companion Loan Holder”: A holder of a Arizona Grand Resort & Spa Companion Loan.


 


“Arizona Grand
Resort & Spa Mortgage”: The Mortgage securing the Arizona Grand Resort & Spa Mortgage Loan and the Arizona Grand
Resort & Spa Companion Loan.


 


“Arizona Grand
Resort & Spa Mortgage Loan”: With respect to the Arizona Grand Resort & Spa Whole Loan, the Mortgage Loan included
in the Trust and identified on the Mortgage Loan Schedule as Arizona Grand Resort & Spa, which is evidenced by promissory Note
A-2. The Arizona Grand Resort & Spa Mortgage Loan is a “Non-Serviced Mortgage Loan” and will be serviced pursuant
to the CSAIL 2015-C3 Pooling and Servicing Agreement.


 


“Arizona Grand
Resort & Spa Whole Loan”: The Arizona Grand Resort & Spa Mortgage Loan, together with the Arizona Grand Resort
& Spa Companion Loan, each of which is secured by the Arizona Grand Resort & Spa Mortgage. References herein to the Arizona
Grand Resort & Spa Whole Loan shall be construed to refer to the aggregate indebtedness secured under the Arizona Grand Resort
& Spa Mortgage.


 


“Asset Status
Report”: As defined in Section 3.21(b) of this Agreement.


 


“Assignment
of Leases”: With respect to any Mortgaged Property, any assignment of leases, rents and profits or similar agreement
executed by the Mortgagor,


 






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assigning to the mortgagee all of the income, rents and profits derived from the ownership, operation,
leasing or disposition of all or a portion of such Mortgaged Property, in the form which was duly executed, acknowledged and delivered,
as amended, modified, renewed or extended through the date hereof and from time to time hereafter.


 


“Assumption
Fees”: With respect to any Mortgage Loan (other than a Non-Serviced Mortgage Loan) or Serviced Whole Loan, if applicable,
any and all assumption fees of such Mortgage Loan (or Serviced Whole Loan, if applicable) for transactions effected under Section
3.09(a), Section 3.09(b) and Section 3.09(c) of this Agreement (excluding assumption application fees), actually
paid by the related Mortgagor and other applicable fees (not including assumption application fees) actually paid by the related
Mortgagor in accordance with the related Mortgage Loan Documents, with respect to any assumption or substitution agreement entered
into by the Master Servicer or the Special Servicer on behalf of the Trust (or, in the case of a Serviced Whole Loan, on behalf
of the Trust and the related Companion Loan Holder(s)) pursuant to Section 3.09(a) of this Agreement or paid by the related
Mortgagor with respect to any transfer of an interest in such Mortgagor pursuant to Section 3.09(a) of this Agreement.


 


“Authenticating
Agent”: Any authenticating agent appointed by the Certificate Administrator pursuant to Section 5.09 of this Agreement.


 


“Available Funds”:
With respect to any Distribution Date, an amount equal to the sum of (without duplication):


 


(a)          the aggregate amount relating to the Trust Fund on deposit in the Collection Account and the Lower-Tier Distribution Account,
as of the close of business on the Business Day prior to the related Master Servicer Remittance Date, including any amounts that
may be transferred to the Collection Account on the Business Day prior to the related Master Servicer Remittance Date from any
REO Account pursuant to Section 3.16(a) of this Agreement or Serviced Whole Loan Custodial Account, exclusive of (without
duplication):


 


(i)             all scheduled Monthly Payments and Balloon Payments paid by the Mortgagors that are due on a Due Date (without regard to
grace periods) that occurs after the end of the related Collection Period (without regard to grace periods);


 


(ii)            all Unscheduled Payments of principal (including Principal Prepayments (together with any related payments of interest
allocable to the period following the Due Date for the related Mortgage Loan during the related Collection Period)), Net Liquidation
Proceeds, Net Insurance Proceeds or Net Condemnation Proceeds and other unscheduled recoveries received subsequent to the related
Determination Date (other than any remittances on any Non-Serviced Mortgage Loan or the Trust’s interest in any related
REO Property contemplated by clause (b) of this definition);


 






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(iii)          all amounts payable or reimbursable to any Person from the Collection Account pursuant to clauses (ii) through
(viii), inclusive, of Section 3.06(a) of this Agreement;


 


(iv)          all Yield Maintenance Charges;


 


(v)           all Penalty Charges retained in the Collection Account pursuant to Section 3.14(a) of this Agreement;


 


(vi)          all amounts deposited in the Collection Account or the Lower-Tier Distribution Account, as the case may be, in error; and


 


(vii)         with respect to the Mortgage Loans for which Withheld Amounts are required to be deposited in the Interest Reserve Account,
and any Distribution Date in (1) each February or (2) any January in a year that is not a leap year (unless, in either
case, such Distribution Date is the final Distribution Date), an amount equal to one day of interest on the Stated Principal Balance
of such Mortgage Loan as of the close of business on the Distribution Date in the month preceding the month in which the subject
Distribution Date occurs at the related Mortgage Loan Rate, less the Administrative Cost Rate, to the extent such amounts are
to be deposited in the Interest Reserve Account and held for future distribution pursuant to Section 3.23 of this Agreement;


 


(b)         
if and to the extent not already included in clause (a) of this definition, the aggregate amount transferred from any REO
Account or Serviced Whole Loan Custodial Account to the Collection Account for such Distribution Date pursuant to Section 3.16
or Section 3.06A, as applicable, of this Agreement, and all remittances received on any Non-Serviced Mortgage Loan or the
Trust’s interest in any related REO Property in the month of such Distribution Date, in each case to the extent that such
transfer is made or such remittances are received, as the case may be, by the close of business on the Business Day immediately
preceding the related Master Servicer Remittance Date;


 


(c)         
the aggregate amount of any Compensating Interest Payments made by the Master Servicer and P&I Advances made by the
Master Servicer or the Trustee, as applicable, for such Distribution Date (net of the related Trustee/Certificate Administrator
Fee with respect to the Mortgage Loans (including REO Mortgage Loans) for which such Compensating Interest Payments or P&I
Advances are made, to the extent not already deducted from Available Funds pursuant to clause (a)(iii) of this definition);
and


 


(d)         
for the Distribution Date occurring in each March (or February if the final Distribution Date occurs in such month), the
Withheld Amounts remitted to the Lower-Tier Distribution Account pursuant to Section 3.23 of this Agreement.


 


Notwithstanding the investment of funds
held in the Collection Account or the Lower-Tier Distribution Account pursuant to Section 3.07 of this Agreement, for purposes
of calculating the Available Funds, the amounts so invested shall be deemed to remain on deposit in such account.


 






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“Balloon Mortgage
Loan”: Any Mortgage Loan or Companion Loan that by its original terms or by virtue of any modification provides for an
amortization schedule extending beyond its Maturity Date, unless such extension results solely from the accrual of interest on
the basis of the actual number of days elapsed in a year of 360 days, notwithstanding calculation of Monthly Payments based on
a 360-day year consisting of twelve 30-day months.


 


“Balloon Payment”:
With respect to any Balloon Mortgage Loan as of any date of determination, the amount outstanding on the Maturity Date of such
Mortgage Loan in excess of the related Monthly Payment.


 


“Bancorp”:
The Bancorp Bank, a Delaware state-chartered bank, and its successors in interest.


 


“Bancorp Loan
Purchase Agreement”: The Mortgage Loan Purchase Agreement, dated as of November 1, 2015, by and between Bancorp and the
Depositor.


 


“Base Interest
Fraction”: With respect to any Principal Prepayment on any Mortgage Loan and with respect to any Class of Class A-1,
Class A-2, Class A-3, Class A-4, Class A-SB, Class A-S, Class B, Class C, Class D and Class E Certificates, a fraction (a) whose
numerator is the amount, if any, by which (i) the Pass-Through Rate on such Class of Certificates exceeds (ii) the discount
rate used in accordance with the related Mortgage Loan Documents in calculating the Yield Maintenance Charge with respect to such
Principal Prepayment (or, if the Yield Maintenance Charge is a fixed percentage of the principal balance of the related Mortgage
Loan, the yield rate applicable to any related yield maintenance charge or that is otherwise described in the related Mortgage
Loan Documents) and (b) whose denominator is the amount, if any, by which (i) the Mortgage Loan Rate on such Mortgage
Loan exceeds (ii) the discount rate used in accordance with the related Mortgage Loan Documents in calculating the Yield Maintenance
Charge with respect to such Principal Prepayment (or, if the Yield Maintenance Charge is a fixed percentage of the principal balance
of the related Mortgage Loan, the yield rate applicable to any related yield maintenance charge or that is otherwise described
in the related Mortgage Loan Documents); provided, however, that under no circumstances shall the Base Interest Fraction
be greater than one. However, if such discount rate referred to in the preceding sentence is greater than or equal to the lesser
of (x) the Mortgage Loan Rate on the related Mortgage Loan and (y) the Pass-Through Rate described in the preceding sentence,
then the Base Interest Fraction shall equal zero; provided that, if such discount rate is greater than or equal to the Mortgage
Loan Rate on such Mortgage Loan, but less than the Pass-Through Rate described in the preceding sentence, then the Base Interest
Fraction shall equal one.


 


“Beneficial
Owner”: With respect to a Global Certificate, the Person who is the beneficial owner of such Certificate as reflected
on the books of the Depository or on the books of a Person maintaining an account with such Depository (directly as a Depository
Participant or indirectly through a Depository Participant, in accordance with the rules of such Depository). Each of the Trustee,
the Certificate Administrator, the Special Servicer and the Master Servicer shall have the right to require, as a condition to
acknowledging the status of any Person as a Beneficial Owner under this Agreement, that such Person provide evidence (which may
be in the form of an Investor Certification) at its expense of its status as a Beneficial Owner hereunder.


 






    	-14-



    	 



    

 


“Borrower Delayed
Reimbursements”: Any Additional Trust Fund Expenses and reimbursements of Advances that the related Mortgagor is required,
pursuant to a written modification agreement, to pay in the future to the Trust in its capacity as owner of the related Mortgage
Loan.


 


“Borrower Party”:
A borrower, a Manager of a Mortgaged Property, a Restricted Mezzanine Holder or a Borrower Party Affiliate.


 


“Borrower Party
Affiliate”: With respect to a borrower, a borrower sponsor, a Manager of a Mortgaged Property or a Restricted Mezzanine
Holder, (a) any other person controlling or controlled by or under common control with such borrower, Manager or Restricted Mezzanine
Holder, as applicable, or (b) any other person owning, directly or indirectly, twenty-five percent (25%) or more of the beneficial
interests in such borrower, Manager or Restricted Mezzanine Holder, as applicable. For the 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.


 


“Breach”:
As defined in Section 2.03(a) of this Agreement.


 


“BSPCC”:
Benefit Street Partners CRE Finance LLC, a Delaware limited liability company, and its successors in interest.


 


“BSPCC Loan
Purchase Agreement”: The mortgage loan purchase agreement, dated as of November 1, 2015, by and between BSPCC and the
Depositor.


 


“Business Day”:
Any day other than a Saturday, a Sunday or any day on which the New York Stock Exchange, the Federal Reserve Bank of New York or
banking institutions in the City of New York, New York or the States of Kansas, North Carolina, California or Pennsylvania, the
cities in which the principal offices of the Operating Advisor, the Master Servicer or the Special Servicer are located, or the
city in which the Corporate Trust Office of the Certificate Administrator or the Trustee is located are authorized or obligated
by law, executive order or governmental decree to be closed.


 


“Calculation
Rate”: A discount rate appropriate for the type of cash flows being discounted, namely (i) for principal and interest
payments on a Mortgage Loan or proceeds from the sale of a Defaulted Mortgage Loan, the highest of (1) the rate determined by the
Master Servicer or Special Servicer, as applicable, that approximates the market rate that would be obtainable by the Mortgagors
on similar debt of the Mortgagors as of such date of determination, (2) the Mortgage Loan Rate and (3) the yield on 10-year
U.S. treasuries and (ii) for all other cash flows, including property cash flow, the “discount rate” set forth
in the most recent Appraisal (or update of such Appraisal).


 


“Certificate”:
Any Class A-1, Class A-2, Class A-3, Class A-4, Class A-SB, Class X-A, Class X-B, Class X-F, Class X-G, Class X-NR,
Class A-S, Class B, Class C, Class D, Class X-D, Class E, Class F, Class G, Class NR and Class R
Certificate issued, authenticated and delivered hereunder.


 






    	-15-



    	 



    

 


“Certificate
Administrator”: Wells Fargo Bank, National Association, a national banking association, and its successor in interest,
or any successor Certificate Administrator appointed as herein provided.


 


“Certificate
Administrator Accounts”: As defined in Section 3.07(a) of this Agreement.


 


“Certificate
Administrator Personnel”: The divisions and individuals of the Certificate Administrator who are involved in the performance
of the duties of the Certificate Administrator under this Agreement.


 


“Certificate
Administrator’s Website”: The internet website of the Certificate Administrator, initially located at www.ctslink.com.


 


“Certificate
Factor”: With respect to any Class of Regular Certificates, as of any date of determination, a fraction, expressed as
a decimal carried to eight places, the numerator of which is the then related Certificate Principal Balance or the Notional Amount,
as the case may be, and the denominator of which is the related initial Certificate Principal Balance or the initial Notional Amount,
as the case may be.


 


“Certificate
Principal Balance”: With respect to any Class of Principal Balance Certificates (a) on or prior to the first Distribution
Date, an amount equal to the aggregate initial “Certificate Principal Balance” of such Class of Principal Balance Certificates,
as specified in the Preliminary Statement hereto, and (b) as of any date of determination after the first Distribution Date,
an amount equal to the Certificate Principal Balance of such Class of Principal Balance Certificates on the Distribution Date immediately
prior to such date of determination, after actual distributions of principal thereon and allocation of Realized Losses thereto
on such prior Distribution Date, and after any increases to such Certificate Principal Balance on such prior Distribution Date
(as and to the extent provided in the penultimate sentence of the first paragraph of Section 4.01(f) of this Agreement)
in connection with recoveries of Nonrecoverable Advances previously reimbursed out of collections of principal on the Mortgage
Loans.


 


“Certificate
Register” and “Certificate Registrar”: The register maintained and the registrar appointed pursuant
to Section 5.03(a) of this Agreement.


 


“Certificateholder”:
With respect to any Certificate, the Person whose name is registered in the Certificate Register; provided, however,
that, except to the extent provided in the next proviso, solely for the purpose of giving any consent or taking any action pursuant
to this Agreement, any Certificate beneficially owned by the Depositor, the Master Servicer, the Special Servicer, the Trustee,
the Certificate Administrator, the Operating Advisor, a manager of a Mortgaged Property, a Mortgagor or any Person actually known
to a Responsible Officer of the Certificate Registrar to be an Affiliate of the Depositor, the Master Servicer, the Special Servicer,
the Trustee, the Certificate Administrator, the Operating Advisor, a manager of a Mortgaged Property or a Mortgagor shall be deemed
not to be outstanding and the Voting Rights to which it is entitled shall not be taken into account in determining whether the
requisite percentage of Voting Rights necessary to effect any such consent or take any such action has been obtained (provided
that notwithstanding the foregoing, for purposes of exercising any rights


 






    	-16-



    	 



    

 


it may have solely as a member of the Controlling Class,
any Controlling Class Certificate owned by an Excluded Controlling Class Holder shall be deemed not to be outstanding as to such
Holder solely with respect to any related Excluded Controlling Class Loan); provided, however, that for purposes
of obtaining the consent of Certificateholders to an amendment of this Agreement, any Certificates beneficially owned by the Depositor,
the Master Servicer, the Special Servicer, the Trustee, the Certificate Administrator, the Operating Advisor or an Affiliate of
the Depositor, the Master Servicer, the Special Servicer, the Trustee, the Certificate Administrator or the Operating Advisor shall
be deemed to be outstanding, provided that if such amendment relates to the termination, increase in compensation or material
reduction of obligations of the Depositor, the Master Servicer, the Special Servicer, the Trustee, the Certificate Administrator,
the Operating Advisor or any of their Affiliates, such Certificate shall be deemed not to be outstanding; provided, further,
however, that if the Master Servicer, the Special Servicer or an Affiliate of the Master Servicer or the Special Servicer
is a member of the Controlling Class, it shall be permitted to act in such capacity and exercise all rights under this Agreement
bestowed upon the Controlling Class (but not with respect to any Excluded Controlling Class Loan with respect to which such party
is an Excluded Controlling Class Holder); provided, further, that if an Affiliate of the Depositor, the Master Servicer,
the Special Servicer, the Trustee, the Certificate Administrator or the Operating Advisor has provided an Investor Certification
in which it has certified as to the existence of an Affiliate Ethical Wall between it and the Depositor, the Master Servicer, the
Special Servicer, the Trustee, the Certificate Administrator or the Operating Advisor, as applicable, then, solely for purposes
of access to information, any Certificates beneficially owned by such Affiliate shall be deemed to be outstanding.


 


“Certificateholder
Quorum”: In connection with any solicitation of votes in connection with the replacement of the Special Servicer pursuant
to Section 6.08(a) of this Agreement, the holders of Certificates evidencing at least 50% of the aggregate Voting Rights
(taking into account Realized Losses and the application of any Appraisal Reduction Amounts to notionally reduce the Certificate
Balances of the Certificates pursuant to Section 3.10 of this Agreement) of all Certificates (other than the Class X-A,
Class X-B, Class X-D, Class X-E, Class X-F, Class X-G, Class X-NR and Class R Certificates), on an aggregate basis.


 


“Certification
Parties”: As defined in Section 10.05 of this Agreement.


 


“Certifying
Certificateholder”: A Certificateholder or Beneficial Owner of a Certificate that has provided the Trustee or the Certificate
Administrator, as applicable, with an executed Investor Certification.


 


“Certifying
Person”: As defined in Section 10.05 of this Agreement.


 


“Certifying
Servicer”: As defined in Section 10.07 of this Agreement.


 


“Class”:
With respect to the Certificates, all of the Certificates bearing the same alphabetical or alphanumeric class designation, and
with respect to the Lower-Tier Regular Interests, each interest set forth in the Preliminary Statement hereto.


 






    	-17-



    	 



    

 


“Class A Certificates”:
The Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates and the
Class A-SB Certificates.


 


“Class A-1
Certificate”: Any one of the Certificates executed and authenticated by the Certificate Administrator or the Authenticating
Agent in substantially the form set forth in Exhibit A-1 hereto.


 


“Class A-1 Component”:
The Class X-A Component having such designation.


 


“Class A-1
Pass-Through Rate”: A per annum fixed rate equal to 2.0102%.


 


“Class A-2
Certificate”: Any one of the Certificates executed and authenticated by the Certificate Administrator or the Authenticating
Agent in substantially the form set forth in Exhibit A-2 hereto.


 


“Class A-2 Component”:
The Class X-A Component having such designation.


 


“Class A-2
Pass-Through Rate”: A per annum fixed rate equal to 3.1567%.


 


“Class A-3
Certificate”: Any one of the Certificates executed and authenticated by the Certificate Administrator or the Authenticating
Agent in substantially the form set forth in Exhibit A-3 hereto.


 


“Class A-3 Component”:
The Class X-A Component having such designation.


 


“Class A-3
Pass-Through Rate”: A per annum fixed rate equal to 3.5438%.


 


“Class A-4
Certificate”: Any one of the Certificates executed and authenticated by the Certificate Administrator or the Authenticating
Agent in substantially the form set forth in Exhibit A-4 hereto.


 


“Class A-4 Component”:
The Class X-A Component having such designation.


 


“Class A-4
Pass-Through Rate”: A per annum fixed rate equal to 3.8079%.


 


“Class A-S
Certificate”: Any one of the Certificates executed and authenticated by the Certificate Administrator or the Authenticating
Agent in substantially the form of Exhibit A-11 hereto.


 


“Class A-S
Component”: The Class X-A Component having such designation.


 


“Class A-S
Pass-Through Rate”: A per annum rate equal to the lesser of 4.1742% and the WAC Rate.


 


“Class A-SB
Certificate”: Any one of the Certificates executed and authenticated by the Certificate Administrator or the Authenticating
Agent in substantially the form set forth in Exhibit A-5 hereto.


 


“Class A-SB
Component”: The Class X-A Component having such designation.


 






    	-18-



    	 



    

 


“Class A-SB
Pass-Through Rate”: A per annum fixed rate equal to 3.6167%.


 


“Class A-SB
Scheduled Principal Balance”: For any Distribution Date, the scheduled principal balance for such Distribution Date set
forth on Exhibit BB to this Agreement.


 


“Class B
Certificate”: Any one of the Certificates executed and authenticated by the Certificate Administrator or the Authenticating
Agent in substantially the form set forth in Exhibit A-12 hereto.


 


“Class B Component”:
The Class X-B Component having such designation.


 


“Class B
Pass-Through Rate”: A per annum rate equal to the WAC Rate minus 0.25%.


 


“Class C
Certificate”: Any one of the Certificates executed and authenticated by the Certificate Administrator or the Authenticating
Agent in substantially the form set forth in Exhibit A-13 hereto.


 


“Class C
Pass-Through Rate”: A per annum rate equal to the WAC Rate.


 


“Class D
Certificate”: Any one of the Certificates executed and authenticated by the Certificate Administrator or the Authenticating
Agent in substantially the form set forth in Exhibit A-14 hereto.


 


“Class D Component”:
The Class X-D Component having such designation.


 


“Class D Component
Pass-Through Rate”: For any Distribution Date, the Class X Strip Rate for the Class D Component.


 


“Class D
Pass-Through Rate”: A per annum rate equal to the WAC Rate minus 1.00%.


 


“Class E
Certificate”: Any one of the Certificates executed and authenticated by the Certificate Administrator or the Authenticating
Agent in substantially the form set forth in Exhibit A-16 hereto.


 


“Class E Component”:
The Class X-D Component having such designation.


 


“Class E Component
Pass-Through Rate”: For any Distribution Date, the Class X Strip Rate for the Class E Component.


 


“Class E
Pass-Through Rate”: A per annum rate equal to the WAC Rate minus 1.00%.


 


“Class F
Certificate”: Any one of the Certificates executed and authenticated by the Certificate Administrator or the Authenticating
Agent in substantially the form set forth in Exhibit A-17 hereto.


 






    	-19-



    	 



    

 


“Class F Component”:
The Class X-F Component having such designation.


 


“Class F
Pass-Through Rate”: A per annum rate equal to the lesser of 3.5000% and the WAC Rate.


 


“Class F
Transfer”: As defined in Section 6.09(h) of this Agreement.


 


“Class G
Certificate”: Any one of the Certificates executed and authenticated by the Certificate Administrator or the Authenticating
Agent in substantially the form set forth in Exhibit A-18 hereto.


 


“Class G Component”:
The Class X-G Component having such designation.


 


“Class G
Pass-Through Rate”: A per annum rate equal to the lesser of 3.5000% and the WAC Rate.


 


“Class NR
Certificate”: Any one of the Certificates executed and authenticated by the Certificate Administrator or the Authenticating
Agent in substantially the form set forth in Exhibit A-19 hereto.


 


“Class NR Component”:
The Class X-NR Component having such designation.


 


“Class NR
Pass-Through Rate”: A per annum rate equal to the lesser of 3.5000% and the WAC Rate.


 


“Class R
Certificate”: Any one of the Certificates executed and authenticated by the Certificate Administrator or the Authenticating
Agent in substantially the form set forth in Exhibit A-20 hereto. The Class R Certificates have no Pass-Through
Rate, Certificate Principal Balance or Notional Amount.


 


“Class X Certificates”:
The Class X-A, Class X-B, Class X-D, Class X-F, Class X-G and/or Class X-NR Certificates, as the context requires.


 


“Class X Strip
Rate”: With respect to each Component for any Distribution Date, a rate per annum equal to the excess, if any,
of (i) the WAC Rate for such Distribution Date, over (ii) the Pass-Through Rate for the Class of Corresponding Certificates.


 


“Class X-A
Certificate”: Any one of the Certificates executed and authenticated by the Certificate Administrator or the Authenticating
Agent in substantially the form set forth in Exhibit A-6 hereto.


 


“Class X-A Components”:
The Class A-1 Component, the Class A-2 Component, the Class A-3 Component, the Class A-4 Component, the Class A-SB Component and
the Class A-S Component.


 


“Class X-A
Notional Amount”: With respect to the Class X-A Certificates as of any date of determination, the aggregate of the
Component Notional Amounts of the Class X-A Components.


 






    	-20-



    	 



    

 


“Class X-A
Pass-Through Rate”: For any Distribution Date, the weighted average of Class X Strip Rates for the Class X-A Components
for such Distribution Date (weighted on the basis of the respective Component Notional Amounts of such Components outstanding immediately
prior to such Distribution Date).


 


“Class X-B
Certificate”: Any one of the Certificates executed and authenticated by the Certificate Administrator or the Authenticating
Agent in substantially the form set forth in Exhibit A-7 hereto.


 


“Class X-B Component”:
The Class B Component.


 


“Class X-B
Notional Amount”: With respect to the Class X-B Certificates as of any date of determination, the Component Notional
Amount of the Class X-B Component.


 


“Class X-B
Pass-Through Rate”: For any Distribution Date, a per annum rate equal to 0.25%.


 


“Class X-D
Certificate”: Any one of the Certificates executed and authenticated by the Certificate Administrator or the Authenticating
Agent in substantially the form set forth in Exhibit A-15 hereto.


 


“Class X-D Components”:
The Class D Component and the Class E Component.


 


“Class X-D
Notional Amount”: With respect to the Class X-D Certificates as of any date of determination, the aggregate of the
Component Notional Amounts of the Class X-D Components.


 


“Class X-F
Certificate”: Any one of the Certificates executed and authenticated by the Certificate Administrator or the Authenticating
Agent in substantially the form set forth in Exhibit A-8 hereto.


 


“Class X-F
Component”: The Class F Component.


 


“Class X-F
Notional Amount”: With respect to the Class X-F Certificates as of any date of determination, the Component Notional
Amount of the Class X-F Component.


 


“Class X-F
Pass-Through Rate”: For any Distribution Date, the Class X Strip Rate for the Class X-F Component for such
Distribution Date.


 


“Class X-G
Certificate”: Any one of the Certificates executed and authenticated by the Certificate Administrator or the Authenticating
Agent in substantially the form set forth in Exhibit A-9 hereto.


 


“Class X-G
Component”: The Class G Component.


 


“Class X-G
Notional Amount”: With respect to the Class X-G Certificates as of any date of determination, the Component Notional
Amount of the Class X-G Component.


 






    	-21-



    	 



    

 


“Class X-G
Pass-Through Rate”: For any Distribution Date, the Class X Strip Rate for the Class X-G Component for such
Distribution Date.


 


“Class X-NR
Certificate”: Any one of the Certificates executed and authenticated by the Certificate Administrator or the Authenticating
Agent in substantially the form set forth in Exhibit A-10 hereto.


 


“Class X-NR
Component”: The Class NR Component.


 


“Class X-NR
Notional Amount”: With respect to the Class X-NR Certificates as of any date of determination, the Component Notional
Amount of the Class X-NR Component.


 


“Class X-NR
Pass-Through Rate”: For any Distribution Date, the Class X Strip Rate for the Class X-NR Component for such
Distribution Date.


 


“Clearing Agency”:
An organization registered as a “clearing agency” pursuant to Section 17A of the Exchange Act. The initial Clearing
Agency shall be The Depository Trust Company.


 


“Clearstream”:
Clearstream Banking, société anonyme, and its successors in interest.


 


“Closing Date”:
November 25, 2015.


 


“Co-Lender Agreement”:
The Arizona Grand Resort & Spa Co-Lender Agreement.


 


“Code”:
The Internal Revenue Code of 1986, as amended from time to time, any successor statute thereto, and any temporary or final regulations
of the United States Department of the Treasury promulgated pursuant thereto.


 


“Collection
Account”: The account or accounts created and maintained by the Master Servicer pursuant to Section 3.05(a) of
this Agreement, which (subject to any changes in the identities of the Master Servicer or the Trustee) shall be entitled “Wells
Fargo Bank, National Association, as Master Servicer on behalf of Wilmington Trust, National Association, as Trustee, for the benefit
of the registered holders of CSAIL 2015-C4 Commercial Mortgage Trust, Commercial Mortgage Pass-Through Certificates, Series 2015-C4”
and which must be an Eligible Account.


 


“Collection
Period”: With respect to a Distribution Date and each Mortgage Loan, the period beginning on the day after the Due Date
(without regard to grace periods) in the month preceding the month in which such Distribution Date occurs (or, in the case
of the Distribution Date occurring in December 2015, beginning on the day after the Cut-Off Date) and ending on and including
the Due Date (without regard to grace periods) in the month in which such Distribution Date occurs.


 


“Column”:
Column Financial, Inc. a Delaware corporation, and its successors in interest.


 






    	-22-



    	 



    

 


“Column Loan
Purchase Agreement”: The mortgage loan purchase agreement, dated as of November 1, 2015, by and between Column and the
Depositor.


 


“Commission”:
The Securities and Exchange Commission.


 


“Companion Loan”:
The Arizona Grand Resort & Spa Companion Loan.


 


“Companion Loan
Holder”: The holder of a Companion Loan.


 


“Companion Loan
Holder Representative”: With respect to each Companion Loan that is part of a Serviced Whole Loan, the related “Non-Controlling
Note Holder Representative” (if and as defined in the related Co-Lender Agreement) or any representative appointed by the
related Companion Loan Holder in accordance with the related Co-Lender Agreement.


 


“Companion Loan
Rating Agency”: With respect to any Companion Loan, any rating agency that was engaged by a participant in the securitization
of such Companion Loan to assign a rating to the related Serviced Companion Loan Securities.


 


“Companion Loan
Rating Agency Confirmation”: With respect to any matter involving the servicing and administration of a Companion Loan
that is part of a Serviced Whole Loan or any related REO Property as to which any Serviced Companion Loan Securities exist (including,
but not limited to, the replacement of a Master Servicer or a Special Servicer), confirmation in writing (which may be in electronic
form) by each applicable Companion Loan Rating Agency that a proposed action, failure to act or other event so specified will not,
in and of itself, result in the downgrade, withdrawal or qualification of the then-current rating assigned to any class of such
Serviced Companion Loan Securities (if then rated by the Companion Loan Rating Agency); provided that upon receipt of a
written waiver or other acknowledgment from the Companion Loan Rating Agency indicating its decision not to review or declining
to review the matter for which the Companion Loan Rating Agency Confirmation is sought (such written notice, a “Companion
Loan Rating Agency Declination”), or as otherwise provided in Section 3.29 of this Agreement, the requirement
for the Companion Loan Rating Agency Confirmation from the applicable Companion Loan Rating Agency with respect to such matter
shall not apply.


 


“Companion Loan
Rating Agency Declination”: As defined in the definition of “Companion Loan Rating Agency Confirmation” in
this Agreement.


 


“Companion Loan
Securities”: Any commercial mortgage-backed securities that evidence an interest in or are secured by the assets of an
Other Securitization Trust, which assets include a Companion Loan (or a portion thereof or interest therein).


 


“Compensating
Interest Payments”: Any payment required to be made by the Master Servicer pursuant to Section 3.13 of this Agreement
to cover Prepayment Interest Shortfalls.


 


“Component”:
With respect to (a) the Class X-A Certificates, the Class A-1 Component, Class A-2 Component, Class A-3 Component, Class A-4
Component, Class A-SB Component and Class A-S Component; (b) the Class X-B Certificates, the Class B Component;


 






    	-23-



    	 



    

 


(c) the Class
X-D Certificates, the Class D Component and the Class E Component; (d) the Class X-F Certificates, the Class F Component; (e) the
Class X-G Certificates, the Class G Component and (f) the Class X-NR Certificates, the Class NR Component.


 


“Component Notional
Amount”: With respect to each Component and any date of determination, an amount equal to the Lower-Tier Principal Balance
of the Corresponding Lower-Tier Regular Interest for that Component.


 


“Condemnation
Proceeds”: All of the proceeds received in connection with the taking of all or a part of a Mortgaged Property or REO
Property (including with respect to any Non-Serviced Mortgage Loan) by exercise of the power of eminent domain or condemnation,
subject, however, to the rights of any tenants and ground lessors, as the case may be, and the terms of the related Mortgage. In
the case of any Non-Serviced Mortgage Loan, “Condemnation Proceeds” means any portion of such proceeds received by
the Trust in connection with the related Non-Serviced Mortgage Loan, pursuant to the allocations set forth in the related Co-Lender
Agreement.


 


“Confidential
Information”: With respect to each of the Depositor, the Master Servicer, the Special Servicer, the Operating Advisor,
the Certificate Administrator and the Trustee, all material non-public information obtained in the course of and as a result of
such Person’s performance of its duties under this Pooling and Servicing Agreement with respect to any Mortgage Loan (or
Serviced Whole Loan), any Mortgagor and any Mortgaged Property, unless such information (i) was already in the possession of such
Person prior to being disclosed to such Person, (ii) is or becomes available to such Person from a source other than its activities
as the Depositor, the Master Servicer, the Special Servicer, the Operating Advisor, the Certificate Administrator or the Trustee,
as applicable, or (iii) is or becomes generally available to the public other than as a result of a disclosure by the Master Servicer
Servicing Personnel, the Special Servicer Servicing Personnel, the Operating Advisor Surveillance Personnel, the Certificate Administrator
Personnel or the Trustee Personnel.


 


“Consent Fees”:
With respect to any Mortgage Loan (other than a Non-Serviced Mortgage Loan) or Serviced Whole Loan, if applicable, any and all
fees actually paid by a Mortgagor with respect to any consent or approval required pursuant to the terms of the related Loan (or
Serviced Whole Loan, if applicable) Documents that does not involve a modification evidenced by a signed writing, assumption, extension,
waiver or amendment of the terms of the related Mortgage Loan (or Serviced Whole Loan) Documents.


 


“Consultation
Termination Event”: The event that (i) occurs for so long as no Class of Control Eligible Certificates has a Certificate
Principal Balance (without regard to the application of any Appraisal Reduction Amounts) at least equal to 25% of the initial Certificate
Principal Balance of such Class or (ii) shall be deemed to occur pursuant to Section 6.09(d) or Section 6.09(h)
of this Agreement. With respect to Excluded Loans, a Consultation Termination Event shall be deemed to exist.


 


“Control Eligible
Certificates”: Any of the Class F, Class G and Class NR Certificates.


 






    	-24-



    	 



    

 


“Control Termination
Event”: The event that (i) occurs for so long as no Class of Control Eligible Certificates has a Certificate Principal
Balance (as notionally reduced by any Appraisal Reduction Amounts allocable to such Class in accordance with Section 3.10(a)
of this Agreement) at least equal to 25% of the initial Certificate Principal Balance of such Class or (ii) shall be deemed
to occur pursuant to Section 6.09(d) or Section 6.09(h) of this Agreement. With respect to Excluded Loans, a Control
Termination Event shall be deemed to exist.


 


“Controlling
Class”: As of any time of determination, the most subordinate Class of Control Eligible Certificates then-outstanding
that has a Certificate Principal Balance (as notionally reduced by any Appraisal Reduction Amounts allocable to such Class in accordance
with Section 3.10(a) of this Agreement) at least equal to 25% of the initial Certificate Principal Balance of such Class
or, if no Class of Control Eligible Certificates meets the preceding requirement, the Class F Certificates. The Controlling
Class as of the Closing Date will be the Class NR Certificates.


 


“Controlling
Class Certificateholder”: Each Holder (or Beneficial Owner, if applicable) of a Certificate of the Controlling Class
as determined by the Certificate Administrator from time to time.


 


“Controlling
Class Representative”: The Controlling Class Certificateholder (or other representative) selected by at least
a majority of the Controlling Class Certificateholders, by Certificate Principal Balance, as identified by notice to the Certificate
Registrar by the applicable Controlling Class Certificateholders from time to time, with notice of such selection delivered
to the Special Servicer, the Master Servicer, the Trustee, the Certificate Administrator and the Operating Advisor; provided
that, (i) absent such selection, or (ii) until a Controlling Class Representative is so selected, or (iii) upon
receipt of notice from the Controlling Class Certificateholders that own Certificates representing more than 50% of the Certificate
Principal Balance of the Controlling Class that a Controlling Class Representative is no longer so designated, the Controlling
Class Representative shall be the Controlling Class Certificateholder that owns Certificates representing the largest portion
of the Certificate Principal Balance of the Controlling Class as identified to the Certificate Registrar. None of the consent or
consultation rights of the Controlling Class Representative will apply with respect to an Excluded Loan.


 


The initial Controlling
Class Representative on the Closing Date shall be Eightfold Real Estate Capital, L.P., and the Certificate Registrar and the
other parties to this Agreement shall be entitled to assume Eightfold Real Estate Capital, L.P. or any successor Controlling Class
Representative selected thereby is the Controlling Class Representative appointed by the Holder (or Beneficial Owner) of at least
a majority of the applicable Class of Control Eligible Certificates, until the Certificate Registrar receives (a) written
notice of a replacement Controlling Class Representative or (b) written notice that the Holder (or Beneficial Owner) of a
majority of the applicable Class of Control Eligible Certificates is no longer the Holder (or Beneficial Owner) of a majority of
the applicable Control Eligible Certificates due to a transfer of those Certificates (or a beneficial ownership interest in those
Certificates).


 


“Corporate Trust
Office”: The office of the Trustee or the Certificate Administrator, at which at any particular time its respective corporate
trust business shall be principally administered. At the date of this Agreement, the corporate trust office of (i) the


 






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Trustee
is located at 1100 North Market Street, Wilmington, Delaware 19890, Attention: CMBS Trustee — CSAIL 2015-C4, or the principal
trust office of any successor trustee qualified and appointed pursuant to this Agreement, (ii) the Certificate Administrator is
located at 9062 Old Annapolis Road, Columbia, Maryland 21045, Attention: Corporate Trust Services CSAIL 2015-C4, and (iii) the
Certificate Administrator is located for certificate transfer purposes, Sixth Street and Marquette Avenue, Minneapolis, Minnesota
55479-0113, Attention: CSAIL 2015-C4.


 


“Corrected Mortgage
Loan”: Any Mortgage Loan (other than a Non-Serviced Mortgage Loan) or Serviced Whole Loan that had been a Specially Serviced
Loan but has ceased to be such in accordance with the definition of “Specially Serviced Loan” (other than by reason
of a Liquidation Event occurring in respect of such Mortgage Loan or Serviced Whole Loan or a related Mortgaged Property becoming
an REO Property).


 


“Corresponding
Certificates”: As identified in the Preliminary Statement with respect to any Lower-Tier Regular Interest or Component.


 


“Corresponding
Component”: As identified in the Preliminary Statement with respect to any Class of Regular Certificates or Lower-Tier
Regular Interest.


 


“Corresponding
Lower-Tier Regular Interest”: As identified in the Preliminary Statement with respect to any Class of Regular Certificates
or Component.


 


“CREFC®”:
CRE Finance Council, formerly known as Commercial Mortgage Securities Association, or any association or organization that is a
successor thereto. If neither such association nor any successor remains in existence, “CREFC®” shall
be deemed to refer to such other association or organization as may exist whose principal membership consists of servicers, trustees,
certificateholders, issuers, placement agents and underwriters generally involved in the commercial mortgage loan securitization
industry, which is the principal such association or organization in the commercial mortgage loan securitization industry and whose
principal purpose is the establishment of industry standards for reporting transaction-specific information relating to commercial
mortgage pass-through certificates and commercial mortgage-backed bonds and the commercial mortgage loans and foreclosed properties
underlying or backing them to investors holding or owning such certificates or bonds, and any successor to such other association
or organization. If an organization or association described in one of the preceding sentences of this definition does not exist,
“CREFC®” shall be deemed to refer to such other association or organization as shall be selected by
the Master Servicer and reasonably acceptable to the Certificate Administrator, the Special Servicer and, for so long as no Control
Termination Event has occurred and is continuing, the Controlling Class Representative.


 


“CREFC®
Advance Recovery Report”: A monthly report substantially in the form of, and containing the information called for in,
the downloadable form of the “Advance Recovery Report” available as of the Closing Date on the CREFC®
Website, or such other form for the presentation of such information and containing such additional information as may from time
to time be approved by the CREFC® for commercial mortgage securities transactions generally.


 






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“CREFC®
Appraisal Reduction Template”: A report substantially in the form of, and containing the information called for in, the
downloadable form of the “Appraisal Reduction Template” available as of the Closing Date on the CREFC®
Website, or such other form for the presentation of such information and containing such additional information as may from time
to time be approved by the CREFC® for commercial mortgage securities transactions generally.


 


“CREFC®
Assumption Modification Posting Instructions Template”: A report substantially in the form of, and containing the information
called for in, the downloadable form of the “Assumption Modification Posting Instructions Template” available as of
the Closing Date on the CREFC® Website, or such other form for the presentation of such information and containing
such additional information as may from time to time be approved by the CREFC® for commercial mortgage securities
transactions generally.


 


“CREFC®
Bond Level File”: The data file in the “CREFC® Bond Level File” format substantially in the
form of and containing the information called for therein, or such other form for the presentation of such information as may be
approved from time to time by the CREFC® for commercial mortgage securities transactions generally.


 


“CREFC®
Capitalized Amounts/Non-Recoverable Trust Expense Template”: A report substantially in the form of, and containing the
information called for in, the downloadable form of the “Capitalized Amounts/Non-Recoverable Trust Expense Template”
available as of the Closing Date on the CREFC® Website, or such other form for the presentation of such information
and containing such additional information as may from time to time be approved by the CREFC® for commercial mortgage
securities transactions generally.


 


“CREFC®
Collateral Summary File”: The data file in the “CREFC® Collateral Summary File” format substantially
in the form of and containing the information called for therein, or such other form for the presentation of such information as
may be approved from time to time by the CREFC® for commercial mortgage securities transactions generally.


 


“CREFC®
Comparative Financial Status Report”: The monthly report in “Comparative Financial Status Report” format
substantially in the form of and containing the information called for therein for the Mortgage Loans, or such other form for the
presentation of such information as may be approved from time to time by the CREFC® for commercial mortgage securities
transactions generally.


 


“CREFC®
Delinquent Loan Status Report”: A report substantially in the form of, and containing the information called for in,
the downloadable form of the “Delinquent Loan Status Report” available as of the Closing Date on the CREFC®
Website, or no later than 90 days after its adoption, such other form for the presentation of such information and containing
such additional information as may from time to time be approved by the CREFC® for commercial mortgage securities
transactions generally.


 


“CREFC®
Financial File”: The data file in the “CREFC® Financial File” format substantially in the
form of and containing the information called for therein for the Mortgage Loans, or such other form for the presentation of such
information as may be approved from time to time by the CREFC® for commercial mortgage securities transactions generally.


 






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“CREFC®
Historical Bond/Collateral Realized Loss Reconciliation Template”: A report substantially in the form of, and containing
the information called for in, the downloadable form of the “Historical Bond/Collateral Realized Loss Reconciliation Template”
available as of the Closing Date on the CREFC® Website, or such other form for the presentation of such information
and containing such additional information as may from time to time be approved by the CREFC® for commercial mortgage
securities transactions generally.


 


“CREFC®
Historical Liquidation Loss Template”: A report substantially in the form of, and containing the information called for
in, the downloadable form of the “Historical Liquidation Loss Template” available as of the Closing Date on the CREFC®
Website, or such other form for the presentation of such information and containing such additional information as may from time
to time be approved by the CREFC® for commercial mortgage securities transactions generally.


 


“CREFC®
Historical Loan Modification/Forbearance and Corrected Mortgage Loan Report”: The monthly report in the “Historical
Loan Modification/Forbearance and Corrected Mortgage Loan Report” format substantially in the form of and containing the
information called for therein for the Mortgage Loans, or such other form for the presentation of such information as may be approved
from time to time by the CREFC® for commercial mortgage securities transactions generally.


 


“CREFC®
Intellectual Property Royalty License Fee”: With respect to each Mortgage Loan (including any REO Mortgage Loan) and
for any Distribution Date, an amount accrued during the related Interest Accrual Period at the CREFC® Intellectual
Property Royalty License Fee Rate on, in the case of the initial Distribution Date, the Cut-Off Date Principal Balance of such
Mortgage Loan and, in the case of any subsequent Distribution Date, the Stated Principal Balance of such Mortgage Loan as of the
close of business on the Distribution Date in such Interest Accrual Period; provided that such amounts shall be computed
for the same period and on the same interest accrual basis respecting which any related interest payment due or deemed due on the
related Mortgage Loan is computed and shall be prorated for partial periods. For the avoidance of doubt, the CREFC®
Intellectual Property Royalty License Fee shall be payable from the Lower-Tier REMIC.


 


“CREFC®
Intellectual Property Royalty License Fee Rate”: With respect to each Mortgage Loan, a rate equal to 0.0005% per annum.


 


“CREFC®
Interest Shortfall Reconciliation Template”: A report substantially in the form of, and containing the information called
for in, the downloadable form of the “Interest Shortfall Reconciliation Template” available as of the Closing Date
on the CREFC® Website, or such other form for the presentation of such information and containing such additional
information as may from time to time be approved by the CREFC® for commercial mortgage securities transactions generally.


 


“CREFC®
Investor Reporting Package (IRP)”: Collectively:


 


(a)          
the following seven electronic files (and any other files as may be, or have been, adopted and promulgated by CREFC®
as part of the CREFC® Investor Reporting


 


 



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Package (IRP) from time to time): (i) CREFC® Loan Setup
File, (ii) CREFC® Loan Periodic Update File, (iii) CREFC® Property File, (iv) CREFC®
Bond Level File, (v) CREFC® Financial File, (vi) CREFC® Collateral Summary File and (vii) CREFC®
Special Servicer Loan File;


 


(b)           the following ten supplemental reports (and any other reports as may be, or have been, adopted and promulgated by CREFC®
as part of the CREFC® Investor Reporting Package (IRP) from time to time): (i) CREFC® Delinquent
Loan Status Report, (ii) CREFC® Historical Loan Modification/Forbearance and Corrected Mortgage Loan Report,
(iii) CREFC® REO Status Report, (iv) CREFC® Operating Statement Analysis Report, (v) CREFC®
Comparative Financial Status Report, (vi) CREFC® Servicer Watchlist/Portfolio Review Guidelines, (vii) CREFC®
Loan Level Reserve/LOC Report, (viii) CREFC® NOI Adjustment Worksheet, (ix) CREFC® Advance
Recovery Report, and (x) CREFC® Total Loan Report;


 


(c)          
the following fifteen templates (and any other templates as may be, or have been, adopted and promulgated by CREFC®
as part of the CREFC® Investor Reporting Package (IRP) from time to time): (i) CREFC® Appraisal Reduction
Template, (ii) CREFC® Servicer Realized Loss Template, (iii) CREFC® Reconciliation of Funds Template,
(iv) CREFC® Historical Bond/Collateral Realized Loss Reconciliation Template, (v) CREFC® Historical
Liquidation Loss Template, (vi) CREFC® Interest Shortfall Reconciliation Template, (vii) CREFC® Servicer
Remittance to Certificate Administrator Template, (viii) CREFC® Significant Insurance Event Template, (ix) CREFC®
Loan Modification Report Template, (x) CREFC® Loan Liquidation Report Template, (xi) CREFC®
REO Liquidation Report Template, (xii) CREFC® Payment Posting Instructions Template, (xiii) CREFC®
Modification Posting Instructions Template, (xiv) CREFC® Assumption Modification Posting Instructions Template,
and (xv) CREFC® Capitalized Amounts/Non-Recoverable Trust Expense Template; and


 


(d)         
such other reports and data files as CREFC® may designate, or has designated, as part of the “CREFC®
Investor Reporting Package (CREFC® IRP)” from time to time.


 


“CREFC®
License Agreement”: The License Agreement, in the form set forth on the website of CREFC® on the Closing
Date, relating to the use of the CREFC® trademarks and trade names.


 


“CREFC®
Loan Level Reserve/LOC Report”: The monthly report in the “CREFC® Loan Level Reserve/LOC Report”
format substantially in the form of and containing the information called for therein for the Mortgage Loans, or such other form
for the presentation of such information as may be approved from time to time by the CREFC® for commercial mortgage
securities transactions generally.


 


“CREFC®
Loan Liquidation Report Template”: A report substantially in the form of, and containing the information called for in,
the downloadable form of the “Loan Liquidation Report Template” available as of the Closing Date on the CREFC®
Website, or such other form for the presentation of such information and containing such additional information as may from


 






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time
to time be approved by the CREFC® for commercial mortgage securities transactions generally.


 


“CREFC®
Loan Modification Report Template”: A report substantially in the form of, and containing the information called for
in, the downloadable form of the “Loan Modification Report Template” available as of the Closing Date on the CREFC®
Website, or such other form for the presentation of such information and containing such additional information as may from time
to time be approved by the CREFC® for commercial mortgage securities transactions generally.


 


“CREFC®
Loan Periodic Update File”: The data file in the “CREFC® Loan Periodic Update File” format
substantially in the form of and containing the information called for therein for the Mortgage Loans, or such other form for the
presentation of such information as may be approved from time to time by the CREFC® for commercial mortgage securities
transactions generally.


 


“CREFC®
Loan Setup File”: The data file in the “CREFC® Loan Setup File” format substantially in the
form of and containing the information called for therein for the Mortgage Loans, or such other form for the presentation of such
information as may be approved from time to time by the CREFC® for commercial mortgage securities transactions generally.


 


“CREFC®
Modification Posting Instructions Template”: A report substantially in the form of, and containing the information called
for in, the downloadable form of the “Modification Posting Instructions Template” available as of the Closing Date
on the CREFC® Website, or such other form for the presentation of such information and containing such additional
information as may from time to time be approved by the CREFC® for commercial mortgage securities transactions generally.


 


“CREFC®
NOI Adjustment Worksheet”: The worksheet in the “NOI Adjustment Worksheet” format substantially in the form
of and containing the information called for therein for the Mortgage Loans, or such other form for the presentation of such information
as may be approved from time to time by the CREFC® for commercial mortgage securities transactions generally.


 


“CREFC®
Operating Statement Analysis Report”: The monthly report in the “Operating Statement Analysis Report” format
substantially in the form of and containing the information called for therein for the Mortgage Loans, or such other form for the
presentation of such information as may be approved from time to time by the CREFC® for commercial mortgage securities
transactions generally.


 


“CREFC®
Payment Posting Instructions Template”: A report substantially in the form of, and containing the information called
for in, the downloadable form of the “Payment Posting Instructions Template” available as of the Closing Date on the
CREFC® Website, or such other form for the presentation of such information and containing such additional information
as may from time to time be approved by the CREFC® for commercial mortgage securities transactions generally.


 






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“CREFC®
Property File”: The data file in the “CREFC® Property File” format substantially in the form
of and containing the information called for therein for the Mortgage Loans, or such other form for the presentation of such information
as may be approved from time to time by the CREFC® for commercial mortgage securities transactions generally.


 


“CREFC®
Reconciliation of Funds Template”: A report substantially in the form of, and containing the information called for in,
the downloadable form of the “Reconciliation of Funds Template” available as of the Closing Date on the CREFC®
Website, or such other form for the presentation of such information and containing such additional information as may from time
to time be approved by the CREFC® for commercial mortgage securities transactions generally.


 


“CREFC®
REO Liquidation Report Template”: A report substantially in the form of, and containing the information called for in,
the downloadable form of the “REO Liquidation Report Template” available as of the Closing Date on the CREFC®
Website, or such other form for the presentation of such information and containing such additional information as may from time
to time be approved by the CREFC® for commercial mortgage securities transactions generally.


 


“CREFC®
REO Status Report”: The report in the “REO Status Report” format substantially in the form of and containing
the information called for therein for the Mortgage Loans, or such other form for the presentation of such information as may be
approved from time to time by the CREFC® for commercial mortgage securities transactions generally.


 


“CREFC®
Servicer Realized Loss Template”: A report substantially in the form of, and containing the information called for in,
the downloadable form of the “Servicer Realized Loss Template” available as of the Closing Date on the CREFC®
Website, or such other form for the presentation of such information and containing such additional information as may from time
to time be approved by the CREFC® for commercial mortgage securities transactions generally.


 


“CREFC®
Servicer Remittance to Certificate Administrator Template”: A report substantially in the form of, and containing the
information called for in, the downloadable form of the “Interest Servicer Remittance to Certificate Administrator Template”
available as of the Closing Date on the CREFC® Website, or such other form for the presentation of such information
and containing such additional information as may from time to time be approved by the CREFC® for commercial mortgage
securities transactions generally.


 


“CREFC®
Servicer Watch List/Portfolio Review Guidelines”: As of each Determination Date a report, including and identifying each
non-Specially Serviced Loan satisfying the “CREFC® Portfolio Review Guidelines” approved from time to
time by the CREFC® in the “CREFC® Servicer Watch List” format substantially in the form
of and containing the information called for therein for the Mortgage Loans, or such other form (including other portfolio review
guidelines) for the presentation of such information as may be approved from time to time by the CREFC® for
commercial mortgage securities transactions generally.


 






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“CREFC®
Significant Insurance Event Template”: A report substantially in the form of, and containing the information called for
in, the downloadable form of the “Interest Significant Insurance Event Template” available as of the Closing Date on
the CREFC® Website, or such other form for the presentation of such information and containing such additional information
as may from time to time be approved by the CREFC® for commercial mortgage securities transactions generally.


 


“CREFC®
Special Servicer Loan File”: The data file in the “CREFC® Special Servicer Loan File” format
substantially in the form of and containing the information called for therein for the Mortgage Loans, or such other form for the
presentation of such information as may be approved from time to time by the CREFC® for commercial mortgage securities
transactions generally.


 


“CREFC®
Total Loan Report”: The report in the “Total Loan Report” format substantially in the form of and containing
the information called for therein for the Mortgage Loans, or such other form for the presentation of such information as may be
approved from time to time by the CREFC® for commercial mortgage securities transactions generally.


 


“CREFC®
Website”: The CREFC®’s Website located at “www.crefc.org” or such other primary website
as the CREFC® may establish for dissemination of its report forms.


 


“Cross-Over
Date”: The Distribution Date on which the Certificate Principal Balance of each Class of Principal Balance Certificates
(other than the Class A Certificates) is (or will be) reduced to zero due to the application of Realized Losses.


 


“Crossed Mortgage
Loan Group”: With respect to (i) any Mortgage Loan that consists of more than one commercial mortgage loan, the underlying
group of loans that are cross-collateralized and cross-defaulted with each other and (ii) any two or more individual Mortgage Loans
that are cross-collateralized and cross-defaulted with each other, such cross-collateralized and cross-defaulted Mortgage Loans.
There are no Crossed Mortgage Loan Groups relating to the Trust.


 


“Crossed Underlying
Loan”: With respect to any Crossed Mortgage Loan Group, (i) a Mortgage Loan that is cross-collateralized and cross-defaulted
with one or more other Mortgage Loans within such Crossed Mortgage Loan Group or (ii) a Mortgage Loan that is cross-collateralized
and cross-defaulted with one or more other Mortgage Loans within such Crossed Mortgage Loan Group. There are no Crossed Underlying
Loans relating to the Trust.


 


“Crossed Underlying
Loan Repurchase Criteria”: With respect to any Crossed Mortgage Loan Group as to which one or more (but not all) of the
Crossed Underlying Loans therein are affected by a Defect or a Breach (the Crossed Underlying Loan(s) in such Crossed Mortgage
Loan Group affected by such Defect or Breach, for purposes of this definition, the “affected Crossed Underlying Loans”
and the other Crossed Underlying Loan(s) in such Crossed Mortgage Loan Group, for purposes of this definition, the “remaining
Crossed Underlying Loans”) (i) the weighted average Debt Service Coverage Ratio for all the remaining Crossed Underlying
Loans for the four most recently reported calendar quarters preceding the repurchase or substitution shall not be less than the
greater of (a) the weighted average Debt Service


 






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Coverage Ratio for the entire such Crossed Mortgage Loan Group, including the
affected Crossed Underlying Loan(s), for the four most recently reported calendar quarters preceding the repurchase or substitution,
and (b) 1.25x, (ii) the weighted average LTV Ratio for all the remaining Crossed Underlying Loans determined at the time of repurchase
or substitution based upon an Appraisal obtained by the Special Servicer at the expense of the related Mortgage Loan Seller shall
not be greater than the least of (a) the weighted average LTV Ratio for the entire such Crossed Mortgage Loan Group, including
the affected Crossed Underlying Loan(s), determined at the time of repurchase or substitution based upon an Appraisal obtained
by the Special Servicer at the expense of the related Mortgage Loan Seller, (b) the weighted average LTV Ratio for the entire such
Crossed Mortgage Loan Group, including the affected Crossed Underlying Loan(s), as of the Cut-off Date and (c) 75%, (iii) the related
Mortgage Loan Seller, at its expense, shall have furnished the Trustee and the Certificate Administrator with an Opinion of Counsel
that any modification relating to the repurchase or substitution of a Crossed Underlying Loan shall not cause an Adverse REMIC
Event, (iv) the related Mortgage Loan Seller causes the affected Crossed Underlying Loan to become not cross-collateralized and
cross-defaulted with the remaining related Crossed Underlying Loans prior to such repurchase or substitution or otherwise forbears
from exercising enforcement rights against the Primary Collateral for any Crossed Underlying Loan(s) remaining in the Trust Fund
(while the Trust forbears from exercising enforcement rights against the Primary Collateral for the Mortgage Loan removed from
the Trust Fund) and (v) (other than with respect to any Excluded Loan) unless a Control Event has occurred and is continuing, the
Directing Certificateholder shall have consented to the repurchase or substitution of the affected Crossed Underlying Loan, which
consent shall not be unreasonably withheld, conditioned or delayed.


 


“CSAIL 2015-C3
Pooling and Servicing Agreement”: The pooling and servicing agreement, dated as of August 1, 2015, between Credit Suisse
First Boston Mortgage Securities Corp., as depositor, Midland Loan Services, a Division of PNC Bank, National Association, as master
servicer, Rialto Capital Advisors, LLC, as special servicer, Wells Fargo Bank, National Association, as certificate administrator,
Wells Fargo Bank, National Association, as trustee, and Pentalpha Surveillance LLC, as operating advisor, entered into in connection
with the issuance of the Commercial Mortgage Pass-Through Certificates, Series 2015-C3.


 


“Custodial Agreement”:
The custodial agreement, if any, from time to time in effect between the Custodian named therein and the Certificate Administrator,
as the same may be amended or modified from time to time in accordance with the terms thereof. For avoidance of doubt, as of the
Closing Date, the Custodian is the Certificate Administrator.


 


“Custodian”:
Any Custodian appointed pursuant to Section 5.10 of this Agreement and, unless the Certificate Administrator is Custodian,
named pursuant to any Custodial Agreement. The Custodian may (but need not) be the Certificate Administrator or the Master
Servicer or any Affiliate or agent of the Certificate Administrator or the Master Servicer, but may not be the Depositor or any
Affiliate thereof.


 


“Cut-Off Date”:
With respect to each Mortgage Loan, the Due Date in November 2015 for that Mortgage Loan (or, in the case of any Mortgage Loan
that has its first due date in December 2015, the date that would have been its Due Date in November 2015 under the terms of that
Mortgage Loan if a Monthly Payment were scheduled to be due in that month).


 






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“Cut-Off Date
Principal Balance”: With respect to any Mortgage Loan, the outstanding principal balance of such Mortgage Loan as of
the Cut-Off Date, after application of all payments of principal due on or before such date, whether or not received.


 


“DBRS”:
DBRS, Inc. and its successors in interest. If neither DBRS nor any successor remains in existence, “DBRS” shall be
deemed to refer to such other nationally recognized statistical rating agency or other comparable Person reasonably designated
by the Depositor, notice of which designation shall be given to the Trustee, the Certificate Administrator, the Master Servicer
and the Special Servicer and specific ratings of DBRS herein referenced shall be deemed to refer to the equivalent ratings (as
reasonably determined by the Depositor) of the party so designated.


 


“Debt Service
Coverage Ratio”: With respect to any Mortgage Loan (or Serviced Whole Loan, if applicable), for any twelve-month period
covered by an annual operating statement for the related Mortgaged Property, the ratio of (i) Net Operating Income produced
by the related Mortgaged Property during such period to (ii) the aggregate amount of Monthly Payments (other than any Balloon
Payment) due under such Mortgage Loan (or Serviced Whole Loan, if applicable) during such period; provided that with respect
to the Mortgage Loans (and with respect to any Serviced Whole Loan that includes a Mortgage Loan) identified on the Mortgage Loan
Schedule as paying interest only for a specified period of time set forth in the related Mortgage Loan Documents and then paying
principal and interest, the related Monthly Payment will be calculated (for purposes of this definition only) to include interest
and principal (based on the remaining amortization term indicated in the Mortgage Loan Schedule).


 


“Default”:
An event of default under the Mortgage Loan (or Serviced Whole Loan, if applicable) or an event which, with the passage of time
or the giving of notice, or both, would constitute an event of default under the Mortgage Loan (or Serviced Whole Loan, if applicable).


 


“Default Interest”:
With respect to any Mortgage Loan or Companion Loan, all interest accrued in respect of such Mortgage Loan or Companion Loan as
provided in the related Note(s) or Mortgage as a result of a default (exclusive of late payment charges) that is in excess
of interest at the related Mortgage Loan Rate.


 


“Default Rate”:
With respect to each Mortgage Loan or Companion Loan, the per annum rate at which interest accrues on such Mortgage Loan
or Companion Loan, as the case may be, following any event of default on such Mortgage Loan or Companion Loan, as the case may
be, including a default in the payment of a Monthly Payment or a Balloon Payment.


 


“Defaulted Mortgage
Loan”: A Mortgage Loan or Serviced Whole Loan (i) that is delinquent at least sixty days in respect of its Monthly
Payments or delinquent in respect of its Balloon Payment, if any, in either case such delinquency to be determined without giving
effect to any grace period permitted by the related Mortgage or Note(s) and without regard to any acceleration of payments under
the related Mortgage and Note(s) or (ii) as to which the Master Servicer or Special Servicer has, by written notice to the
related Mortgagor, accelerated the maturity of the indebtedness evidenced by the related Note(s).


 






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“Defaulted Serviced
Whole Loan”: Any Serviced Whole Loan that is a Defaulted Mortgage Loan.


 


“Defeasance
Loan”: Those Mortgage Loans which provide the related Mortgagor with the option to defease the related Mortgaged Property.


 


“Deficient Exchange
Act Deliverable”: With respect to the Master Servicer, the Special Servicer, the Operating Advisor, the Certificate Administrator,
the Custodian, the Trustee and each Servicing Function Participant and Additional Servicer retained by it (other than a Mortgage
Loan Seller Sub-Servicer), any item (x) regarding such party, (y) prepared by such party or any registered public accounting firm,
attorney or other agent retained by such party to prepare such item and (z) delivered by or on behalf of such party pursuant to
the delivery requirements under Article X of this Agreement that does not conform to the applicable reporting requirements
under the Securities Act, the Exchange Act, the Sarbanes-Oxley Act and the rules and regulations promulgated thereunder.


 


“Definitive
Certificate”: Any Certificate in fully registered certificated form without interest coupons.


 


“Depositor”:
Credit Suisse First Boston Mortgage Securities Corp., a Delaware corporation, and its successors and assigns.


 


“Depository”:
The Depository Trust Company or a successor appointed by the Certificate Registrar (which appointment shall be at the direction
of the Depositor if the Depositor is legally able to do so).


 


“Depository
Participant”: A Person for whom, from time to time, the Depository effects book-entry transfers and pledges of securities
deposited with the Depository.


 


“Designated
Servicing Documents”: With respect to any Mortgage Loan or Serviced Whole Loan, collectively the following documents:


 


(1)          
(A) a copy of the executed Note(s) for such Mortgage Loan (or, alternatively, if the original executed Note(s) have
been lost, a copy of a lost note affidavit and indemnity with a copy of such Note(s)), and (B) in the case of a Serviced Whole
Loan, a copy of the executed Note(s) for the related Companion Loan;


 


(2)          
a copy of the related Loan Agreement, if any;


 


(3)          
a copy of the Mortgage;


 


(4)          
a copy of the lock box agreement or cash management agreement, if any, relating to such Mortgage Loan or Serviced Whole
Loan, if any;


 


(5)           any pre-funding insurance review documentation and insurance certificates (for insurance policies other than title insurance
policy and environmental policy) or a marked up commitment therefor;


 






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(6)          
a copy of any related title insurance policy or a marked up commitment therefor;


 


(7)          
a copy of any environmental insurance policy or a marked up commitment therefor;


 


(8)          
legal description of the related Mortgaged Property;


 


(9)         
a copy of the related escrow agreement and the related security agreement (in each case, if such item is a document separate
from the Loan Agreement and the Mortgage);


 


(10)        
a copy of the agreement governing post-closing obligations (if such item is a document separate from the Loan Agreement
and the Mortgage), if any;


 


(11)        
a copy of the closing statement and/or sources and uses statement;


 


(12)        
the related Mortgage Loan Seller’s asset summary, if any (provided that the delivery of such item shall not
result in any liability to the related Mortgage Loan Seller);


 


(13)        
the related Mortgagor tax ID;


 


(14)        
a PIP Schedule (if such item is a document separate from the Loan Agreement and the Mortgage), if any;


 


(15)        
a copy of an approved operating budget, if applicable;


 


(16)        
a copy of the related Ground Lease relating to such Mortgage Loan, if any; and


 


(17)        
in the case of a Serviced Whole Loan, a copy of the related Co-Lender Agreement.


 


“Determination
Date”: With respect to any Distribution Date, the eleventh day of the calendar month of the related Distribution Date
or, if the eleventh day is not a Business Day, the next Business Day, commencing in December 2015.


 


“Directly Operate”:
With respect to any REO Property, the furnishing or rendering of services to the tenants thereof that are not customarily provided
to tenants in connection with the rental of space “for occupancy only” within the meaning of Treasury Regulations Section 1.512(b)-1(c)(5),
the management or operation of such REO Property, the holding of such REO Property primarily for sale to customers in the ordinary
course of a trade or business or any use of such REO Property in a trade or business conducted by the Trust Fund, or the performance
of any construction work on the REO Property (other than the completion of a building or improvement, where more than 10% of the
construction of such building or improvement was completed before default became imminent), other than through an Independent Contractor;
provided, however, that the Special Servicer, on behalf of the Trust


 






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Fund, shall not be considered to Directly Operate
an REO Property solely because the Special Servicer, on behalf of the Trust Fund, establishes rental terms, chooses tenants, enters
into or renews leases, deals with taxes and insurance, or makes decisions as to repairs or capital expenditures with respect to
such REO Property or takes other actions consistent with Treasury Regulations Section 1.856-4(b)(5)(ii).


 


“Disclosable
Special Servicer Fees”: With respect to any Mortgage Loan (other than a Non-Serviced Mortgage Loan), Serviced Whole Loan
or REO Property (other than any interest in any REO Property acquired with respect to any Non-Serviced Whole Loan), for which it
is the Special Servicer, any compensation and other remuneration (including, without limitation, in the form of commissions, brokerage
fees and rebates) received or retained by the Special Servicer or any of its Affiliates that is paid by any Person (including,
without limitation, the Trust, any Mortgagor, any Manager, any guarantor or indemnitor in respect of any such Mortgage Loan or
Serviced Whole Loan and any purchaser of any Mortgage Loan, Companion Loan or REO Property) in connection with the disposition,
workout or foreclosure of any such Mortgage Loan (or Serviced Whole Loan, if applicable), the management or disposition of any
such REO Property, and the performance by the Special Servicer or any such Affiliate of any other special servicing duties under
this Agreement with respect to which it is the Special Servicer other than (1) any compensation to which the Special Servicer is
entitled under this Agreement and (2) any Permitted Special Servicer/Affiliate Fees.


 


“Disqualified
Non-U.S. Tax Person”: With respect to a Class R Certificate, any Non-U.S. Tax Person or agent thereof other than (i) a
Non-U.S. Tax Person that holds the Class R Certificate in connection with the conduct of a trade or business within the United
States and has furnished the transferor and the Certificate Registrar with an effective IRS Form W-8ECI or (ii) a Non-U.S.
Tax Person that has delivered to both the transferor and the Certificate Registrar an opinion of a nationally recognized tax counsel
to the effect that the transfer of the Class R Certificate to it is in accordance with the requirements of the Code and the regulations
promulgated thereunder and that such transfer of the Class R Certificate will not be disregarded for federal income tax purposes.


 


“Disqualified
Organization”: Any of (a) the United States, a State or any political subdivision thereof, any possession of the
United States, or any agency or instrumentality of any of the foregoing (other than an instrumentality that is a corporation if
all of its activities are subject to tax and, except for the Federal Home Loan Mortgage Corporation, a majority of its board of
directors is not selected by any such governmental unit), (b) a foreign government, International Organization or agency or
instrumentality of either of the foregoing, (c) an organization that is exempt from tax imposed by Chapter 1 of the Code
(including the tax imposed by Code Section 511 on unrelated business taxable income) on any excess inclusions (as defined
in Code Section 860E(c)(1)) with respect to the Class R Certificates (except certain farmers’ cooperatives
described in Code Section 521), (d) rural electric and telephone cooperatives described in Code Section 1381(a)(2),
or (e) any other Person so designated by the Certificate Registrar based upon an Opinion of Counsel to the effect that any
Transfer to such Person may cause either Trust REMIC to be subject to tax or to fail to qualify as a REMIC for federal income tax
purposes at any time that the Certificates are outstanding. For purposes of this definition, the terms “United States,”
“State” and “International Organization” shall have the meanings set forth in Code Section 7701 or
successor provisions.


 






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“Distribution
Account”: The Lower-Tier Distribution Account and the Upper-Tier Distribution Account, each of which may be subaccounts
of a single Eligible Account.


 


“Distribution
Date”: The fourth Business Day following the Determination Date in each month, commencing December 2015. The first Distribution
Date shall be December 17, 2015.


 


“Distribution
Date Statement”: As defined in Section 4.02(a) of this Agreement.


 


“Do Not Hire
List”: The list, as may be updated at any time, provided by the Depositor to the Master Servicer, the Special Servicer,
the Certificate Administrator, the Trustee or the Operating Advisor, which lists certain parties identified by the Depositor as
having failed to comply (after any applicable cure period) with their respective obligations under Article X of this Agreement
or as having failed to comply (after any applicable cure period) with any similar Regulation AB reporting requirements under any
other securitization transaction. For the avoidance of doubt, as of the Closing Date no parties appear on the Do Not Hire List.


 


“Document Defect”:
As defined in Section 2.03(a) of this Agreement.


 


“Due Date”:
With respect to (i) any Mortgage Loan or Companion Loan on or prior to its Maturity Date, the day of the month set forth in
the related Note(s) on which each Monthly Payment thereon is scheduled to be first due, (ii) any Mortgage Loan or Companion
Loan after the Maturity Date therefor, the day of the month set forth in the related Note(s) on which each Monthly Payment on such
Mortgage Loan or Companion Loan, as the case may be, had been scheduled to be first due, and (iii) any REO Mortgage Loan or
REO Companion Loan, the day of the month set forth in the related Note(s) on which each Monthly Payment on the related Mortgage
Loan or Companion Loan, as the case may be, had been scheduled to be first due.


 


“Early Termination
Notice Date”: Any date as of which the aggregate Stated Principal Balance of the Mortgage Loans (including REO Mortgage
Loans) is less than 1.0% of the sum of the aggregate Stated Principal Balance of the Mortgage Loans as of the Cut-Off Date.


 


“EDGAR”:
The Commission’s Electronic Data Gathering and Retrieval System.


 


“EDGAR-Compatible
Format”: Any format compatible with EDGAR, including HTML, Word, Excel or clean, searchable PDFs.


 


“Eligible Account”:
Any of (i) a segregated account or accounts maintained with either a federal or state chartered depository institution or
trust company (including the Trustee and the Certificate Administrator), the long-term unsecured debt obligations (or short-term
unsecured debt obligations if the account holds funds for less than 30 days) or commercial paper of which are rated (a)
“A2” by Moody’s (or, if applicable, the short term rating is at least “P-1” by Moody’s) and
(b) “AA-” by Fitch (or “A” by Fitch so long as the short-term deposit or short-term unsecured debt obligations
of such depository institution or trust company are rated no less than “F1” by Fitch), (ii) an account or accounts
maintained with PNC Bank, National Association, Wilmington Trust, National Association or Wells Fargo Bank, National Association


 






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so long as PNC Bank, National Association’s, Wilmington Trust, National Association’s or Wells Fargo Bank, National
Association’s long-term unsecured debt rating or deposit account rating shall be at least “A2” by Moody’s
(if the deposits are to be held in the account for more than 30 days) and “A” by Fitch (if the deposits are to be held
in the account for more than 30 days) or PNC Bank, National Association’s, Wilmington Trust, National Association’s
or Wells Fargo Bank, National Association’s short-term deposit account or short-term unsecured debt rating shall be at least
“P-1” by Moody’s (if the deposits are to be held in the account for 30 days or less) and “F1” by
Fitch (if the deposits are to be held in the account for 30 days or less), (iii) (a) solely with respect to the escrow accounts
and reserve accounts, an account or accounts maintained at KeyBank provided that KeyBank’s long-term unsecured debt rating
is at least “A3” by Moody’s and the aggregate amounts in such escrow and reserve accounts do not exceed 10% of
aggregate stated principal balance of all the Mortgage Loans and Serviced Companion Loans and (b) with respect to any account other
than the escrow accounts and reserve accounts, an account or accounts maintained at KeyBank provided that (1) KeyBank’s long-term
unsecured debt rating is at least “A2” by Moody’s if the deposits are to be held in such account for more than
30 days and (2) KeyBank’s short-term unsecured debt rating is at least “P-1” by Moody’s if the deposits
are to be held in such account for 30 days or less, (iv) a segregated trust account (or sub-accounts of a single account in the
case of the Excess Liquidation Proceeds Reserve Account, Interest Reserve Account or any Distribution Account) or accounts
maintained with a federal or state chartered depository institution or trust company acting in its fiduciary capacity, the long-term
unsecured debt obligations of such institution or trust company are rated at least “A2” by Moody’s and “A”
by Fitch and which, in the case of a state chartered depository institution or trust company, is subject to regulations substantially
similar to 12 C.F.R. §9.10(b), or (v) such other account or accounts that, but for the failure to satisfy one or more
of the minimum rating(s) set forth in the applicable clause, would be listed in clauses (i)-(v) above, with respect
to which a Rating Agency Confirmation has been obtained from each Rating Agency for which the minimum ratings set forth in the
applicable clause is not satisfied with respect to such account, or (vi) such other account or accounts not listed in
clauses (i)-(v) above with respect to which a Rating Agency Confirmation has been obtained from each Rating Agency.
Eligible Accounts may bear interest. No Eligible Account shall be evidenced by a certificate of deposit, passbook or other similar
instrument.


 


“Eligible Operating
Advisor”: An institution (i) that is the special servicer or operating advisor on a transaction rated by any of
Moody’s, Fitch, KBRA, S&P, Morningstar and/or DBRS and that has not been a special servicer or operating advisor on a
transaction for which Moody’s, Fitch, KBRA, S&P, Morningstar and/or DBRS has qualified, downgraded or withdrawn its rating
or ratings of one or more classes of certificates for such transaction citing servicing concerns with the special servicer or operating
advisor, as applicable, as the sole or material factor in such rating action, (ii) that can and will make the representations
and warranties set forth in Section 2.09(a) of this Agreement, (iii) that is not the Special Servicer, the Controlling
Class Representative, or an Affiliate of the Special Servicer, the Controlling Class Representative and (iv) that has not
been paid any fees, compensation or other remuneration by the Special Servicer or successor special servicer (x) in respect
of its obligations under this Agreement or (y) for the recommendation to replace the Special Servicer or the appointment of
a successor special servicer to become the Special Servicer.


 






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“Environmental
Report”: The environmental audit report or reports with respect to each Mortgaged Property delivered to the related Mortgage
Loan Seller in connection with the origination or acquisition of the related Mortgage Loan.


 


“ERISA”:
The Employee Retirement Income Security Act of 1974, as it may be amended from time to time.


 


“ERISA Restricted
Certificate”: Any Class F, Class G or Class NR Certificate; provided that any such Certificate: (a) will
cease to be considered an ERISA Restricted Certificate and (b) will cease to be subject to the transfer restrictions with
respect to ERISA Restricted Certificates contained in Section 5.03(m) of this Agreement if, as of the date of a proposed
transfer of such Certificate, either (i) it is rated in one of the four highest generic ratings categories by a Rating Agency
authorized by the U.S. Department of Labor or (ii) relevant provisions of ERISA would permit the transfer of such Certificate
to a Plan.


 


“Escrow Account”:
As defined in Section 3.04(b) of this Agreement.


 


“Escrow Payment”:
Any payment made by any Mortgagor to the Master Servicer pursuant to the related Mortgage, Lockbox Agreement or Loan Agreement
for the account of such Mortgagor for application toward the payment of taxes, insurance premiums, assessments, ground rents, mandated
improvements and similar items in respect of the related Mortgaged Property.


 


“Euroclear”:
Euroclear Bank, as operator of the Euroclear System, and its successors in interest.


 


“Excess Liquidation
Proceeds”: With respect to any Mortgage Loan, the excess of (i) Liquidation Proceeds of that Mortgage Loan or related
REO Property (net of any related Liquidation Expenses and any amounts payable to a related Companion Loan Holder pursuant to the
related Co-Lender Agreement), over (ii) the amount that would have been received if a principal payment in full had been made,
and all other outstanding amounts had been paid, with respect to such Mortgage Loan on the Due Date immediately following the date
on which such proceeds were received plus any Additional Trust Fund Expenses related to such Mortgage Loan. With respect to any
Non-Serviced Whole Loan, “Excess Liquidation Proceeds” shall mean the related Non-Serviced Mortgage Loan’s pro
rata share of any “Excess Liquidation Proceeds” determined in accordance with the applicable Other Pooling and
Servicing Agreement that are received by the Trust.


 


“Excess Liquidation
Proceeds Reserve Account”: The trust account or subaccount created and maintained by the Certificate Administrator pursuant
to Section 3.05(c) of this Agreement for the benefit of the Certificateholders, which (subject to any changes in the identity
of the Trustee or the Certificate Administrator) shall be entitled “Wells Fargo Bank, National Association, as Certificate
Administrator, on behalf of Wilmington Trust, National Association, as Trustee, for the benefit of the registered Holders of CSAIL
2015-C4 Commercial Mortgage Trust, Commercial Mortgage Pass-Through Certificates, Series 2015-C4 – Excess Liquidation Proceeds
Reserve Account.” Any such account shall be an Eligible Account.


 






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“Excess Modification
Fees”: With respect to any Mortgage Loan (other than a Non-Serviced Mortgage Loan) or Serviced Whole Loan, if applicable,
the sum of (A) the excess of (i) any and all Modification Fees with respect to any modification, waiver, extension or amendment
of any of the terms of the related Mortgage Loan (or Serviced Whole Loan, as applicable), over (ii) all unpaid or unreimbursed
Advances and Additional Trust Fund Expenses (other than (1) Special Servicing Fees, Workout Fees and Liquidation Fees and
(2) Borrower Delayed Reimbursements) outstanding or previously incurred on behalf of the Trust with respect to the related
Mortgage Loan (or Serviced Whole Loan, if applicable) and reimbursed from such Modification Fees (which such Additional Trust Fund
Expenses shall be reimbursed from such Modification Fees) and (B) expenses previously paid or reimbursed from Modification
Fees as described in the preceding clause (A), which expenses have been recovered from the related Mortgagor or otherwise
as Penalty Charges, specific reimbursements or otherwise. All Excess Modification Fees earned by the Special Servicer shall offset
any future Workout Fees or Liquidation Fees payable with respect to the related Mortgage Loan (or Serviced Whole Loan, if applicable)
or REO Property; provided that if the related Mortgage Loan (or Serviced Whole Loan, if applicable) ceases being a Corrected
Mortgage Loan, and is subject to a subsequent modification, any Excess Modification Fees earned by the Special Servicer prior to
such Mortgage Loan (or Serviced Whole Loan, if applicable) ceasing to be a Corrected Mortgage Loan shall no longer be offset against
future Liquidation Fees and Workout Fees unless such Mortgage Loan (or Serviced Whole Loan, if applicable) ceased to be a Corrected
Mortgage Loan within 12 months of it becoming a modified Mortgage Loan (or Serviced Whole Loan, if applicable). If such Mortgage
Loan (or Serviced Whole Loan, if applicable) ceases to be a Corrected Mortgage Loan, the Special Servicer shall be entitled to
a Liquidation Fee or Workout Fee (to the extent not previously offset) with respect to the new modification, waiver, extension
or amendment or future liquidation of the Specially Serviced Loan or related REO Property (including in connection with a repurchase,
sale, refinance, discounted or full pay-off or other liquidation); provided that any Excess Modification Fees earned and
paid to the Special Servicer in connection with such subsequent modification, waiver, extension or amendment shall be applied to
offset such Liquidation Fee or Workout Fee to the extent described above. Within any prior 12-month period, all Excess Modification
Fees earned by the Master Servicer or the Special Servicer (after taking into account any offset described above applied during
such prior 12-month period) individually, and not in the aggregate, with respect to any Mortgage Loan (or Serviced Whole Loan,
if applicable) shall be subject to a cap equal to the greater of (i) 1.0% of the outstanding principal balance of such Mortgage
Loan (or Serviced Whole Loan, if applicable) after giving effect to such transaction, and (ii) $25,000.


 


“Excess Penalty
Charges”: With respect to any Mortgage Loan (or Serviced Whole Loan, if applicable, but not with respect to any Non-Serviced
Mortgage Loan) and any Collection Period, the sum of (A) the excess of (i) any and all Penalty Charges collected in respect
of such Mortgage Loan (or Serviced Whole Loan, if applicable) during such Collection Period, over (ii) all unpaid or unreimbursed
Additional Trust Fund Expenses (including without limitation the reimbursement of Advances and interest thereon to the extent not
otherwise paid or reimbursed by the Mortgagor) (other than Special Servicing Fees, Workout Fees and Liquidation Fees) outstanding
or previously incurred on behalf of the Trust (and, if applicable, the holder of the related Serviced Companion Loan), with respect
to such Mortgage Loan (or Serviced Whole Loan, if applicable) and reimbursed from such Penalty Charges (which such Additional Trust
Fund Expenses shall be reimbursed from such Penalty Charges) in accordance with Section 3.14


 






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of this Agreement and (B) expenses
previously paid or reimbursed from Penalty Charges as described in the preceding clause (A), which expenses have been recovered
from the related Mortgagor or otherwise. For the avoidance of doubt, any outstanding Additional Trust Fund Expenses shall not be
deemed to be unreimbursed or unpaid if proceeds collected during the related Collection Period with respect to such Mortgage Loan
are sufficient to pay or reimburse such outstanding Additional Trust Fund Expenses, all other amounts due and owing under the related
Mortgage Loan Documents and all other fees and expenses payable or reimbursable to the other parties to this Agreement or the Trust.


 


“Excess Prepayment
Interest Shortfall”: With respect to any Distribution Date, the aggregate amount, if any, by which the Prepayment Interest
Shortfalls with respect to all Principal Prepayments received with respect to the Mortgage Loans and Companion Loans during the
related Prepayment Period exceed the Compensating Interest Payment.


 


“Excess Servicing
Fees”: With respect to each Mortgage Loan (and any successor REO Mortgage Loan with respect thereto), that portion of
the Servicing Fee that accrues at a per annum rate equal to the Excess Servicing Fee Rate.


 


“Excess Servicing
Fee Rate”: With respect to each Mortgage Loan (and any successor REO Mortgage Loan with respect thereto), a rate per
annum equal to the Master Servicer’s interest in the Servicing Fee Rate (subject to the rights of the Mortgage Loan Seller
Sub-Servicers (identified on Exhibit S to this Agreement) to an interest in the Servicing Fee Rate as identified on
the Mortgage Loan Schedule as the Sub-Servicing Fee Rate) minus 0.0025%; provided that such rate shall be subject to reduction
at any time following any resignation of the Master Servicer pursuant to Section 6.04 of this Agreement (if no successor
is appointed in accordance with Section 6.04 of this Agreement) or any termination of the Master Servicer pursuant to Section
7.01 of this Agreement, to the extent reasonably necessary (in the sole discretion of the Trustee) for the Trustee to appoint
a qualified successor Master Servicer (which successor may include the Trustee) that meets the requirements of Section 7.02
of this Agreement.


 


“Excess Servicing
Fee Right”: With respect to each Mortgage Loan (and any successor REO Mortgage Loan with respect thereto), the right
to receive Excess Servicing Fees. In the absence of any transfer of the Excess Servicing Fee Right, the Master Servicer shall be
the owner of such Excess Servicing Fee Right.


 


“Exchange Act”:
The Securities Exchange Act of 1934, as it may be amended from time to time.


 


“Excluded Controlling
Class Holder”: With respect to any Excluded Controlling Class Loan, the Controlling Class Representative or any Controlling
Class Certificateholder, as applicable, that is a Borrower Party with respect to such Excluded Controlling Class Loan. Immediately
upon obtaining actual knowledge of any such party becoming an “Excluded Controlling Class Holder”, the Controlling
Class Certificateholder or Controlling Class Representative, as the case may be, shall provide notice in the form of Exhibit
M-1D hereto to the Master Servicer, the Special Servicer, the Operating Advisor, the Trustee and the Certificate Administrator,
which such notice shall be physically delivered in accordance with Section 11.04


 









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of this Agreement and shall specifically identify the Excluded Controlling Class Holder and the subject
Excluded Controlling Class Loan.


 


“Excluded Controlling
Class Loan”: Any Mortgage Loan or Whole Loan with respect to which, as of any date of determination, the Controlling
Class Representative or any Controlling Class Certificateholder, as applicable, is a Borrower Party. For the avoidance of doubt,
if a Mortgage Loan or a Whole Loan is not an Excluded Controlling Class Loan, such Mortgage Loan or Whole Loan also is not an Excluded
Loan.


 


“Excluded Information”:
With respect to any Excluded Controlling Class Loan, any information and reports solely relating to such Mortgage Loan(s) and/or
the related Mortgaged Properties, including, without limitation, any Asset Status Reports, Final Asset Status Reports or summaries
thereof, or any Appraisals, inspection reports (related to Specially Serviced Loans conducted by the Special Servicer or the Excluded
Special Servicer, as applicable), any Officer’s Certificates delivered by the Master Servicer, the Special Servicer (or the
Excluded Special Servicer, as applicable) or the Trustee pursuant to Section 3.20(d) or Section 4.06(b) supporting
a non-recoverability determination, the Operating Advisor Annual Reports, any determination of the Special Servicer’s or
the Excluded Special Servicer’s, as applicable, net present value calculation, any Appraisal Reduction Amount calculations,
environmental assessments, seismic reports and property condition reports and such other information and reports designated as
Excluded Information (other than such information with respect to such Excluded Controlling Class Loan(s) that is aggregated with
information of other Mortgage Loans at a pool level) by the Master Servicer, the Special Servicer or the Excluded Special Servicer,
as applicable, or the Operating Advisor, as the case may be. For the avoidance of doubt, any file or report contained in the CREFC®
Investor Reporting Package (CREFC® IRP) (other than the CREFC® Special Servicer Loan File relating to any Excluded Controlling
Class Loan) shall not be considered “Excluded Information”.


 


“Excluded Loan”:
A Mortgage Loan or Serviced Whole Loan with respect to which, as of any date of determination, the Controlling Class Representative
or the holders of more than 50% of the Controlling Class (by Certificate Principal Amount) is (are) a Borrower Party. For the avoidance
of doubt, any Excluded Loan is also an Excluded Controlling Class Loan.


 


“Excluded Special
Servicer”: With respect to any Excluded Special Servicer Loan, a Special Servicer that is not a Borrower Party and satisfies
all of the eligibility requirements applicable to the Special Servicer set forth in this Agreement.


 


“Excluded Special
Servicer Loan”: Any Mortgage Loan or Whole Loan with respect to which, as of any date of determination, the related Special
Servicer has obtained knowledge that it has become a Borrower Party.


 


“FATCA”
means Section 1471 through 1474 of the Code and any regulations or official interpretations thereof (including any revenue
ruling, revenue procedure, notice or similar guidance issued by the U.S. Internal Revenue Service thereunder as a precondition
to relief or exemption from taxes under such Sections, regulations and interpretations), any


 






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agreements
entered into pursuant to Code Section 1471(b)(1), and including any amendments made to FATCA after the date of this Agreement.


 


“FDIC”:
The Federal Deposit Insurance Corporation, and its successors in interest.


 


“Final Asset
Status Report”: With respect to any Specially Serviced Loan, each related Asset Status Report, together with such other
data or supporting information provided by the Special Servicer to the Operating Advisor or the Controlling Class Representative,
or any related Serviced Companion Loan Holder (or its Companion Loan Holder Representative), in each case, which does not include
any communication (other than the related Asset Status Report) between the Special Servicer and the Controlling Class Representative
with respect to such Specially Serviced Loan or Serviced Whole Loan; provided that no Asset Status Report shall be considered
to be a Final Asset Status Report unless for each Mortgage Loan, prior to the occurrence and continuance of a Control Termination
Event, the Controlling Class Representative has either finally approved of and consented to the actions proposed to be taken in
connection therewith, or has exhausted all of its rights of approval and consent pursuant to this Agreement in respect of such
workout or liquidation, or has been deemed to have approved or consented to such action or the Asset Status Report is otherwise
implemented by the Special Servicer in accordance with this Agreement.


 


“Final Recovery
Determination”: With respect to any defaulted Mortgage Loan or Serviced Whole Loan that is a Specially Serviced Loan
or REO Mortgage Loan, as the case may be, a determination that there has been a receipt of all of the Insurance Proceeds, Condemnation
Proceeds, Liquidation Proceeds, REO Proceeds and other payments or recoveries that the Special Servicer or the applicable Other
Special Servicer with respect to a Non-Serviced Mortgage Loan that is a “Specially Serviced Loan” (or an analogous
concept) (as defined in the applicable Other Pooling and Servicing Agreement) or any related REO Property, has determined in accordance
with the Servicing Standard will ultimately be recoverable; provided that with respect to any Non-Serviced Mortgage Loan,
the Final Recovery Determination shall be made by the applicable Other Special Servicer in accordance with the applicable Other
Pooling and Servicing Agreement.


 


“FIRREA”:
The Financial Institutions Reform, Recovery and Enforcement Act, as it may be amended from time to time.


 


“Fitch”:
Fitch Ratings, Inc. and its successors in interest. If neither Fitch nor any successor remains in existence, “Fitch”
shall be deemed to refer to such other nationally recognized statistical rating agency or other comparable Person reasonably designated
by the Depositor, notice of which designation shall be given to the Trustee, the Certificate Administrator, the Master Servicer
and the Special Servicer and specific ratings of Fitch herein referenced shall be deemed to refer to the equivalent ratings (as
reasonably determined by the Depositor) of the party so designated.


 


“Form 8-K
Disclosure Information”: As defined in Section 10.06 of this Agreement.


 






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“General Special
Servicer”: As defined in Section 6.08(k) of this Agreement.


 


“Global Certificates”:
Any Certificate registered in the name of the Depository or its nominee.


 


“Ground Lease”:
The ground lease pursuant to which any Mortgagor holds a leasehold interest in the related Mortgaged Property.


 


“Hazardous Materials”:
Any dangerous, toxic or hazardous pollutants, chemicals, wastes, or substances, including, without limitation, those so identified
pursuant to the Comprehensive Environmental Response, Compensation and Liability Act, 42 U.S.C. Section 9601 et seq., or any
other environmental laws now or hereafter existing, and specifically including, without limitation, asbestos and asbestos-containing
materials, polychlorinated biphenyls, radon gas, petroleum and petroleum products, urea formaldehyde and any substances classified
as being “in inventory,” “usable work in process” or similar classification which would, if classified
as unusable, be included in the foregoing definition.


 


“Holder”:
With respect to any Certificate, a Certificateholder, and with respect to any Lower-Tier Regular Interest, the Trustee for the
benefit of the Certificateholders.


 


“Indemnified
Party”: As defined in Section 8.05(c) or Section 11.13(c), as applicable, of this Agreement, as the context
requires.


 


“Indemnifying
Party”: As defined in Section 8.05(c) or Section 11.13(c), as applicable, of this Agreement, as the context
requires.


 


“Independent”:
When used with respect to any specified Person, any such Person who (i) does not have any direct financial interest, or any
material indirect financial interest, in any of a Mortgage Loan Seller, the Depositor, the Trustee, the Operating Advisor, the
Certificate Administrator, the Master Servicer, the Special Servicer, the Controlling Class Representative, any Mortgagor, any
Companion Loan Holder (or, if applicable, its Companion Loan Holder Representative) or any Affiliate thereof, and (ii) is
not connected with any such Person as an officer, employee, promoter, underwriter, trustee, partner, director or Person performing
similar functions; provided, however, that a Person shall not fail to be Independent of the Mortgage Loan Sellers,
the Depositor, the Trustee, the Master Servicer, the Special Servicer, the Controlling Class Representative, the Operating Advisor,
the Certificate Administrator, any Mortgagor, any Companion Loan Holder (or, if applicable, its Companion Loan Holder Representative)
or any Affiliate thereof merely because such Person is (A) compensated for services by, or (B) the beneficial owner of 1% or less
of any class of securities issued by the Depositor, the Mortgage Loan Sellers, the Trustee, the Master Servicer, the Special Servicer,
the Controlling Class Representative, the Operating Advisor, the Certificate Administrator, any Mortgagor, the Companion Loan Holder
or any Affiliate thereof, as the case may be, provided that such ownership constitutes less than 1% of the total assets
owned by such Person.


 


“Independent
Contractor”: Either (i) any Person that would be an “independent contractor” with respect to the applicable
Trust REMIC within the meaning of Code Section 856(d)(3) if such Trust REMIC were a real estate investment trust (except
that the ownership tests set forth in that section shall be considered to be met by any Person that owns,


 






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directly
or indirectly, 35% or more of any Class or 35% or more of the aggregate value of all Classes of Certificates), provided
that such Trust REMIC does not receive or derive any income from such Person and the relationship between such Person and the
Trust REMIC is at arm’s length, all within the meaning of Treasury Regulations Section 1.856-4(b)(5) (except neither
the Master Servicer nor the Special Servicer shall be considered to be an Independent Contractor under the definition in this
clause (i) unless an Opinion of Counsel (at the expense of the party seeking to be deemed an Independent Contractor) addressed
to the Master Servicer, the Trustee and the Certificate Administrator has been delivered to the Trustee and the Certificate Administrator
to that effect) or (ii) any other Person (including the Master Servicer and the Special Servicer) if the Master
Servicer, on behalf of itself, the Trustee and the Certificate Administrator has received an Opinion of Counsel (at the expense
of the party seeking to be deemed an Independent Contractor) to the effect that the taking of any action in respect of any REO
Property by such Person, subject to any conditions therein specified, that is otherwise herein contemplated to be taken by an
Independent Contractor will not cause such REO Property to cease to qualify as “foreclosure property” within the meaning
of Code Section 860G(a)(8) (determined without regard to the exception applicable for purposes of Code Section 860D(a)) or
cause any income realized in respect of such REO Property to fail to qualify as Rents from Real Property (provided that
such income would otherwise so qualify).


 


“Initial Purchasers”:
Credit Suisse Securities (USA) LLC and Wells Fargo Securities, LLC.


 


“Inquiries”:
As defined in Section 4.02(a) of this Agreement.


 


“Institutional
Accredited Investor”: An institutional investor which is an “accredited investor” within the meaning of paragraphs (1),
(2), (3) or (7) of Rule 501(a) of Regulation D under the Securities Act or any entity in which all of the equity owners come
within such paragraphs.


 


“Insurance Proceeds”:
Proceeds of any fire and hazard insurance policy, title policy or other insurance policy relating to a Mortgage Loan (including
any amounts paid by the Master Servicer pursuant to Section 3.07 of this Agreement). In the case of any Non-Serviced Mortgage
Loan, “Insurance Proceeds” means any portion of such proceeds received by the Trust Fund in connection with the related
Non-Serviced Mortgage Loan, pursuant to the allocations set forth in the related Co-Lender Agreement.


 


“Interest Accrual
Amount”: With respect to any Distribution Date and any Class of Principal Balance Certificates, an amount equal to interest
for the related Interest Accrual Period accrued at the Pass-Through Rate for such Class on the related Certificate Principal Balance
outstanding immediately prior to such Distribution Date. With respect to any Distribution Date and any Class of Class X Certificates,
an amount equal to the sum of the Accrued Component Interest for the related Interest Accrual Period for all of the respective
Components for such Class for such Interest Accrual Period. Calculations of interest due in respect of the Regular Certificates
shall be made on the basis of a 360-day year consisting of twelve 30-day months.


 






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“Interest Accrual
Period”: With respect to any Distribution Date and any Class of Regular Certificates, the calendar month preceding the
month in which such Distribution Date occurs. Each Interest Accrual Period with respect to each Class of Regular Certificates is
assumed to consist of 30 days.


 


“Interest Distribution
Amount”: With respect to any Distribution Date and with respect to each Class of Regular Certificates (other than the
Class X-D Certificates) and either Class X-D Component, an amount equal to (A) the sum of (i) the Interest Accrual Amount
with respect to such Class or Class X-D Component for such Distribution Date and (ii) the Interest Shortfall, if any, with
respect to such Class or Class X-D Component for such Distribution Date, less (B) any Excess Prepayment Interest Shortfall
allocated to such Class or Class X-D Component on such Distribution Date pursuant to Section 4.01(j).


 


“Interest Reserve
Account”: The trust account or subaccount created and maintained by the Certificate Administrator pursuant to Section
3.23 of this Agreement, which (subject to any changes in the identity of the Trustee or the Certificate Administrator) shall
be entitled “Wells Fargo Bank, National Association, as Certificate Administrator, on behalf of Wilmington Trust, National
Association, as Trustee, for the registered Holders of CSAIL 2015-C4 Commercial Mortgage Trust, Commercial Mortgage Pass-Through
Certificates, Series 2015-C4, Interest Reserve Account” and which shall be an Eligible Account.


 


“Interest Shortfall”:
With respect to any Distribution Date for any Class of Regular Certificates (other than the Class X-D Certificates) and either
Class X-D Component, subject to increase as provided in the penultimate sentence of the first paragraph of Section 4.01(f)
of this Agreement, the sum of (a) the portion of the Interest Distribution Amount of such Class or Class X-D Component remaining
unpaid as of the close of business on the preceding Distribution Date, and (b) to the extent permitted by applicable law,
(i) other than in the case of a Class of the Class X Certificates or Class X-D Component, one month’s interest on that
amount remaining unpaid at the Pass-Through Rate applicable to such Class of Certificates or Class X-D Component for the current
Distribution Date, and (ii) in the case of a Class of the Class X Certificates (other than the Class X-D Certificates) or
Class X-D Component, one month’s interest on that amount remaining unpaid at the WAC Rate for such Distribution Date.


 


“Interested
Person”: As of any date of determination, the Depositor, the Master Servicer, the Special Servicer, the Operating Advisor,
the Trustee, the Certificate Administrator, the Controlling Class Representative, any Mortgage Loan Seller, a Mortgagor (with respect
to its corresponding Mortgage Loan only), a holder of a related mezzanine loan (with respect to its corresponding Mortgage Loan
only), a manager of a Mortgaged Property (with respect to its corresponding Mortgage Loan only), any Independent Contractor engaged
by the Special Servicer pursuant to Section 3.16 of this Agreement (with respect to its corresponding Mortgage Loan only),
or any Person actually known to a Responsible Officer of the Trustee or the Certificate Administrator to be an Affiliate of any
of the preceding entities (as applicable, with respect to its corresponding Mortgage Loan only); and, with respect to a Defaulted
Serviced Whole Loan, the applicable Other Depositor, the applicable Other Master Servicer, the applicable Other Special Servicer
(or any independent contractor engaged by such Other Special Servicer), or the applicable Other Trustee, the related Serviced Companion
Loan Holder or its Companion Loan Holder Representative, any holder of a related mezzanine loan, or any Person


 






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actually known to
a Responsible Officer of the Trustee or the Certificate Administrator to be an Affiliate of any of the preceding entities.


 


“Investment”:
Any direct or indirect ownership interest in any security, note or other financial instrument related to the Certificates or issued
or executed by a Mortgagor, a loan directly or indirectly secured by any of the foregoing or a hedging transaction (however structured)
that references or relates to any of the foregoing.


 


“Investment
Account”: As defined in Section 3.07(a) of this Agreement.


 


“Investment
Company Act”: The Investment Company Act of 1940, as it may be amended from time to time.


 


“Investment
Decisions”: Investment, trading, lending or other financial decisions, strategies or recommendations with respect to
Investments, whether on behalf of the Master Servicer or any Affiliate thereof, the Special Servicer or any Affiliate thereof,
the Operating Advisor or any Affiliate thereof, the Certificate Administrator or any Affiliate thereof, or the Trustee or any Affiliate
thereof, as applicable, or any Person on whose behalf the Master Servicer or any Affiliate thereof, the Special Servicer or any
Affiliate thereof, the Operating Advisor or any Affiliate thereof, the Certificate Administrator or any Affiliate thereof, or the
Trustee or any Affiliate thereof, as applicable, has discretion in connection with Investments.


 


“Investor Certification”:
A certificate representing that such Person executing the certificate is a Certificateholder, the Controlling Class Representative,
a Beneficial Owner or a prospective purchaser of a Certificate (or any investment advisor or manager of the foregoing) and that
(i) for purposes of obtaining certain information and notices (including access to information and notices on the Certificate
Administrator’s Website) pursuant to this Agreement, (A) (1) such person is not a Borrower Party, or (2) such person
is a Borrower Party (in which case, (i) if such person is the Controlling Class Representative or a Controlling Class Certificateholder,
as applicable, such person shall have access to all the reports and information made available to Certificateholders hereunder
other than Excluded Information or (ii) if such person is neither the Controlling Class Representative nor a Controlling Class
Certificateholder, such person shall only receive access to the Distribution Date Statements prepared by the Certificate Administrator)
and (B) except in the case of a prospective purchaser of a Certificate, such Person has received a copy of the Prospectus
Supplement and the Prospectus, substantially in the form of Exhibit M-1A, Exhibit M-1B, or Exhibit M-1C
to this Agreement or in the form of an electronic certification contained on the Certificate Administrator’s Website and
(C) such Person agrees to keep any Privileged Information confidential and will not violate any securities laws; provided
that, for purposes of clause (ii), if such Person is an Affiliate of the Depositor, the Master Servicer, the Special
Servicer, the Trustee, the Certificate Administrator or the Operating Advisor, such certification shall indicate whether an Affiliate
Ethical Wall exists between it and the Depositor, the Master Servicer, the Special Servicer, the Trustee, the Certificate Administrator
or the Operating Advisor, as applicable and/or (ii) for purposes of exercising Voting Rights (which does not apply to a prospective
purchaser of a Certificate, a Companion Loan Holder or a Companion Loan Holder Representative), (A) (1) such Person is not
a Borrower Party or (2) such person is a Borrower Party as to any identified Excluded Controlling Class Loan, (B) such Person
is or is not the Depositor, the Master Servicer, the Special Servicer,


 






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the Trustee,
the Certificate Administrator, the Operating Advisor or an Affiliate of any of the foregoing, (C) such Person has received
a copy of the Prospectus Supplement and the Prospectus, substantially in the form of Exhibit M-2A or Exhibit M-2B
to this Agreement or in the form of an electronic certification contained on the Certificate Administrator’s Website
and (D) such Person agrees to keep any Privileged Information confidential and will not violate any securities laws. The
Certificate Administrator may require that Investor Certifications are resubmitted from time to time in accordance with its policies
and procedures. A holder of a mezzanine loan will be considered an Affiliate of a Mortgagor with respect to the related Mortgage
Loan upon the commencement of foreclosure proceedings by the related mezzanine lender. The Certificate Administrator may require
that Investor Certifications be re-submitted from time to time in accordance with its policies and procedures and shall restrict
access to the Certificate Administrator’s Website to a mezzanine lender upon notice from the Special Servicer pursuant to
this Agreement that an event of default has occurred under such mezzanine loan. The Special Servicer, to the extent it has actual
knowledge, shall promptly give notice to the Certificate Administrator that an event of default under a mezzanine loan has occurred
in the form of Exhibit GG attached hereto or such other form as may be mutually agreed to by the Special Servicer
and the Certificate Administrator. For the avoidance of doubt if a Borrower Party is the Controlling Class Representative or a
Controlling Class Certificateholder, such person (A) shall be prohibited from accessing the Excluded Information solely with respect
to the related Excluded Controlling Class Loan and (B) shall not be permitted to exercise Voting Rights solely with respect to
the related Excluded Controlling Class Loan.


 


“Investor Q&A
Forum”: As defined in Section 4.02(a) of this Agreement.


 


“Investor Registry”:
As defined in Section 4.02(a) of this Agreement.


 


“IRS”:
The Internal Revenue Service.


 


“KBRA”:
Kroll Bond Rating Agency, Inc. and its successors in interest. If neither KBRA nor any successor remains in existence, “KBRA”
shall be deemed to refer to such other nationally recognized statistical rating agency or other comparable Person reasonably designated
by the Depositor, notice of which designation shall be given to the Trustee, the Certificate Administrator, the Master Servicer
and the Special Servicer and specific ratings of KBRA herein referenced shall be deemed to refer to the equivalent ratings (as
reasonably determined by the Depositor) of the party so designated.


 


“Liquidation
Event”: With respect to any Mortgage Loan (or Serviced Whole Loan), any of the following events: (i) such Mortgage
Loan (or Serviced Whole Loan) is paid in full; (ii) a Final Recovery Determination is made with respect to such Mortgage Loan
(or Serviced Whole Loan); (iii) such Mortgage Loan is repurchased or substituted for by the applicable Mortgage Loan Seller
pursuant to Section 6 of the related Loan Purchase Agreement; (iv) such Mortgage Loan is purchased or otherwise acquired
by the Special Servicer, the Master Servicer, the Holders of the Controlling Class, Holders of the Class R Certificates or the
Remaining Certificateholder pursuant to Section 9.01 of this Agreement; (v) such Mortgage Loan (or Serviced Whole Loan)
is purchased by the holder of a mezzanine loan or a Companion Loan pursuant to the related intercreditor, co-lender or similar
agreement; (vi) the taking of a Mortgaged Property (or portion thereof) by exercise of the power of eminent domain or


 






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condemnation;
(vii) such Mortgage Loan (or Serviced Whole Loan) is purchased by another party in accordance with Section 3.17 of
this Agreement; or (viii) in the case of a Non-Serviced Mortgage Loan, such Mortgage Loan is liquidated by any party pursuant
to terms analogous to those set forth in the preceding clauses contained in the applicable Other Pooling and Servicing Agreement
and/or the related Co-Lender Agreement. With respect to any REO Property (and the related REO Mortgage Loan or REO Companion Loan),
any of the following events: (i) a Final Recovery Determination is made with respect to such REO Property; (ii) such
REO Property is purchased or otherwise acquired by the Master Servicer, the Special Servicer, the Holders of the Controlling Class,
Holders of the Class R Certificates or the Remaining Certificateholder pursuant to Section 9.01 of this Agreement;
(iii) the taking of a REO Property (or portion thereof) by exercise of the power of eminent domain or condemnation;
(iv) such REO Property is purchased by the holder of a mezzanine loan pursuant to the related intercreditor agreement; or
(v) such REO Property is purchased by another party in accordance with Section 3.17 of this Agreement.


 


“Liquidation
Expenses”: All customary, reasonable and necessary costs and expenses incurred by the Master Servicer, the Special Servicer,
the Certificate Administrator and the Trustee in connection with the liquidation of any Specially Serviced Loan or REO Property
acquired in respect thereof or final pay-off of a Corrected Mortgage Loan (including, without limitation, legal fees and expenses,
committee or referee fees, and, if applicable, brokerage commissions, and conveyance taxes associated with such Mortgage Loan or
Mortgaged Property).


 


“Liquidation
Fee”: With respect to each Specially Serviced Loan as to which the Special Servicer receives a full or discounted pay-off
(or unscheduled partial payment to the extent such prepayment is required by the Special Servicer as a condition to a workout or
results from the Special Servicer’s collection and enforcement efforts) from the related Mortgagor, except as otherwise described
below, with respect to any Mortgage Loan (or Serviced Whole Loan) repurchased or substituted as contemplated by Section 2.03
of this Agreement and/or any Specially Serviced Loan or any REO Property as to which the Special Servicer receives Liquidation
Proceeds, Insurance Proceeds or Condemnation Proceeds, an amount calculated by the application of the applicable Liquidation Fee
Rate to the related payment or proceeds (exclusive of any portion of such pay-off or proceeds that represents Penalty Charges);
provided that, except as contemplated by the following provisos, no Liquidation Fee will be less than $25,000; provided,
further, that the Liquidation Fee (which, if payable, shall, prior to the reduction in accordance with this proviso, be
at least $25,000) with respect to any related Specially Serviced Loan or REO Property shall be reduced by the amount of any Excess
Modification Fees paid by or on behalf of the related Mortgagor with respect to the Specially Serviced Loan or REO Property as
described in the definition of “Excess Modification Fees” in this Agreement, but only to the extent those fees have
not previously been deducted from a Workout Fee or Liquidation Fee; provided, further, that (a) the Liquidation
Fee shall be zero with respect to any Mortgage Loan or Serviced Whole Loan or any Mortgaged Property purchased or repurchased pursuant
to clauses (iii) through (v) of the first sentence of the definition of Liquidation Event (unless
with respect to (A) clause (iii), the applicable Mortgage Loan Seller does not repurchase or substitute for such
Mortgage Loan until after more than 180 days following its receipt of notice or discovery of a Material Breach or Material
Document Defect, and (B) clause (v), the mezzanine loan holder or the [Serviced Companion Loan Holder]


 






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does not
purchase such Mortgage Loan or Serviced Whole Loan within 90 days of when the first purchase option first becomes exercisable
under the related intercreditor agreement or Co-Lender Agreement, as applicable) or pursuant to clauses (ii) or
(iv) of the second sentence of such definition (unless with respect to clause (iv), the mezzanine loan holder
does not purchase such REO Property within 90 days of when the first purchase option first becomes exercisable) and (b) the
Liquidation Fee with respect to each Mortgage Loan or REO Mortgage Loan repurchased or substituted for after more than 180 days
following the Mortgage Loan Seller’s receipt of notice or discovery of a Material Breach or Material Document Defect shall
be in an amount equal to the Liquidation Fee Rate of the outstanding principal balance of such Mortgage Loan or REO Mortgage Loan;
provided, further, that if a Mortgage Loan or Serviced Whole Loan becomes a Specially Serviced Loan only because
of an event described in clause (a)(ii) of the definition of “Specially Serviced Loan” regarding the related
Mortgagor’s failure to make a Balloon Payment and the related Liquidation Proceeds are received within 90 days following
the related maturity date in connection with the full and final pay-off of the related Mortgage Loan or Serviced Whole Loan, the
Special Servicer will not be entitled to collect a Liquidation Fee, but may collect and retain appropriate fees from the related
Mortgagor in connection with such liquidation.


 


“Liquidation
Fee Rate”: A rate equal to the lesser of (a) such rate as would result in a Liquidation Fee of $1,000,000 and (b) 1.0%
with respect to each Mortgage Loan (other than a Non-Serviced Mortgage Loan), each Specially Serviced Loan and each REO Property;
provided, however, that if the rate in clause (b) above would result in a Liquidation Fee that would be less
than $25,000 in circumstances where a Liquidation Fee is to be paid, then such rate as would yield a Liquidation Fee equal to $25,000.


 


“Liquidation
Proceeds”: The amount (other than Insurance Proceeds and Condemnation Proceeds) received in connection with a Liquidation
Event.


 


“Loan Agreement”:
With respect to any Mortgage Loan or Serviced Whole Loan, the loan agreement, if any, between the related originator(s) and the
Mortgagor, pursuant to which such Mortgage Loan or Serviced Whole Loan, as applicable, was made.


 


“Loan Number”:
With respect to any Mortgage Loan, the loan number by which such Mortgage Loan was identified on the books and records of the Depositor
or any Sub-Servicer for the Depositor, as set forth in the Mortgage Loan Schedule.


 


“Loan Purchase
Agreement”: The Column Loan Purchase Agreement, the MC-Five Mile Loan Purchase Agreement, the BSPCC Loan Purchase Agreement,
the Bancorp Loan Purchase Agreement, and/or the WDCPF I CS Loan Purchase Agreement, as applicable.


 


“Loan Seller
Defeasance Rights and Obligations”: As defined in Section 3.09(d)(i) of this Agreement.


 


“Loan-to-Value
Ratio”: With respect to any Mortgage Loan or Whole Loan, as of any date of determination, the fraction, expressed as
a percentage, the numerator of which is the then unpaid principal balance of such Mortgage Loan or Whole Loan, as applicable, and
the


 






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denominator
of which is the Appraised Value of the related Mortgaged Property as determined by an Appraisal thereof.


 


“Lockbox Account”:
With respect to any Mortgaged Property, if applicable, any account created pursuant to any documents relating to a Mortgage Loan
or Serviced Whole Loan to receive rental or other income generated by the Mortgaged Property. Any Lockbox Account shall be beneficially
owned for federal income tax purposes by the Person who is entitled to receive the reinvestment income or gain thereon in accordance
with the terms and provisions of the related Mortgage Loan or Serviced Whole Loan and Section 3.07 of this Agreement, which
Person shall be taxed on all reinvestment income or gain thereon.


 


“Lockbox Agreement”:
With respect to any Mortgage Loan or Serviced Whole Loan, the Lockbox or other similar agreement, if any, between the related originator(s) and
the Mortgagor, pursuant to which the related Lockbox Account, if any, may have been established.


 


“Lower-Tier
Distribution Account”: The account or accounts created and maintained as a separate account (or separate sub-account
within the same account as the Upper-Tier Distribution Account) or accounts by the Certificate Administrator pursuant to Section
3.05(b) of this Agreement, which (subject to any changes in the identity of the Trustee or the Certificate Administrator) shall
be entitled “Wells Fargo Bank, National Association, as Certificate Administrator, on behalf of Wilmington Trust, National
Association, as Trustee, for the benefit of the registered Holders of CSAIL 2015-C4 Commercial Mortgage Trust, Commercial Mortgage
Pass-Through Certificates, Series 2015-C4, Lower-Tier Distribution Account” and which must be an Eligible Account. The Lower-Tier
Distribution Account shall be an asset of the Lower-Tier REMIC.


 


“Lower-Tier
Principal Balance”: The principal balance of any Lower-Tier Regular Interest outstanding as of any date of determination.
As of the Closing Date, the Lower-Tier Principal Balance of each Lower-Tier Regular Interest shall equal the Original Lower-Tier
Principal Balance as set forth in the Preliminary Statement hereto. On each Distribution Date, the Lower-Tier Principal Balance
of each Lower-Tier Regular Interest shall be permanently reduced by all distributions of principal deemed to have been made in
respect of such Lower-Tier Regular Interest on such Distribution Date pursuant to Section 4.01(a)(ii) of this Agreement,
and shall be further permanently reduced on such Distribution Date by all Realized Losses deemed to have been allocated thereto
on such Distribution Date pursuant to Section 4.01(e) of this Agreement, and increased on any Distribution Date (as and
to the extent provided in the penultimate sentence of the first paragraph of Section 4.01(f) of this Agreement, such that
at all times the Lower-Tier Principal Balance of a Lower-Tier Regular Interest shall equal the Certificate Principal Balance of
the Corresponding Certificates.


 


“Lower-Tier
Regular Interests”: The Class LA-1, Class LA-2, Class LA-3, Class LA-4, Class LA-SB, Class LA-S,
Class LB, Class LC, Class LD, Class LE, Class LF, Class LG and Class LNR Interests.


 


“Lower-Tier
REMIC”: A segregated asset pool within the Trust Fund consisting of the Mortgage Loans, any related REO Property (or
a beneficial interest in the applicable portion of the “REO Property” under the applicable Other Pooling and Servicing
Agreement


 






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related to
any Non-Serviced Mortgage Loan) acquired in respect thereof and all proceeds of such REO Property, other property of the Trust
Fund related thereto and amounts held in respect thereof from time to time in the Collection Account, any Serviced Whole Loan
Custodial Account, the Interest Reserve Account and the related REO Account and amounts held from time to time in the Lower-Tier
Distribution Account and the Excess Liquidation Proceeds Reserve Account, in each case excluding amounts allocable to the Companion
Loans and any interest or other income earned on such amounts allocable to the Companion Loans.


 


“Lower-Tier
Residual Interest”: The sole class of “residual interests”, within the meaning of Code Section 860G(a)(2),
in the Lower-Tier REMIC and evidenced by the Class R Certificates.


 


“LTV Ratio”:
With respect to any Mortgage Loan, as of any date of determination, a fraction, expressed as a percentage, the numerator of which
is the scheduled principal balance of such Mortgage Loan, as of such date (assuming no defaults or prepayments on such Mortgage
Loan prior to that date), and the denominator of which is the Appraised Value of the related Mortgaged Property.


 


“MAI”:
Member of the Appraisal Institute.


 


“Major Decision”:
Collectively:


 


(a)        any proposed or actual foreclosure upon or comparable conversion (which may include acquisitions of an REO Property) of
the ownership of properties securing such of the Mortgage Loans and/or Serviced Whole Loans as come into and continue in default;


 


(b)      
any modification, consent to a modification or waiver of any monetary term or material non-monetary term (including, without
limitation, (i) waiver of a material Mortgage Loan event of default, (ii) a modification of the type of defeasance collateral
required under the related Mortgage Loan Documents such that defeasance collateral other than direct, non-callable obligations
of the United States of America would be permitted, (iii) a modification that would permit a principal prepayment instead
of defeasance if the related Mortgage Loan Documents do not otherwise permit such principal prepayment or (iv) a modification with
respect to the timing of payments and acceptance of discounted pay-offs, but excluding the waiver of Penalty Charges with respect
to any non-Specially Serviced Loan) of a Mortgage Loan or Serviced Whole Loan or any extension of the Maturity Date of any Mortgage
Loan or Serviced Whole Loan;


 


(c)       
any sale of a Defaulted Mortgage Loan or REO Property (other than in connection with the termination of the Trust Fund)
for less than the applicable Purchase Price;


 


(d)       
any determination to bring an REO Property into compliance with applicable environmental laws or to otherwise address Hazardous
Materials located at an REO Property;


 






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(e)       
any release of collateral or any acceptance of substitute or additional collateral for a Mortgage Loan or Serviced Whole
Loan, or any consent to either of the foregoing, other than immaterial condemnation actions and other similar takings, or if otherwise
required pursuant to the specific terms of the related Mortgage Loan or Serviced Whole Loan and for which there is no lender discretion;


 


(f)        
any waiver of a “due-on-sale” or “due-on-encumbrance” clause with respect to a Mortgage Loan
or Serviced Whole Loan if lender consent is required, or any consent to such waiver or consent to a transfer of the Mortgaged Property
or interests in the Mortgagor or consent to the incurrence of additional debt, other than any such transfer or incurrence of debt
as may be effected without the consent of the lender under the related loan agreement or related to an immaterial easement, right
of way or similar agreement;


 


(g)       
any property management company changes or franchise changes (in each case, to the extent the lender is required to consent
or approve under the Mortgage Loan Documents);


 


(h)       
releases of any escrow accounts, reserve accounts or letters of credit held as performance or “earn-out” escrows
or reserves, other than those required pursuant to the specific terms of the related Mortgage Loan or Serviced Whole Loan and for
which there is no lender discretion (which, for the avoidance of doubt, shall include certain Mortgage Loans specifically identified
on Exhibit FF to this Agreement);


 


(i)        
any acceptance of an assumption agreement or any other agreement permitting transfers of interests in a Mortgagor or guarantor
releasing a Mortgagor or guarantor from liability under a Mortgage Loan or Serviced Whole Loan other than pursuant to the specific
terms of such Mortgage Loan or Serviced Whole Loan and for which there is no lender discretion;


 


(j)        
the determination of the Special Servicer pursuant to clause (b) or clause (c) of the definition
of “Specially Serviced Loan”;


 


(k)       
following a default or an event of default with respect to a Mortgage Loan or Serviced Whole Loan, any acceleration of such
Mortgage Loan or Serviced Whole Loan, as the case may be, or initiation of judicial, bankruptcy or similar proceedings under the
related Mortgage Loan Documents or with respect to the related Mortgagor or Mortgaged Property;


 


(l)        
any material modification, waiver or amendment of an intercreditor agreement, co-lender agreement or similar agreement with
any mezzanine lender or subordinate debt holder related to a Mortgage Loan or Serviced Whole Loan, or an action to enforce rights
with respect thereto;


 


(m)      
any determination of an Acceptable Insurance Default;


 






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(n)      
any proposed modification or waiver of any material provision in the related Mortgage Loan Documents governing the type,
nature or amount of insurance coverage required to be obtained and maintained by the related Mortgagor;


 


(o)       
any approval of any casualty insurance settlements or condemnation settlements, and any determination to apply casualty
proceeds or condemnation awards to the reduction of the debt rather than to the restoration of the Mortgaged Property;


 


(p)       
consents involving leasing activities (to the extent lender approval is required under the related Mortgage Loan Documents)
if such lease (a) involves a Ground Lease or lease of an outparcel or affects an area greater than or equal to the greater of (i)
10% of leasable space or (ii) 20,000 square feet, (b) is for over 50,000 square feet, or (c) otherwise constitutes a “major
lease” or “material lease,” if applicable, under the related Mortgage Loan Documents, subject to any deemed approval
expressly set forth in the related lease;


 


(q)       
any approval of a budget submitted by a Mortgagor with respect to a Mortgage Loan (to the extent lender approval is required
under the related Mortgage Loan Documents), if (i) the Mortgage Loan for the related Mortgaged Property is on the CREFC®
servicer “watch list” or (ii) such budget includes material (more than 25%) increases in operating expenses or payments
to entities actually known by the Master Servicer to be affiliates of the related Mortgagor (excluding affiliated managers paid
at fee rates agreed to at the origination of the related Mortgage Loan), subject in each case to any deemed approval expressly
set forth in the related Mortgage Loan Documents;


 


(r)        
the voting on any plan of reorganization, restructuring or similar plan in the bankruptcy of a Mortgagor;


 


(s)       
approving easements or rights of way that materially affect the use or value of a Mortgaged Property or the Mortgagor’s
ability to make payments with respect to the related Mortgage Loans; and


 


(t)        
approving any waiver regarding the receipt of financial statements (other than immaterial timing waivers).




 


“Manager”:
With respect to any Mortgage Loan or Serviced Whole Loan, any property manager for the related Mortgaged Properties.


 


“Master Servicer”:
Wells Fargo Bank, National Association, a national banking association, and its successor in interest, or any successor Master
Servicer appointed as herein provided.


 


“Master Servicer
Decisions”: As defined in Section 3.24(e).


 


“Master Servicer
Remittance Date”: With respect to any Distribution Date, the Business Day immediately preceding such Distribution Date.


 






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“Master Servicer
Servicing Personnel”: The divisions and individuals of the Master Servicer who are involved in the performance of the
duties of the Master Servicer under this Agreement.


 


“Material Breach”:
As defined in Section 2.03(a) of this Agreement.


 


“Material Document
Defect”: As defined in Section 2.03(a) of this Agreement.


 


“Maturity Date”:
With respect to each Mortgage Loan, the maturity date as set forth on the Mortgage Loan Schedule; and with respect to each Companion
Loan, the Maturity Date for the related Mortgage Loan.


 


“MC-Five Mile”:
MC-Five Mile Commercial Mortgage Finance LLC, a Delaware limited liability company, and its successors in interest.


 


“MC-Five Mile
Loan Purchase Agreement”: The mortgage loan purchase agreement, dated as of the November 1, 2015, by and between MC-Five
Mile and the Depositor.


 


“Modification
Fees”: With respect to any Mortgage Loan (other than a Non-Serviced Mortgage Loan) or Serviced Whole Loan, if applicable,
any and all fees collected from the related Mortgagor with respect to a modification, extension, waiver or amendment that modifies,
extends, amends or waives any term of the related Mortgage Loan Documents (as evidenced by a signed writing) agreed to by the Master
Servicer or the Special Servicer, other than (a) any Assumption Fees, Consent Fees or assumption application fees and (b) any
fee in connection with a defeasance of such Mortgage Loan (or Serviced Whole Loan).


 


“Modified Asset”:
Any Mortgage Loan or any Serviced Whole Loan as to which any Servicing Transfer Event has occurred and which has been modified
by the Special Servicer pursuant to Section 3.24 of this Agreement in a manner that:


 


(a)       
affects the amount or timing of any payment of principal or interest due thereon (other than, or in addition to, bringing
Monthly Payments current with respect to such Mortgage Loan or Serviced Whole Loan);


 


(b)       
except as expressly contemplated by the related Mortgage Loan Documents, results in a release of the lien of the related
Mortgage on any material portion of the related Mortgaged Property without a corresponding Principal Prepayment in an amount, or
the delivery of substitute real property collateral with a fair market value (as is), that is not less than the fair market value
(as is) of the property to be released, as determined by an appraisal delivered to the Special Servicer (at the expense of
the related Mortgagor and upon which the Special Servicer may conclusively rely); or


 


(c)       
in the reasonable, good faith judgment of the Special Servicer, otherwise materially impairs the security for such Mortgage
Loan or Serviced Whole Loan or materially reduces the likelihood of timely payment of amounts due thereon.


 


“Monthly Payment”:
With respect to any Mortgage Loan or Serviced Companion Loan, as applicable (other than any REO Mortgage Loan or REO Serviced Companion
Loan)






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and any Due
Date, the scheduled monthly payment of principal (if any) and interest at the related Mortgage Loan Rate, which is payable by
the related Mortgagor on such Due Date under the related Note or Notes. The Monthly Payment with respect to any Due Date for (i) an
REO Mortgage Loan or REO Serviced Companion Loan or (ii) any Mortgage Loan or Serviced Companion Loan that is delinquent
at its respective Maturity Date and with respect to which the Special Servicer or Other Special Servicer, as applicable, has not
entered into an extension, is the monthly payment that would otherwise have been payable on such Due Date had the related Note(s)
not been discharged or the related Maturity Date had not been reached, as the case may be, determined as set forth in the preceding
sentence and on the assumption that all other amounts, if any, due thereunder are paid when due. The Monthly Payment for any Serviced
Whole Loan is the aggregate Monthly Payment for the related Mortgage Loan and Serviced Companion Loan.


 


“Moody’s”:
Moody’s Investors Service, Inc. and its successors in interest. If neither Moody’s Investors Service, Inc.
nor any successor remains in existence, “Moody’s” shall be deemed to refer to such other nationally recognized
statistical rating agency or other comparable Person reasonably designated by the Depositor, notice of which designation shall
be given to the Trustee, the Certificate Administrator, the Master Servicer and the Special Servicer and specific ratings of Moody’s
herein referenced shall be deemed to refer to the equivalent ratings (as reasonably determined by the Depositor) of the party so
designated.


 


“Morningstar”:
Morningstar Credit Ratings, LLC and its successors in interest. If neither Morningstar Credit Ratings, LLC nor any successor
remains in existence, “Morningstar” shall be deemed to refer to such other nationally recognized statistical rating
agency or other comparable Person reasonably designated by the Depositor, notice of which designation shall be given to the Trustee,
the Certificate Administrator, the Master Servicer and the Special Servicer and specific ratings of Morningstar herein referenced
shall be deemed to refer to the equivalent ratings (as reasonably determined by the Depositor) of the party so designated.


 


“Mortgage”:
The mortgage, deed of trust or other instrument creating a first lien on or first priority ownership interest in a Mortgaged Property
securing the Note(s) evidencing a Mortgage Loan or Serviced Whole Loan.


 


“Mortgage File”:
With respect to any Mortgage Loan or the related Serviced Whole Loan, subject to Section 2.01(b), collectively the
following documents:


 


(1)       
(A) the original executed Note(s) for such Mortgage Loan, endorsed (without recourse, representation or warranty, express
or implied) to the order of “Wilmington Trust, National Association, as Trustee, on behalf of the registered Holders
of CSAIL 2015-C4 Commercial Mortgage Trust, Commercial Mortgage Pass-Through Certificates, Series 2015-C4” or in blank, and
further showing a complete, unbroken chain of endorsement from the originator (if such originator is not the applicable Mortgage
Loan Seller) (or, alternatively, if the original executed Note(s) have been lost, a lost note affidavit and indemnity with
a copy of such Note(s)), and (B) in the case of a Whole Loan, a copy of the executed Note(s) for each related Companion Loan;


 






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(2)        
an original or copy of the Mortgage, together with originals or copies of any and all intervening assignments thereof, in
each case (unless the particular item has not been returned from the applicable recording office) with evidence of recording
indicated thereon or certified by the applicable recorder’s office;


 


(3)        
an original or copy of any related Assignment of Leases (if such item is a document separate from the Mortgage), together
with originals or copies of any and all intervening assignments thereof, in each case (unless the particular item has not been
returned from the applicable recording office) with evidence of recording indicated thereon or certified by the applicable
recorder’s office;


 


(4)        
an original executed assignment, in recordable form (except for missing recording information not yet available if the instrument
being assigned has not been returned from the applicable recording office), of (A) the Mortgage and (B) any related Assignment
of Leases (if such item is a document separate from the Mortgage), in favor of “Wilmington Trust, National Association, as
Trustee, on behalf of the registered holders of CSAIL 2015-C4 Commercial Mortgage Trust, Commercial Mortgage Pass-Through Certificates,
Series 2015-C4” or in blank and, in the case of any Whole Loan, “Wilmington Trust, National Association, as Trustee,
on behalf of the registered holders of CSAIL 2015-C4 Commercial Mortgage Trust, Commercial Mortgage Pass-Through Certificates,
Series 2015-C4 and the holder of the related Companion Loan, as their interests may appear” or a copy of such assignment
(if the related Mortgage Loan Seller or its designee, rather than the Trustee or Certificate Administrator, is responsible for
the recording thereof);


 


(5)        
an original of the assignment of all unrecorded documents relating to the Mortgage Loan (if not already assigned pursuant
to clause (4) above, in favor of “Wilmington Trust, National Association, as Trustee, on behalf of the registered
holders of CSAIL 2015-C4 Commercial Mortgage Trust, Commercial Mortgage Pass-Through Certificates, Series 2015-C4” or in
blank and, in the case of any Whole Loan, “Wilmington Trust, National Association, as Trustee, on behalf of the registered
holders of CSAIL 2015-C4 Commercial Mortgage Trust, Mortgage Pass-Through Certificates, Series 2015-C4 and the holder of the related
Companion Loan, as their interests may appear”;


 


(6)        
originals or copies of final written modification agreements in those instances where the terms or provisions of the Note(s)
for such Mortgage Loan (or, if applicable, any Note(s) of a Serviced Whole Loan) or the related Mortgage have been modified, in
each case (unless the particular item has not been returned from the applicable recording office) with evidence of recording
indicated thereon if the instrument being modified is a recordable document;


 


(7)        
the original (which may be in the form of an electronically issued title policy) or a copy of the policy or certificate
of lender’s title insurance issued in connection with such Mortgage Loan or the related Serviced Whole Loan (or, if such
policy has not been issued, a “marked-up” pro forma title policy marked as binding and


 






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countersigned
by the title insurer or its authorized agent, or an irrevocable, binding commitment to issue such title insurance policy);


 


(8)        
an original or copy of the related Ground Lease relating to such Mortgage Loan (or the related Serviced Whole Loan, if applicable),
if any, and any ground lessor estoppel;


 


(9)        
an original or copy of the related Loan Agreement, if any;


 


(10)      
an original of any guaranty under such Mortgage Loan or the related Serviced Whole Loan, if any;


 


(11)      
an original or copy of the lock box agreement or cash management agreement relating to such Mortgage Loan or the related
Serviced Whole Loan, if any;


 


(12)      
an original or copy of the environmental indemnity from the related Mortgagor, if any;


 


(13)      
an original or copy of the related escrow agreement and the related security agreement (in each case, if such item is a
document separate from the Mortgage) and, if applicable, the originals or copies of any intervening assignments thereof;


 


(14)      
an original assignment of the related security agreement, in favor of “Wilmington Trust, National Association, as
Trustee, on behalf of the registered holders of CSAIL 2015-C4 Commercial Mortgage Trust, Commercial Mortgage Pass-Through Certificates,
Series 2015-C4” or in blank and, in the case of any Whole Loan, “Wilmington Trust, National Association, as Trustee,
on behalf of the registered holders of CSAIL 2015-C4 Commercial Mortgage Trust, Commercial Mortgage Pass-Through Certificates,
Series 2015-C4 and the holder of the related Companion Loan, as their interests may appear”;


 


(15)      
any filed copies (bearing evidence of filing) or evidence of filing of any UCC financing statements in favor of the originator
of such Mortgage Loan or the related Serviced Whole Loan or in favor of any assignee prior to the Trustee, and an original UCC-3
assignment thereof, in form suitable for filing, in favor of the Trustee (or, in each case, a copy thereof, certified to be the
copy of such assignment submitted or to be submitted for filing);


 


(16)      
in the case of any Mortgage Loan or the related Serviced Whole Loan as to which there exists a related mezzanine loan, the
original or a copy of the related intercreditor agreement;


 


(17)      
an original or copy of any related environmental insurance policy;


 


(18)      
a copy of any letter of credit relating to such Mortgage Loan or the related Whole Loan and any related assignment thereof
(with the original to be delivered to the Master Servicer);


 






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(19)      
copies of any franchise agreement, property management agreement or hotel management agreement and related comfort letters
(together with (i) copies of any notices of transfer that are necessary to transfer or assign to the Trust or the Trustee
the benefits of such comfort letter or (ii) if the related comfort letter contemplates that a request be made of the related
franchisor to issue a replacement comfort letter for the benefit of the Trust or Trustee, a copy of the notice requesting the issuance
of such replacement comfort letter (the copy of such notice shall be delivered by the related Mortgage Loan Seller to the Custodian
for inclusion in the Mortgage File within the time period set forth in the last paragraph of Section 2.01(b)) and/or
estoppel letters relating to such Mortgage Loan or the related Serviced Whole Loan and any related assignment thereof; and


 


(20)      
in the case of a Whole Loan, an original or a copy of the related Co-Lender Agreement;


 


provided that, whenever the term
“Mortgage File” is used to refer to documents actually received by the Certificate Administrator or a Custodian appointed
thereby, such term shall not be deemed to include such documents and instruments required to be included therein unless they are
actually so received; provided, further, that if there exists with respect to any Crossed Mortgage Loan Group only
one original or certified copy of any document referred to in the definition of “Mortgage File” covering all of the
Mortgage Loans in such Crossed Mortgage Loan Group, then the inclusion of such original or certified copy in the Mortgage File
for any of the Mortgage Loans constituting such Crossed Mortgage Loan Group shall be deemed the inclusion of such original or certified
copy in the Mortgage File for each such Mortgage Loan.


 


With respect to any Non-Serviced
Mortgage Loan, the preceding document delivery requirements shall be met by the delivery by the applicable Mortgage Loan Seller
to the Custodian of the originals of the items specified in clause (1) and an original of the related Co-Lender Agreement,
if available (and, if not, then a copy) and, to the extent the Custodian is not the custodian on the lead securitization of such
Non-Serviced Mortgage Loan, then a copy of each of the other documents specified above, but, in the case of endorsements and assignments
to the Trustee, instead endorsed or assigned to the Other Trustee on behalf of the holders of the related Companion Loan Securities
and the Trustee (other than with respect to the documents specified in clause (1), for which originals shall be required);
provided that if the Custodian ceases to be Custodian or custodian on the lead securitization, it shall obtain the copies
described in this sentence.


 


“Mortgage Loan”:
Each of the mortgage loans (other than the Crossed Underlying Loans of a Crossed Mortgage Loan Group, it being understood that
for the purposes of this Agreement each Crossed Mortgage Loan Group shall be treated as one Mortgage Loan)transferred and assigned
to the Trustee pursuant to Section 2.01 and from time to time held in the Trust Fund, the mortgage loans originally so transferred,
assigned and held being identified on the Mortgage Loan Schedule as of the Cut-Off Date. Such term shall include any Specially
Serviced Loan, REO Mortgage Loan or defeased Mortgage Loan and any Non-Serviced Mortgage Loan (but not the Companion Loans).


 






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“Mortgage Loan
Documents”: With respect to any Mortgage Loan or Serviced Whole Loan, the documents executed or delivered in connection
with the origination or any subsequent modification of such Mortgage Loan or Serviced Whole Loan or subsequently added to the related
Mortgage File.


 


“Mortgage Loan
Rate”: With respect to any Mortgage Loan (including an REO Mortgage Loan) or Serviced Companion Loan (including an REO
Serviced Companion Loan), the per annum rate at which interest accrues (or, if and while it is an REO Mortgage Loan or REO
Companion Loan, is deemed to accrue) on such Mortgage Loan or Serviced Companion Loan, as the case may be, as stated in the related
Note(s) or Co-Lender Agreement, in each case without giving effect to the Default Rate with respect to any Mortgage Loan or any
related note(s) held by any Companion Loan Holder, as the case may be.


 


“Mortgage Loan
Schedule”: The list of Mortgage Loans included in the Trust Fund as of the Closing Date being attached hereto as Exhibit B,
which list shall set forth the following information with respect to each Mortgage Loan:


 


(i)          the
Loan Number;


 


(ii)        
the street address (including city, state and zip code) and name of the related Mortgaged Property;


 


(iii)       
the Cut-Off Date Principal Balance;


 


(iv)       
the original Mortgage Loan Rate;


 


(v)        
the (A) remaining term to stated maturity and (B) Stated Maturity Date;


 


(vi)       
in the case of a Balloon Mortgage Loan, the remaining amortization term;


 


(vii)     
the Servicing Fee Rate (separately identifying any primary servicing fee rate or subservicing fee rate included in the
Servicing Fee Rate), and in the case of a Serviced Whole Loan, separately identifying the Servicing Fee Rate applicable to the
related Serviced Companion Loan(s) in such Serviced Whole Loan, and in the case of any Non-Serviced Mortgage Loan, separately
identifying the primary servicing fee rate payable to the related Other Master Servicer;


 


(viii)     
the Mortgage Loan Seller(s);


 


(ix)       
whether the Mortgage Loan is cross-collateralized and the cross-collateralized group it belongs to; and


 


(x)        
whether such Mortgage Loan is part of a Serviced Whole Loan, in which case the information required by clauses (iii),
(iv), (v), (vi) and (vii) above


 






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shall also be set forth for the Companion Loan in the related
Serviced Whole Loan.














 


“Mortgage Loan
Seller”: Each of Column, MC-Five Mile, BSPCC, Bancorp and WDCPF I CS and their respective successors in interest. For
the avoidance of doubt, any reference herein to “Mortgage Loan Seller” as it relates to WDCPF I CS in connection with
any obligations thereof shall also be a reference to WDCPF to the extent that WDCPF has, in accordance with the related Loan Purchase
Agreement, agreed to cause WDCPF I CS to take any action thereunder or, to the extent assigned to the Trustee, WDCPF has obligations
under the related Loan Purchase Agreement.


 


“Mortgage Loan
Seller Sub-Servicer”: A Sub-Servicer required to be retained by the Master Servicer by a Mortgage Loan Seller, as listed
on Exhibit S to this Agreement, or any successor thereto.


 


“Mortgage Pool”:
All of the Mortgage Loans and any successor REO Mortgage Loans, collectively. The Mortgage Pool does not include the Companion
Loans or any related REO Companion Loans.


 


“Mortgaged Property”:
The underlying property securing a Mortgage Loan and the related Companion Loan(s), including any REO Property (including with
respect to a Non-Serviced Mortgage Loan), consisting of a fee simple estate, and, with respect to certain Mortgage Loans and the
related Companion Loans, a leasehold estate, or both a leasehold estate and a fee simple estate, or a leasehold estate in a portion
of the property and a fee simple estate in the remainder, in a parcel of land improved by a commercial property, together with
any personal property, fixtures, leases and other property or rights pertaining thereto.


 


“Mortgagor”:
The obligor or obligors on a Note and the related note(s) in favor of a Companion Loan Holder(s), including, without limitation,
any Person that has acquired the related Mortgaged Property and assumed the obligations of the original obligor under such Note(s)
and the related note(s) in favor of a Companion Loan Holder(s).


 


“Mortgagor Accounts”:
As defined in Section 3.07(a) of this Agreement.


 


“Net Condemnation
Proceeds”: The Condemnation Proceeds received with respect to any Mortgage Loan or Serviced Companion Loan (including
an REO Mortgage Loan or REO Serviced Companion Loan) net of the amount of (i) costs and expenses incurred with respect thereto
and (ii) amounts required to be applied to the restoration or repair of the related Mortgaged Property; provided that, in the case
of a Non-Serviced Mortgage Loan, “Net Condemnation Proceeds” under this Agreement shall be limited to any related Condemnation
Proceeds that are received by the Trust Fund in connection with such Non-Serviced Mortgage Loan, pursuant to the allocations set
forth in the related Co-Lender Agreement.


 


“Net Insurance
Proceeds”: Insurance Proceeds, to the extent such proceeds are not to be applied to the restoration of the related Mortgaged
Property or released to the Mortgagor in accordance with the express requirements of the Mortgage or Note(s) or other Mortgage
Loan Documents included in the Mortgage File or in accordance with the Servicing Standard, or with respect to the environmental
insurance policy, applied to pay any costs,


 






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expenses,
penalties, fines or similar items; provided that, in the case of a Non-Serviced Mortgage Loan, “Net Insurance Proceeds”
under this Agreement shall be limited to any related Insurance Proceeds that are received by the Trust Fund in connection with
such Non-Serviced Mortgage Loan, pursuant to the allocations set forth in the related Co-Lender Agreement.


 


“Net Liquidation
Proceeds”: The Liquidation Proceeds received with respect to any Mortgage Loan or Serviced Whole Loan (including an REO
Mortgage Loan or REO Companion Loan) net of the amount of Liquidation Expenses incurred with respect thereto.


 


“Net Mortgage
Loan Rate”: Except as set forth in the last sentence of this definition, with respect to any Mortgage Loan (including
any REO Mortgage Loan), the per annum rate equal to the Mortgage Loan Rate for such Mortgage Loan minus the related Administrative
Cost Rate. Notwithstanding the foregoing, if any Mortgage Loan does not accrue interest on the basis of a 360-day year consisting
of twelve 30-day months, then, for purposes of calculating Pass-Through Rates and the WAC Rate, the Net Mortgage Loan Rate of such
Mortgage Loan for any one-month period preceding a related Due Date shall be the annualized rate at which interest would have to
accrue in respect of such Mortgage Loan on the basis of a 360-day year consisting of twelve 30-day months in order to produce the
aggregate amount of interest actually accrued (exclusive of Default Interest) in respect of such Mortgage Loan during such one-month
period at a per annum rate equal to the related Mortgage Loan Rate minus the related Administrative Cost Rate; provided,
however, that, for purposes of calculating Pass-Through Rates and the WAC Rate, with respect to each Mortgage Loan that
accrues interest on the basis of a 360-day year and the actual number of days during each one-month interest accrual period, (i) the
Net Mortgage Loan Rate for the one-month period preceding the Due Dates in January and February in any year which is not a
leap year and in February in any year which is a leap year (unless, in either case, the related Distribution Date is the final
Distribution Date), shall be determined net of any Withheld Amounts and (ii) the Net Mortgage Loan Rate for the one-month
period preceding the Due Date in March shall be determined taking into account the addition of any such Withheld Amounts.
Also notwithstanding the foregoing, for purposes of calculating Pass-Through Rates and the WAC Rate, the Net Mortgage Loan Rate
of any Mortgage Loan shall be determined without regard to any modification, waiver or amendment of the terms of such Mortgage
Loan, whether agreed to by the Special Servicer or an Other Special Servicer or resulting from a bankruptcy, insolvency or similar
proceeding involving the related Mortgagor, and without regard to the related Mortgaged Property becoming an REO Property or otherwise.


 


“Net Operating
Income”: With respect to any Mortgaged Property, for any Mortgagor’s fiscal year end, Net Operating Income will
be calculated in accordance with the standard definition of “Net Operating Income” approved from time to time endorsed
and put forth by CREFC®.


 


“Net REO Proceeds”:
With respect to each REO Property and any related REO Mortgage Loan or REO Companion Loan, REO Proceeds with respect to such REO
Property, REO Mortgage Loan or REO Companion Loan (other than the proceeds of a liquidation thereof) net of any insurance
premiums, taxes, assessments, ground rents and other costs and expenses permitted to be paid therefrom pursuant to Section 3.16(a) of
this Agreement; provided that, in the case of an REO Property that relates to a Non-Serviced Mortgage Loan, “Net REO


 






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Proceeds”
under this Agreement shall be limited to any REO Proceeds that are received by the Trust Fund in connection with such Non-Serviced
Mortgage Loan, pursuant to the allocations set forth in the related Co-Lender Agreement.


 


“New Lease”:
Any lease of REO Property entered into on behalf of the Trust Fund, including any lease renewed or extended on behalf of the Trust
Fund, if the Trust Fund has the right to renegotiate the terms of such lease.


 


“Nonrecoverable
Advance”: Any Nonrecoverable P&I Advance or Nonrecoverable Property Advance. Workout-Delayed Reimbursement Amounts
shall constitute a Nonrecoverable Advance only when the Person making such determination in accordance with the procedures specified
in Section 3.20 and Section 4.06, the definition of Nonrecoverable P&I Advance or the definition of Nonrecoverable
Property Advance, as applicable, and taking into account factors such as all other outstanding Advances, either (a) has determined
that such Workout-Delayed Reimbursement Amounts, would not ultimately be recoverable from late collections or any other recovery
on or in respect of the related Mortgage Loan or Serviced Whole Loan or REO Mortgage Loan or REO Whole Loan, or (b) has determined
that such Workout-Delayed Reimbursement Amount, along with any other Workout-Delayed Reimbursement Amounts (that have not been
reimbursed to the party that made such Advance) or unreimbursed Nonrecoverable Advances, would not be ultimately recoverable from
the principal portion of future general collections on the Mortgage Loans and REO Properties.


 


“Nonrecoverable
P&I Advance”: With respect to any Mortgage Loan, any P&I Advance previously made or proposed to be made in respect
of such Mortgage Loan or a related REO Mortgage Loan by the Master Servicer or the Trustee, which P&I Advance such party or
the Special Servicer has determined pursuant to and in accordance with Section 4.06 of this Agreement, would not or will
not be ultimately recoverable from late payments, Insurance Proceeds, Condemnation Proceeds or Liquidation Proceeds, or any other
recovery on or in respect of such Mortgage Loan or REO Mortgage Loan or related REO Companion Loan, as the case may be.


 


“Nonrecoverable
Property Advance”: Any Property Advance previously made or proposed to be made in respect of a Mortgage Loan, Whole Loan
or REO Property by the Master Servicer or the Trustee, or in the case of any Non-Serviced Mortgage Loan, any comparable advance
made by the Other Master Servicer, Other Special Servicer (with respect to any emergency advance, to the extent applicable) or
Other Trustee, which Property Advance (or other comparable advance) such party or the Special Servicer has determined pursuant
to and in accordance with Section 3.20 of this Agreement, in accordance with the Servicing Standard (or, with respect to
the Trustee, its good faith business judgment), will not be ultimately recoverable from late payments, Insurance Proceeds, Condemnation
Proceeds, Liquidation Proceeds, or any other recovery on or in respect of such Mortgage Loan, Whole Loan or REO Property, as the
case may be. Any Property Advance that is not required to be repaid by the related Mortgagor under the terms of the related Mortgage
Loan Documents shall be deemed to be a Nonrecoverable Advance for purposes of the Master Servicer’s or the Trustee’s
entitlement to reimbursement for such Advance. The determination as to the recoverability of any servicing advance previously made
or proposed to be made with respect to any Non-Serviced Mortgage Loan shall be made by the Other Master Servicer or Other Special
Servicer, as the case may be,


 






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pursuant
to the Other Pooling and Servicing Agreement, and any such determination so made shall be conclusive and binding upon the Trust
and the Certificateholders.


 


“Non-Book Entry
Certificates”: As defined in Section 5.02(c)(iii) of this Agreement.


 


“Non-Reduced
Certificates”: As of any date of determination, any Class of Principal Balance Certificates then outstanding for which
(a)(1) the initial Certificate Principal Balance of such Class of Certificates minus (2) the sum (without duplication)
of (x) the aggregate payments of principal (whether as principal prepayments or otherwise) previously distributed to the Holders
of such Class of Certificates, (y) any Appraisal Reduction Amounts allocated to such Class of Certificates as of such date
of determination and (z) any Realized Losses previously allocated to such Class of Certificates, is equal to or greater than (b) 25%
of the remainder of (i) the initial Certificate Principal Balance of such Class of Certificates less (ii) any payments
of principal (whether as principal prepayments or otherwise) previously distributed to the Holders of that Class of Certificates
as of such date of determination.


 


“Non-Serviced
Companion Loan”: The Arizona Grand Resort & Spa Companion Loan.


 


“Non-Serviced
Companion Loan Holder”: The holder of a Non-Serviced Companion Loan.


 


“Non-Serviced
Mortgage Loan”: The Arizona Grand Resort & Spa Mortgage Loan.


 


“Non-Serviced
Whole Loan”: The Arizona Grand Resort & Spa Whole Loan.


 


“Non-Serviced
Whole Loan Controlling Holder”: The “directing holder” or similarly defined party under an Other Pooling
and Servicing Agreement.


 


“Non-U.S. Beneficial
Ownership Certification”: As defined in Section 5.03(f) of this Agreement.


 


“Non-U.S. Tax
Person”: A person other than a U.S. Tax Person.


 


“Note”:
With respect to any Mortgage Loan or Companion Loan as of any date of determination, the note(s) or other evidence of indebtedness
and/or agreements evidencing the indebtedness of a Mortgagor under such Mortgage Loan or Companion Loan, as the case may be, including
any amendments or modifications, or any renewal or substitution notes, as of such date.


 


“Notice of Termination”:
Any of the notices given to the Certificate Administrator by the Master Servicer, the Depositor or any Holder of a Class R Certificate
pursuant to Section 9.01(c).


 


“Notional Amount”:
For any date of determination, (a) with respect to the Class X-A Certificates, the Class X-A Notional Amount, (b) with
respect to the Class X-B


 






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Certificates,
the Class X-B Notional Amount, (c) with respect to the Class X-D Certificates, the Class X-D Notional Amount, (d) with respect
to the Class X-F Certificates, the Class X-F Notional Amount, (e) with respect to the Class X-G Certificates, the Class X-G Notional
Amount, (f) with respect to the Class X-NR Certificates, the Class X-NR Notional Amount and (g) with respect to each Component,
the applicable Component Notional Amount.


 


“NRSRO”:
A nationally recognized statistical rating organization within the meaning of Section 3(a)(62) of the Exchange Act.


 


“NRSRO Certification”:
A certification executed by an NRSRO (other than a Rating Agency) in favor of the Rule 17g-5 Information Provider substantially
in the form attached as Exhibit M-5 hereto (which may also be submitted electronically to the Rule 17g-5 Information
Provider) that states that (i) such NRSRO has provided the Depositor with the appropriate certifications under Exchange Act Rule 17g-5(e),
(ii) such NRSRO has access to the Rule 17g-5 Information Provider’s Website regarding the Certificates and (iii) such
NRSRO shall keep any information obtained from the 17g-5 Information Provider confidential. An NRSRO Certification will be deemed
to have been executed by an NRSRO if the Depositor so directs the Rule 17g-5 Information Provider.


 


“OCC”:
The Office of the Comptroller of Currency, and its successors in interest.


 


“Offering Circular”:
The offering circular dated November 23, 2015 relating to the Private Certificates.


 


“Officer’s
Certificate”: With respect to any Person, a certificate signed by an authorized officer of such Person or, in the case
of the Master Servicer or the Special Servicer, a Servicing Officer, and delivered to the Depositor, the Trustee, the Certificate
Administrator, the Master Servicer or the Special Servicer, as the case may be.


 


“Operating Advisor”:
Pentalpha Surveillance LLC, a Delaware limited liability company, or its successor in interest, or any successor Operating Advisor
appointed as herein provided.


 


“Operating Advisor
Annual Report”: As defined in Section 3.28(d)(ii) of this Agreement.


 


“Operating Advisor
Consulting Fee”: A fee for each Major Decision as to which the Operating Advisor has consultation rights equal to the
lesser of (a) $10,000, or (b) the amount the related Mortgagor agrees to pay with respect to any Mortgage Loan (or Serviced
Whole Loan, if applicable), payable pursuant to Section 3.06(a) and Section 3.06A(a) of this Agreement; provided,
however, that no such fee shall be payable unless paid by the related Mortgagor; provided, further, that the
Operating Advisor may in its sole discretion reduce the Operating Advisor Consulting Fee with respect to any Major Decision; provided,
further, that the Master Servicer or Special Servicer, as applicable, may waive or reduce the amount of any Operating Advisor
Consulting Fee payable by the related Mortgagor if it determines that such full or partial waiver is in accordance with the Servicing
Standard (provided that the Master Servicer or the Special Servicer, as applicable, shall consult with the Operating Advisor
prior to any such waiver or reduction).


 






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“Operating Advisor
Fee”: With respect to each Mortgage Loan (including any Non-Serviced Mortgage Loan) and any Distribution Date, an amount
accrued during the related Interest Accrual Period at the applicable Operating Advisor Fee Rate on the Stated Principal Balance
of such Mortgage Loan (or such Non-Serviced Mortgage Loan, as applicable) as of the close of business on the Distribution Date
in such Interest Accrual Period; provided that such amounts shall be computed for the same period and on the same interest
accrual basis respecting which any related interest payment due or deemed due on the related Mortgage Loan is computed and shall
be prorated for partial periods. Such fee shall be in addition to, and not in lieu of, any other fee or other sum payable
to the Operating Advisor under this Agreement. For the avoidance of doubt, the Operating Advisor Fee shall be payable from the
Lower-Tier REMIC.


 


“Operating Advisor
Fee Rate”: With respect to each Interest Accrual Period, a rate equal to 0.00175% per annum; provided,
for the avoidance of doubt, if there is no Operating Advisor, such fee rate shall be 0.00000%.


 


“Operating Advisor
Surveillance Personnel”: The divisions or personnel of the Operating Advisor who are involved in the performance of the
duties of the Operating Advisor under this Agreement.


 


“Operating Advisor
Standard”: As defined in Section 3.28(b) of this Agreement.


 


“Operating Advisor
Termination Event”: As defined in Section 7.06(a) of this Agreement.


 


“Opinion of
Counsel”: A written opinion of counsel, who may, without limitation, be counsel for the Depositor, the Operating Advisor,
the Special Servicer or the Master Servicer, as the case may be, reasonably acceptable to the Trustee and the Certificate Administrator,
except that any opinion of counsel relating to (a) qualification of a Trust REMIC or the imposition of tax under the REMIC
Provisions on any income or property of any such Trust REMIC, (b) compliance with the REMIC Provisions (including application
of the definition of “Independent Contractor”) or (c) a resignation of the Master Servicer or Special Servicer
pursuant to Section 6.04, must be an opinion of counsel who is Independent of the Depositor, the Special Servicer and the
Master Servicer.


 


“Opting-Out
Party”: A defined in Section 6.09(h) of this Agreement.


 


“Original Lower-Tier
Principal Balance”: With respect to any Lower-Tier Regular Interest, the initial principal balance thereof as of the
Closing Date, in each case as specified in the Preliminary Statement.


 


“Other 17g-5
Information Provider”: With respect to a Non-Serviced Mortgage Loan or Serviced Companion Loan, as applicable, the 17g-5
information provider under the applicable Other Pooling and Servicing Agreement.


 


“Other Certificate
Administrator”: With respect to a Non-Serviced Mortgage Loan, the certificate administrator under the applicable Other
Pooling and Servicing Agreement.


 






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“Other Depositor”:
With respect to any Other Securitization Trust, the related “depositor” (within the meaning of Item 1101(e) of Regulation
AB) of the related Other Securitization Trust.


 


“Other Exchange
Act Reporting Party”: With respect to any Other Securitization Trust that is subject to the reporting requirements of
the Exchange Act, the trustee, certificate administrator, master servicer, special servicer or depositor under the related Other
Pooling and Servicing Agreement that is responsible for the preparation and/or filing of Form 8-K, Form 10-D and Form 10-K with
respect to such Other Securitization Trust, as identified in writing to the parties to this Agreement; and, with respect to any
Other Securitization Trust that is not subject to the reporting requirements of the Exchange Act, the trustee, certificate administrator,
master servicer, special servicer or depositor under the related Other Pooling and Servicing Agreement that is responsible for
the preparation and/or dissemination of periodic distribution date statements or similar reports, as identified in writing to the
parties to this Agreement.


 


“Other Master
Servicer”: With respect to a Non-Serviced Mortgage Loan or Serviced Companion Loan, as applicable, the master servicer
under the applicable Other Pooling and Servicing Agreement.


 


“Other Operating
Advisor”: With respect to a Non-Serviced Mortgage Loan, the operating advisor (and other similar party) under the applicable
Other Pooling and Servicing Agreement.


 


“Other Paying
Agent”: With respect to a Non-Serviced Mortgage Loan or Serviced Companion Loan, as applicable, the paying agent under
the applicable Other Pooling and Servicing Agreement.


 


“Other Pooling
and Servicing Agreement”: The pooling and servicing agreement or other comparable agreement governing the creation of
any Other Securitization Trust and the issuance of securities backed by the assets of such Other Securitization Trust. With respect
to the Non-Serviced Mortgage Loan, the CSAIL 2015-C3 Pooling and Servicing Agreement (with respect to the Arizona Grand Resort
& Spa Whole Loan) is the “Other Pooling and Servicing Agreement”. In addition, each of the Serviced Companion Loans
(or a portion thereof) are expected to be included in future securitizations, for which the related pooling and servicing agreements
shall also be Other Pooling and Servicing Agreements.


 


“Other Securitization
Trust”: (a) With respect to a Serviced Mortgage Loan, any “issuing entity” (within the meaning of Item 1101(f)
of Regulation AB) that holds a Companion Loan or REO Companion Loan (or any portion thereof or interest therein), as identified
in writing to the parties to this Agreement, and (b) with respect to a Non-Serviced Mortgage Loan, the “issuing entity”
(within the meaning of Item 1101(f) of Regulation AB) that holds the Companion Loan or REO Companion Loan designated as the controlling
note pursuant to the related Co-lender agreement, as identified in writing to the parties to this Agreement.


 


“Other Special
Servicer”: With respect to a Non-Serviced Mortgage Loan or Serviced Companion Loan, as applicable, the special servicer
under the applicable Other Pooling and Servicing Agreement.


 






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“Other Trustee”:
With respect to a Non-Serviced Mortgage Loan or Serviced Companion Loan, as applicable, the trustee under the applicable Other
Pooling and Servicing Agreement.


 


“Ownership Interest”:
Any record or beneficial interest in a Class R Certificate.


 


“P&I Advance”:
As to any Mortgage Loan (including any Non-Serviced Mortgage Loan and any REO Mortgage Loan), any advance made by the Master Servicer
or the Trustee pursuant to Section 4.06 of this Agreement. Each reference to the payment or reimbursement of a P&I Advance
shall be deemed to include, whether or not specifically referred to but without duplication, payment or reimbursement of interest
thereon at the Advance Rate to but excluding the date of payment or reimbursement.


 


“Pari Passu
Companion Loan”: The Arizona Grand Resort & Spa Companion Loan.


 


“Pass-Through
Rate”: Each of the Class A-1 Pass-Through Rate, the Class A-2 Pass-Through Rate, the Class A-3 Pass-Through
Rate, the Class A-4 Pass-Through Rate, the Class A-SB Pass-Through Rate, the Class X-A Pass-Through Rate, the Class X-B
Pass-Through Rate, the Class X-F Pass-Through Rate, the Class X-G Pass-Through Rate, the Class X-NR Pass-Through Rate, the Class
A-S Pass-Through Rate, the Class B Pass-Through Rate, the Class C Pass-Through Rate, the Class D Pass-Through Rate,
the Class D Component Pass-Through Rate, the Class E Pass-Through Rate, the Class E Component Pass-Through Rate, the Class F
Pass-Through Rate, the Class G Pass-Through Rate and the Class NR Pass-Through Rate. The Class X-D and Class R Certificates
do not have Pass-Through Rates.


 


“Paying Agent”:
The paying agent appointed pursuant to Section 5.06 of this Agreement.


 


“Penalty Charges”:
With respect to any Mortgage Loan (other than a Non-Serviced Mortgage Loan) or Serviced Whole Loan, if applicable (or successor
REO Mortgage Loan or successor REO Serviced Companion Loan), any amounts actually collected thereon from the Mortgagor that represent
default charges, penalty charges, late fees and/or Default Interest, subject to any allocation provisions of any related Co-Lender
Agreement and excluding any amounts allocable to a Serviced Companion Loan pursuant to the related Co-Lender Agreement.


 


“Percentage
Interest”: As to any Certificate, the percentage interest evidenced thereby in distributions required to be made with
respect to the related Class. With respect to any Regular Certificate, the percentage interest is equal to the initial denomination
as of the Closing Date of such Certificate divided by the initial Certificate Principal Balance or Notional Amount, as applicable,
of such Class of Certificates. With respect to any Class R Certificate, the percentage interest is set forth on the face thereof.


 


“Performing
Party”: As defined in Section 10.11 of this Agreement.


 


“Permitted Investments”:
Any one or more of the following obligations or securities payable on demand or having a scheduled maturity on or before the Business
Day


 






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preceding
the date upon which such funds are required to be drawn (provided that funds invested by the Certificate Administrator
in Permitted Investments managed or advised by the Certificate Administrator may (or, as and when contemplated under Section
3.07(c), shall) mature on the Distribution Date) and a maximum maturity of 365 days, regardless of whether issued by the Depositor,
the Master Servicer, the Trustee, the Certificate Administrator or any of their respective Affiliates and having at all times
the required ratings, if any, provided for in this definition, unless each Rating Agency shall have provided a Rating Agency Confirmation:


 


(i)         obligations of, or obligations fully guaranteed as to payment of principal and interest by, the United States or any agency
or instrumentality thereof provided such obligations are backed by the full faith and credit of the United States of America including,
without limitation, obligations of: the U.S. Treasury (all direct or fully guaranteed obligations), the Farmers Home Administration
(certificates of beneficial ownership), the General Services Administration (participation certificates), the U.S. Maritime Administration
(guaranteed Title XI financing), the Small Business Administration (guaranteed participation certificates and guaranteed pool
certificates), the U.S. Department of Housing and Urban Development (local authority bonds) and the Washington Metropolitan
Area Transit Authority (guaranteed transit bonds); provided, however, that the investments described in this clause
must (A) have a predetermined fixed dollar of principal due at maturity that cannot vary or change, (B) if such investments
have a variable rate of interest, such interest rate must be tied to a single interest rate index plus a fixed spread (if any) and
must move proportionately with that index, and (C) such investments must not be subject to liquidation prior to their maturity;


 


(ii)         Federal Housing Administration debentures;


 


(iii)       obligations of the following United States government sponsored agencies: Federal Home Loan Mortgage Corp. (debt obligations),
the Farm Credit System (consolidated system-wide bonds and notes), the Federal Home Loan Banks (consolidated debt obligations),
the Federal National Mortgage Association (debt obligations), the Financing Corp. (debt obligations), and the Resolution Funding
Corp. (debt obligations); provided, however, that the investments described in this clause must (A) have a predetermined
fixed dollar amount of principal due at maturity that cannot vary or change, (B) if such investments have a variable rate
of interest, such interest rate must be tied to a single interest rate index plus a fixed spread (if any) and must move proportionately
with that index, and (C) such investments must not be subject to liquidation prior to their maturity;


 


(iv)       federal
funds, unsecured certificates of deposit, time or similar deposits, bankers’ acceptances and repurchase agreements of
any bank, (A) if it has a term of three months or less, (1) the short-term obligations of which are rated in the
highest short-term rating category by Moody’s or the long-term obligations of which are rated at least “A2”
by Moody’s and (2) the short-term obligations of which are rated in the highest short-term debt rating category of
Fitch and KBRA, (B) if it has a term of more than three months and not in excess of six months, the short-term obligations of
which are rated in the highest short-term rating category by each Rating Agency and the long-term obligations of which are
rated at least “Aa3” by Moody’s and (C) if it has a term of more


 






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than six months, the short-term
obligations of which are rated in the highest short-term rating category by each Rating Agency and the long-term obligations
of which are rated “Aaa” by Moody’s (or, in the case of any such Rating Agency as set forth in clauses (A)
through (C) above, such lower rating as is the subject of a Rating Agency Confirmation by such Rating Agency and
Morningstar); provided, however, that the investments described in this clause must (A) have a
predetermined fixed dollar amount of principal due at maturity that cannot vary or change, (B) if such investments have
a variable rate of interest, such interest rate must be tied to a single interest rate index plus a fixed spread (if
any) and must move proportionately with that index, and (C) such investments must not be subject to
liquidation prior to their maturity;


 


(v)        demand and time deposits in, or certificates of deposit of, or bankers’ acceptances issued by, any bank or trust company,
savings and loan association or savings bank, (A) if it has a term of three months or less, (1) the short-term obligations
of which are rated in the highest short-term rating category by Moody’s or the long-term obligations of which are rated at
least “A2” by Moody’s and (2) the short-term obligations of which are rated in the highest short-term debt rating
category of Fitch and KBRA, (B) if it has a term of more than three months and not in excess of six months, the short-term obligations
of which are rated in the highest short-term rating category by each Rating Agency and the long-term obligations of which are rated
at least “Aa3” by Moody’s and (C) if it has a term of more than six months, the short-term obligations of which
are rated in the highest short-term rating category by each Rating Agency and the long-term obligations of which are rated “Aaa”
by Moody’s (or, in the case of any such Rating Agency as set forth in clauses (A) through (C) above, such lower
rating as is the subject of a Rating Agency Confirmation by such Rating Agency and Morningstar); provided, however,
that the investments described in this clause must (A) have a predetermined fixed dollar amount of principal due at maturity
that cannot vary or change, (B) if such investments have a variable rate of interest, such interest rate must be tied to a
single interest rate index plus a fixed spread (if any) and must move proportionately with that index, and (C) such investments
must not be subject to liquidation prior to their maturity;


 


(vi)       debt obligations of any corporation incorporated under the laws of the United States or any state thereof, (A) if it
has a term of three months or less, (1) the short-term obligations of which are rated in the highest short-term rating category
by Moody’s or the long-term obligations of which are rated at least “A2” by Moody’s and (2) the short-term
obligations of which are rated in the highest short-term debt rating category of Fitch and KBRA, (B) if it has a term of more than
three months and not in excess of six months, the short-term obligations of which are rated in the highest short-term rating category
by each Rating Agency and the long-term obligations of which are rated at least “Aa3” by Moody’s and (C) if it
has a term of more than six months, the short-term obligations of which are rated in the highest short-term rating category by
each Rating Agency and the long-term obligations of which are rated at least “Aaa” by Moody’s (or, in the case
of any such Rating Agency as set forth in clauses (A) through (C) above, such lower rating as is the subject of a
Rating Agency Confirmation by such Rating Agency and Morningstar); provided, however, that the investments described
in this clause must (A) have a predetermined fixed dollar of principal due at maturity that


 






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cannot vary or change, (B) if
such investments have a variable rate of interest, such interest rate must be tied to a single interest rate index plus a fixed
spread (if any) and must move proportionately with that index, and (C) such investments must not be subject to liquidation
prior to their maturity;


 



(vii)      commercial paper of any corporation incorporated under the laws of the United States or any state thereof (including both
non-interest-bearing discount obligations and interest-bearing obligations payable on demand or on a specified date not more than
one year after the date of issuance thereof), (A) if it has a term of less than three months, the short-term obligations of
which are rated at least “P-1” by Moody’s or, in the case of Moody’s, the long-term obligations of which
are rated at least “A2” by Moody’s, “F1” by Fitch and in the highest short-term debt rating
category of KBRA; (B)  if it has a term of more than three months and not in excess of six months, (1) the short-term
debt obligations of which are rated at least “P-1” by Moody’s and the long-term debt obligations of which are
rated at least “Aa3” by Moody’s and (2) the short-term debt obligations of which are rated in the highest
short-term rating category by Fitch and KBRA; and (C) if it has a term of more than six months, (1) the short-term debt
obligations of which are rated at least “P-1” by Moody’s and the long-term debt obligations of which are rated
at least “Aaa” by Moody’s, (2) the short-term debt obligations of which are rated at least “F1+”
by Fitch (or “F1” by Fitch, if the long-term debt obligations of which are rated at least “AA-” by Fitch) 
and (3) the short-term debt obligations of which are rated in the highest short-term rating category by KBRA (or, in the case
of any such Rating Agency as set forth in clauses (A) through (C) above, such lower rating as is the subject of a
Rating Agency Confirmation by such Rating Agency and Morningstar); provided, however, that the investments described
in this clause must (A) have a predetermined fixed dollar of principal due at maturity that cannot vary or change, (B) if
such investments have a variable rate of interest, such interest rate must be tied to a single interest rate index plus a fixed
spread (if any) and must move proportionately with that index, and (C) such investments must not be subject to liquidation
prior to their maturity;


 


(viii)
    the Wells Fargo Advantage Heritage Money Market Fund or any other money market fund (in each case, the “Fund”)
so long as the Fund is rated by Moody’s and Fitch in its highest money market fund ratings category (or, if not rated by
either such Rating Agency, otherwise acceptable to such Rating Agency, KBRA and Morningstar, as confirmed in a Rating Agency Confirmation);


 


(ix)
      any other demand, money market or time deposit, demand obligation or any other obligation, security or investment with respect
to which Rating Agency Confirmation has been obtained from each Rating Agency; and


 


(x)
        such other demand, money market or time deposit, demand obligation or any other obligation, security or investment that,
but for the failure to satisfy one or more of the minimum rating(s) set forth in the applicable clause, would be listed in clauses (i)–(ix)
above, with respect to which a Rating Agency Confirmation has been obtained from each Rating Agency for which the minimum ratings
set forth in the applicable clause is


 






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not satisfied with respect to such demand, money market or time deposit, demand obligation
or any other obligation, security or investment;


 


provided, however, that such
instrument continues to qualify as a “cash flow investment” pursuant to Code Section 860G(a)(6) earning a passive
return in the nature of interest and that no instrument or security shall be a Permitted Investment if (i) such instrument
or security evidences a right to receive only interest payments, (ii) the right to receive principal and interest payments
derived from the underlying investment provides a yield to maturity in excess of 120% of the yield to maturity at par of such underlying
investment, (iii) the rating for such instrument or security includes an “r” designation or (iv) if such
instrument may be redeemed at a price below the purchase price; and provided, further, that no amount beneficially
owned by the Upper-Tier REMIC or the Lower-Tier REMIC (even if not yet deposited in the Trust) may be invested in investments (other
than money market funds) treated as equity interests for federal income tax purposes, unless the Master Servicer receives an Opinion
of Counsel, at the expense of the party directing such Permitted Investment, to the effect that such investment will not adversely
affect the status of the Upper-Tier REMIC or the Lower-Tier REMIC. Permitted Investments that are subject to prepayment or call
may not be purchased at a price in excess of par.


 


Notwithstanding the foregoing,
to the extent that the Mortgage Loan Documents with respect to a particular Mortgage Loan require the funds in the related Mortgagor
Accounts to be invested in investments other than those itemized in clauses (i) through (ix) above, the Master
Servicer shall invest the funds in such Mortgagor Accounts in accordance with the terms of the related Mortgage Loan Documents.


 


For purposes of any condition
set forth above, to the effect that any investment or the issuer thereof must have a minimum rating by KBRA, such condition shall
be deemed to be waived if such investment or the issuer thereof, as applicable, is not rated by KBRA.


 


“Permitted Special
Servicer/Affiliate Fees”: Any commercially reasonable treasury management fees, banking fees, title insurance and/or
other insurance commissions and fees, title agency fees and appraisal fees received or retained by the Special Servicer or any
of its Affiliates in connection with any services performed by such party with respect to any Mortgage Loan, Serviced Whole Loan
or REO Property, in each case, in accordance with Article III of this Agreement.


 


“Permitted Transferee”:
With respect to a Class R Certificate, any Person or agent of such Person other than (a) a Disqualified Organization,
(b) any other Person so designated by the Certificate Registrar who is unable to provide an Opinion of Counsel (provided at
the expense of such Person or the Person requesting the transfer) to the effect that the transfer of an ownership interest in any
Class R Certificate to such Person will not cause either Trust REMIC to fail to qualify as a REMIC at any time that the Certificates
are outstanding, (c) a Disqualified Non-U.S. Tax Person, (d) an entity treated as a U.S. partnership if any of its partners,
directly or indirectly (other than through a U.S. corporation) is (or is permitted to be under the partnership agreement) a Disqualified
Non-U.S. Tax Person or (e) a U.S. Tax Person with respect to which income from a Class R Certificate is attributable to a
foreign permanent establishment or fixed base, within the meaning of an applicable income tax treaty, of the transferee or any
other U.S. Tax Person.


 






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“Person”:
Any individual, corporation, limited liability company, partnership, joint venture, association, joint-stock company, trust, unincorporated
organization or government or any agency or political subdivision thereof.


 


“Plan”:
As defined in Section 5.03(m) of this Agreement.


 


“Prepayment
Assumption”: The assumption that there will be zero prepayments with respect to the Mortgage Loans.


 


“Prepayment
Interest Excess”: With respect to any Distribution Date, for each Mortgage Loan that was subject to a Principal Prepayment
in full or in part during the related Prepayment Period, which Principal Prepayment was applied to such Mortgage Loan after the
Due Date in such Prepayment Period, the amount of interest (net of the related Servicing Fee and/or any related Default Interest)
that accrued for such Mortgage Loan on the amount of such Principal Prepayment during the period commencing on the date after such
Due Date and ending on the date as of which such Principal Prepayment was applied to the unpaid principal balance of the Mortgage
Loan, inclusive, to the extent collected from the related Mortgagor (exclusive of any related Yield Maintenance Charge that may
have been collected).


 


“Prepayment
Interest Shortfall”: With respect to any Distribution Date, for each Mortgage Loan that was subject to a Principal Prepayment
in full or in part during any Prepayment Period, which Principal Prepayment was applied to such Mortgage Loan prior to the Due
Date in such Prepayment Period, the amount of interest (net of the related Servicing Fee and any related Default Interest) to the
extent not collected from the related Mortgagor, that would have accrued on such Mortgage Loan on the amount of such Principal
Prepayment during the period commencing on the date as of which such Principal Prepayment was applied to the unpaid principal balance
of the Mortgage Loan and ending on the day immediately preceding such Due Date, inclusive.


 


“Prepayment
Period”: With respect to any Distribution Date, the period beginning the day after the Determination Date in the month
immediately preceding the month in which such Distribution Date occurs (or beginning on the day after the Cut-Off Date, in the
case of the first Distribution Date) through and including the Determination Date immediately preceding such Distribution
Date.


 


“Primary Collateral”:
With respect to any Crossed Underlying Loan, that portion of the Mortgaged Property designated as directly securing such Crossed
Underlying Loan and excluding any Mortgaged Property as to which the related lien may only be foreclosed upon by exercise of the
cross-collateralization provisions of such Crossed Underlying Loan.


 


“Prime Rate”:
The “Prime Rate” as published in the “Money Rates” section of The Wall Street Journal, Eastern edition
(or, if such section or publication is no longer available, such other comparable publication as determined by the Certificate
Administrator in its reasonable discretion) as may be in effect from time to time, or, if the “Prime Rate” no longer
exists, such other comparable rate (as determined by the Certificate Administrator in its reasonable discretion) as may be in effect
from time to time. The Certificate Administrator shall






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notify in
writing the Master Servicer with regard to any determination of the Prime Rate in accordance with the parenthetical in the preceding
sentence.


 


“Principal Balance
Certificates”: The Class A-1, Class A-2, Class A-3, Class A-4, Class A-SB, Class A-S, Class B, Class C, Class D, Class
E, Class F, Class G and Class NR Certificates.


 


“Principal Distribution
Amount”: For any Distribution Date will be equal to the sum, without duplication, of:


 


(A)          the Scheduled
Principal Distribution Amount for such Distribution Date;


 


(B)          the Unscheduled
Payments of the Mortgage Loans (including the REO Mortgage Loans) received during the applicable Prepayment Period (or, in the
case of any Non-Serviced Mortgage Loan, by the Business Day immediately preceding the related Master Servicer Remittance Date);
and


 


(C)          the Principal Shortfall, if any, for such Distribution Date;


 


provided that the Principal Distribution
Amount for any Distribution Date shall be reduced by the amount of any reimbursements of (i) Nonrecoverable Advances (including
any servicing advance with respect to a Non-Serviced Mortgage Loan under the related Other Pooling and Servicing Agreement reimbursed
out of general collections on the Mortgage Loans) plus interest on such Nonrecoverable Advances that are paid or reimbursed from
principal collections on the Mortgage Loans (including the REO Mortgage Loans) in a period during which such principal collections
would have otherwise been included in the Principal Distribution Amount for such Distribution Date and (ii) Workout-Delayed
Reimbursement Amounts that were paid or reimbursed from principal collections on the Mortgage Loans (including the REO Mortgage
Loans) in a period during which such principal collections would have otherwise been included in the Principal Distribution Amount
for such Distribution Date (provided that, in the case of clause (i) and (ii) above, if any
of the amounts that were reimbursed from principal collections on the Mortgage Loans (including the REO Mortgage Loans) for a prior
Distribution Date are subsequently recovered on the related Mortgage Loan (including an REO Mortgage Loan), such recovery will
increase the Principal Distribution Amount for the Distribution Date related to the applicable Prepayment Period in which such
recovery occurs).


 


The principal component
of the amounts set forth above shall be determined in accordance with Section 1.02 hereof.


 


“Principal Prepayment”:
Any payment of principal made by a Mortgagor on a Mortgage Loan or Serviced Whole Loan which is received in advance of its scheduled
Due Date and which is not accompanied by an amount of interest representing the full amount of scheduled interest due on any date
or dates in any month or months subsequent to the month of prepayment other than any amount paid in connection with the release
of the related Mortgaged Property through defeasance.


 


“Principal Shortfall”:
For any Distribution Date, the amount, if any, by which (i) the Principal Distribution Amount for the preceding Distribution
Date exceeds (ii) the


 






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aggregate
amount actually distributed with respect to principal on the Principal Balance Certificates on such preceding Distribution Date
in respect of such Principal Distribution Amount.


 


“Private Certificates”:
The Class X-D, Class X-F, Class X-G, Class X-NR, Class F, Class G, Class NR and Class R Certificates.


 


“Privileged
Information”: Any (i) correspondence or other communications between the Controlling Class Representative (and,
in the case of a Serviced Whole Loan, the related Serviced Companion Loan Holder (or its Companion Loan Holder Representative))
and the Special Servicer related to any Specially Serviced Loan or the exercise of the consent or consultation rights of the Controlling
Class Representative under this Agreement or any related Serviced Companion Loan Holder (or its Companion Loan Holder Representative)
under any related Co-Lender Agreement, (ii) strategically sensitive information that the Special Servicer has reasonably determined
could compromise the Trust’s position in any ongoing or future negotiations with the related Mortgagor or other interested
party, and (iii) information subject to attorney-client privilege.


 


“Privileged
Information Exception”: With respect to any Privileged Information, at any time (a) such Privileged Information
becomes generally available and known to the public other than as a result of a disclosure directly or indirectly by the party
restricted from disclosing such Privileged Information (the “Restricted Party”), (b) it is reasonable and
necessary for the Restricted Party to disclose such Privileged Information in working with legal counsel, auditors, taxing authorities
or other governmental agencies, (c) such Privileged Information was already known to such Restricted Party and not otherwise
subject to a confidentiality obligation and/or (d) the Restricted Party is (in the case of the Master Servicer, the Special
Servicer, the Operating Advisor, the Certificate Administrator, any affected Companion Loan Holder and the Trustee, as evidenced
by an Opinion of Counsel (which shall be an Additional Trust Fund Expense) delivered to each of the Master Servicer, the Special
Servicer, the Controlling Class Representative, the Operating Advisor, the Certificate Administrator and the Trustee) required
by law, rule, regulation, order, judgment or decree to disclose such information.


 


“Privileged
Person”: The Depositor, the Underwriters, the Initial Purchasers, the Master Servicer, the Special Servicer, any Excluded
Special Servicer, if any, the Controlling Class Representative (but only for so long as a Consultation Termination Event has not
occurred and is not continuing), any Serviced Companion Loan Holder that delivers an Investor Certification, the Trustee, the Certificate
Administrator, the Operating Advisor, the Mortgage Loan Sellers, a designee of the Depositor and any Person who provides the Certificate
Administrator with an Investor Certification (including the Controlling Class Representative), which Investor Certification may
be submitted electronically via the Certificate Administrator’s Website; provided that (i) other than with respect
to an Excluded Controlling Class Holder that is a Borrower Party or a Special Servicer that has obtained knowledge that it is a
Borrower Party, in no event shall a Borrower Party be considered a Privileged Person, (ii) in no event shall an Excluded Controlling
Class Holder be entitled to Excluded Information with respect to an Excluded Controlling Class Loan with respect to which it is
a Borrower Party (but this exclusion shall not apply to any other Mortgage Loan), and (iii) with respect to a Special Servicer
that obtains knowledge that it has become a Borrower Party, such Special Servicer shall not be


 






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entitled
to access any of the items listed in the definition of “Excluded Information” on the Certificate Administrator’s
Website related to an Excluded Special Servicer Loan.


 


Notwithstanding any provision
to the contrary herein, neither the Master Servicer nor the Certificate Administrator shall have any obligation to restrict access
by the Special Servicer to any information related to any Excluded Special Servicer Loan.


 


“Prohibited
Party”: Any proposed Servicing Function Participant that is listed on the Depositor’s Do Not Hire List.


 


“Property Advance”:
As to any Mortgage Loan (other than a Non-Serviced Mortgage Loan), Serviced Whole Loan or REO Property, any advance made by the
Master Servicer or the Trustee in respect of Property Protection Expenses, together with all other customary, reasonable and necessary
“out of pocket” costs and expenses (including attorneys’ fees and fees and expenses of real estate brokers) incurred
by the Master Servicer, the Special Servicer or the Trustee in connection with the servicing and administration of a Mortgage Loan
(other than a Non-Serviced Mortgage Loan) or Serviced Whole Loan, if a default is imminent thereunder or a default, delinquency
or other unanticipated event has occurred with respect thereto, or in connection with the administration of any REO Property, including,
but not limited to, the cost of (a) compliance with the obligations of the Master Servicer, the Special Servicer or the Trustee,
if any, set forth in Section 2.03, Section 3.04 and Section 3.07 of this Agreement, (b) the preservation,
insurance, restoration, protection and management of a Mortgaged Property, (c) obtaining any Insurance Proceeds, Condemnation
Proceeds or Liquidation Proceeds, (d) any enforcement or judicial proceedings with respect to a Mortgaged Property, including
foreclosures, (e) any Appraisal or any other appraisal or update thereof expressly permitted or required to be obtained hereunder
and (f) the operation, management, maintenance and liquidation of any REO Property; provided that, notwithstanding
anything to the contrary, “Property Advances” shall not include allocable overhead of the Master Servicer, the Special
Servicer or the Trustee, such as costs for office space, office equipment, supplies and related expenses, employee salaries and
related expenses and similar internal costs and expenses, or costs and expenses incurred by any such party in connection with its
purchase of any Mortgage Loan or REO Property pursuant to any provision of this Agreement, or an intercreditor agreement. Each
reference to the payment or reimbursement of a Property Advance shall be deemed to include, whether or not specifically referred
to, payment or reimbursement of interest thereon at the Advance Rate from and including the date of the making of such Advance
to but excluding the date of payment or reimbursement.


 


“Property Protection
Expenses”: Any costs and expenses incurred by the Master Servicer, the Special Servicer or the Trustee pursuant to Section
3.04, Section 3.07, Section 3.10(f), Section 3.10(g) and Section 3.17(b) or indicated herein as
being a cost or expense of the Lower-Tier REMIC to be advanced by the Master Servicer or the Trustee, as applicable.


 


“Prospectus”:
The prospectus dated November 5, 2015, as supplemented by the Prospectus Supplement relating to the Public Certificates.


 


“Prospectus
Supplement”: The prospectus supplement dated November 23, 2015, relating to the Public Certificates.


 






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“Public Certificate”:
Each of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-SB, Class X-A Class X-B, Class A-S, Class B,
Class C, Class D and Class E Certificates.


 


“Public Documents”:
As defined in Section 4.02(a) of this Agreement.


 


“Purchase Price”:
With respect to any Mortgage Loan (or REO Property), a price equal to the following: (a) the outstanding principal balance
of such Mortgage Loan (or the related REO Mortgage Loan) as of the date of purchase; plus (b) all accrued and unpaid
interest on the principal balance of such Mortgage Loan (or the related REO Mortgage Loan), other than Default Interest, at the
related Mortgage Loan Rate in effect from time to time through the Due Date in the Collection Period of purchase; plus (c) all
related unreimbursed Property Advances (including any Property Advances and Advance Interest Amounts that were reimbursed out of
general collections on the Mortgage Loans) (or, in the case of any Non-Serviced Mortgage Loan, the pro rata portion of any
comparable amounts allocable to such Mortgage Loan and payable with respect thereto pursuant to the related Co-Lender Agreement);
plus (d) all accrued and unpaid Advance Interest Amounts in respect of related Advances (or, in the case of any Non-Serviced
Mortgage Loan, all comparable amounts with respect to P&I Advances related to such Non-Serviced Mortgage Loan and, with respect
to outstanding Property Advances, the pro rata portion of any comparable amounts payable with respect thereto pursuant to
the related Co-Lender Agreement); plus (e) any unpaid Special Servicing Fees and any other unpaid Additional Trust Fund Expenses
outstanding or previously incurred in respect of the related Mortgage Loan (or, in the case of any Non-Serviced Mortgage Loan,
the pro rata portion of any comparable amounts allocable to such Mortgage Loan and payable with respect thereto pursuant
to the related Co-Lender Agreement); plus (f) if such Mortgage Loan is being purchased by a Mortgage Loan Seller pursuant
to Section 6 of the related Loan Purchase Agreement, all expenses incurred or to be incurred by the Master Servicer, the Special
Servicer, the Depositor, the Certificate Administrator and the Trustee in respect of the Breach or Document Defect giving rise
to the repurchase or substitution obligation (to the extent not otherwise included in the amount described in clause (c)
above) and, any Liquidation Fee due in connection with such purchase. With respect to any REO Property that relates to a Serviced
Whole Loan, the Purchase Price for the Trust Fund’s interest in such REO Property shall be the amount calculated in accordance
with the first sentence of this definition in respect of the related REO Mortgage Loan and, solely for purposes of calculating
fair prices under the fourth to last sentence of Section 3.17(k) of this Agreement, such amount shall be calculated as if
the REO Mortgage Loan consisted of the REO Mortgage Loan and the related REO Companion Loan, if applicable.


 


“Qualified Bidder”:
As defined in Section 7.01(b) of this Agreement.


 


“Qualified Institutional
Buyer”: A “qualified institutional buyer” within the meaning of Rule 144A.


 


“Qualified Insurer”:
As used in Section 3.08 and Section 5.08, in the case of (i) all policies not referred to in clause (ii) below,
an insurance company or security or bonding company qualified to write the related insurance policy in the relevant jurisdiction
and whose claims paying ability is rated at least “A3” by Moody’s (or, if not rated by Moody’s, an equivalent
rating such as that listed below by at least two NRSROs (which may include S&P,


 






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Fitch, KBRA,
Morningstar and/or A.M. Best)) and at least “A” by Fitch (or, if not rated by Fitch, an equivalent rating such as
that listed below by at least two NRSROs (which may include S&P, Morningstar, Moody’s, KBRA and/or A.M. Best)), (ii) in
the case of the fidelity bond and the errors and omissions insurance required to be maintained pursuant to Section 3.08(c)
of this Agreement, a company that shall have a claim paying ability rated at least as follows by at least one of the following
NRSROs: “A(low)” by DBRS, “A-” by S&P, “A-” by Fitch, “A3” by Moody’s
or “A:X” by A.M. Best, or (iii) in either case, an insurance company not satisfying the ratings criteria of any Rating
Agency set forth in clause (i) or (ii), as applicable, but with respect to which the Master Servicer or the
Special Servicer, as applicable, has received a Rating Agency Confirmation from such Rating Agency and Morningstar. “Qualified
Insurer” shall also mean any entity that satisfies all of the criteria, other than the ratings criteria, set forth in one
of the foregoing clauses and whose obligations under the related insurance policy are guaranteed or backed by an entity that satisfies
the ratings criteria set forth in such clause (construed as if such entity were an insurance company referred to therein).


 


“Qualified Mortgage”:
A Mortgage Loan that is a “qualified mortgage” within the meaning of Code Section 860G(a)(3) (but without regard
to the rule in Treasury Regulations Section 1.860G-2(f)(2) that treats a defective obligation as a qualified mortgage,
or any substantially similar successor provision).


 


“Qualified Substitute
Mortgage Loan”: A mortgage loan that must, on the date of substitution: (i) have an outstanding principal balance, after
application of all scheduled payments of principal and interest due during or prior to the month of substitution, whether or not
received, not in excess of the Stated Principal Balance of the deleted Mortgage Loan as of the Due Date in the calendar month during
which the substitution occurs; (ii) have a Mortgage Loan Rate not less than the Mortgage Loan Rate of the deleted Mortgage Loan;
(iii) have the same Due Date as and grace period no longer than that of the deleted Mortgage Loan; (iv) accrue interest on
the same basis as the deleted Mortgage Loan (for example, on the basis of a 360-day year consisting of twelve 30-day months); (v)
have a remaining term to stated maturity not greater than, and not more than two years less than, the remaining term to stated
maturity of the deleted Mortgage Loan; (vi) have a then-current loan-to-value ratio equal to or less than the lesser of (a) the
loan-to-value ratio of the deleted Mortgage Loan as of the Cut-Off Date and (b) 75%, in each case using the “value”
for the Mortgaged Property as determined using an Appraisal; (vii) comply (except in a manner that would not be adverse to the
interests of the Certificateholders) as of the date of substitution in all material respects with all of the representations and
warranties set forth in the applicable Loan Purchase Agreement; (viii) have an environmental report that indicates no material
adverse environmental conditions with respect to the related Mortgaged Property that will be delivered as a part of the related
Mortgage File; (ix) have a then-current debt service coverage ratio at least equal to the greater of (a) the debt service
coverage ratio of the deleted Mortgage Loan as of the Closing Date and (b) 1.25x; (x) constitute a “qualified replacement
mortgage” within the meaning of Code Section 860G(a)(4) as evidenced by an Opinion of Counsel (provided at the applicable
Mortgage Loan Seller’s expense); (xi) not have a maturity date or an amortization schedule that extends to a date that is
after the date that is three years prior to the Rated Final Distribution Date; (xii) have prepayment restrictions comparable to
those of the deleted Mortgage Loan; (xiii) not be substituted for a deleted Mortgage Loan unless the Trustee and the Certificate
Administrator have received a prior Rating Agency Confirmation from each Rating Agency (the cost, if any, of obtaining such


 






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Rating Agency
Confirmation to be paid by the applicable Mortgage Loan Seller); (xiv) have been approved, so long as a Consultation Termination
Event has not occurred and is not continuing, by the Controlling Class Representative; (xv) prohibit defeasance within two years
of the Closing Date; (xvi) not be substituted for a deleted Mortgage Loan if it would result in the termination of the REMIC status
of a Trust REMIC or the imposition of tax on a Trust REMIC other than a tax on income expressly permitted or contemplated to be
imposed by the terms of this Agreement, as determined by an Opinion of Counsel; (xvii) have an engineering report with respect
to the related Mortgaged Property that will be delivered as a part of the related Servicing File; and (xviii) be current
in the payment of all scheduled payments of principal and interest then due. In the event that more than one mortgage loan is
substituted for a deleted Mortgage Loan or Mortgage Loans, then the amounts described in clause (i) above shall be determined
on the basis of aggregate principal balances and each such proposed Qualified Substitute Mortgage Loan shall individually satisfy
each of the requirements specified in clauses (ii) through (xviii) above; provided that the rates described
in clause (ii) above and the remaining term to stated maturity referred to in clause (v) above shall be determined
on a weighted average basis; provided, further, that no individual Mortgage Loan Rate (net of the Administrative
Cost Rate) shall be lower than the highest fixed Pass-Through Rate (and not based on or subject to a cap equal to, the WAC Rate)
of any Class of Principal Balance Certificates having a Certificate Principal Balance then-outstanding. When one or more Qualified
Substitute Mortgage Loans are substituted for a deleted Mortgage Loan, the applicable Mortgage Loan Seller shall certify that
the replacement mortgage loan(s) meet(s) all of the requirements of the above definition and shall send such certification to
the Certificate Administrator and the Trustee and, prior to the occurrence and continuance of a Consultation Termination Event,
the Controlling Class Representative.


 


“Rated Final
Distribution Date”: The Distribution Date occurring in November 2048.


 


“Rating Agency”:
Each of Moody’s, Fitch, KBRA and Morningstar or their successors in interest. If no such rating agency nor any successor
thereof remains in existence, “Rating Agency” shall be deemed to refer to such nationally recognized statistical rating
organization or other comparable Person reasonably designated by the Depositor, notice of which designation shall be given to the
Trustee, the Certificate Administrator and the Master Servicer, and specific ratings of Moody’s, Fitch, KBRA and Morningstar
herein referenced shall be deemed to refer to the equivalent ratings (as reasonably determined by the Depositor) of the party so
designated. References herein to the highest long-term unsecured debt rating category of Moody’s, Fitch, KBRA or Morningstar
shall mean “Aaa” with respect to Moody’s, “AAA” with respect to Fitch, KBRA and Morningstar, and,
in the case of any other rating agency, shall mean such highest rating category or better without regard to any plus or minus or
numerical qualification.


 


“Rating Agency
Confirmation”: With respect to any matter, confirmation in writing (which may be in electronic form) by each applicable
Rating Agency that a proposed action, failure to act or other event so specified will not, in and of itself, result in the downgrade,
withdrawal or qualification of the then-current rating assigned to any Class of Certificates (if then rated by the Rating Agency);
provided that upon receipt of a written waiver or other acknowledgment from any applicable Rating Agency indicating its
decision not to review or


 






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declining
to review the matter for which the Rating Agency Confirmation is sought (such written notice, a “Rating Agency Declination”),
or as otherwise provided in Section 3.29 of this Agreement, the requirement for the Rating Agency Confirmation from the
applicable Rating Agency with respect to such matter shall not apply.


 


“Rating Agency
Declination”: As defined in the definition of “Rating Agency Confirmation” in this Agreement.


 


“Realized Loss”:
With respect to any Distribution Date, the amount, if any, by which (A) the aggregate Certificate Principal Balance of all
Classes of Principal Balance Certificates, after giving effect to distributions made on such Distribution Date exceeds (B) the
aggregate Stated Principal Balance of the Mortgage Loans (including any REO Mortgage Loans) after giving effect to any and all
reductions in such aggregate Stated Principal Balance on such Distribution Date (for purposes of this calculation only, not giving
effect to any reductions of such aggregate Stated Principal Balance for principal payments received on the Mortgage Loans that
were used to reimburse the Master Servicer or the Trustee from general collections of principal on the Mortgage Loans for Workout-Delayed
Reimbursement Amounts, to the extent such Workout-Delayed Reimbursement Amounts are not otherwise determined to be Nonrecoverable
Advances). The allocation of Realized Losses may be reversed as provided in Section 4.01(f) of this Agreement.


 


“Record Date”:
With respect to each Distribution Date and each Class of Certificates, the close of business on the last day of the month immediately
preceding the month in which such Distribution Date occurs, or if such day is not a Business Day, the immediately preceding Business
Day.


 


“Registered
Rating Agency”: (a) Any Rating Agency that has registered as a user of the Rule 17g-5 Information Provider’s
Website; or (b) any NRSRO other than the Rating Agencies (i) that has registered as a user of the Rule 17g-5 Information Provider’s
Website and (ii) with respect to which the Rule 17g-5 Information Provider has received an NRSRO Certification pursuant to
Section 11.13(e) of this Agreement.


 


“Regular Certificates”:
The Class A-1, Class A-2, Class A-3, Class A-4, Class A-SB, Class X-A, Class X-B, Class X-F, Class X-G, Class X-NR,
Class A-S, Class B, Class C, Class D, Class X-D, Class E, Class F, Class G and Class NR Certificates.


 


“Regulation AB”:
Subpart 229.1100 – Asset Backed Securities (Regulation AB), 17 C.F.R. §§229.1100-229.1125, as such rules may
be amended and are in effect from time to time, but only to the extent compliance is required as of the applicable date of determination,
and subject to such clarification and interpretation as have been provided by the Commission or by the staff of the Commission,
or as may be provided by the Commission or its staff from time to time.


 


“Regulation S”:
Regulation S under the Securities Act.


 


“Regulation S
Global Certificates”: As defined in Section 5.02(c)(i) of this Agreement.


 






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“Regulation S
Investor”: With respect to a transferee of a Regulation S Global Certificate, a transferee that acquires such Certificate
pursuant to Regulation S.


 


“Relevant Distribution
Date”: With respect to (a) any Significant Obligor with respect to the Trust, the Distribution Date and (b) any Significant
Obligor with respect to an Other Securitization Trust, the “Distribution Date” (or analogous concept) under the Other
Pooling and Servicing Agreement.


 


“Relevant Servicing
Criteria”: The Servicing Criteria applicable to a specific party, as set forth on Exhibit T to this Agreement.
For clarification purposes, multiple parties can have responsibility for the same Relevant Servicing Criteria. With respect to
a Servicing Function Participant engaged by the Master Servicer, the Special Servicer or the Certificate Administrator, the term
“Relevant Servicing Criteria” may refer to a portion of the Relevant Servicing Criteria applicable to the Master Servicer,
the Special Servicer or the Certificate Administrator.


 


“Remaining Certificateholder”:
Any Holder (or Holders provided they act in unanimity) holding 100% of the Regular Certificates or an assignment of the voting
rights thereof; provided, however, that the Certificate Principal Balances of the Class A, Class A-S, Class
B, Class C, Class D and Class E Certificates have been reduced to zero.


 


“REMIC”:
A “real estate mortgage investment conduit” within the meaning of Code Section 860D.


 


“REMIC Provisions”:
Provisions of the federal income tax law relating to real estate mortgage investment conduits, which appear at Section 860A
through 860G of subchapter M of chapter 1 of the Code, and related provisions, and regulations (including any applicable proposed
regulations) and rulings promulgated thereunder, as the foregoing may be in effect from time to time.


 


“Rents from
Real Property”: With respect to any REO Property, gross income of the character described in Code Section 856(d),
which income, subject to the terms and conditions of that Section of the Code in its present form, does not include:


 


(1)              
except as provided in Code Section 856(d)(4) or (6), any amount received or accrued, directly or indirectly, with
respect to such REO Property, if the determination of such amount depends in whole or in part on the income or profits derived
by any Person from such property (unless such amount is a fixed percentage or percentages of receipts or sales and otherwise constitutes
Rents from Real Property);


 


(2)              
any amount received or accrued, directly or indirectly, from any Person if the Trust Fund owns directly or indirectly (including
by attribution) a ten percent or greater interest in such Person determined in accordance with Code Sections 856(d)(2)(B) and
(d)(5);


 


(3)              
any amount received or accrued, directly or indirectly, with respect to such REO Property if any Person Directly Operates
such REO Property;


 






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(4)              
any amount charged for services that are not customarily furnished in connection with the rental of property to tenants
in buildings of a similar class in the same geographic market as such REO Property within the meaning of Treasury Regulations Section 1.856-4(b)(1) (whether
or not such charges are separately stated); and


 


(5)              
rent attributable to personal property unless such personal property is leased under, or in connection with, the lease of
such REO Property and, for any taxable year of the Trust Fund, such rent is no greater than 15 percent of the total rent received
or accrued under, or in connection with, the lease.


 


“REO Account”:
A segregated custodial account or accounts created and maintained by the Special Servicer pursuant to Section 3.16 of this
Agreement on behalf of the Trustee for the benefit of the Certificateholders and the related Companion Loan Holders, which (subject
to any changes in the identities of the Special Servicer or the Trustee) shall be entitled “Midland Loan Services, a Division
of PNC Bank, National Association [or the applicable successor Special Servicer], as Special Servicer, on behalf of Wilmington
Trust, National Association, as Trustee, for the registered Holders of CSAIL 2015-C4 Commercial Mortgage Trust, Commercial Mortgage
Pass-Through Certificates, Series 2015-C4 and the related Companion Loan Holder REO Account, as their interests may appear.”
Any such account or accounts shall be an Eligible Account.


 


“REO Companion
Loan”: Any Companion Loan as to which the related Mortgaged Property has become an REO Property.


 


“REO Extension”:
As defined in Section 3.16(a) of this Agreement.


 


“REO Mortgage
Loan”: Any Mortgage Loan as to which the related Mortgaged Property has become an REO Property or a beneficial interest
in the related Mortgaged Property acquired upon a foreclosure or deed-in-lieu of foreclosure of any Non-Serviced Mortgage Loan
under the applicable Other Pooling and Servicing Agreement.


 


“REO Proceeds”:
With respect to any REO Property and the related REO Mortgage Loan and REO Companion Loan, all revenues and proceeds received by
the Special Servicer with respect to such REO Property, REO Mortgage Loan or REO Companion Loan which do not constitute Liquidation
Proceeds.


 


“REO Property”:
A Mortgaged Property title to which has been acquired on behalf of the Trust Fund and any related Companion Loan Holder through
foreclosure, deed in lieu of foreclosure or otherwise; provided that a Mortgaged Property that secures a Non-Serviced Mortgage
Loan shall constitute an REO Property if and when it is acquired under the applicable Other Pooling and Servicing Agreement on
behalf of the Trustee for the benefit of the Trust Fund as the holder of such Non-Serviced Mortgage Loan and of the related Companion
Loan Holder(s) through foreclosure, acceptance of a deed-in-lieu of foreclosure or otherwise in accordance with applicable law
in connection with a default or imminent default of such Non-Serviced Mortgage Loan.


 






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“REO Serviced
Companion Loan”: Any Serviced Companion Loan as to which the related Mortgaged Property has become an REO Property.


 


“REO Whole Loan”:
Any Whole Loan as to which the related Mortgaged Property has become an REO Property.


 


“Reportable
Event”: As defined in Section 10.06 of this Agreement.


 


“Reporting Requirements”:
As defined in Section 10.11.


 


“Reporting Servicer”:
As defined in Section 10.08 of this Agreement.


 


“Repurchase
Communication”: For purposes of Section 2.03(a) and Section 3.01(c) of this Agreement only, any communication,
whether oral or written, which need not be in any specific form.


 


“Repurchase
Request”: As defined in Section 2.03(a) of this Agreement.


 


“Repurchase
Request Rejection”: As defined in Section 2.03(a) of this Agreement.


 


“Repurchase
Request Withdrawal”: As defined in Section 2.03(a) of this Agreement.


 


“Request for
Release”: A request for a release signed by a Servicing Officer, substantially in the form of Exhibit C hereto.


 


“Requesting
Holders”: As defined in Section 3.10(a) of this Agreement.


 


“Requesting
Party”: As defined in Section 3.29(a) of this Agreement.


 


“Residual Ownership
Interest”: Any record or beneficial interest in the Class R Certificates.


 


“Responsible
Officer”: When used with respect to (i) the Trustee, any officer of the Corporate Trust Office of the Trustee (and,
in the event that the Trustee is the Certificate Registrar or the Paying Agent, of the Certificate Registrar or the Paying Agent,
as applicable) assigned to the Corporate Trust Office with direct responsibility for the administration of this Agreement
and also, with respect to a particular matter, any other officer to whom such matter is referred because of such officer’s
knowledge of and familiarity with the particular subject and (ii) the Certificate Administrator, any officer assigned to the
Corporate Trust Services group, with direct responsibility for the administration of this Agreement and also, with respect to a
particular matter, any other officer to whom a particular matter is referred by the Certificate Administrator because of such officer’s
knowledge of and familiarity with the particular subject. When used with respect to any Certificate Registrar (other than the Trustee
or the Certificate Administrator), any officer or assistant officer thereof.


 






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“Restricted
Mezzanine Holder”: A holder of a related mezzanine loan that has accelerated, or otherwise begun to exercise its remedies
with respect to, such mezzanine loan (unless such mezzanine holder is stayed pursuant to a written agreement or court order or
as a matter of law from exercising remedies associated with foreclosure of the equity collateral under such mezzanine loan).


 


“Restricted
Party”: As defined in the definition of “Privileged Information Exception” in this Agreement.


 


“Restricted
Period”: As defined in Section 5.02(c)(i) of this Agreement.


 


“Review Package”:
A package of documents consisting of a memorandum outlining the analysis and recommendation (in accordance with the Servicing Standard) of
the Master Servicer or the Special Servicer, as the case may be, with respect to the matters that are the subject thereof, and
copies of all relevant documentation.


 


“Rule 144A”:
Rule 144A under the Securities Act.


 


“Rule 144A
Global Certificates”: As defined in Section 5.02(c)(ii) of this Agreement.


 


“Rule 15Ga-1”:
Rule 15Ga-1 under the Exchange Act.


 


“Rule 17g-5”:
Rule 17g-5 under the Exchange Act.


 


“Rule 17g-5
Information Provider”: The Certificate Administrator acting in such capacity under this Agreement.


 


“Rule 17g-5
Information Provider’s Website”: The website established and maintained by the Rule 17g-5 Information Provider
pursuant to Section 11.06 and Section 11.13 of this Agreement, initially located at www.ctslink.com, under the “NRSRO”
tab for the related transaction.


 


“S&P”:
Standard & Poor’s Ratings Services, and its successors in interest. If neither S&P nor any successor remains in existence,
“S&P” shall be deemed to refer to such other nationally recognized statistical rating agency or other comparable
Person reasonably designated by the Depositor, notice of which designation shall be given to the Trustee, the Certificate Administrator,
the Master Servicer and the Special Servicer and specific ratings of S&P herein referenced shall be deemed to refer to the
equivalent ratings (as reasonably determined by the Depositor) of the party so designated.


 


“Sarbanes-Oxley
Act”: The Sarbanes-Oxley Act of 2002 and the rules and regulations of the Commission promulgated thereunder (including
any interpretations thereof by the Commission’s staff).


 


“Sarbanes-Oxley
Certification”: As defined in Section 10.04 of this Agreement.


 






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“Scheduled Principal
Distribution Amount”: For any Distribution Date will be equal to the sum, without duplication, of:


 


(A)             
the principal component of all scheduled Monthly Payments and Balloon Payments which became due on the related Due Date
in the related Collection Period (if received by the Master Servicer by the Business Day prior to the Master Servicer Remittance
Date or (except in the case of Balloon Payments) advanced by the Master Servicer or the Trustee in respect of such Distribution
Date); and


 


(B)             
the principal component of any payment on any Mortgage Loan (including an REO Mortgage Loan) received or applied on or after
the date on which such payment was due on deposit in the Collection Account as of the related Determination Date (or, in the case
of any Non-Serviced Mortgage Loan, by the Business Day immediately preceding the related Master Servicer Remittance Date), net
of the principal portion of any unreimbursed P&I Advances related to such Mortgage Loan.


 


“Securities
Act”: The Securities Act of 1933, as it may be amended from time to time and the rules and regulations thereunder.


 


“Service(s)”
or “Servicing”: In accordance with Regulation AB, the act of servicing and administering the Mortgage Loans
or any other assets of the Trust by an entity (other than the Certificate Administrator and the Trustee) that meets the definition
of “servicer” set forth in Item 1101 of Regulation AB and is subject to the disclosure requirements set forth
in Item 1108 of Regulation AB. For clarification purposes, any uncapitalized occurrence of this term shall have the meaning
commonly understood by participants in the commercial mortgage-backed securities market.


 


“Serviced Companion
Loan”: There are no Serviced Companion Loans related to the Trust.


 


“Serviced Companion
Loan Holder”: A holder of a Serviced Companion Loan. There are no Serviced Companion Loan Holders related to the Trust.


 


“Serviced Companion
Loan Securities”: Any commercial mortgage-backed securities that evidence an interest in or are secured by the assets
of an Other Securitization Trust, which assets include a Companion Loan that is part of a Serviced Whole Loan (or a portion thereof
or interest therein). There are no Serviced Companion Loan Securities related to the Trust.


 


“Serviced Whole
Loan”: Any mortgage loan serviced under this Agreement that is divided into one or more notes, which includes a mortgage
note that is included in the Trust and one or more pari passu mortgage notes not included in the Trust. There are no Serviced
Whole Loans related to the Trust.


 


“Serviced Whole
Loan Custodial Account”: With respect to any Serviced Whole Loan, the respective segregated account or sub-account created
and maintained by the Master Servicer pursuant to Section 3.05A of this Agreement on behalf of the holders of such
Serviced Whole Loan, which (subject to any changes in the identities of the Master Servicer or the






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Trustee)
shall be entitled “Wells Fargo Bank, National Association, as Master Servicer on behalf of Wilmington Trust, National Association,
as Trustee, for the benefit of the registered Holders of CSAIL 2015-C4 Commercial Mortgage Trust, Commercial Mortgage Pass-Through
Certificates, Series 2015-C4, and the related Companion Loan Holder, as their interests may appear.”


 


“Serviced Whole
Loan Special Servicer”: Any Person responsible for performing the duties of a special servicer hereunder with respect
to any Serviced Whole Loan or any related REO Property. There are no Serviced Whole Loan Special Servicers related to the Trust.


 


“Servicer”:
As defined in Section 10.01(c) of this Agreement.


 


“Servicer Indemnified
Party”: As defined in Section 8.05(c) of this Agreement.


 


“Servicer Termination
Event”: As defined in Section 7.01 of this Agreement.


 


“Servicing Criteria”:
The criteria set forth in paragraph (d) of Item 1122 of Regulation AB, as such may be amended from time to time.


 


“Servicing Fee”:
With respect to each Mortgage Loan or Serviced Companion Loan (including if it is or is part of a Specially Serviced Loan) or any
successor REO Mortgage Loan or successor REO Serviced Companion Loan (other than any interest in REO Property acquired with respect
to any Non-Serviced Whole Loan) and for any Distribution Date, the amount accrued during the related Interest Accrual Period at
the related Servicing Fee Rate on the Stated Principal Balance of such Mortgage Loan or such Serviced Companion Loan, as the case
may be, as of the close of business on the Distribution Date in such Interest Accrual Period; provided that such amounts
shall be computed for the same period and on the same interest accrual basis respecting which any related interest payment due
or deemed due on the related Mortgage Loan or Serviced Whole Loan is computed and shall be prorated for partial periods. For the
avoidance of doubt, notwithstanding Section 3.05 or Section 3.12 of this Agreement, (1) the Servicing Fee shall
be payable from the Lower-Tier REMIC and (2) the portion thereof payable with respect to any Non-Serviced Mortgage Loan to
an Other Master Servicer shall be paid under the applicable Other Pooling and Servicing Agreement, shall not be payable to the
Master Servicer and will previously have been deducted by an Other Master Servicer prior to remittance to the Trust and shall not
be withdrawn from the Collection Account.


 


“Servicing Fee
Rate”: With respect to each Mortgage Loan (including any Non-Serviced Mortgage Loan) (or any successor REO Mortgage Loan
with respect thereto), the per annum rate equal to the sum of the rates set forth under the columns labeled “Servicing
Fee Rate” and “Sub-Servicing Fee Rate” on the Mortgage Loan Schedule.


 


“Servicing File”:
Any documents (other than documents required to be part of the related Mortgage File but including copies of such documents required
to be part of the related Mortgage File) related to the origination or the servicing of the Mortgage Loans or Companion Loans
that are in the possession of or under the control of the applicable Mortgage Loan Seller, including but not limited to appraisals,
environmental reports, engineering reports, legal opinions, and the applicable Mortgage Loan Seller’s asset summary, delivered
to the Master Servicer or the Special Servicer; provided that no information that is proprietary to the related


 






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Mortgage
Loan Seller nor any draft documents, privileged or internal communications, credit underwriting, due diligence analysis or data
shall be required to be delivered as part of the Servicing File. Notwithstanding anything to the contrary contained herein, with
respect to any Non-Serviced Mortgage Loan, the Servicing File shall consist of a copy of each Servicing File delivered under the
applicable Other Pooling and Servicing Agreement.


 


“Servicing Function
Participant”: Any Additional Servicer, Sub-Servicer, Subcontractor or any other Person, other than the Certificate Administrator,
the Operating Advisor, the Master Servicer, the Special Servicer and the Trustee, that is performing activities with respect to
the Trust Fund that address the Servicing Criteria, unless such Person’s activities relate only to 5% or less of the Mortgage
Loans by unpaid principal balance calculated in accordance with the provisions of Regulation AB.


 


“Servicing Officer”:
Any officer or employee of the Master Servicer or the Special Servicer, as applicable, involved in, or responsible for, the administration
and servicing of the Mortgage Loans and the Serviced Companion Loans or this Agreement and also, with respect to a particular matter,
any other officer to whom such matter is referred because of such officer’s or employee’s knowledge of and familiarity
with the particular subject, and, in the case of any certification required to be signed by a Servicing Officer, such an officer
or employee whose name and specimen signature appears on a list of servicing officers furnished to the Trustee, the Operating Advisor
and the Certificate Administrator by the Master Servicer or the Special Servicer, as applicable, as such list may from time to
time be amended.


 


“Servicing Standard”:
With respect to the Master Servicer or the Special Servicer, to service and administer the Mortgage Loans (other than any Non-Serviced
Mortgage Loan), the Serviced Whole Loans and each REO Property (other than any interest in REO Property acquired with respect to
any Non-Serviced Whole Loan) that such party is obligated to service and administer pursuant to this Agreement on behalf of the
Trust Fund and the Trustee (as trustee for Certificateholders or, with respect to each Serviced Whole Loan, on behalf of the Certificateholders
and the Serviced Companion Loan Holder(s), as a collective whole as if such Certificateholders or, with respect to any Serviced
Whole Loan, such Certificateholders and the related Serviced Companion Loan Holder(s), constituted a single lender) as determined
in the good faith and reasonable judgment of the Master Servicer or the Special Servicer, as the case may be: (i) in accordance
with the higher of the following standards of care: (A) with the same care, skill, prudence and diligence with which the Master
Servicer or the Special Servicer, as the case may be, services and administers comparable mortgage loans with similar borrowers
and comparable REO properties for other third-party portfolios (giving due consideration to the customary and usual standards of
practice of prudent institutional commercial mortgage lenders servicing their own mortgage loans and REO properties), and (B) with
the same care, skill, prudence and diligence with which the Master Servicer or the Special Servicer, as the case may be, services
and administers comparable mortgage loans and REO properties owned by the Master Servicer or the Special Servicer, as the case
may be, and in either case, exercising reasonable business judgment and acting in accordance with applicable law, the terms of
this Agreement and the terms of the respective Mortgage Loan or Serviced Whole Loan; (ii) with a view to: the timely recovery
of all payments of principal and interest, including Balloon Payments, under the Mortgage Loans and Serviced Whole Loans or, in
the case of (1) a Specially Serviced Loan or (2) a Mortgage Loan or Serviced Whole Loan as to which the related


 






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Mortgaged
Property is an REO Property, the maximization of recovery of principal and interest on the Mortgage Loan (or Serviced Whole Loan)
to the Certificateholders (as a collective whole as if such Certificateholders constituted a single lender) (or, if any Companion
Loan is involved, with a view to the maximization of recovery of principal and interest on such Serviced Whole Loan to the Certificateholders
and the related Serviced Companion Loan Holder(s) (as a collective whole as if such Certificateholders and Serviced Companion
Loan Holder(s) constituted a single lender)) of principal and interest, including Balloon Payments, on a present value basis (the
relevant discounting of anticipated collections that will be distributable to the Certificateholders (or, in the case of any Serviced
Whole Loan, to the Certificateholders and the related Companion Loan Holder) to be performed at the Calculation Rate); and (iii) without
regard to (A) any relationship, including as lender on any other debt, that the Master Servicer or the Special Servicer,
as the case may be, or any Affiliate thereof, may have with any of the related Mortgagors, or any Affiliate thereof, or any other
party to this Agreement; (B) the ownership of any Certificate (or any Serviced Companion Loan or other indebtedness secured
by the related Mortgaged Property or any security backed by a Companion Loan) by the Master Servicer or the Special Servicer,
as the case may be, or any Affiliate thereof; (C) the obligation of the Master Servicer to make Advances; (D) the right
of the Master Servicer or the Special Servicer, as the case may be, or any Affiliate thereof, to receive compensation or reimbursement
of costs hereunder generally or with respect to any particular transaction; and (E) the ownership, servicing or management
for others of any other mortgage loan or real property not subject to this Agreement by the Master Servicer or the Special Servicer,
as the case may be, or any Affiliate thereof; provided that the foregoing standards shall apply with respect to a Non-Serviced
Mortgage Loan and any related REO Property only to the extent that the Master Servicer or the Special Servicer has any express
duties or rights to grant consent with respect thereto pursuant to this Agreement.


 


“Servicing Transfer
Event”: With respect to any Mortgage Loan or any Serviced Whole Loan, the occurrence of any of the events described in
clauses (a) through (g) of the definition of “Specially Serviced Loan”.


 


“Significant
Obligor”: Any “significant obligor” (within the meaning of Item 1101(k) of Regulation AB) with respect
to the Trust as of the Closing Date.


 


“Significant
Obligor NOI Quarterly Filing Deadline”: With respect to each calendar quarter (other than the fourth calendar quarter
of any calendar year), the date that is fifteen (15) days after the Relevant Distribution Date occurring on or immediately following
the 30th day after the end of such calendar quarter.


 


“Significant
Obligor NOI Yearly Filing Deadline”: With respect to each calendar year, the date that is the 75th day after the end
of such calendar year.


 


“Similar Law”:
As defined in Section 5.03(m) of this Agreement.


 


“Special Notice”:
Any (a) notice transmitted to Certificateholders pursuant to Section 5.07(c) of this Agreement, (b) notice of
any request by at least 25% of the Voting Rights of the Certificates to terminate and replace the Special Servicer pursuant to
Section 6.08(a) of this Agreement and (c) notice of any request by at least 15% of the Voting Rights of the


 






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Non-Reduced
Certificates to terminate and replace the Operating Advisor pursuant to Section 7.06(b) of this Agreement.


 


“Special Servicer”:
(a) Midland Loan Services, a Division of PNC Bank, National Association, a national banking association, and its successor in interest,
or any successor Special Servicer appointed as provided herein; or (b) with respect to any Excluded Special Servicer Loan, if any,
the related Excluded Special Servicer appointed pursuant to Section 6.08(l) of this Agreement, as applicable and as the
context may require.


 


“Special Servicer
Servicing Personnel”: The divisions and individuals of the Special Servicer who are involved in the performance of the
duties of the Special Servicer under this Agreement.


 


“Special Servicing
Compensation”: With respect to any Mortgage Loan, Serviced Whole Loan or REO Property, any of the Special Servicing Fee,
the Workout Fee, and the Liquidation Fee which shall be due to the Special Servicer or any other fee due to the Special Servicer
pursuant to Section 3.12 of this Agreement.


 


“Special Servicing
Fee”: With respect to each Specially Serviced Loan and any REO Property (other than an REO Property related to a Non-Serviced
Mortgage Loan) and any Distribution Date, an amount accrued during the related Interest Accrual Period at the Special Servicing
Fee Rate on the Stated Principal Balance of such Specially Serviced Loan as of the close of business on the Distribution Date
in such Interest Accrual Period; provided that such amounts shall be computed for the same period and on the same interest
accrual basis respecting which any related interest payment due or deemed due on the related Mortgage Loan, Companion Loan or Whole
Loan, as applicable, is computed and shall be prorated for partial periods. For the avoidance of doubt, the Special Servicing Fee
shall be deemed payable from the Lower-Tier REMIC.


 


“Special Servicing
Fee Rate”: With respect to any Specially Serviced Loan or REO Property, a rate equal to (a) 0.25% per annum
or (b) if such rate in clause (a) would result in a Special Servicing Fee with respect to a Specially Serviced
Loan or REO Property (other than an REO Property acquired with respect to any Non-Serviced Whole Loan) that would be less than
$3,500 in any given month, then the Special Servicing Fee Rate for such month for such Specially Serviced Loan or REO Property
shall be the higher per annum rate as would result in a Special Servicing Fee equal to $3,500 for such month with respect
to such Specially Serviced Loan or REO Property.


 


“Specially Serviced
Loan”: Any Mortgage Loan (excluding any Non-Serviced Mortgage Loan) or Serviced Whole Loan (including any related REO
Mortgage Loan and, if applicable, any related REO Serviced Companion Loan) as to which any of the following events has occurred:


 


(a)          
the related Mortgagor has failed to make when due any Monthly Payment or a Balloon Payment, which failure continues unremedied
(without regard to any grace period):


 






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(i)          except in the case of a Balloon Mortgage Loan or Serviced Whole Loan delinquent in respect of its Balloon Payment, for 60 days
beyond the date on which the subject payment was due, or


 


(ii)          solely in the case of a delinquent Balloon Payment, (A) 60 days beyond the date on which such Balloon Payment
was due (except as described in clause B below) or (B) in the case of a Mortgage Loan or Serviced Whole Loan
delinquent with respect to the Balloon Payment as to which the related Mortgagor delivered to the Master Servicer or the Special
Servicer (and in either such case the Master Servicer or the Special Servicer, as applicable, shall promptly deliver a copy thereof
to the other servicer), a refinancing commitment acceptable to the Special Servicer prior to the date 60 days after the Balloon
Payment was due, for 120 days beyond the date on which the Balloon Payment was due (or such shorter period beyond the date
on which that Balloon Payment as due during which the refinancing is scheduled to occur);


 


(b)         
there shall have occurred a default (other than as set forth in clause (a) above and other than an Acceptable
Insurance Default) that (i) in the judgment of the Master Servicer or the Special Servicer (in the case of the Special
Servicer (A) with the consent of the Controlling Class Representative, unless a Control Termination Event has occurred and is continuing
or (B) if a Control Termination Event has occurred and is continuing, following consultation with the Controlling Class Representative,
unless a Consultation Termination Event has occurred and is continuing, materially impairs the value of the related Mortgaged Property
as security for the Mortgage Loan or Serviced Whole Loan or otherwise materially adversely affects the interests
of Certificateholders in the Mortgage Loan (or, in the case of a Serviced Whole Loan, the interests of the Certificateholders
or the related Serviced Companion Loan Holder in such Serviced Whole Loan), and (ii) continues unremedied for the applicable
grace period under the terms of the Mortgage Loan or Serviced Whole Loan (or, if no grace period is specified and the default
is capable of being cured, for 30 days); provided that any default that results in acceleration of the related Mortgage
Loan or Serviced Whole Loan without the application of any grace period under the related Mortgage Loan Documents shall be deemed
not to have a grace period; and provided, further, that any default requiring a Property Advance will be deemed
to materially and adversely affect the interests of the Certificateholders in the Mortgage Loan (or, in the case of any Serviced
Whole Loan, the interests of the Certificateholders or the related Serviced Companion Loan Holder in the Serviced Whole Loan);
or


 



(c)          
the Master Servicer or the Special Servicer has determined (and, in the case of the Special Servicer (i) with the consent
of the Controlling Class Representative, unless a Control Termination Event has occurred and is continuing or (ii) if a Control
Termination Event has occurred and is continuing, following consultation with the Controlling Class Representative, unless a Consultation
Termination Event has occurred and is continuing that (i) a default (other than an Acceptable Insurance Default) under the
Mortgage Loan or Serviced Whole Loan is reasonably foreseeable, (ii) such default will materially impair the value of the
related Mortgaged Property as security for such Mortgage Loan or Serviced Whole Loan or otherwise materially adversely affects
the


 



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interests
of Certificateholders in the Mortgage Loan (or, in the case of a Serviced Whole Loan, the interests of the Certificateholders
or any related Companion Loan Holder in the Serviced Whole Loan), and (iii) the default is likely to continue unremedied
for the applicable grace period under the terms of such Mortgage Loan or Serviced Whole Loan or, if no grace period is specified
and the default is capable of being cured, for 30 days; provided that any default that results in acceleration of
the related Mortgage Loan or Serviced Whole Loan without the application of any grace period under the related Mortgage Loan Documents
shall be deemed not to have a grace period; or


 


(d)         
a decree or order of a court or agency or supervisory authority having jurisdiction in the premises in any involuntary case
under any present or future federal or state bankruptcy, insolvency or similar law or the appointment of a conservator or receiver
or liquidator in any insolvency, readjustment of debt, marshaling of assets and liabilities or similar proceedings, or for the
winding up or liquidation of its affairs, shall have been entered against the related Mortgagor and such decree or order shall
have remained in force and not dismissed for a period of 60 days (or a shorter period if the Master Servicer or the Special
Servicer (and, in the case of the Special Servicer, (i) with the consent of the Controlling Class Representative, unless a Control
Termination Event has occurred and is continuing, or (ii) if a Control Termination Event has occurred and is continuing, following
consultation with the Controlling Class Representative, unless a Consultation Termination Event has occurred and is continuing
determines in accordance with the Servicing Standard that the circumstances warrant that the related Mortgage Loan or Serviced
Whole Loan (or REO Mortgage Loan or REO Serviced Companion Loan) be transferred to special servicing); or


 


(e)          
the related Mortgagor consents to the appointment of a conservator or receiver or liquidator in any insolvency, readjustment
of debt, marshaling of assets and liabilities or similar proceedings of or relating to such Mortgagor or of or relating to all
or substantially all of its property; or


 


(f)           
the related Mortgagor shall admit in writing its inability to pay its debts generally as they become due, file a petition
to take advantage of any applicable insolvency or reorganization statute, make an assignment for the benefit of its creditors,
or voluntarily suspend payment of its obligations; or


 


(g)          
the Master Servicer shall have received notice of the commencement of foreclosure or similar proceedings with respect to
the related Mortgaged Property;


 


provided, however, that a
Mortgage Loan or Serviced Whole Loan will cease to be a Specially Serviced Loan, when a Liquidation Event has occurred with respect
to such Mortgage Loan or Serviced Whole Loan or any related REO Property or, so long as at such time no circumstance identified
in clauses (a) through (g) above exists that would cause the Mortgage Loan or Serviced Whole Loan to continue
to be characterized as a Specially Serviced Loan, when:


 


(w)         with
respect to the circumstances described in clause (a) of this definition, the related Mortgagor has made three consecutive
full and timely Monthly Payments under the terms of such Mortgage Loan or Serviced Whole Loan, as applicable (as such


 






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terms
may be changed or modified in connection with a bankruptcy or similar proceeding involving the related Mortgagor or by reason
of a modification, extension, waiver or amendment granted or agreed to by the Master Servicer or the Special Servicer pursuant
to Section 3.24 of this Agreement);


 


(x)          with
respect to the circumstances described in clauses (c), (d), (e) and (f) of this definition, such
circumstances cease to exist in the good faith, reasonable judgment of the Special Servicer, but, with respect to any bankruptcy
or insolvency proceedings described in clauses (d), (e) and (f), no later than the entry of an order
or decree dismissing such proceeding;


 


(y)        with
respect to the circumstances described in clause (b) of this definition, such default is cured as determined by the
Special Servicer in its reasonable, good faith judgment; and


 


(z)        
with respect to the circumstances described in clause (g) of this definition, such proceedings are
terminated.


 


The Special Servicer
may conclusively rely on the Master Servicer’s determination and the Master Servicer may conclusively rely on the Special
Servicer’s determination as to whether a Servicing Transfer Event has occurred giving rise to a Mortgage Loan’s becoming
a Specially Serviced Loan. If any Mortgage Loan that is part of a Serviced Whole Loan becomes a Specially Serviced Loan, then the
related Companion Loan shall also become a Specially Serviced Loan. If the Companion Loan that is included in a Serviced Whole
Loan becomes a Specially Serviced Loan, then the related Mortgage Loan that is part of such Whole Loan shall also become a Specially
Serviced Loan.


 


“Sponsor”:
Each of Column, MC-Five Mile, BSPCC, Bancorp and WDCPF I CS and their respective successors-in-interest.


 


“Startup Day”:
The day designated as such pursuant to Section 2.11(c) of this Agreement.


 


“Stated Principal
Balance”: With respect to any Mortgage Loan (other than an REO Mortgage Loan), as of any date of determination, an amount
equal to (a) the Cut-Off Date Principal Balance of such Mortgage Loan (or, in the case of a Qualified Substitute Mortgage
Loan, the unpaid principal balance of such Mortgage Loan as of the date of substitution after application of all scheduled payments
of principal and interest due during or prior to the month of substitution, whether or not received), minus (b) the sum of
(i) the principal portion of each Monthly Payment due on such Mortgage Loan after the Cut-Off Date (or, in the case of a Qualified
Substitute Mortgage Loan, the Due Date in the related month of substitution), if received by the Trust or advanced by the Master
Servicer or the Trustee on or prior to the most recent Distribution Date coinciding with or preceding such date of determination,
(ii) all Unscheduled Payments with respect to such Mortgage Loan for a Distribution Date on or before such date of determination
and (iii) any adjustment thereto as a result of a reduction of principal by a bankruptcy court or as a result of a modification
reducing the principal balance due on such Mortgage Loan as of the Determination Date for the most recent Distribution Date occurring
on


 






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or before such date of determination. The Stated Principal Balance of a Serviced Companion Loan (other than an REO Serviced
Companion Loan), as of any date of determination, shall equal (a) the principal balance of such Serviced Companion Loan as
of the Cut-Off Date, minus (b) the sum of (i) the principal portion of each Monthly Payment due on such Serviced Companion
Loan after the Cut-Off Date, if received by the related Serviced Companion Loan Holder on or prior to the most recent Distribution
Date coinciding with or preceding such date of determination, (ii) all Unscheduled Payments with respect to such Serviced
Companion Loan for a Distribution Date on or before such date of determination and (iii) any adjustment thereto as a result
of a reduction of principal by a bankruptcy court or as a result of a modification reducing the principal balance due on such Serviced
Companion Loan as of the Determination Date for the most recent Distribution Date occurring on or before such date of determination.
The Stated Principal Balance of a Mortgage Loan with respect to which title to the related Mortgaged Property has been acquired
on behalf of the Trust Fund and/or the related Serviced Companion Loan Holder(s), as applicable, is equal to the Stated Principal
Balance thereof outstanding on the date on which such title is acquired less any Unscheduled Payments and the principal portion
of any P&I Advances with respect to such REO Mortgage Loan or REO Companion Loan for a Distribution Date on or before such
date of determination but after the date on which such title is acquired. The Stated Principal Balance of a Serviced Companion
Loan with respect to which title to the related Mortgaged Property has been acquired on behalf of the Trust Fund and the related
Serviced Companion Loan Holder(s) is equal to the Stated Principal Balance thereof outstanding on the date on which such title
is acquired less any Unscheduled Payments with respect to such Serviced Companion Loan for a Distribution Date on or before such
date of determination but after the date on which such title is acquired. The Stated Principal Balance of a Serviced Whole Loan
(including an REO Whole Loan), as of any date of determination, shall equal the sum of the then-aggregate Stated Principal Balances
of the related Mortgage Loan (including an REO Mortgage Loan) and the related Serviced Companion Loan(s) (including any REO Serviced
Companion Loan(s)). For purposes of this definition, if remittances are made to any Serviced Companion Loan Holder on any day of
the month other than the Distribution Date in such month, then such remittances shall be deemed made on the Distribution Date in
such month. The Stated Principal Balance of any Non-Serviced Mortgage Loan will be calculated in accordance with the definition
of “Stated Principal Balance” in the applicable Other Pooling and Servicing Agreement but shall also take into account
P&I Advances made by the Master Servicer or Trustee in the manner described above. Notwithstanding the foregoing, the Stated
Principal Balance of a Specially Serviced Loan with respect to which the Special Servicer has made a Final Recovery Determination
is zero.


 


“Subcontractor”:
Any vendor, subcontractor or other Person that is not responsible for the overall or general servicing (as “servicing”
is commonly understood by participants in the mortgage-backed securities market) of Mortgage Loans but performs one or more discrete
functions of the Servicing Criteria with respect to Mortgage Loans under the direction or authority of the Master Servicer, the
Special Servicer, the Certificate Administrator, the Trustee, an Additional Servicer, or a Sub-Servicer.


 


“Substitution
Shortfall Amount”: With respect to a substitution pursuant to Section 2.03(a) of this Agreement, an amount equal
to the excess, if any, of the Purchase Price of the Mortgage Loan being replaced calculated as of the date of substitution over
the Stated Principal Balance of the related Qualified Substitute Mortgage Loan after application of all


 






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scheduled payments of principal
and interest due during or prior to the month of substitution. In the event that one or more Qualified Substitute Mortgage Loans
are substituted (at the same time by the same Mortgage Loan Seller) for one or more deleted Mortgage Loans, the Substitution Shortfall
Amount shall be determined as provided in the preceding sentence on the basis of the aggregate Purchase Prices of the Mortgage
Loan or Mortgage Loans being replaced and the aggregate Stated Principal Balances of the related Qualified Substitute Mortgage
Loans.


 


“Sub-Servicer”:
Any Person that Services Mortgage Loans on behalf of the Master Servicer, the Special Servicer or an Additional Servicer and is
responsible for the performance (whether directly or through Sub-Servicers or Subcontractors) of all or a material portion of the
servicing functions required to be performed by the Master Servicer, the Special Servicer, a Servicing Function Participant or
an Additional Servicer under this Agreement, with respect to some or all of the Mortgage Loans, that are identified in the Servicing
Criteria. As of the Closing Date, the Sub-Servicer(s) set forth on Exhibit S to this Agreement will be the Sub-Servicer
for the related Mortgage Loan(s) set forth on Exhibit S to this Agreement.


 


“Sub-Servicing
Agreement”: The written contract between the Master Servicer, an Additional Servicer or the Special Servicer, as the
case may be, and any Sub-Servicer relating to servicing and administration of Mortgage Loans as provided in Section 3.01(c)
of this Agreement.


 


“Successful
Bidder”: As defined in Section 7.01(b) of this Agreement.


 


“Supplemental
Servicer Schedule”: With respect to the Mortgage Loans to be serviced by the Master Servicer, a list attached hereto
as Exhibit P, which list sets forth the following information with respect to each Mortgage Loan:


 


(i)          the
Mortgagor’s name;


 


(ii)         property
type;


 


(iii)        the
original balance;


 


(iv)        the
origination date;


 


(v)         the
original and remaining amortization term;


 


(vi)        whether
such Mortgage Loan has a guarantor;


 


(vii)       whether
such Mortgage Loan is secured by a letter of credit;


 


(viii)    
the original balance of any reserve or escrowed funds and the monthly amount of any reserve or escrowed funds;


 


(ix)        the
grace period with respect to both default interest and late payment charges;





                                                                  






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(x)         whether
such Mortgage Loan is insured by RVI, lease enhancement policy or environmental policies;


 


(xi)        whether
an operation and maintenance plan exists and, if so, what repairs are required;


 


(xii)       whether
a cash management agreement or lockbox agreement is in place;


 


(xiii)      the
number of units, pads, rooms or square feet of the Mortgaged Property;


 


(xiv)      the
amount of the Monthly Payment due on the first Due Date following the Closing Date;


 


(xv)       the
interest accrual basis;


 


(xvi)
     Administrative Cost Rate;


 


(xvii)     whether
the Mortgage Loan is secured by a Ground Lease;


 


(xviii)    whether
the related Mortgage Loan is a Defeasance Loan; and


 


(xix)      whether
such Mortgage Loan is part of any Serviced Whole Loan, in which case the information required by clauses (xiv), (xv)
and (xvi) above shall also be set forth for the Companion Loan in such Serviced Whole Loan.


 


Such list may be in the
form of more than one list, collectively setting forth all of the information required.


 


“Tax Returns”:
The federal income tax return on IRS Form 1066, U.S. Real Estate Mortgage Investment Conduit (REMIC) Income Tax Return,
including Schedule Q thereto, Quarterly Notice to Residual Interest Holders of REMIC Taxable Income or Net Loss Allocation, or
any successor forms, to be filed on behalf of each Trust REMIC under the REMIC Provisions, together with any and all other information,
reports or returns that may be required to be furnished to the Certificateholders or filed with the IRS or any other governmental
taxing authority under any applicable provisions of federal, state or local tax laws.


 


“Temporary Regulation S
Global Certificate”: As defined in Section 5.02(c)(i) of this Agreement.


 


“Terminated
Party”: As defined in Section 7.01(c) of this Agreement.


 


“Termination
Date”: The Distribution Date on which the Trust Fund is terminated pursuant to Section 9.01.


 









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“Third Party
Reports”: With respect to any Mortgaged Property, the related Appraisal, Phase I environmental report, Phase II environmental
report, seismic report or property condition report, if any.


 


“Transfer”:
Any direct or indirect transfer or other form of assignment of any Ownership Interest in a Class R Certificate.


 


“Transferee
Affidavit”: As defined in Section 5.03(n)(ii) of this Agreement.


 


“Transferor
Letter”: As defined in Section 5.03(n)(ii) of this Agreement.


 


“Treasury Regulations”:
Applicable final or temporary regulation of the U.S. Department of the Treasury.


 


“Trust”:
The trust created by this Agreement.


 


“Trust Fund”:
The corpus of the trust created hereby and to be administered hereunder, consisting of: (i) such Mortgage Loans as from time
to time are subject to this Agreement, together with the Mortgage Files relating thereto; (ii) all scheduled or unscheduled
payments on or collections in respect of the Mortgage Loans due after the Cut-Off Date (or with respect to a Qualified Substitute
Mortgage Loan, the Due Date in the month of substitution); (iii) any REO Property (but in the case of each Whole Loan, only
to the extent of the Trust’s interest in the related REO Property); (iv) all revenues received in respect of any REO
Property (but in the case of each Whole Loan, only to the extent of the Trust’s interest in the revenues received in respect
of such REO Property); (v) the Master Servicer’s and the Trustee’s rights, in each case on behalf of the Trust,
under the insurance policies with respect to the Mortgage Loans required to be maintained pursuant to this Agreement and any proceeds
thereof; (vi) the Trustee’s rights on behalf of the Trust in any Assignment of Leases and any security agreements; (vii) the
Trustee’s rights on behalf of the Trust under any indemnities or guaranties given as additional security for any Mortgage
Loan; (viii) all of the Trustee’s and the Certificate Administrator’s rights, in each case on behalf of the Trust,
in the Escrow Accounts and Lockbox Accounts and all proceeds of the Mortgage Loans deposited in the Collection Account, each Distribution
Account, the Interest Reserve Account, the Excess Liquidation Proceeds Reserve Account and any REO Account, including any reinvestment
income thereon; (ix) the Trustee’s rights on behalf of the Trust in any environmental indemnity agreements relating
to the Mortgaged Properties; (x) the Depositor’s rights under the Loan Purchase Agreements to the extent assigned to
the Trustee pursuant to Section 2.01 of this Agreement; and (xi) the Lower-Tier Regular Interests.


 


“Trust Reimbursement
Amount”: As defined in Section 3.06A(a) of this Agreement.


 


“Trust Reimbursement
Amount No. 1”: As defined in Section 3.06(a) of this Agreement.


 


“Trust Reimbursement
Amount No. 2”: As defined in Section 3.06A(a) of this Agreement.


 









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“Trust REMIC”:
Each of the Lower-Tier REMIC and the Upper-Tier REMIC.


 


“Trustee”:
Wilmington Trust, National Association, a national banking association, in its capacity as trustee, and its successor in interest,
or any successor trustee appointed as herein provided.


 


“Trustee Personnel”:
The divisions and individuals of the Trustee who are involved in the performance of the duties of the Trustee under this Agreement.


 


“Trustee/Certificate
Administrator Fee”: With respect to each Mortgage Loan and for any Distribution Date, an amount accrued during the related
Interest Accrual Period at the Trustee/Certificate Administrator Fee Rate on the Stated Principal Balance of such Mortgage Loan
as of the close of business on the Distribution Date in such Interest Accrual Period; provided that such amounts shall be
computed for the same period and on the same interest accrual basis respecting which any related interest payment due or deemed
due on the related Mortgage Loan is computed and shall be prorated for partial periods. For the avoidance of doubt, the Trustee/Certificate
Administrator Fee shall be payable from the Lower-Tier REMIC.


 


“Trustee/Certificate
Administrator Fee Rate”: With respect to each Mortgage Loan, a rate equal to 0.0054% per annum.


 


“Underwriters”:
Credit Suisse Securities (USA) LLC, Drexel Hamilton, LLC and Mischler Financial Group, Inc.


 


“Unliquidated
Advance”: Any Advance previously made by a party hereto that has been previously reimbursed, as between the Person that
made the Advance hereunder, on the one hand, and the Trust Fund, on the other, as part of a Workout-Delayed Reimbursement Amount
pursuant to subsections (ii) (B) and (C) of Section 3.06(a) of this Agreement but that has not
been recovered from the Mortgagor or otherwise from collections on or the proceeds of the Mortgage Loan or REO Property in respect
of which the Advance was made.


 


“Unscheduled
Payments”: With respect to any Distribution Date and the Mortgage Loans (including the REO Mortgage Loans and REO Companion
Loans) and the Serviced Companion Loans, as applicable, the aggregate of (a) all principal prepayments received on the Mortgage
Loans (including any Non-Serviced Mortgage Loan, any REO Mortgage Loan, and any interest in REO Property acquired with respect
to any Non-Serviced Whole Loan) or the Serviced Companion Loans, as applicable, during the applicable Prepayment Period and (b) the
principal portions of all Liquidation Proceeds, Condemnation Proceeds and Insurance Proceeds (in each case, net of Special Servicing
Fees, Liquidation Fees, accrued interest on Advances and other Additional Trust Fund Expenses incurred in connection with the related
Mortgage Loan) and, if applicable, Net REO Proceeds received with respect to the Mortgage Loans and the Trust’s interest
in any REO Properties (including any interest in REO Property acquired with respect to any Non-Serviced Whole Loan) or the Serviced
Companion Loans, as applicable, during the applicable Prepayment Period, but in each case only to the extent that such principal
portion represents a recovery of principal for which no advance was previously made in respect of a preceding Distribution Date.


 






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“Upper-Tier
Distribution Account”: The trust account or accounts created and maintained as a separate trust account (or separate
sub-account within the same account as the Lower-Tier Distribution Account) or accounts by the Certificate Administrator pursuant
to Section 3.05(b) of this Agreement, which (subject to any changes in the identity of the Trustee or the Certificate Administrator)
shall be entitled “Wells Fargo Bank, National Association, as Certificate Administrator, on behalf of Wilmington Trust, National
Association, as Trustee, for the registered Holders of CSAIL 2015-C4 Commercial Mortgage Trust, Commercial Mortgage Pass-Through
Certificates, Series 2015-C4, Upper-Tier Distribution Account” and which must be an Eligible Account.


 


“Upper-Tier
REMIC”: A segregated asset pool within the Trust Fund consisting of the Lower-Tier Regular Interests and amounts held
from time to time in the Upper-Tier Distribution Account.


 


“Upper-Tier
Residual Interest”: The sole class of “residual interests”, within the meaning of Code Section 860G(a)(2),
in the Upper-Tier REMIC and evidenced by the Class R Certificates.


 


“U.S. Tax Person”:
A citizen or resident of the United States, a corporation, partnership (except to the extent provided in applicable Treasury regulations) or
other entity created or organized in or under the laws of the United States, any State thereof or the District of Columbia, an
estate whose income is subject to United States federal income tax regardless of its source, or a trust if a court within the United
States is able to exercise primary supervision over the administration of such trust, and one or more such U.S. Tax Persons have
the authority to control all substantial decisions of such trust (or, to the extent provided in applicable Treasury regulations,
certain trusts in existence as of August 20, 1996 that have elected to be treated as U.S. Tax Persons).


 


“Voting Rights”:
The portion of the voting rights of all of the Certificates that is allocated to any Certificate or Class of Certificates. At all
times during the term of this Agreement, the percentage of the Voting Rights assigned to each Class shall be (a) 0%, in the
case of the Class R Certificates, (b) 2% in the aggregate to the Class X-A, Class X-B, Class X-D, Class X-F, Class
X-G and Class X-NR Certificates, allocated between such Classes based on their respective interest entitlements on the most recent
prior Distribution Date, and (c) in the case of any of any Class of Principal Balance Certificates, a percentage equal to
the product of (i) 98% multiplied by (ii) a fraction, the numerator of which is equal to the Certificate Principal Balance
of such Class and the denominator of which is equal to the aggregate of the Certificate Principal Balances of all Classes of Principal
Balance Certificates (or, if with respect to a vote of Non-Reduced Certificates, the aggregate of the Certificate Principal Balances
of all Classes of the Non-Reduced Certificates). The Voting Rights of any Class of Certificates shall be allocated among Holders
of Certificates of such Class in proportion to their respective Percentage Interests. The aggregate Voting Rights of Holders of
more than one Class of Certificates shall be equal to the sum of the products of each such Holder’s Voting Rights and the
percentage of Voting Rights allocated to the related Class of Certificates.


 


“WAC Rate”:
With respect to any Distribution Date, a per annum rate equal to the weighted average of the Net Mortgage Loan Rates in
effect for the Mortgage Loans


 






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(including the REO Mortgage Loans) as of their respective Due Dates in the month preceding the month
in which such Distribution Date occurs, weighted on the basis of the respective Stated Principal Balances of the Mortgage Loans
(including the REO Mortgage Loans) immediately following the Distribution Date (or, if applicable, the Closing Date) in such preceding
month.


 


“WDCPF”:
Walker & Dunlop Commercial Property Funding, LLC, a Delaware limited liability company, and its successors in interest.


 


“WDCPF I CS”:
Walker & Dunlop Commercial Property Funding I CS, LLC, a Delaware limited liability company, and its successors in interest.


 


“WDCPF I CS
Loan Purchase Agreement”: The mortgage loan purchase agreement, dated as of the November 1, 2015, by and among WDCPF
I CS, WDCPF and the Depositor.


 


“Whole Loan”:
The Arizona Grand Resort & Spa Whole Loan.


 


“Withheld Amounts”:
As defined in Section 3.23 of this Agreement.


 


“Workout-Delayed
Reimbursement Amounts”: With respect to any Mortgage Loan or Serviced Whole Loan, the amount of any Advance made with
respect to such Mortgage Loan or Serviced Whole Loan on or before the date such Mortgage Loan or Serviced Whole Loan becomes (or,
but for the making of three monthly payments under its modified terms, would then constitute) a Corrected Mortgage Loan, together
with (to the extent accrued and unpaid) interest on such Advances, to the extent that (i) such Advance is not reimbursed
to the Person who made such Advance on or before the date, if any, on which such Mortgage Loan or Whole Loan becomes a Corrected
Mortgage Loan and (ii) the amount of such Advance becomes a future obligation of the Mortgagor to pay under the terms of modified
Mortgage Loan Documents. That any amount constitutes all or a portion of any Workout-Delayed Reimbursement Amount shall not in
any manner limit the right of any Person hereunder to determine in the future that such amount instead constitutes a Nonrecoverable
Advance.


 


“Workout Fee”:
The fee paid to the Special Servicer with respect to each Corrected Mortgage Loan equal to the Workout Fee Rate applied to each
collection of interest (excluding Default Interest) and principal (other than any amount for which a Liquidation Fee is paid) received
on such Corrected Mortgage Loan for so long as it remains a Corrected Mortgage Loan; provided that no Workout Fee shall
be payable by the Trust with respect to any Corrected Mortgage Loan if and to the extent that the Corrected Mortgage Loan became
a Specially Serviced Loan under clause (c) of the definition of “Specially Serviced Loan” (and no other
clause thereof) and no mortgage loan event of default actually occurs, unless the related Mortgage Loan (other than a Non-Serviced
Mortgage Loan) or Serviced Whole Loan is modified by the Special Servicer in accordance with the terms hereof; provided,
further, that if a Mortgage Loan or Serviced Whole Loan becomes a Specially Serviced Loan only because of an event described
in clause (a)(ii) of the definition of “Specially Serviced Loan” regarding the related Mortgagor’s
failure to make a Balloon Payment and the related collection of principal and interest is received within 90 days following
the related maturity date in connection with the full and final pay-off of the related Mortgage Loan (other than a Non-Serviced
Mortgage Loan) or 


 






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Serviced Whole Loan, the Special Servicer will not be entitled to collect a Workout Fee, but may collect and
retain appropriate fees from the related Mortgagor in connection with such workout; provided, further, that the Workout
Fee with respect to any Specially Serviced Loan that becomes a Corrected Mortgage Loan shall be reduced by any Excess Modification
Fees paid by or on behalf of the related Mortgagor with respect to such Mortgage Loan or Serviced Whole Loan as described in the
definition of “Excess Modification Fees” in this Agreement, but only to the extent those fees have not previously been
deducted from a Workout Fee or Liquidation Fee.


 


“Workout Fee
Rate”: A rate equal to the lesser of (a) 1.0% with respect to any Corrected Mortgage Loan and (b) such lower rate
as would result in a Workout Fee of $1,000,000 when applied to each expected payment of principal and interest (excluding Default
Interest) on any Mortgage Loan (other than a Non-Serviced Mortgage Loan) or Serviced Whole Loan, if applicable, from the date such
Mortgage Loan (or Serviced Whole Loan, if applicable) becomes a Corrected Mortgage Loan, through and including the related Maturity
Date (or if the rate in clause (a) above would result in a Workout Fee that would be less than $25,000 when applied
to each expected payment of principal and interest (other than Default Interest) on the related Mortgage Loan (or Serviced Whole
Loan, if applicable) from the date such Mortgage Loan (or Serviced Whole Loan, if applicable) becomes a Corrected Mortgage Loan
through and including the then related maturity date, then the Workout Fee Rate shall be a rate equal to such higher rate as would
result in a Workout Fee equal to $25,000 when applied to each expected payment of principal and interest (other than Default Interest)
on such Mortgage Loan (or Serviced Whole Loan, if applicable) from the date such Mortgage Loan (or Serviced Whole Loan, if applicable)
becomes a Corrected Mortgage Loan through and including the then related maturity date).


 


“Yield Maintenance
Charge”: With respect to any Mortgage Loan and Companion Loan, the yield maintenance charge or prepayment premium, if
any, payable under the related Note(s) (in the case of a Mortgage Loan) or the related note(s) in favor of the Companion Loan Holder
(in the case of a Serviced Companion Loan) in connection with certain prepayments.


 


“YM Groups”:
As defined in Section 4.01(c) of this Agreement.


 


“YM Group A”:
As defined in Section 4.01(c) of this Agreement.


 


“YM Group B”:
As defined in Section 4.01(c) of this Agreement.


 


Section 1.02         
Certain Calculations. Unless otherwise specified herein, the following provisions shall apply:


 


(a)          All calculations of interest with respect to the Mortgage Loans shall be made in accordance with the terms of the related
Note(s) and Mortgage.


 


(b)          For purposes of distribution of Yield Maintenance Charges pursuant to Section 4.01(c) of this Agreement on any
Distribution Date, the Class of Principal Balance Certificates as to which any prepayment shall be deemed to be distributed shall
be determined on the assumption that the portion of the Principal Distribution Amount paid to the Principal Balance Certificates
on such Distribution Date in respect of principal shall consist first of


 






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scheduled payments included in the definition of Principal
Distribution Amount and second of prepayments included in such definition.


 


(c)          Any Mortgage Loan payment is deemed to be received on the date such payment is actually received by the Master Servicer,
the Special Servicer or the Certificate Administrator; provided, however, that for purposes of calculating distributions
on the Certificates, Principal Prepayments with respect to any Mortgage Loan are deemed to be received on the date they are applied
in accordance with Section 3.01(b) of this Agreement to reduce the outstanding principal balance of such Mortgage Loan
on which interest accrues.


 


(d)          All amounts collected by or on behalf of the Trust in respect of any Mortgage Loan (in the case of any Non-Serviced Mortgage
Loan, subject to any prior allocations under the related Co-Lender Agreement and/or the applicable Other Pooling and Servicing
Agreement) in the form of payments from the related Mortgagor, Liquidation Proceeds, Condemnation Proceeds or Insurance Proceeds
shall be allocated to amounts due and owing under the related Mortgage Loan Documents (including for principal and accrued and
unpaid interest) in accordance with the express provisions of the related Mortgage Loan Documents and, if applicable, the related
Co-Lender Agreement; provided, however, that in the absence of such express provisions of the related Mortgage Loan
Documents or if and to the extent that such provisions authorize the mortgagee to use its discretion and in any event for purposes
of calculating distributions hereunder after an event of default under the related Mortgage Loan (to the extent not cured or waived),
in each case only to the extent such amount is an obligation of the related Mortgagor in the related Mortgage Loan Documents, all
such amounts collected shall be deemed to be allocated for purposes of collecting amounts due under the Mortgage Loan in the following
order of priority:


 


(i)          as
a recovery of any unreimbursed Advances with respect to such Mortgage Loan and unpaid interest on all Advances and, if applicable,
unreimbursed and unpaid Additional Trust Fund Expenses with respect to such Mortgage Loan;


 


(ii)         as
a recovery of Nonrecoverable Advances and any interest thereon, to the extent previously reimbursed from principal collections
with respect to such Mortgage Loan;


 


(iii)        to
the extent not previously allocated pursuant to clause (i) above, as a recovery of accrued and unpaid interest on such
Mortgage Loan (exclusive of Default Interest) to the extent of the excess of (A) accrued and unpaid interest on such Mortgage
Loan at the related Mortgage Loan Rate through and including the end of the related Mortgage Loan interest accrual period in which
such collections are received by or on behalf of the Trust, over (B) the cumulative amount of the reductions (if any) in the amount
of related P&I Advances for such Mortgage Loan that have theretofore occurred under Section 4.06(a) of this Agreement
in connection with Appraisal Reduction Amounts (to the extent that collections have not been allocated as a recovery of accrued
and unpaid interest on earlier dates pursuant to clause (v) below);


 


(iv)        to
the extent not previously allocated pursuant to clause (i) above, as a recovery of principal of such Mortgage Loan then
due and owing, including by reason of


 






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acceleration of such Mortgage Loan following a default thereunder (or, if the Mortgage
Loan has been liquidated, as a recovery of principal to the extent of its entire remaining unpaid principal balance);


 


(v)         as
a recovery of accrued and unpaid interest on such Mortgage Loan to the extent of the cumulative amount of the reductions (if any)
in the amount of related P&I Advances for such Mortgage Loan that have theretofore occurred under Section 4.06(a) of
this Agreement in connection with related Appraisal Reduction Amounts (to the extent that collections have not been allocated
as recovery of accrued and unpaid interest on earlier dates pursuant to this clause (v));


 


(vi)        as a recovery of amounts to be currently allocated to the payment of, or escrowed for the future payment of, real estate
taxes, assessments and insurance premiums and similar items relating to such Mortgage Loan;


 


(vii)       as a recovery of any other reserves to the extent then required to be held in escrow with respect to such Mortgage Loan;


 


(viii)      as a recovery of any Yield Maintenance Charge then due and owing under such Mortgage Loan, but only to the extent collected;


 


(ix)         as a recovery of any Default Interest or late payment charges then due and owing under such Mortgage Loan;


 


(x)          as a recovery of any Assumption Fees, assumption application fees and Modification Fees then due and owing under such Mortgage
Loan;


 


(xi)         as a recovery of any other amounts then due and owing under such Mortgage Loan other than remaining unpaid principal (if
both Consent Fees and Operating Advisor Consulting Fees are due and owing, first, allocated to Consent Fees and then, allocated
to Operating Advisor Consulting Fees); and


 


(xii)        as a recovery of any remaining principal of such Mortgage Loan to the extent of its entire remaining unpaid principal balance;


 


provided that, to the extent required
under the REMIC Provisions, payments or proceeds received with respect to any partial release of a Mortgaged Property (including
following a condemnation) if, immediately following such release, the loan-to-value ratio of the related Mortgage Loan or the related
Serviced Whole Loan exceeds 125% (based solely on the value of the real property and excluding personal property and going concern
value, if any), must be allocated to reduce the principal balance of the Mortgage Loan or the related Serviced Whole Loan in the
manner permitted by such REMIC Provisions.


 


(e)          Collections by or on behalf of the Trust in respect of any REO Property for any REO Mortgage Loan (in the case of a Non-Serviced
Mortgage Loan, subject to any prior allocations under the related Co-Lender Agreement and/or the applicable Other Pooling and Servicing
Agreement) (exclusive of amounts to be allocated to the payment of the costs of operating, managing, leasing, maintaining and disposing
of such REO Property (and, if


 






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applicable, except as expressly set forth in the related Co-Lender Agreement and/or the related Other
Pooling and Servicing Agreement) shall be deemed allocated for purposes of collecting amounts due under the related REO Mortgage
Loan, in each case only to the extent such amount is or was an obligation of the related Mortgagor in the related Mortgage Loan
Documents, in the following order of priority:


 


(i)          as
a recovery of any unreimbursed Advances with respect to the related REO Mortgage Loan and interest on all Advances and, if applicable,
unreimbursed and unpaid Additional Trust Fund Expenses with respect to the related REO Mortgage Loan;


 


(ii)         as a recovery of Nonrecoverable Advances and any interest thereon, to the extent previously allocated from principal collections
with respect to the related REO Mortgage Loan;


 


(iii)        to the extent not previously allocated pursuant to clause (i) above, as a recovery of accrued and unpaid interest
on the related REO Mortgage Loan (exclusive of Default Interest) to the extent of the excess of (A) accrued and unpaid interest
on the related REO Mortgage Loan at the related Mortgage Loan Rate through and including the end of the related Mortgage Loan interest
accrual period in which such collections are received by or on behalf of the Trust, over (B) the cumulative amount of the
reductions (if any) in the amount of related P&I Advances for the related REO Mortgage Loan that have theretofore occurred
under Section 4.06(a) of this Agreement in connection with related Appraisal Reduction Amounts (to the extent that collections
have not been allocated as a recovery of accrued and unpaid interest on earlier dates pursuant to clauses (v) below
or clause (d)(v) above);


 


(iv)        to the extent not previously allocated pursuant to clause (i) above, as a recovery of principal of the related
REO Mortgage Loan to the extent of its entire unpaid principal balance;


 


(v)          as a recovery of accrued and unpaid interest on such REO Mortgage Loan to the extent of the cumulative amount of the reductions
(if any) in the amount of related P&I Advances for the related REO Mortgage Loan that have theretofore occurred under Section
4.06(a) of this Agreement in connection with related Appraisal Reduction Amounts (to the extent that collections have not theretofore
been allocated as a recovery of accrued and unpaid interest on earlier dates pursuant to this clause (v) or clause (d)(v)
above);


 


(vi)        as a recovery of any Yield Maintenance Charge then due and owing under the related REO Mortgage Loan, but only to the extent
collected;


 


(vii)       as a recovery of any Default Interest or late payment charges then due and owing under the related REO Mortgage Loan;


 


(viii)      as a recovery of any Assumption Fees, assumption application fees and Modification Fees then due and owing under the related
REO Mortgage Loan; and


 






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(ix)        as a recovery of any other amounts then due and owing under the related REO Mortgage Loan (if both Consent Fees and Operating
Advisor Consulting Fees are due and owing, first, allocated to Consent Fees and then, allocated to Operating Advisor Consulting
Fees).


 


(f)          The applications of amounts received in respect of any Mortgage Loan pursuant to paragraph (d) of this Section
1.02 shall be determined by the Master Servicer (for non-Specially Serviced Loans) and the Special Servicer (for Specially
Serviced Loans) in accordance with the Servicing Standard. The applications of amounts received in respect of any Mortgage Loan
or any REO Property pursuant to paragraph (e) of this Section 1.02 shall be determined by the Special Servicer in
accordance with the Servicing Standard.


 


(g)          All net present value calculations and determinations made hereunder with respect to the Mortgage Loans, the Companion Loans
or a Mortgaged Property or REO Property (other than the Trust’s interest in any REO Property acquired with respect to any
Non-Serviced Mortgage Loan) (including for purposes of the definition of “Servicing Standard”) shall be made using
the Calculation Rate.


 


(h)          The parties hereto acknowledge that any payments, collections and recoveries received by the parties to the applicable Other
Pooling and Servicing Agreement related to a Non-Serviced Mortgage Loan or the applicable beneficial interest in any related REO
Property are required to be allocated by such parties as interest, principal or other amounts in accordance with the terms and
conditions of the related Other Pooling and Servicing Agreement and/or the related Co-Lender Agreement, as applicable, and the
related Non-Serviced Mortgage Loan.


 


Section 1.03     Certain Constructions.


 


(a)          For
purposes of this Agreement, references to the most or next most subordinate Class of Certificates or Class X-D Component outstanding
at any time shall mean the most or next most subordinate Class of Certificates or Class X-D Component then outstanding as among
the Class A, Class X-A, Class X-B, Class X-F, Class X-G, Class X-NR, Class A-S, Class B, Class C, Class D, Class E, Class F,
Class G and Class NR Certificates and the Class X-D Components; provided, however, that for purposes of determining
the most subordinate Class of Certificates, in the event that the Class A Certificates are the only Classes of Principal Balance
Certificates outstanding, the Class A Certificates and the Class X-A Certificates together will be treated as the most subordinate
Class of Certificates. For purposes of this Agreement, each Class of Regular Certificates shall be deemed to be outstanding only
to the extent its respective Certificate Principal Balance or Notional Amount has not been reduced to zero. For purposes of this
Agreement, the Class R Certificates shall be deemed to be outstanding so long as the Trust REMICs have not been terminated
pursuant to Section 9.01 of this Agreement.


 


(b)          For purposes of this Agreement, except as otherwise expressly provided or unless the context otherwise requires:


 






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(i)          the terms defined in this Agreement include the plural as well as the singular, and the use of any gender herein shall be
deemed to include the other gender;


 


(ii)         references herein to “Articles”, “Sections”, “Subsections”, “Paragraphs”
and other subdivisions without reference to a document are to designated Articles, Sections, Subsections, Paragraphs and other
subdivisions of this Agreement;


 


(iii)        a reference to a Subsection without further reference to a Section is a reference to such Subsection as contained in the
same Section in which the reference appears, and this rule shall also apply to Paragraphs and other subdivisions;


 


(iv)        the words “herein”, “hereof”, “hereunder”, “hereto”, “hereby”
and other words of similar import refer to this Agreement as a whole and not to any particular provision; and


 


(v)         the terms “include” or “including” shall mean without limitation by reason of enumeration.


 


ARTICLE
II



CONVEYANCE OF MORTGAGE LOANS;

ORIGINAL ISSUANCE OF CERTIFICATES


 


Section 2.01     Conveyance
of Mortgage Loans.


 


(a)          The Depositor, concurrently with the execution and delivery hereof, does hereby establish a trust to be designated as CSAIL
2015-C4 Commercial Mortgage Trust, appoint the Trustee to serve as trustee of such trust and assign, sell, transfer, set over and
otherwise convey to the Trustee (as holder of the Lower-Tier Regular Interests) in trust without recourse for the benefit of the
Certificateholders all the right, title and interest of the Depositor, including any security interest therein for the benefit
of the Depositor, in, to and under (i) the Mortgage Loans identified on the Mortgage Loan Schedule, (ii) Sections 2,
3, 4, 5 (other than Section 5(e) and 5(f)), 6 (other than Section 6(a)(i) and 6(a)(x)) and to the extent related to the
foregoing, 7, 11, 12, 13, 14, 16, 17, 18 and 23 of each Loan Purchase Agreement, and Sections 24 and 25 of the WDCPF I CS Loan
Purchase Agreement, (iii) the Co-Lender Agreements and (iv) all Escrow Accounts, Lockbox Accounts and all other assets
included or to be included in the Trust Fund for the benefit of the Certificateholders. Such assignment includes all interest and
principal received or receivable on or with respect to the Mortgage Loans (other than payments of principal, interest and other
amounts due and payable on the Mortgage Loans on or before the Cut-Off Date and excluding any Loan Seller Defeasance Rights and
Obligations with respect to the Mortgage Loans). Such assignment of each Mortgage Loan that is part of a Whole Loan is further
subject to the terms and conditions of the applicable Other Pooling and Servicing Agreement and each related Co-Lender Agreement.
The transfer of the Mortgage Loans and the related rights and property accomplished hereby is absolute and, notwithstanding Section
11.08 of this Agreement, is intended by the parties to constitute a sale.


 






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(b)          In connection with the Depositor’s assignment pursuant to Section 2.01(a) of this Agreement, the Depositor
shall direct each Mortgage Loan Seller (pursuant to the related Loan Purchase Agreement) to deliver to and deposit with the
Custodian (on behalf of the Certificate Administrator), on or before the Closing Date, the Mortgage File for each Mortgage Loan,
with copies to be delivered within five (5) Business Days after the Closing Date, to the Master Servicer (other than with respect
to a Non-Serviced Mortgage Loan) and the Special Servicer; provided, however, that copies of any document in the
Mortgage File that also constitutes a Designated Servicing Document shall be delivered to the Master Servicer (other than with
respect to a Non-Serviced Mortgage Loan) on or before the Closing Date. None of the Certificate Administrator, the Trustee, the
Custodian, the Master Servicer or the Special Servicer shall be liable for any failure by any Mortgage Loan Seller or the Depositor
to comply with the document delivery requirements of the related Loan Purchase Agreement and this Section 2.01(b). Notwithstanding
anything herein to the contrary, with respect to letters of credit (exclusive of those relating to any Non-Serviced Mortgage Loan),
the applicable Mortgage Loan Seller shall deliver to the Master Servicer and the Master Servicer shall hold the original (or copy,
if such original has been submitted by the applicable Mortgage Loan Seller to the issuing bank to effect an assignment or amendment
of such letter of credit (changing the beneficiary thereof to the Trust (in care of the Master Servicer) that may be required in
order for the Master Servicer to draw on such letter of credit on behalf of the Trust in accordance with the applicable terms thereof
and/or of the related Mortgage Loan Documents) and the applicable Mortgage Loan Seller shall be deemed to have satisfied any delivery
requirements of the related Loan Purchase Agreement and this Section 2.01(b) by delivering with respect to any letter(s)
of credit a copy thereof to the Custodian together with an Officer’s Certificate of the applicable Mortgage Loan Seller certifying
that such document has been delivered to the Master Servicer or an Officer’s Certificate from the Master Servicer certifying
that it holds the letter(s) of credit pursuant to this Section 2.01(b). If a letter of credit referred to in the previous
sentence is not in a form that would allow the Master Servicer to draw on such letter of credit on behalf of the Trust in accordance
with the applicable terms thereof and/or of the related Mortgage Loan Documents, the applicable Mortgage Loan Seller shall deliver
the appropriate assignment or amendment documents (or copies of such assignment or amendment documents if the related Mortgage
Loan Seller has submitted the originals to the related issuer of such letter of credit for processing) to the Master Servicer within
90 days of the Closing Date. The applicable Mortgage Loan Seller shall pay any costs of assignment or amendment of such letter(s)
of credit required in order for the Master Servicer to draw on such letter(s) of credit on behalf of the Trust and shall cooperate
with the reasonable requests of the Master Servicer or the Special Servicer, as applicable, in connection with effectuating a draw
under any such letter of credit prior to the date such letter of credit is assigned or amended in order that it may be drawn by
the Master Servicer on behalf of the Trust.


 


After the Depositor’s
transfer of the Mortgage Loans to the Trustee pursuant to this Section 2.01(b), the Depositor shall not take any action
inconsistent with the Trust’s ownership of the Mortgage Loans.


 


(c)          The Depositor hereby represents and warrants that each Mortgage Loan Seller has covenanted in the applicable Loan Purchase
Agreement that it shall record and file, or, in the case of Column, MC-Five Mile, BSPCC, Bancorp and WDCPF I CS, shall cause AMO
to record and file, at the related Mortgage Loan Seller’s expense, in the appropriate public office


 






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for real property records
or UCC financing statements, as appropriate, each related assignment of Mortgage and assignment of Assignment of Leases, in favor
of the Trustee referred to in clause (4) of the definition of “Mortgage File” and each related UCC-3
assignment referred to in clause (15) of the definition of “Mortgage File” and, with respect to any Mortgage
Loan to which the Custodian has agreed to record and file such documents, the Custodian shall promptly undertake to record or file
any such document upon its receipt thereof. This subsection (c) shall not apply to any Non-Serviced Mortgage Loan because
the documents referred to herein have been assigned to the Other Trustee.


 


The Depositor hereby
represents and warrants that the applicable Mortgage Loan Seller has covenanted in the related Loan Purchase Agreement as to each
Mortgage Loan (exclusive of a Non-Serviced Mortgage Loan), that if it cannot deliver or cause to be delivered the documents and/or
instruments referred to in clauses (2), (3) and (6) (if recorded) and (15) of the definition
of “Mortgage File” solely because of a delay caused by the public recording or filing office where such document or
instrument has been delivered for recordation or filing, as applicable, a copy of the original certified by the applicable Mortgage
Loan Seller to be a true and complete copy of the original thereof submitted for recording, shall be forwarded to the Custodian.
Each assignment referred to in the prior paragraph that is recorded and the file copy of each UCC-3 assignment referred to in the
previous paragraph shall reflect that it should be returned by the public recording or filing office to the Custodian or its agent
following recording (or, alternatively, to the applicable Mortgage Loan Seller or its designee, in which case the applicable Mortgage
Loan Seller shall deliver or cause the delivery of the recorded/filed original to the Custodian promptly following receipt); provided
that, in those instances where the public recording office retains the original assignment of Mortgage or assignment of Assignment
of Leases, the Custodian shall obtain therefrom a certified copy of the recorded original. On a monthly basis, at the expense of
the applicable Mortgage Loan Seller, the Custodian shall forward to the Master Servicer a copy of each of the aforementioned assignments
following the Custodian’s receipt thereof.


 


If the Custodian has
received written notice that any of the aforementioned assignments is lost or returned unrecorded or unfiled, as the case may be,
because of a defect therein, then the Custodian shall direct the applicable Mortgage Loan Seller (pursuant to the Loan Purchase
Agreement) promptly to prepare or cause the preparation of a substitute therefor or to cure such defect, as the case may be, and
the Mortgage Loan Seller shall record or file, or cause AMO to record or file, or with respect to any assignments the Custodian
has agreed to file as described above, to deliver to the Custodian the substitute or corrected document. The Custodian shall upon
receipt from the applicable Mortgage Loan Seller cause the same to be duly recorded or filed, as appropriate.


 


(d)          In connection with the Depositor’s assignment pursuant to Section 2.01(a) of this Agreement, except with respect
to any Non-Serviced Mortgage Loan, the Depositor shall direct the applicable Mortgage Loan Seller (pursuant to the related Loan
Purchase Agreement) to deliver to and deposit (or cause to be delivered and deposited) with the Master Servicer within five
(5) Business Days after the Closing Date, (i) all documents and records not otherwise required to be contained in the Mortgage
File that (A) relate to the origination and/or servicing and administration of the Mortgage Loans or any related Serviced
Companion Loan, (B) are reasonably necessary for the ongoing administration and/or servicing of the Mortgage Loans


 






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(including
any asset summaries related to the Mortgage Loans that were delivered to the Rating Agencies in connection with the rating of the
Certificates) and the Serviced Companion Loans or for evidencing or enforcing any of the rights of the holder of the Mortgage Loans
and the Serviced Companion Loans or holders of interests therein and (C) are in the possession or under the control of the
applicable Mortgage Loan Seller, together with (ii) all unapplied Escrow Payments and reserve funds in the possession or under
the control of the applicable Mortgage Loan Seller that relate to such Mortgage Loans or any related Serviced Companion Loans,
provided that copies of any document in the Mortgage File and any other document, record or item referred to above in this
sentence that constitutes a Designated Servicing Document shall be delivered to the Master Servicer on or before the Closing Date;
provided, further, that the applicable Mortgage Loan Seller shall not be required to deliver any draft documents,
privileged or other communications, credit underwriting, due diligence analyses or data, or internal worksheets, memoranda, communications
or evaluations. In addition, attached as Exhibit P to this Agreement is the Supplemental Servicer Schedule. The Master
Servicer shall hold all such documents, records and funds on behalf of the Trustee in trust for the benefit of the Certificateholders
(and, insofar as they also relate to the Serviced Companion Loan, on behalf of and for the benefit of the applicable Companion
Loan Holder).


 


Each Loan Purchase Agreement
shall generally provide that as long as any Certificate is outstanding, the Seller shall, upon reasonable notice, reasonably cooperate
with the Trustee, the Master Servicer, the Special Servicer, the Custodian and/or the Depositor, as applicable, to provide all
items in the Mortgage Files and execute and/or deliver any documents that are necessary to effect the delivery, assignment and/or
recordation of any document relating to the Mortgage Loans at the time required for enforcement by the Trust.


 


(e)          In connection with the Depositor’s assignment pursuant to subsection (a) above, the Depositor shall deliver,
and hereby represents and warrants that it has delivered, to the Custodian and the Master Servicer, on or before the Closing Date,
a fully executed original counterpart of each Loan Purchase Agreement, as in full force and effect, without amendment or modification,
on the Closing Date.


 


(f)          The Custodian with respect to the Serviced Whole Loans, shall also hold the related Mortgage File for the use and benefit
of the Companion Loan Holders.


 


(g)          The parties to this Agreement acknowledge and agree, with respect to each Mortgage Loan that is part of a Serviced Whole
Loan and a Non-Serviced Mortgage Loan, that the Trust assumes the obligations and rights of the holder of such Mortgage Loan under
the respective Co-Lender Agreement and any applicable Other Pooling and Servicing Agreement.


 


(h)          It is not intended that this Agreement create a partnership or a joint-stock association.


 


(i)          With respect to the Mortgage Loans secured by the Mortgaged Properties identified as Aloft Hotel - Downtown Denver, Country
Inn & Suites BWI, Hampton Inn Henderson NC, Homewood Suites - Brownsville and Country Inn & Suites Augusta on the Mortgage
Loan Schedule, which are each subject to one or more franchise agreements, each with a related comfort letter in favor of the respective
Mortgage Loan Seller that requires notice to or


 






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request of the related franchisor to transfer or assign any related comfort letter
to the Trust or otherwise have a new comfort letter issued in the name of the Trust, the related Mortgage Loan Seller or its designee
will be required in the related Loan Purchase Agreement to provide any such required notice or make any such required request to
the related franchisor (with a copy of such notice or request to the Master Servicer) within 45 days of the Closing Date (or any
shorter period if required by the applicable comfort letter), and the Master Servicer shall use reasonable efforts in accordance
with the Servicing Standard to acquire such replacement comfort letter, if necessary (or to acquire any such new document or acknowledgement
as may be contemplated under the existing comfort letter).


 


Section 2.02     Acceptance by the Trustee, the Custodian and the Certificate Administrator.


 


(a)         The Trustee, by its execution and delivery of this Agreement, hereby accepts receipt, directly or through the Custodian
on its behalf, of (i) the Mortgage Loans and all documents delivered to it that constitute portions of the related Mortgage
Files and (ii) all other assets delivered to it and included in the Trust Fund, in good faith and without notice of any adverse
claim, and declares that it or the Custodian on its behalf holds and will hold such documents and any other documents subsequently
received by it that constitute portions of the Mortgage Files, and that the Custodian on behalf of the Trustee holds and will hold
the Mortgage Loans and such other assets, together with any other assets subsequently delivered to it that are to be included in
the Trust Fund, in trust for the exclusive use and benefit of all present and future Certificateholders and, if applicable, the
Companion Loan Holders pursuant to Section 2.01(f) of this Agreement. With respect to each Serviced Whole Loan, the Custodian
shall also hold the portion of such Mortgage File that relates to the Companion Loan in such Serviced Whole Loan in trust for the
use and benefit of the related Companion Loan Holder. In connection with the foregoing, the Custodian hereby certifies to each
of the other parties hereto, the applicable Mortgage Loan Seller, each Underwriter and each Initial Purchaser that, as to each
Mortgage Loan, (i) all documents specified in clause (l) of the definition of “Mortgage File”
are in its possession or the possession of the Custodian on its behalf, and (ii) the original Note(s) (or, if accompanied
by a lost note affidavit, the copy of such Note(s)) received by it or the Custodian with respect to such Mortgage Loan has
been reviewed by it or by the Custodian on its behalf and (A) appears regular on its face (handwritten additions, changes
or corrections shall not constitute irregularities if initialed by the Mortgagor), (B) appears to have been executed (where
appropriate) and (C) purports to relate to such Mortgage Loan.


 


(b)         On or about the 60th day following the Closing Date (and, if any exceptions are noted, again on or about the
90th day following the Closing Date and monthly thereafter until the earliest of (i) the second anniversary of
the Closing Date, (ii) the day on which all material exceptions have been removed and (iii) the day on which the applicable
Mortgage Loan Seller has repurchased or substituted for the last affected Mortgage Loan), the Custodian shall review the documents
delivered to it with respect to each Mortgage Loan, and the Custodian shall, subject to Section 2.01(c), Section 2.02(c)
and Section 2.02(d) of this Agreement and the terms of the respective Loan Purchase Agreements, certify in writing (substantially
in the form of Exhibit N to this Agreement) to each of the other parties hereto, the applicable Mortgage Loan
Seller, each Underwriter and each Initial Purchaser (and upon request, in the case of a Serviced Whole Loan, to the related Companion
Loan Holder) that, as to each


 






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Mortgage Loan then subject to this Agreement (except as specifically identified in any exception
report annexed to such certification, which exception report (and any updates thereto) shall also be electronically delivered in
Excel-compatible format): (i) all documents specified in clauses (1), (2), (3), (4) (other
than with respect to a Non-Serviced Mortgage Loan), (5), (7), (15) and (20) (for any Mortgage
Loan that is part of a Whole Loan) of the definition of “Mortgage File” are in its possession or the related Mortgage
Loan Seller has otherwise satisfied the delivery requirements in accordance with the related Loan Purchase Agreement; (ii) the
recordation/filing contemplated by Section 2.01(c) of this Agreement has been completed (based solely on receipt by
the Custodian of the particular recorded/filed documents); (iii) all documents received by it or the Custodian with respect
to such Mortgage Loan have been reviewed by it or the Custodian on its behalf and (A) appear regular on their face (handwritten
additions, changes or corrections shall not constitute irregularities if initialed by the Mortgagor), (B) appear to have been
executed (where appropriate) and (C) purport to relate to such Mortgage Loan; and (iv) based on the examinations
referred to in Section 2.02(a) of this Agreement and this Section 2.02(b) and only as to the foregoing documents
(together with any Loan Agreement that has been delivered by the related Mortgage Loan Seller), the information set forth in the
Mortgage Loan Schedule with respect to the items specified in clauses (iv) and (v)(B) of the definition of “Mortgage
Loan Schedule” accurately reflects the information set forth in the Mortgage File. With respect to the items listed in clauses
(2), (3), (4) and (6) of the definition of “Mortgage File” if the original of such document
is not in the Custodian’s possession because it has not been returned from the applicable recording office, then the Custodian’s
certification prepared pursuant to this Section 2.02(b) should indicate the absence of such original. If the Custodian’s
obligation to deliver the certifications contemplated in this subsection terminates because two years have elapsed since the
Closing Date, the Custodian shall deliver a comparable certification to any party hereto, the related Companion Loan Holder and
any Underwriter and any Initial Purchaser on request.


 


(c)         It is acknowledged that none of the Trustee, the Master Servicer, the Special Servicer, the Certificate Administrator or
the Custodian is under any duty or obligation to inspect, review or examine any of the documents, instruments, certificates or
other papers relating to the Loans delivered to it to determine that the same are valid, legal, effective, genuine, binding, enforceable,
sufficient or appropriate for the represented purpose or that they are other than what they purport to be on their face. Furthermore,
none of the Trustee, the Master Servicer, the Special Servicer, the Certificate Administrator or the Custodian shall have any responsibility
for determining whether the text of any assignment or endorsement is in proper or recordable form, whether the requisite recording
of any document is in accordance with the requirements of any applicable jurisdiction, or whether a blanket assignment is permitted
in any applicable jurisdiction.


 


(d)         It is understood that the scope of the Custodian’s review of the Mortgage Files is limited solely to confirming that
the documents specified in clauses (1), (2), (3), (4) (other than with respect to a Non-Serviced Mortgage
Loan), (5), (7), (15) and (20) (for any Mortgage Loan that is part of a Whole Loan) of the definition
of “Mortgage File” have been received, appear regular on their face and such additional information as will be necessary
for delivering the certifications required by Section 2.02(a) and 2.02(b) of this Agreement.


 









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(e)         If, after the Closing Date, the Depositor comes into possession of any documents or records that constitute part of the
Mortgage File or Servicing File for any Mortgage Loan, the Depositor shall promptly deliver such document to the Custodian with
a copy to the Master Servicer (if it constitutes part of the Servicing File).


 


Section 2.03    Mortgage Loan Sellers’ Repurchase, Substitution or Cures of Mortgage Loans for Document Defects in Mortgage Files
and Breaches of Representations and Warranties.


 


(a)         If (i) any party hereto (A) discovers or receives notice alleging that any document constituting a part of a Mortgage File
has not been properly executed, is missing, contains information that does not conform in any material respect with the corresponding
information set forth in the Mortgage Loan Schedule, or does not appear to be regular on its face (each, a “Document Defect”),
or (B) discovers or receives notice alleging a breach of any representation or warranty of the applicable Mortgage Loan Seller
made pursuant to Section 6(c) of the related Loan Purchase Agreement with respect to any Mortgage Loan (a “Breach”),
or (ii) the Special Servicer or the Depositor receives a Repurchase Communication of a request or demand for repurchase or replacement
of any Mortgage Loan alleging a Document Defect or Breach (any such request or demand, a “Repurchase Request”),
then such Person shall give prompt written notice thereof to the applicable Mortgage Loan Seller, the Controlling Class Representative
(prior to the occurrence and continuance of a Consultation Termination Event), the other parties hereto, any related Companion
Loan Holder (if applicable) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section
11.13 of this Agreement, the Rule 17g-5 Information Provider (to the extent notice has not previously been delivered to
such Persons pursuant to this sentence). If any such Document Defect or Breach materially and adversely affects, or any such Document
Defect is deemed in accordance with Section 2.03(b) of this Agreement to materially and adversely affect, the value of the
related Mortgage Loan (or any related REO Property) or the interests of the Certificateholders therein or causes any Mortgage Loan
to fail to be a Qualified Mortgage, (then such Document Defect shall constitute a “Material Document Defect”
or such Breach shall constitute a “Material Breach”), as the case may be. The Special Servicer shall determine
in its reasonable, good faith discretion and in accordance with the Servicing Standard, with respect to any affected Mortgage Loan
or REO Mortgage Loan, whether a Document Defect is a Material Document Defect or a Breach is a Material Breach. If such Document
Defect or Breach has been determined to be a Material Document Defect or Material Breach, then the Special Servicer shall give
prompt written notice thereof to the applicable Mortgage Loan Seller, the other parties hereto and the Controlling Class Representative
(prior to the occurrence and continuance of a Consultation Termination Event). Promptly upon becoming aware of any Material Document
Defect or Material Breach (including through a written notice given by the Master Servicer or the Special Servicer, as provided
above), the Master Servicer, if relating to a Non-Specially Serviced Loan, or the Special Servicer, if relating to a Specially
Serviced Loan, shall require the applicable Mortgage Loan Seller, not later than 90 days from the earlier of the applicable Mortgage
Loan Seller’s discovery or receipt of notice of, and receipt of a demand to take action with respect to, such Material Document
Defect or Material Breach, as the case may be (or, in the case of a Material Document Defect or Material Breach relating to a Mortgage
Loan not being a Qualified Mortgage, not later than 90 days from any party discovering such Material Document Defect or Material
Breach), to cure the same in all material respects (which cure shall include payment of losses and any


 






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Additional Trust Fund Expenses
associated therewith) or, if such Material Document Defect or Material Breach, as the case may be, cannot be cured within
such 90 day period, either to (before the end of such 90 day period) (i) repurchase the affected Mortgage Loan or any related REO
Property (or the Trust’s interest therein with respect to any Mortgage Loan that is part of a Whole Loan) at the applicable
Purchase Price by wire transfer of immediately available funds to the Collection Account or (ii) substitute a Qualified Substitute
Mortgage Loan for such affected Mortgage Loan (provided that in no event shall any such substitution occur on or after the
second anniversary of the Closing Date) and pay the Master Servicer for deposit into the Collection Account, any Substitution Shortfall
Amount in connection therewith, all in conformity with the applicable Loan Purchase Agreement and this Agreement; provided,
however, that if (i) such Material Document Defect or Material Breach is capable of being cured but not within such
90 day period, (ii) such Material Document Defect or Material Breach is not related to any Mortgage Loan’s not
being a Qualified Mortgage and (iii) the applicable Mortgage Loan Seller has commenced and is diligently proceeding with the
cure of such Material Document Defect or Material Breach within such 90 day period, then such Mortgage Loan Seller shall have an
additional 90 days to complete such cure or, in the event of a failure to so cure, to complete such repurchase or substitution
(it being understood and agreed that, in connection with such Mortgage Loan Seller’s receiving such additional 90 day period,
such Mortgage Loan Seller shall deliver an Officer’s Certificate to the Trustee, the Master Servicer, the Special Servicer
and the Certificate Administrator setting forth the reasons such Material Document Defect or Material Breach is not capable of
being cured within the initial 90 day period and what actions such Mortgage Loan Seller is pursuing in connection with the cure
thereof and stating that such Mortgage Loan Seller anticipates that such Material Document Defect or Material Breach will be cured
within such additional 90 day period); and provided, further, that, if any such Material Document Defect is still
not cured after the initial 90 day period and any such additional 90 day period solely due to the failure of such Mortgage Loan
Seller to have received the recorded document, then such Mortgage Loan Seller shall be entitled to continue to defer its cure,
repurchase and substitution obligations in respect of such Document Defect so long as such Mortgage Loan Seller certifies to the
Trustee, the Master Servicer, the Special Servicer and the Certificate Administrator every 30 days thereafter that the Document
Defect is still in effect solely because of its failure to have received the recorded document and that such Mortgage Loan Seller
is diligently pursuing the cure of such defect (specifying the actions being taken), except that no such deferral of cure, repurchase
or substitution may continue beyond the date that is 18 months following the Closing Date. If the affected Mortgage Loan is to
be repurchased, the Master Servicer shall designate the Collection Account as the account to which funds in the amount of the Purchase
Price are to be wired. If the affected Mortgage Loan is to be substituted for, the Master Servicer shall designate the Collection
Account as the account to which funds in the amount of the Substitution Shortfall Amount are to be wired. Any such repurchase or
substitution of a Mortgage Loan shall be on a whole loan, servicing released basis. Monthly Payments due with respect to each Qualified
Substitute Mortgage Loan (if any) after the related Due Date in the month of substitution, and Monthly Payments due with respect
to each Mortgage Loan being repurchased or replaced after the related Cut-Off Date and received by the Master Servicer or the Special
Servicer on behalf of the Trust on or prior to the related date of repurchase or substitution, shall be part of the Trust Fund.
Monthly Payments due with respect to each Qualified Substitute Mortgage Loan (if any) on or prior to the related Due Date in the
month of substitution, and Monthly Payments due with respect to each Mortgage Loan being 


 






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repurchased or replaced and received by
the Master Servicer or the Special Servicer on behalf of the Trust after the related date of repurchase or substitution, shall
not be part of the Trust Fund and are to be remitted by the Master Servicer to the Mortgage Loan Seller effecting the related repurchase
or substitution promptly following receipt.


 


If the Special Servicer
or the Depositor receives a Repurchase Communication of a withdrawal of a Repurchase Request of which notice has been previously
received or given and which withdrawal is by the Person making such Repurchase Request (a “Repurchase Request Withdrawal”),
such party shall give written notice of such Repurchase Request Withdrawal to the applicable Mortgage Loan Seller, the other parties
hereto, the Controlling Class Representative (prior to the occurrence and continuance of a Consultation Termination Event), any
Companion Loan Holder (if applicable) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to
Section 11.13 of this Agreement, the Rule 17g-5 Information Provider (to the extent notice has not previously been
delivered to such Persons pursuant to this sentence). If the Special Servicer receives a Repurchase Communication that any Mortgage
Loan that was subject of a Repurchase Request has been repurchased or replaced (a “Repurchase”), or that such
Repurchase Request has been rejected (a “Repurchase Request Rejection”), then the Special Servicer shall (in
accordance with the following paragraph) give written notice of such Repurchase or Repurchase Request Rejection to the Depositor,
the applicable Mortgage Loan Seller unless it is the entity that has repurchased or replaced the subject Mortgage Loan or rejected
such Repurchase Request, and unless it is the party that notified the Special Servicer thereof, the Certificate Administrator and
the Trustee.


 


Each notice of a Repurchase
Request, Repurchase Request Withdrawal, Repurchase or Repurchase Request Rejection required to be given by a party pursuant to
this Section 2.03(a) (each, a “15Ga-1 Notice”) shall be given no later than ten (10) Business Days
after receipt of a Repurchase Communication of such Repurchase Request, Repurchase Request Withdrawal, Repurchase or Repurchase
Request Rejection, as applicable, and shall include (i) the identity of the related Mortgage Loan, (ii) the date that
the Repurchase Communication regarding the Repurchase Request, Repurchase Request Withdrawal, Repurchase or Repurchase Request
Rejection was received, as applicable, (iii) if known, the basis for the Repurchase Request (as asserted in the Repurchase
Request) and (iv) in the case of 15Ga-1 Notices provided by the Special Servicer with respect to a Repurchase Request, a statement
as to whether the Special Servicer currently plans to pursue such Repurchase Request.


 


If the Trustee, the Certificate
Administrator, the Master Servicer, the Operating Advisor or the Custodian receives a Repurchase Communication of a Repurchase
Request, a Repurchase Request Withdrawal, a Repurchase or a Repurchase Request Rejection, then such party shall promptly forward
such Repurchase Communication of such Repurchase Request, Repurchase Request Withdrawal, Repurchase or Repurchase Request Rejection
to the Special Servicer (with respect to any Mortgage Loan or REO Mortgage Loan) and, with respect to any Mortgage Loan, prior
to the occurrence and continuance of a Consultation Termination Event, the Controlling Class Representative, and include the following
statement in the related correspondence: “This is a Repurchase Communication regarding [a “Repurchase Request”]
[a “Repurchase Request Withdrawal”] [a “Repurchase”] [a “Repurchase Request Rejection”] under
Section 2.03(a) of the Pooling and Servicing Agreement relating to the CSAIL 2015-C4 Commercial Mortgage Trust, Commercial
Mortgage Pass Through Certificates, Series 2015-C4,


 






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requiring action by you as the recipient of such [Repurchase Request] [Repurchase
Request Withdrawal] [Repurchase] [Repurchase Request Rejection] thereunder”. Upon receipt of any Repurchase Communication
of a Repurchase Request, Repurchase Request Withdrawal, Repurchase or Repurchase Request Rejection by the Special Servicer pursuant
to the foregoing provisions of this paragraph, the Special Servicer shall be deemed to be the recipient of such Repurchase Communication
of such Repurchase Request, Repurchase Request Withdrawal, Repurchase or Repurchase Request Rejection, and the Special Servicer
shall comply with the notice procedures set forth in the preceding paragraphs of this Section 2.03(a) with respect to such
Repurchase Communication of such Repurchase Request, Repurchase Request Withdrawal, Repurchase or Repurchase Request Rejection.


 


No Person that is required
to provide a 15Ga-1 Notice pursuant to this Section 2.03(a) (a “15Ga-1 Notice Provider”) shall be required
to provide any information in a 15Ga-1 Notice protected by the attorney-client privilege or attorney work product doctrines. Each
Loan Purchase Agreement will provide that (i) any 15Ga-1 Notice provided pursuant to this Section 2.03(a) is so provided
only to assist the related Mortgage Loan Seller, the Depositor and their respective Affiliates to comply with Rule 15Ga-1,
Items 1104 and 1121 of Regulation AB and any other requirement of law or regulation and (ii)(A) no action taken by, or inaction
of, a 15Ga-1 Notice Provider and (B) no information provided pursuant to this Section 2.03(a) by a 15Ga-1 Notice Provider
in a 15Ga-1 Notice shall be deemed to constitute a waiver or defense to the exercise of any legal right the 15Ga-1 Notice Provider
may have with respect to the related Loan Purchase Agreement, including with respect to any Repurchase Request that is the subject
of a 15Ga-1 Notice.


 


On or before the Closing
Date, the Depositor shall deliver to the Master Servicer a copy of each Loan Purchase Agreement, which the Master Servicer shall
provide to each Sub-Servicer.


 


With respect to any Non-Serviced
Mortgage Loan, the parties to this Agreement agree that if a “material document defect” exists with respect to the
related Non-Serviced Companion Loan under the Other Pooling and Servicing Agreement that governs servicing of the related Whole
Loan and the related Mortgage Loan Seller (or other responsible repurchasing entity) repurchases such related Companion Loan pursuant
to or as contemplated by such Other Pooling and Servicing Agreement, then such Mortgage Loan Seller shall also repurchase such
Non-Serviced Mortgage Loan; provided, however, that such repurchase obligation does not apply to any “material
document defect” related solely to the promissory note for such Companion Loan.


 


(b)         Subject to the applicable Mortgage Loan Seller’s right to cure as contemplated in this Section 2.03, and further
subject to Section 2.01(b) and Section 2.01(c) of this Agreement, failure of such Mortgage Loan Seller to deliver
the documents referred to in clauses (1), (2), (7), (8), (18) and (19) in the definition
of “Mortgage File” in accordance with this Agreement and the applicable Loan Purchase Agreement for any Mortgage Loan
shall be deemed a Material Document Defect; provided, however, that no Document Defect (except a deemed Material
Document Defect described above and except a Material Document Defect that causes any Mortgage Loan to fail to be a “qualified
mortgage” within the meaning of Code Section 860G(a)(3)) shall be considered to be a Material Document Defect unless the
document


 






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with respect to which the Document Defect exists is required in connection with an imminent enforcement of the lender’s
rights or remedies under the related Mortgage Loan, defending any claim asserted by any Mortgagor or third party with respect to
the Mortgage Loan, establishing the validity or priority of any lien on any collateral securing the Mortgage Loan or for any immediate
significant servicing obligation.


 


(c)         In connection with any repurchase of, or substitution of a Qualified Substitute Mortgage Loan for, a Mortgage Loan pursuant
to this Section 2.03, the Trustee, the Certificate Administrator, the Custodian, the Master Servicer and the Special Servicer
shall each tender to the applicable Mortgage Loan Seller, upon delivery to each of them of a receipt executed by the applicable
Mortgage Loan Seller evidencing such repurchase or substitution, all portions of the Mortgage File and other documents (including,
without limitation, the Servicing File), and all escrows and reserve funds, pertaining to such Mortgage Loan possessed by it, and
each document that constitutes a part of the Mortgage File shall be endorsed or assigned to the extent necessary or appropriate
to the applicable Mortgage Loan Seller or its designee in the same manner, but only if the respective documents have been previously
assigned or endorsed to the Trustee, and pursuant to appropriate forms of assignment, substantially similar to the manner and forms
pursuant to which such documents were previously assigned to the Trustee or as otherwise reasonably requested to effect the retransfer
and reconveyance of the Mortgage Loan and the security thereof to the Mortgage Loan Seller or its designee; provided that
such tender by the Trustee and the Custodian shall be conditioned upon its receipt (and such receipt shall be deemed to be the
Master Servicer’s direction to the Trustee and the Custodian to so tender) from the Master Servicer of a Request for Release
and an Officer’s Certificate to the effect that the requirements for repurchase or substitution have been satisfied. The
Master Servicer shall, and is hereby authorized and empowered by the Trustee to, prepare, execute and deliver in its own name,
on behalf of the Certificateholders and the Trustee or any of them, the endorsements and assignments contemplated by this Section
2.03(c), and such other instruments as may be necessary or appropriate to transfer title to an REO Property (including with
respect to a Non-Serviced Mortgage Loan) in connection with the repurchase of, or substitution for, an REO Mortgage Loan and the
Trustee shall execute and deliver any powers of attorney necessary to permit the Master Servicer to do so; provided, however,
that the Trustee shall not be held liable for any misuse of any such power of attorney by the Master Servicer or any of its agents
or subcontractors.


 


(d)         The related Loan Purchase Agreement provides the sole remedies available to the Certificateholders, or the Certificate Administrator
or the Trustee on behalf of the Certificateholders, respecting any Document Defect or Breach with respect to any Mortgage Loan.


 


(e)         If (i) any Crossed Underlying Loan is required to be repurchased or substituted for in the manner described in this
Section 2.03 and (ii) the applicable Defect or Breach does not constitute a Defect or Breach, as the case may be, as
to any other Crossed Underlying Loan in the related Crossed Mortgage Loan Group (without regard to this paragraph), then the applicable
Defect or Breach, as the case may be, will be deemed to constitute a Defect or Breach, as the case may be, as to any other Crossed
Underlying Loan in the related Crossed Mortgage Loan Group for purposes of this paragraph, and the related Mortgage Loan Seller
will be required to repurchase or substitute for such other Crossed


 






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Underlying Loan(s) in the related Crossed Mortgage Loan Group
as provided in Section 2.03(a) unless such other Crossed Underlying Loans satisfy the Crossed Underlying Loan Repurchase
Criteria. In the event that the remaining Crossed Underlying Loans in such Crossed Mortgage Loan Group satisfy the aforementioned
criteria, the applicable Mortgage Loan Seller may elect either to repurchase or substitute for only the affected Crossed Underlying
Loan(s) as to which the related Breach or Defect exists or to repurchase or substitute for all of the Crossed Underlying Loans
in the related Crossed Mortgage Loan Group. Any reserve or other cash collateral or letters of credit securing the Crossed Underlying
Loans shall be allocated among the related Crossed Underlying Loans in accordance with the related Mortgage Loan documents or otherwise
on a pro rata basis based upon their outstanding Stated Principal Balances. Except as provided in this Section 2.03(e)
and Section 2.03(f), all other terms of the related Mortgage Loans shall remain in full force and effect without any modification
thereof.


 


(f)          Notwithstanding the foregoing, if the related Mortgage provides for the partial release of one or more of the Crossed Underlying
Loans, the Depositor may cause the related Mortgage Loan Seller to repurchase only that Crossed Underlying Loan required to be
repurchased pursuant to this Section 2.03, pursuant to the partial release provisions of the related Mortgage; provided,
however, that (i) the remaining related Crossed Underlying Loan(s) fully comply with the terms and conditions of the
related Mortgage, this Agreement and the related Mortgage Loan Purchase Agreement, including the Crossed Underlying Loan Repurchase
Criteria, (ii) in connection with such partial release, the related Mortgage Loan Seller obtains an Opinion of Counsel (at
such Mortgage Loan Seller’s expense) to the effect that the contemplated action will not cause either Trust REMIC to fail
to qualify as a REMIC, or result in the imposition of any tax on either Trust REMIC and (iii) in connection with such partial
release, the related Mortgage Loan Seller delivers or causes to be delivered to the Custodian original modifications to the Mortgage
prepared and executed in connection with such partial release.


 


(g)         With respect to any Crossed Underlying Loan, to the extent that the applicable Mortgage Loan Seller is required to repurchase
or substitute for such Crossed Underlying Loan in the manner prescribed in Section 2.03(a) while the Trustee continues
to hold any other Crossed Underlying Loans in the related Crossed Mortgage Loan Group, the applicable Mortgage Loan Seller and
the Master Servicer or, with respect to a Specially Serviced Mortgage Loan, the Special Servicer, on behalf of the Trustee, as
assignee of the Depositor, will, as set forth in the related Mortgage Loan Purchase Agreement, forbear from enforcing any remedies
against the other’s Primary Collateral but each will be permitted to exercise remedies against the Primary Collateral securing
its respective related Mortgage Loans, including with respect to the Trustee, the Primary Collateral securing the Mortgage Loans
still held by the Trustee, so long as such exercise does not materially impair the ability of the other party to exercise its
remedies against its Primary Collateral. If the exercise of the remedies by one party would materially impair the ability of the
other party to exercise its remedies with respect to the Primary Collateral securing the Crossed Underlying Loans held by such
party, then both parties have agreed in the related Mortgage Loan Purchase Agreement to forbear from exercising such remedies
until the Mortgage Loan documents evidencing and securing the relevant Mortgage Loan can be modified in a manner that complies
with the related Mortgage Loan Purchase Agreement to remove the threat of material impairment as a result of the exercise of remedies. 


 






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Section 2.04     Representations and Warranties of the Depositor.


 


(a)         The Depositor hereby represents and warrants to the Trustee, for its own benefit and the benefit of the Certificateholders
and the Serviced Companion Loan Holders, and to the Master Servicer, the Special Servicer, the Operating Advisor and the Certificate
Administrator, as of the Closing Date, that:


 


(i)          The Depositor is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware,
and is duly qualified as a foreign corporation in good standing in all jurisdictions in which the ownership or lease of its property
or the conduct of its business requires such qualification (except where the failure to qualify would not have a materially adverse
effect on the consummation of any transactions contemplated by this Agreement); the Depositor has taken all necessary corporate
action to authorize the execution, delivery and performance of this Agreement by it, and has the power and authority to execute,
deliver and perform this Agreement and all the transactions contemplated hereby, including, but not limited to, the power and authority
to sell, assign and transfer the Mortgage Loans in accordance with this Agreement; the Depositor has duly authorized the execution,
delivery and performance of this Agreement, and has duly executed and delivered this Agreement;


 


(ii)         Assuming the due authorization, execution and delivery of this Agreement by each other party hereto, this Agreement and
all of the obligations of the Depositor hereunder are the legal, valid and binding obligations of the Depositor, enforceable against
the Depositor in accordance with the terms of this Agreement, except as such enforcement may be limited by bankruptcy, insolvency,
reorganization or other similar laws affecting the enforcement of creditors’ rights generally, and by general principles
of equity (regardless of whether such enforceability is considered in a proceeding in equity or at law);


 


(iii)        Neither the execution and delivery by the Depositor of this Agreement nor the compliance by the Depositor with the provisions
hereof, nor the consummation by the Depositor of the transactions contemplated by this Agreement, will (A) conflict with or result
in a breach of, or constitute a default under, the certificate of incorporation or by-laws of the Depositor or, after giving effect
to the consents or taking of the actions contemplated by clause (B) of this paragraph (iii), any of the provisions
of any law, governmental rule, regulation, judgment, decree or order binding on the Depositor or its properties, or any of the
provisions of any indenture or agreement or other instrument to which the Depositor is a party or by which it is bound or result
in the creation or imposition of any lien, charge or encumbrance upon any of its properties pursuant to the terms of any such indenture,
agreement or other instrument or (B) require any consent of, notice to, or filing with any person, entity or governmental body,
which has not been obtained or made by the Depositor, except where, in any of the instances contemplated by clause (A) above
or this clause (B), the failure to do so will not have a material and adverse effect on the consummation of any transactions
contemplated by this Agreement;


 


(iv)        There is no litigation, charge, investigation, action, suit or proceeding pending or, to the Depositor’s knowledge,
threatened against the Depositor in any court


 






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or by or before any other governmental agency or instrumentality the outcome of which
could be reasonably expected to materially and adversely affect the validity of the Mortgage Loans or the ability of the Depositor
to carry out the transactions contemplated by this Agreement;


 


(v)         The Depositor is not transferring the Mortgage Loans to the Trustee with any intent to hinder, delay or defraud its present
or future creditors;


 


(vi)        No proceedings looking toward merger, liquidation, dissolution or bankruptcy of the Depositor are pending or contemplated;


 


(vii)       Immediately prior to the transfer of the Mortgage Loans to the Trustee for the benefit of the Certificateholders pursuant
to this Agreement, the Depositor had such right, title and interest in and to each Mortgage Loan as was transferred to it by the
related Mortgage Loan Seller pursuant to the related Loan Purchase Agreement;


 


(viii)      The Depositor has not transferred any of its right, title and interest in and to the Mortgage Loans (as such was transferred
to it by the Mortgage Loan Sellers pursuant to the Loan Purchase Agreements) to any Person other than the Trustee; and


 


(ix)        The Depositor is transferring all of its right, title and interest in and to the Mortgage Loans (as such was transferred
to it by the Mortgage Loan Sellers pursuant to the Loan Purchase Agreements) to the Trustee for the benefit of the Certificateholders
free and clear of any and all liens, pledges, charges, security interests and other encumbrances created by or through the Depositor.


 


(b)         The representations and warranties set forth in paragraph (a) above shall survive the execution and delivery of this
Agreement. Upon discovery by the Depositor, the Master Servicer, the Special Servicer or a Responsible Officer of the Trustee or
the Certificate Administrator without imposing any duty on any party to investigate (or upon written notice thereof from any Certificateholder
or any Companion Loan Holder), without implying any duty of any party to investigate or discover, of a breach of any of the representations
and warranties set forth in this Section which materially and adversely affects the interests of the Certificateholders or any
Companion Loan Holder, the Master Servicer, the Special Servicer or the Trustee in any Mortgage Loan or Whole Loan, the party discovering
such breach shall give prompt written notice to the other parties hereto, each Certifying Certificateholder, the Companion Loan
Holders and, prior to the occurrence and continuance of a Consultation Termination Event, the Controlling Class Representative.


 


Section 2.05     Representations, Warranties and Covenants of the Master Servicer.


 


(a)         The Master Servicer hereby represents and warrants to the Trustee, for its own benefit and the benefit of the Certificateholders
and the Serviced Companion Loan Holders, and to the Depositor, the Special Servicer, the Operating Advisor and the Certificate
Administrator, as of the Closing Date, that:


 


(i)          The Master Servicer is a national banking association, duly organized, validly existing and in good standing under the laws
of the United States of America, and


 






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the Master Servicer is in compliance with the laws of the jurisdiction in which each Mortgaged
Property is located to the extent necessary to perform its obligations under this Agreement;


 


(ii)         The execution and delivery of this Agreement by the Master Servicer, and the performance and compliance with the terms of
this Agreement by the Master Servicer, do not violate the Master Servicer’s organizational documents or constitute a default
(or an event that, with notice or lapse of time, or both, would constitute a default) under, or result in the breach of, any material
agreement or other material instrument to which it is a party or that is applicable to it or any of its assets, in each case, which
does or is likely to materially and adversely affect either the ability of the Master Servicer to perform its obligations under
this Agreement or the financial condition of the Master Servicer;


 


(iii)        The Master Servicer has the full power and authority to enter into and consummate all transactions to be performed by it
as contemplated by this Agreement, has duly authorized the execution, delivery and performance of this Agreement, and has duly
executed and delivered this Agreement;


 


(iv)        This Agreement, assuming due authorization, execution and delivery by each of the other parties hereto, constitutes a valid,
legal and binding obligation of the Master Servicer, enforceable against the Master Servicer in accordance with the terms hereof,
subject to (A) applicable bankruptcy, receivership, insolvency, liquidation, fraudulent transfer, reorganization, moratorium and
other laws affecting the enforcement of creditors’ (including bank creditors’) rights generally, and (B) general principles
of equity, regardless of whether such enforcement is considered in a proceeding in equity or at law,;


 


(v)         The Master Servicer is not in violation of, and its execution and delivery of this Agreement and its performance and compliance
with the terms of this Agreement do not constitute a violation of, any law, any order or decree of any court or arbiter, or any
order, regulation or demand of any federal, state or local governmental or regulatory authority, which violation, in the Master
Servicer’s good faith and reasonable judgment, is likely to affect materially and adversely either the ability of the Master
Servicer to perform its obligations under this Agreement or the financial condition of the Master Servicer;


 


(vi)        No litigation is pending or, to the best of the Master Servicer’s knowledge, threatened against the Master Servicer
that would prohibit the Master Servicer from entering into this Agreement or, in the Master Servicer’s good faith and reasonable
judgment, is likely to materially and adversely affect either the ability of the Master Servicer to perform its obligations under
this Agreement or the financial condition of the Master Servicer;


 


(vii)       Each officer or employee of the Master Servicer that has responsibilities concerning the servicing and administration of
Mortgage Loans and the Serviced Companion Loans is covered by errors and omissions insurance in the amounts and with


 






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the coverage
required by Section 3.08(c) of this Agreement or the Master Servicer self-insures for such errors and omissions coverage
in compliance with the requirements of Section 3.08(c) of this Agreement; and


 


(viii)      No consent, approval, authorization or order of, or filing or registration with, any state or federal court or governmental
agency or body is required for the consummation by the Master Servicer of the transactions contemplated by this Agreement, except
for those consents, approvals, authorizations and orders that previously have been obtained and those filings and registrations
that previously have been completed.


 


(b)         The representations and warranties set forth in paragraph (a) above shall survive the execution and delivery
of this Agreement. Upon discovery by the Depositor, the Master Servicer, the Special Servicer or a Responsible Officer of the Trustee
or the Certificate Administrator, without imposing any duty on any party to investigate (or upon written notice thereof from any
Certificateholder or any Serviced Companion Loan Holder) of a breach of any of the representations and warranties set forth
in this Section which materially and adversely affects the interests of the Certificateholders or any Serviced Companion Loan Holder,
the Master Servicer, the Special Servicer or the Trustee in any Mortgage Loan or Serviced Whole Loan, the party discovering such
breach shall give prompt written notice to the other parties hereto, each Certifying Certificateholder and the Serviced Companion
Loan Holders and, prior to the occurrence and continuance of a Consultation Termination Event, the Controlling Class Representative.


 


Section 2.06     Representations, Warranties and Covenants of the Special Servicer.


 


(a)         The Special Servicer hereby represents and warrants to, and covenants with, the Trustee, for its own benefit and the benefit
of the Certificateholders and the Serviced Companion Loan Holders, and to and with the Depositor and the Master Servicer, the Operating
Advisor and the Certificate Administrator, as of the Closing Date, that:


 


(i)          The Special Servicer is duly organized, validly existing and in good standing as a national banking association under the
laws of the United States of America, and the Special Servicer is in compliance with the laws of the jurisdiction in which each
Mortgaged Property is located to the extent necessary to perform its obligations under this Agreement;


 


(ii)         The execution and delivery of this Agreement by the Special Servicer, and the performance and compliance with the terms
of this Agreement by the Special Servicer, do not (A) violate the Special Servicer’s articles of association or by–laws
or (B) constitute a default (or an event that, with notice or lapse of time, or both, would constitute a default) under, or result
in the breach of, any material agreement or other material instrument to which it is a party or that is applicable to it or any
of its assets, in each case, which does or is likely to materially and adversely affect either the ability of the Special Servicer
to perform its obligations under this Agreement or the financial condition of the Special Servicer;


 






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(iii)        The Special Servicer has the full power and authority to enter into and consummate all transactions to be performed by it
as contemplated by this Agreement, has duly authorized the execution, delivery and performance of this Agreement, and has duly
executed and delivered this Agreement;


 


(iv)        This Agreement, assuming due authorization, execution and delivery by each of the other parties hereto, constitutes a valid,
legal and binding obligation of the Special Servicer, enforceable against the Special Servicer in accordance with the terms hereof,
subject to (A) applicable bankruptcy, receivership, insolvency, liquidation, fraudulent transfer, reorganization, moratorium and
other laws affecting the enforcement of creditors’ (including bank creditors’) rights generally and (B) general principles
of equity, regardless of whether such enforcement is considered in a proceeding in equity or at law;


 


(v)         The Special Servicer is not in violation of, and its execution and delivery of this Agreement and its performance and compliance
with the terms of this Agreement do not constitute a violation of, any law, any order or decree of any court or arbiter, or any
order, regulation or demand of any federal, state or local governmental or regulatory authority, which violation, in the Special
Servicer’s good faith and reasonable judgment, is likely to affect materially and adversely either the ability of the Special
Servicer to perform its obligations under this Agreement or the financial condition of the Special Servicer;


 


(vi)        No litigation is pending or, to the best of the Special Servicer’s knowledge, threatened against the Special Servicer
that would prohibit the Special Servicer from entering into this Agreement or, in the Special Servicer’s good faith and reasonable
judgment, is likely to materially and adversely affect either the ability of the Special Servicer to perform its obligations under
this Agreement or the financial condition of the Special Servicer;


 


(vii)       Each officer or employee of the Special Servicer that has or, following a transfer of servicing responsibilities to the
Special Servicer pursuant to Section 3.22 of this Agreement, would have, responsibilities concerning the servicing and administration
of Mortgage Loans and the Serviced Companion Loans is covered by errors and omissions insurance in the amounts and with the coverage
required by Section 3.08(c) of this Agreement or the Special Servicer self-insures for such errors and omissions coverage
in compliance with the requirements of Section 3.08(c) of this Agreement; and


 


(viii)      No consent, approval, authorization or order of, or filing or registration with, any state or federal court or governmental
agency or body is required for the consummation by the Special Servicer of the transactions contemplated by this Agreement, except
for those consents, approvals, authorizations and orders that previously have been obtained and those filings and registrations
that previously have been completed and except for consents, approvals, authorizations, orders, filings or registrations which
are not required in order for the Special Servicer to enter into this Agreement but may be required (and if so required, will be
obtained) in connection with the Special Servicer’s subsequent performance of this Agreement.


 






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(b)         The representations and warranties set forth in paragraph (a) above shall survive the execution and delivery
of this Agreement. Upon discovery by the Depositor, the Master Servicer, the Special Servicer or a Responsible Officer of the Trustee
or the Certificate Administrator, without imposing any duty on any party to investigate (or upon written notice thereof from any
Certificateholder or any Serviced Companion Loan Holder) of a breach of any of the representations and warranties set forth
in this Section which materially and adversely affects the interests of the Certificateholders or any Serviced Companion Loan Holder,
the Master Servicer, the Special Servicer or the Trustee in any Mortgage Loan, the party discovering such breach shall give prompt
written notice to the other parties hereto, each Certifying Certificateholder, the Serviced Companion Loan Holders and, prior to
the occurrence and continuance of a Consultation Termination Event, the Controlling Class Representative.


 


Section 2.07     Representations and Warranties of the Trustee.


 


(a)         The Trustee hereby represents and warrants for the benefit of the Certificateholders and the Serviced Companion Loan Holders,
and to the Depositor, the Master Servicer, the Special Servicer, the Operating Advisor and the Certificate Administrator, as of
the Closing Date, that:


 


(i)          The Trustee is a national banking association, duly organized, validly existing and in good standing under the laws of the
United States of America; the Trustee possesses and shall continue to possess all requisite authority, power, licenses, permits,
franchise and approvals to conduct its business and to execute, deliver and comply with its obligations under this Agreement;


 


(ii)         the execution and delivery of this Agreement by the Trustee and its performance and compliance with the terms of this Agreement
will not violate the Trustee’s articles of association or by laws or shareholders’ resolutions or constitute a default
(or an event which, with notice or lapse of time, or both, would constitute a default) under, or result in the breach of, any material
contract, agreement or other instrument to which the Trustee is a party or which may be applicable to the Trustee or any of its
assets;


 


(iii)        except to the extent that the laws of any jurisdiction in which a part of the Trust Fund may be located require that a co-trustee
or separate trustee be appointed to act with respect to such property as contemplated by Section 8.08 of this Agreement,
the Trustee has the full power and authority to enter into and consummate the transactions contemplated by this Agreement, has
duly authorized the execution, delivery and performance of this Agreement, and has duly executed and delivered this Agreement;


 


(iv)        this Agreement, assuming due authorization, execution and delivery by the other parties hereto, constitutes a valid and
binding obligation of the Trustee, enforceable against it in accordance with the terms of this Agreement, except as such enforcement
may be limited by (A) bankruptcy, insolvency, conservatorship, reorganization, receivership, moratorium or other laws relating
to or affecting the rights of creditors generally and (B) general principles of equity (regardless of whether such enforcement
is considered in a proceeding in equity or at law);


 






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(v)         the Trustee is not in violation of, and the execution and delivery of this Agreement by the Trustee and its performance
and compliance with the terms of this Agreement will not constitute a violation with respect to, any order or decree of any court
or any order, law or regulation of any federal, state, municipal or governmental agency of or in the United States of America having
jurisdiction, which violation would have consequences that would materially and adversely affect the condition (financial or other)
or operations of the Trustee or might have consequences that would materially affect the performance of its duties hereunder or
thereunder;


 


(vi)        no consent, approval, authorization or order of, or registration of filing with, or notice to any court, governmental or
regulatory agency or body, is required for the execution, delivery and performance by the Trustee of this Agreement or if required,
such approval has been obtained prior to the Closing Date; and


 


(vii)       no litigation is pending or, to the best of the Trustee’s knowledge, threatened against the Trustee which would prohibit
its entering into or materially and adversely affect its ability to perform its obligations under this Agreement.


 


(b)         The representations and warranties set forth in paragraph (a) above shall survive the execution and delivery
of this Agreement. Upon discovery by the Depositor, the Master Servicer, the Special Servicer or a Responsible Officer of the Trustee
or the Certificate Administrator, without imposing any duty on any party to investigate (or upon written notice thereof from any
Certificateholder or any Companion Loan Holder) of a breach of any of the representations and warranties set forth in this Section
which materially and adversely affects the interests of the Certificateholders or any Companion Loan Holder, the Master Servicer,
the Special Servicer or the Trustee in any Mortgage Loan or Serviced Whole Loan, the party discovering such breach shall give prompt
written notice to the other parties hereto, each Certifying Certificateholder, the Companion Loan Holders and, prior to the occurrence
and continuance of a Consultation Termination Event, the Controlling Class Representative.


 


Section 2.08     Representations and Warranties of the Certificate Administrator.


 


(a)         The Certificate Administrator hereby represents and warrants for the benefit of the Certificateholders and the Serviced
Companion Loan Holders, and to the Depositor, the Master Servicer, the Special Servicer, the Operating Advisor and the Trustee,
as of the Closing Date, that:


 


(i)          The Certificate Administrator is a national banking association, duly organized, validly existing and in good standing under
the laws of the United States of America; the Certificate Administrator possesses and shall continue to possess all requisite authority,
power, licenses, permits, franchise and approvals to conduct its business and to execute, deliver and comply with its obligations
under this Agreement;


 


(ii)         the execution and delivery of this Agreement by the Certificate Administrator and its performance and compliance with the
terms of this Agreement will not violate the Certificate Administrator’s articles of association or by laws or shareholders’
resolutions or constitute a default (or an event which, with notice or lapse


 






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of time, or both, would constitute a default) under,
or result in the breach of, any material contract, agreement or other instrument to which the Certificate Administrator is a party
or which may be applicable to the Certificate Administrator or any of its assets;


 


(iii)        the Certificate Administrator has the full power and authority to enter into and consummate the transactions contemplated
by this Agreement, has duly authorized the execution, delivery and performance of this Agreement, and has duly executed and delivered
this Agreement;


 


(iv)        this Agreement, assuming due authorization, execution and delivery by the other parties hereto, constitutes a valid and
binding obligation of the Certificate Administrator, enforceable against it in accordance with the terms of this Agreement, except
as such enforcement may be limited by (A) bankruptcy, insolvency, conservatorship, reorganization, receivership, moratorium
or other laws relating to or affecting the rights of creditors generally and (B) general principles of equity (regardless
of whether such enforcement is considered in a proceeding in equity or at law);


 


(v)         the Certificate Administrator is not in violation of, and the execution and delivery of this Agreement by the Certificate
Administrator and its performance and compliance with the terms of this Agreement will not constitute a violation with respect
to, any order or decree of any court or any order, law or regulation of any federal, state, municipal or governmental agency of
or in the United States of America having jurisdiction, which violation would have consequences that would materially and adversely
affect the condition (financial or other) or operations of the Certificate Administrator or might have consequences that would
materially affect the performance of its duties hereunder or thereunder;


 


(vi)        no consent, approval, authorization or order of, or registration of filing with, or notice to any court, governmental or
regulatory agency or body, is required for the execution, delivery and performance by the Certificate Administrator of this Agreement
or if required, such approval has been obtained prior to the Closing Date; and


 


(vii)       no litigation is pending or, to the best of the Certificate Administrator’s knowledge, threatened against the Certificate
Administrator which would prohibit its entering into or materially and adversely affect its ability to perform its obligations
under this Agreement.


 


(b)         The representations and warranties set forth in paragraph (a) above shall survive the execution and delivery
of this Agreement. Upon discovery by the Depositor, the Master Servicer, the Special Servicer or a Responsible Officer of the Trustee
or the Certificate Administrator, without imposing any duty on any party to investigate (or upon written notice thereof from any
Certificateholder or any Companion Loan Holder) of a breach of any of the representations and warranties set forth in this Section
which materially and adversely affects the interests of the Certificateholders or any Companion Loan Holder, the Master Servicer,
the Special Servicer or the Certificate Administrator in any Mortgage Loan or Serviced Whole Loan, the party discovering such breach
shall give prompt written notice to the other parties hereto,


 






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each Certifying Certificateholder, the Companion Loan Holders and,
prior to the occurrence and continuance of a Consultation Termination Event, the Controlling Class Representative.


 


Section 2.09     Representations, Warranties and Covenants of the Operating Advisor.


 


(a)         The Operating Advisor hereby represents and warrants to the Trustee, for its own benefit and the benefit of the Certificateholders
and the Serviced Companion Loan Holders, and to the Depositor, the Master Servicer, the Special Servicer and the Certificate Administrator,
as of the Closing Date, that:


 


(i)          The Operating Advisor is duly organized, validly existing and in good standing as a limited liability company under the
laws of the State of Delaware, and the Operating Advisor is in compliance with the laws of the jurisdiction in which each Mortgaged
Property is located to the extent necessary to perform its obligations under this Agreement;


 


(ii)         The execution and delivery of this Agreement by the Operating Advisor, and the performance and compliance with the terms
of this Agreement by the Operating Advisor, do not violate the Operating Advisor’s organizational documents or constitute
a default (or an event that, with notice or lapse of time, or both, would constitute a default) under, or result in the breach
of, any material agreement or other instrument to which it is a party or that is applicable to it or any of its assets, in each
case, which does or is likely to materially and adversely affect the ability of the Operating Advisor to perform its obligations
under this Agreement;


 


(iii)        The Operating Advisor has the full power and authority to enter into and consummate all transactions contemplated by this
Agreement, has duly authorized the execution, delivery and performance of this Agreement, and has duly executed and delivered this
Agreement;


 


(iv)        This Agreement, assuming due authorization, execution and delivery by each of the other parties hereto, constitutes a valid,
legal and binding obligation of the Operating Advisor, enforceable against the Operating Advisor in accordance with the terms hereof,
subject to (A) applicable bankruptcy, receivership, insolvency, liquidation, fraudulent transfer, reorganization, moratorium and
other laws affecting the enforcement of creditors’ rights generally, and (B) general principles of equity, regardless of
whether such enforcement is considered in a proceeding in equity or at law;


 


(v)         The Operating Advisor is not in violation of, and its execution and delivery of this Agreement and its performance and
compliance with the terms of this Agreement do not constitute a violation of, any law, any order or decree of any court or arbiter,
or any order, regulation or demand of any federal, state or local governmental or regulatory authority, which violation, in the
Operating Advisor’s good faith and reasonable judgment, is likely to affect materially and adversely the ability of the
Operating Advisor to perform its obligations under this Agreement; 


 






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(vi)        No litigation is pending or, to the best of the Operating Advisor’s knowledge, threatened against the Operating Advisor
that would prohibit the Operating Advisor from entering into this Agreement or, in the Operating Advisor’s good faith and
reasonable judgment, is likely to materially and adversely affect the ability of the Operating Advisor to perform its obligations
under this Agreement; and


 


(vii)       No consent, approval, authorization or order of, or filing or registration with, any state or federal court or governmental
agency or body is required for the consummation by the Operating Advisor of the transactions contemplated by this Agreement, except
for any consent, approval, authorization or order which has not been obtained or cannot be obtained prior to the Closing Date,
and which, if not obtained would not have a materially adverse effect on the ability of the Operating Advisor to perform its obligations
hereunder.


 


(b)         The representations and warranties set forth in paragraph (a) above shall survive the execution and delivery of this
Agreement. Upon discovery by the Depositor, the Master Servicer, the Special Servicer or a Responsible Officer of the Trustee or
the Certificate Administrator without imposing any duty on any party to investigate (or upon written notice thereof from any Certificateholder
or any Companion Loan Holder) of a breach of any of the representations and warranties set forth in this Section which materially
and adversely affects the interests of the Certificateholders or any Companion Loan Holder, the Master Servicer, the Special Servicer
or the Trustee in any Mortgage Loan or Serviced Whole Loan, the party discovering such breach shall give prompt written notice
to the other parties hereto, each Certifying Certificateholder, the Companion Loan Holders and, prior to the occurrence and continuance
of a Consultation Termination Event, the Controlling Class Representative.


 


Section 2.10    Execution and Delivery of Certificates; Issuance of Lower-Tier Regular Interests. The Trustee acknowledges the assignment
to it of the Mortgage Loans and the delivery of the related Mortgage Files to the Custodian (to the extent the documents constituting
the Mortgage Files are actually delivered to the Custodian), subject to the provisions of Section 2.01 and Section 2.02
of this Agreement and, concurrently with such delivery, (i) the Trustee acknowledges and hereby declares that it holds the
Mortgage Loans for the benefit of the Holders of the Class R Certificates (in respect of the Lower-Tier Residual Interest)
and the Lower-Tier REMIC, (ii) the Certificate Administrator acknowledges the issuance of the Lower-Tier Regular Interests
and the Lower-Tier Residual Interest in exchange for the assets of the Lower-Tier REMIC, (iii) the Depositor hereby conveys
all right, title and interest in and to the Lower-Tier Regular Interests and other property constituting the Upper-Tier REMIC to
the Trustee, receipt of which is hereby acknowledged, and the Trustee acknowledges and hereby declares that it holds the same on
behalf of the Holders of the Certificates and the Upper-Tier REMIC, and (iv) the Certificate Administrator acknowledges that
it has executed and caused to be authenticated and delivered to and upon the order of the Depositor, (A) in exchange for the
assets of the Upper-Tier REMIC, the Regular Certificates and the Upper-Tier Residual Interest, evidencing ownership of the Upper-Tier
REMIC, and (B) the Class R Certificates, representing the Lower-Tier Residual Interest and the Upper-Tier Residual Interest,
registered in the names set forth in such order and duly authenticated by the Certificate Administrator.


 






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Section 2.11     Miscellaneous REMIC Provisions.


 


(a)         The Class LA-1, Class LA-2, Class LA-3, Class LA-4, Class LA-SB, Class LA-S, Class LB,
Class LC, Class LD, Class LE, Class LF, Class LG and Class LNR Interests are hereby designated as “regular
interests” in the Lower-Tier REMIC within the meaning of Code Section 860G(a)(1), and the Lower-Tier Residual Interest
(evidenced by the Class R Certificates) is hereby designated as the sole class of “residual interests” in the Lower-Tier
REMIC within the meaning of Code Section 860G(a)(2).


 


(b)         The Regular Certificates are hereby designated as “regular interests” in the Upper-Tier REMIC within the meaning
of Code Section 860G(a)(1), and the Upper-Tier Residual Interest (evidenced by the Class R Certificates) is hereby designated
as the sole class of “residual interests” in the Upper-Tier REMIC within the meaning of Code Section 860G(a)(2).


 


(c)         The Closing Date is hereby designated as the “Startup Day” of the Lower-Tier REMIC and the Upper-Tier
REMIC. The “latest possible maturity date” for purposes of Code Section 860G(a)(1) of the Lower-Tier Regular Interests
and the Regular Certificates is the Rated Final Distribution Date.


 


(d)         None of the Depositor, the Trustee, the Master Servicer, the Special Servicer, the Operating Advisor or the Certificate
Administrator shall enter into any arrangement by which the Trust Fund will receive a fee or other compensation for services other
than as specifically contemplated herein.


 


ARTICLE
III



ADMINISTRATION AND SERVICING

OF THE MORTGAGE LOANS


 


Section 3.01     Master Servicer to Act as Master Servicer; Administration of the Mortgage Loans; Sub-Servicing Agreements; Non-Serviced
Mortgage Loans.


 


(a)         The Master Servicer (with respect to the Mortgage Loans (other than any Non-Serviced Mortgage Loan, which will be serviced
pursuant to the applicable Other Pooling and Servicing Agreement) that are not Specially Serviced Loans) and the Special Servicer
(with respect to the Specially Serviced Loans), each as an independent contractor, shall service and administer the Mortgage Loans
(other than any Non-Serviced Mortgage Loan, which will be serviced pursuant to the applicable Other Pooling and Servicing Agreement)
and the Serviced Companion Loans on behalf of the Trust Fund and the Trustee (for the benefit of the Certificateholders or, with
respect to each Serviced Whole Loan, for the benefit of the Certificateholders and the related Serviced Companion Loan Holder(s)
as a collective whole as if such Certificateholders and Serviced Companion Loan Holder(s) constituted a single lender, subject
to the terms and conditions of the Co-Lender Agreements) as determined in the good faith and reasonable judgment of the Master
Servicer or the Special Servicer, as the case may be, in accordance with: (i) any and all applicable laws; (ii) the express
terms of this Agreement, the respective Mortgage Loans or Serviced Whole Loans and, in the case of the Serviced Whole Loans, the
related Co-Lender Agreements; and (iii) to the extent consistent with the foregoing,


 









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the Servicing Standard. To the extent
consistent with the foregoing and subject to any express limitations set forth in this Agreement and any related Co-Lender Agreement
or mezzanine loan intercreditor agreement, the Master Servicer and the Special Servicer shall seek to maximize the timely and complete
recovery of principal and interest, on the Mortgage Loans (other than any Non-Serviced Mortgage Loan) and the Serviced Companion
Loans. Subject only to the Servicing Standard, the Master Servicer and Special Servicer shall have full power and authority, acting
alone or, in the case of the Master Servicer only, through Sub-Servicers (subject to paragraph (c) of this Section 3.01
and to Section 3.02 of this Agreement), to do or cause to be done any and all things in connection with such servicing and
administration which it may deem consistent with the Servicing Standard and, in its judgment exercised in accordance with the Servicing
Standard, in the best interests of the Certificateholders and, in the case of a Serviced Whole Loan, the related Serviced Companion
Loan Holder(s) (as a collective whole as if such Certificateholders and, in the case of a Serviced Whole Loan, the related Serviced
Companion Loan Holder(s) constituted a single lender, subject to the terms and conditions of the Co-Lender Agreements), including,
without limitation, with respect to each Mortgage Loan and Serviced Companion Loan, (A) to prepare, execute and deliver, on behalf
of the Certificateholders, the Serviced Companion Loan Holders, the Trustee, the Certificate Administrator and the Custodian or
any of them: (i) any and all financing statements, continuation statements and other documents or instruments necessary to
maintain the lien on each Mortgaged Property and related collateral; (ii) subject to Section 3.08, 3.09, 3.10
and 3.24 of this Agreement, any modifications, waivers, consents or amendments to or with respect to any documents contained
in the related Mortgage File or defeasance of the Mortgage Loan or Companion Loan; and (iii) any and all instruments of satisfaction
or cancellation, or of partial or full release or discharge, and all other comparable instruments, with respect to the Mortgage
Loans (and related Serviced Companion Loans) and the Mortgaged Properties; and (B) to direct, manage, prosecute and/or defend
any action, suit or proceeding of any kind filed in the name of the Trust Fund acting by or through the Master Servicer or the
Special Servicer, as applicable, in their respective capacity on behalf of the Trustee or the Trust, subject to clause (i)
of the following paragraph. Notwithstanding the foregoing, neither the Master Servicer nor the Special Servicer shall modify, amend,
waive or otherwise consent to any change of the terms of any Mortgage Loan or Companion Loan except under the circumstances described
in Section 3.08, 3.09, 3.10 and 3.24 of this Agreement or in Section 3.03 of this Agreement.
The Master Servicer and Special Servicer shall service and administer the Mortgage Loans (other than any Non-Serviced Mortgage
Loan) and the Companion Loans in accordance with applicable law and the terms hereof, the related Mortgage Loan Documents and the
Co-Lender Agreements and shall provide to the Mortgagors any reports required to be provided to them thereby.


 


Subject to Section
3.11 of this Agreement, the Trustee shall, upon the receipt of a written request of a Servicing Officer, execute and deliver
to the Master Servicer or Special Servicer any powers of attorney substantially in the form of Exhibit AA-1 to this
Agreement or such other form as mutually agreed to by the Trustee and the Master Servicer (in the case of the Master Servicer)
or Exhibit AA-2 to this Agreement or such other form as mutually agreed to by the Trustee and the Special Servicer
(in the case of the Special Servicer), as applicable, and other documents reasonably acceptable to the Trustee prepared by the
Master Servicer and Special Servicer and necessary or appropriate (as certified in such written request) to enable the Master Servicer
and Special Servicer to carry out their servicing and administrative duties hereunder. Notwithstanding anything contained herein
to the contrary, none of the Master Servicer, the


  



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Special Servicer
or any Sub-Servicer shall, without the Trustee’s written consent: (i) initiate any action, suit or proceeding solely
under the Trustee’s name without indicating the Master Servicer’s or Special Servicer’s, as applicable, representative
capacity, unless prohibited by any requirement of the applicable jurisdiction in which any such action, suit or proceeding is
brought and if so prohibited, in the manner required by such jurisdiction (provided that the Master Servicer or the Special
Servicer, as applicable, shall then provide five (5) Business Days’ written notice to the Trustee of the initiation of such
action, suit or proceeding (or such shorter time period as is reasonably required in the judgment of the Master Servicer or the
Special Servicer, as applicable, made in accordance with the Servicing Standard) prior to filing such action, suit or proceeding),
and shall not be required to obtain the Trustee’s consent or indicate the Master Servicer’s or the Special Servicer’s,
as applicable, representative capacity; or (ii) take any action with the intent to cause, and that actually causes, the Trustee
to be registered to do business in any state. Each of the Master Servicer, the Special Servicer and any Sub-Servicer shall indemnify
the Trustee for any and all costs, liabilities and expenses incurred by the Trustee in connection with the negligent or willful
misuse of such powers of attorney by the Master Servicer or the Special Servicer or its agents or subcontractors, as applicable.


 


(b)         Unless otherwise provided in the related Mortgage Loan Documents, the Master Servicer shall apply any partial principal
prepayment received on a Mortgage Loan (other than any Non-Serviced Mortgage Loan) or Serviced Companion Loan on a date other than
a Due Date, to the principal balance of such Mortgage Loan as of the Due Date immediately following the date of receipt of such
partial principal prepayment. Unless otherwise provided in the related Mortgage Loan Documents, the Master Servicer shall apply
any amounts received on “government securities” within the meaning of Section 2(a)(16) of the Investment Company
Act, or any other securities that comply with Treasury Regulations Section 1.860G-2(a)(8)(ii) (which shall not be redeemed
by the Master Servicer prior to the maturity thereof) in respect of such a Mortgage Loan or Serviced Companion Loan being
defeased pursuant to its terms to the principal balance of and interest on such Mortgage Loan or Serviced Companion Loan as of
the Due Date immediately following the receipt of such amounts. If with respect to any Mortgage Loan (or Serviced Whole Loan) the
related Mortgage Loan Documents permit the lender to (but do not require the lender to), at its option, prior to an event of default
under the related Mortgage Loan (or Serviced Whole Loan), apply amounts held in any reserve account as a prepayment or hold such
amounts in a reserve account, the Master Servicer shall not apply such amounts as prepayment, and instead shall hold such amounts
in the applicable reserve account and may not apply such amounts as a prepayment until the occurrence of an event of default under
the related Mortgage Loan (or Serviced Whole Loan); provided that any such amounts may be used, if permitted under the related
Mortgage Loan Documents, to defease the related Mortgage Loan (or Serviced Whole Loan) or, upon an event of default under the related
Mortgage Loan (or Serviced Whole Loan), to prepay the Mortgage Loan (or Serviced Whole Loan).


 


(c)         The Master Servicer may enter into Sub-Servicing Agreements with third parties with respect to any of its obligations hereunder,
provided that (i) any such agreement shall be consistent with the provisions of this Agreement, (ii) any such
agreement shall be consistent with the Servicing Standard, (iii) the Depositor has consented to the related Sub-Servicer,
(iv) any such agreement shall provide that, following receipt of the applicable Loan Purchase Agreement from the Depositor,
the Master Servicer shall provide a copy of the applicable Loan Purchase Agreement to the related Sub-Servicer, and that such Sub-Servicer


 






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shall notify the Master Servicer in writing within five (5) Business Days after such Sub-Servicer discovers or receives notice
alleging a Document Defect or a Breach or receives a Repurchase Communication of a Repurchase Request, a Repurchase Request Withdrawal,
a Repurchase or a Repurchase Request Rejection, (v) with respect to any Sub-Servicing Agreement entered into after the Closing
Date, if such Sub-Servicer is a Servicing Function Participant or an Additional Servicer, such Sub-Servicer, at the time the related
Sub-Servicing Agreement is entered into, is not a Prohibited Party and (vi) the Master Servicer shall notify the applicable
Mortgage Loan Seller of any such agreement. Any such Sub-Servicing Agreement may permit the Sub-Servicer to delegate its duties
to agents or subcontractors so long as the related agreements or arrangements with such agents or subcontractors are consistent
with the provisions of this Section 3.01(c). The Master Servicer shall pay the servicing fees of any Sub-Servicer and shall
provide a copy of each Sub-Servicing Agreement (and any assignment thereof) to the Trustee. Any Sub-Servicing Agreement entered
into by the Master Servicer shall provide that it may be assumed by the Trustee, if the Trustee has assumed the duties of the Master
Servicer or by any successor Master Servicer without cost or obligation to the assuming party or the Trust Fund, upon the assumption
by such party of the obligations of the Master Servicer pursuant to Section 7.02. The Special Servicer may not enter into
Sub-Servicing Agreements; provided that, if and to the extent Midland Loan Services, a Division of PNC Bank, National Association
or its successor-in-interest is terminated as Special Servicer by the Controlling Class Representative without cause (i.e.,
not as a result of a Servicer Termination Event) and Midland Loan Services, a Division of PNC Bank, National Association or its
successor-in-interest otherwise satisfies all of the eligibility requirements applicable to special servicers contained in this
Agreement, Midland Loan Services, a Division of PNC Bank, National Association or its successor-in-interest may be appointed as
a sub-special servicer of a successor Special Servicer appointed by the Controlling Class Representative, subject to the consent
of the Controlling Class Representative.


 


Any Sub-Servicing Agreement,
and any other transactions or services relating to the Mortgage Loans and/or Serviced Whole Loans involving a Sub-Servicer, shall
be deemed to be between the Master Servicer and such Sub-Servicer alone, and the Trustee, the Certificate Administrator, the Custodian,
the Operating Advisor, the Trust Fund and the Certificateholders shall not be deemed parties thereto and shall have no claims,
rights, obligations, duties or liabilities with respect to the Sub-Servicer, except as set forth in Section 3.01(d) of this
Agreement and no provision herein may be construed so as to require the Trust Fund to indemnify any such Sub-Servicer.


 


(d)         If the Trustee or any successor Master Servicer assumes the obligations of the Master Servicer in accordance with Section
7.02, the Trustee or such successor, as applicable, to the extent necessary to permit the Trustee or such successor, as applicable,
to carry out the provisions of Section 7.02, shall, without act or deed on the part of the Trustee or such successor, as
applicable, succeed to all of the rights and obligations of the Master Servicer under any Sub-Servicing Agreement entered into
by the Master Servicer pursuant to Section 3.01(c) of this Agreement. In such event, the Trustee or the successor Master
Servicer, as applicable, shall be deemed to have assumed all of the Master Servicer’s interest therein (but not any liabilities
or obligations in respect of acts or omissions of the Master Servicer prior to such deemed assumption) and to have replaced the
Master Servicer as a party to such Sub-Servicing Agreement to the same extent as if such Sub-Servicing Agreement had been assigned
to the


 






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Trustee or such successor Master Servicer, as applicable, except that the Master Servicer shall not thereby be relieved
of any liability or obligations under such Sub-Servicing Agreement that accrued prior to the succession of the Trustee or the successor
Master Servicer, as applicable.


 


In the event that the
Trustee or any successor Master Servicer, assumes the servicing obligations of the Master Servicer, upon request of the Trustee,
or such successor Master Servicer, as applicable, the Master Servicer shall at its own expense deliver or cause to be delivered
to the Trustee or such successor Master Servicer all documents and records relating to any Sub-Servicing Agreement and the Mortgage
Loans then being serviced thereunder and an accounting of amounts collected and held by it, if any, and will otherwise use its
reasonable efforts to effect the orderly and efficient transfer of any Sub-Servicing Agreement to the Trustee or the successor
Master Servicer, as applicable.


 


(e)         The parties hereto acknowledge that each Serviced Whole Loan is subject to the terms and conditions of the related Co-Lender
Agreement and recognize the respective rights and obligations of the Trust, as holder of the related Mortgage Loan, and of the
related Companion Loan Holder, including: (i) with respect to the allocation of collections on or in respect of such Whole Loan,
and the making of remittances, to the Trust, as holder of the related Mortgage Loan, and to the related Companion Loan Holder(s);
(ii) with respect to the allocation of expenses and losses relating to such Whole Loan to the Trust, as holder of the related Mortgage
Loan, and to the related Companion Loan Holders; and (iii) the consultation rights of the related Companion Loan Holder or
its Companion Loan Holder Representative. With respect to any Serviced Whole Loan, the Master Servicer (if such Serviced Whole
Loan is a non-Specially Serviced Loan) or the Special Servicer (if such Serviced Whole Loan has become a Specially Serviced Loan
or the related Mortgaged Property has been converted to an REO Property) shall (i) prepare and provide to such Companion Loan
Holder all notices, reports, statements and communications to be delivered by the holder of the related Mortgage Loan under the
related Co-Lender Agreement; and (ii) perform all duties and obligations to be performed by a servicer and perform all servicing-related
duties and obligations to be performed by the holder of the related Mortgage Loan pursuant to the related Co-Lender Agreement and/or
as set forth herein. All provisions required to be included herein by the related Co-Lender Agreement are deemed included and shall
be enforceable to the same extent as if set forth herein. In the event of any conflict between this Agreement and a Co-Lender Agreement,
the terms of such Co-Lender Agreement shall control with respect to the related Serviced Whole Loan.


 


(f)          Notwithstanding anything to the contrary herein, (a) at no time shall the Master Servicer or the Trustee be required
to make any P&I Advance on any Companion Loan and (b) if the Mortgage Loan (or the related REO Property) that is
part of a Serviced Whole Loan is no longer part of the Trust Fund, neither the Master Servicer nor the Trustee, as the case may
be, shall have any obligation to make any Property Advance on such Serviced Whole Loan. If pursuant to the foregoing sentence,
the Master Servicer or the Trustee does not intend to make a Property Advance with respect to a Serviced Whole Loan that the Master
Servicer or the Trustee would have made if the related Mortgage Loan or REO Property were still part of the Trust Fund, the Master
Servicer or the Trustee, as the case may be, shall promptly notify the holder of the related Companion Loan of its intention to
no longer make such Property Advances and shall additionally promptly notify such holder of any required Property Advance it would
have otherwise made upon becoming aware of the need for such Property Advance. Additionally, at


 






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the time the Mortgage Loan relating
to a Serviced Whole Loan is removed from the Trust Fund, the Master Servicer or the Trustee, as the case may be, shall deliver
to the related Companion Loan Holder (or the master servicer of any securitization of the related Companion Loan) (i) a
copy of the most recent inspection report and the inspection report for the prior calendar year, (ii) copies of all financial
statements collected from the related Mortgagor for the most recent calendar year and the prior calendar year, (iii) a copy
of the most recent Appraisal and any other Appraisal done in the prior year and (iv) a copy of all tax and insurance bills
for the current calendar year and the prior calendar year.


 


(g)         With respect to the Mortgage Loans set forth on Exhibit HH, to the extent required under any Mortgage Loan Documents,
the Master Servicer shall, on behalf of the related lender, maintain a Note register for the related Mortgage Loan in accordance
with such Mortgage Loan Documents.


 


(h)         Notwithstanding anything herein to the contrary, the parties hereto acknowledge and agree that the Master Servicer’s
and the Special Servicer’s obligations and responsibilities hereunder and the Master Servicer’s and the Special Servicer’s
authority with respect to any Non-Serviced Mortgage Loan and any Non-Serviced Companion Loan related to such Non-Serviced Mortgage
Loan are limited by and subject to the terms of the related Co-Lender Agreement and this Agreement and the rights of an Other Master
Servicer and an Other Special Servicer with respect thereto under the applicable Other Pooling and Servicing Agreement. The parties
further recognize the respective rights and obligations of an Other Trustee and/or the related Companion Loan Holders (or the representatives
thereof) under each respective Co-Lender Agreement including with respect to (i) the allocation of collections on or in respect
of a Non-Serviced Whole Loan in accordance with the related Co-Lender Agreement, (ii) the purchase of a Non-Serviced Whole
Loan or related Non-Serviced Mortgage Loan by the related Non-Serviced Companion Loan Holder or their designees in accordance with
the respective Co-Lender Agreement to the extent provided therein and (iii) any cure rights that a Non-Serviced Companion
Loan Holder may exercise, if applicable, in accordance with the related Co-Lender Agreement. The Trustee shall cooperate with the
Master Servicer in connection with the enforcement of the rights by the Trustee on behalf of the Trust (as holder of each Non-Serviced
Mortgage Loan) under each related Co-Lender Agreement and each applicable Other Pooling and Servicing Agreement. The Master Servicer
(with the cooperation of and under the power of attorney granted by, the Trustee) shall take such actions as it shall deem reasonably
necessary to facilitate the servicing of the related Non-Serviced Companion Loan by the related Other Master Servicer and the related
Other Special Servicer, including, but not limited to, delivering appropriate requests for release to the custodian (if any) in
order to deliver any portion of the related Mortgage Files to the related Other Master Servicer or Other Special Servicer under
the applicable Other Pooling and Servicing Agreement.


 


To the extent that the
Trust, as holder of a Non-Serviced Mortgage Loan for the benefit of the Certificateholders, is entitled to consult regarding,
to consent to or approve any modification, waiver or amendment of, or other loan level action related to, such Non-Serviced Mortgage
Loan, such consultation, consent or approval rights shall be exercised by the Controlling Class Representative or Operating Advisor,
as applicable, as provided in Section 3.01(j) and Section 3.24(i), subject to the consent and/or consultation rights
any other applicable Person, as provided in such Sections. 


 






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In addition to such consultation,
consent or approval rights, the Controlling Class Representative (if no Control Termination Event has occurred and is continuing)
and the Operating Advisor (if a Control Termination Event has occurred and is continuing), on behalf of the Trust, as holder of
a Non-Serviced Mortgage Loan for the benefit of the Certificateholders, will have the right (exercisable in its sole discretion),
to the extent provided in the related Co-Lender Agreement and/or the applicable Other Pooling and Servicing Agreement, to attend
(in-person or telephonically) annual meetings with the related Other Master Servicer or Other Special Servicer, as applicable,
upon reasonable notice and at times reasonably acceptable to the related Other Master Servicer or Other Special Servicer, as applicable,
for the purpose of discussing servicing issues related to the Non-Serviced Mortgage Loan.


 


None of the Master Servicer,
the Special Servicer, the Operating Advisor, the Certificate Administrator or the Trustee shall have any obligation or authority
to supervise any Other Master Servicer, any Other Special Servicer, any Other Operating Advisor, any Other Certificate Administrator,
any Other Trustee or any other party to the applicable Other Pooling and Servicing Agreement or to make Property Advances with
respect to a Non-Serviced Mortgage Loan or a Non-Serviced Companion Loan related to such Non-Serviced Mortgage Loan. The obligation
of the Master Servicer and the Special Servicer to provide information to the Certificate Administrator, the Trustee or any other
Person with respect to a Non-Serviced Mortgage Loan and any Non-Serviced Companion Loan related to such Non-Serviced Mortgage Loan
is dependent on their receipt of the corresponding information from an Other Master Servicer or an Other Special Servicer, as applicable.


 


(i)          The parties hereto acknowledge that the Non-Serviced Whole Loan is subject to the terms and conditions of the related Co-Lender
Agreement and further acknowledge that, pursuant to the related Co-Lender Agreement, (i) the related Non-Serviced Mortgage
Loan and Non-Serviced Companion Loan are to be serviced and administered by an Other Master Servicer and Other Special Servicer
in accordance with the applicable Other Pooling and Servicing Agreement, and (ii) in the event that the applicable Non-Serviced
Companion Loan is no longer part of the trust fund created by the applicable Other Pooling and Servicing Agreement and the related
Non-Serviced Mortgage Loan remains an asset of the Trust Fund, then, as set forth in the related Co-Lender Agreement, the related
Whole Loan shall be serviced in accordance with the applicable provisions of the applicable Other Pooling and Servicing Agreement
as if such agreement was still in full force and effect with respect to the related Whole Loan, until such time as a new servicing
agreement has been agreed to by the parties to the related Co-Lender Agreement in accordance with the provisions of such agreement
and confirmation has been obtained from the Rating Agencies that such new servicing agreement would not result in a downgrade,
qualification or withdrawal of the then-current ratings of any Class of Certificates then-outstanding and any other requirements
applicable to the related Non-Serviced Mortgage Loan.


 


(j)          The parties hereto acknowledge that the Non-Serviced Mortgage Loan is subject to the terms and conditions of the related
Co-Lender Agreement. The parties hereto recognize the respective rights and obligations of the “Initial Note Holders”
and “Note Holders” under the related Co-Lender Agreement for such Non-Serviced Mortgage Loan, including with respect
to the allocation of collections and losses on or in respect of such Non-Serviced Mortgage Loan and the related Non-Serviced Companion
Loan and the making of payments to


 






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the “Initial Note Holders” and “Note Holders” in accordance with such
Co-Lender Agreement and the Other Pooling and Servicing Agreement. The parties hereto further acknowledge that, pursuant to the
related Co-Lender Agreement, the Non-Serviced Mortgage Loan and the related Non-Serviced Companion Loan are to be serviced and
administered by the related Other Master Servicer and the related Other Special Servicer in accordance with the related Other Pooling
and Servicing Agreement. Although the Non-Serviced Mortgage Loan is not serviced and administered hereunder, the Master Servicer
and the Special Servicer hereunder for each such Non-Serviced Mortgage Loan shall have certain duties as set forth herein and shall
constitute the “Master Servicer” and “Special Servicer” hereunder with respect to such Non-Serviced Mortgage
Loan.


 


If
there are at any time amounts due from the Trust, as holder of the Non-Serviced Mortgage Loan, to any party under the related
Co-Lender Agreement or the applicable Other Pooling and Servicing Agreement, the Master Servicer shall pay such amounts out of
the Collection Account. If a party to the applicable Other Pooling and Servicing Agreement related to a Non-Serviced Mortgage
Loan requests the Master Servicer, Special Servicer, Trustee, Certificate Administrator or Custodian to consult regarding, consent
to or approve a modification, waiver or amendment of, or other loan-level action related to, such Non-Serviced Mortgage Loan (and
a modification, waiver or amendment of the applicable Other Pooling and Servicing Agreement and/or the related Co-Lender Agreement
shall not be subject to the operation of this sentence but shall instead be subject to the operation of the second succeeding
sentence), then the Master Servicer shall promptly forward any such request it receives to the Special Servicer and the Special
Servicer shall promptly deliver a copy of such request it receives (from the Master Servicer or directly from a party to the applicable
Other Pooling and Servicing Agreement) to the Controlling Class Representative (with respect to any consent rights, if no Control
Termination Event has occurred and is continuing, and with respect to any consultation rights, if no Consultation Termination
Event has occurred) or the Operating Advisor (with respect to any consultation rights, if a Consultation Termination Event has
occurred), and the Controlling Class Representative or Operating Advisor (as applicable) shall exercise such right of consultation
or consent, as applicable, as provided in Section 3.24(i); provided, however, that (i) insofar as any other
Person (including without limitation the Controlling Class Representative or the Operating Advisor) would have consent and/or
consultation rights hereunder with respect to a similar modification, waiver or amendment of, or other loan level action related
to, a Mortgage Loan that is a Serviced Mortgage Loan, such Person shall likewise have the same consent and/or consultation rights,
subject to the same procedures, conditions and/or restrictions, with respect to such modification, waiver or amendment of, or
other loan level action related to, such Non-Serviced Mortgage Loan as set forth in this Agreement and (ii) if such Non-Serviced
Mortgage Loan were serviced hereunder and such action would not be permitted without Rating Agency Confirmation, then the Controlling
Class Representative shall not exercise such right of consent without first having received such Rating Agency Confirmation (payable
at the expense of the party requesting such approval, if a Certificateholder or a party to this Agreement, otherwise from the
Collection Account). If a Responsible Officer of the Trustee receives actual notice of a “servicer termination event”
under the applicable Other Pooling and Servicing Agreement, then the Trustee shall notify the Master Servicer, the Special Servicer
and the Controlling Class Representative (in writing), and the Master Servicer or the Special Servicer, as applicable, shall instruct
the Other Trustee to terminate the Other Master Servicer or Other Special Servicer, as applicable, if so directed in writing by
the Controlling


 






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Class
Representative (prior to the occurrence of a Control Termination Event) (provided that the Master Servicer and the Special Servicer
shall only be required to comply with such instructions if such instructions are in accordance with the applicable Other Pooling
and Servicing Agreement and not inconsistent with this Agreement); provided that, if such instructions are not provided
within a reasonable time period (not to exceed ten (10) Business Days or such lesser response time as is afforded under the applicable
Other Pooling and Servicing Agreement) or if the Master Servicer or Special Servicer, as applicable, is not permitted by the applicable
Other Pooling and Servicing Agreement to follow such instructions or if a Control Termination Event has occurred, then the Master
Servicer or Special Servicer, as applicable, shall instruct the Other Trustee to terminate the Other Master Servicer or Other
Special Servicer, as applicable (to the extent permitted by the applicable Other Pooling and Servicing Agreement), if so directed
in writing by the Holders of the Certificates entitled to a majority of the Voting Rights (such direction communicated to the
Master Servicer or Special Servicer, as applicable, by the Certificate Administrator upon receipt) within a reasonable period
of time that does not exceed such response time as is afforded under the applicable Other Pooling and Servicing Agreement. If
the Trustee receives a written request from any party to the applicable Other Pooling and Servicing Agreement for consent to or
approval of a modification, waiver or amendment of the applicable Other Pooling and Servicing Agreement and/or the related Co-Lender
Agreement, or the adoption of any servicing agreement that is the successor to and/or in replacement of the applicable Other Pooling
and Servicing Agreement in effect as of the Closing Date or a change in servicer under the applicable Other Pooling and Servicing
Agreement, then the Trustee (if it shall have received a prior Rating Agency Confirmation from each Rating Agency (at the expense
of the party requesting such approval of the Trustee, if a Certificateholder or a party to this Agreement and otherwise from the
Collection Account) with respect to such consent or approval) shall grant such consent or approval; provided that unless
a Control Termination Event has occurred and is continuing, the Trustee shall obtain the consent of the Controlling Class Representative
prior to granting any such consent. The Trustee shall not take any action and shall not be liable for failing to take any action
except upon obtaining such consent and direction. Prior to granting or withholding any such consent, the Trustee shall not take
any action and shall not be liable for failing to take any action except upon obtaining such consent and direction. During the
continuation of any termination event under the applicable Other Pooling and Servicing Agreement, each of the Trustee, the Master
Servicer and the Special Servicer shall have the right (but not the obligation) to take all actions to enforce its rights and
remedies and to protect the interests, and enforce the rights and remedies, of the Trust (including the institution and prosecution
of all judicial, administrative and other proceedings and the filings of proofs of claim and debt in connection therewith). The
reasonable costs and expenses incurred by the Master Servicer, Special Servicer or the Trustee in connection with such enforcement
shall be paid by the Master Servicer out of the Collection Account. The Trustee, the Special Servicer and the Master Servicer
shall each promptly forward all material notices or other communications delivered to it in connection with the applicable Other
Pooling and Servicing Agreement to the other such party, the Depositor and (prior to the occurrence of a Consultation Termination
Event) the Controlling Class Representative and, if such notice or communication is in the nature of a notice or communication
that would be required to be delivered to the Rule 17g-5 Information Provider (for posting to the Rule 17g-5 Information
Provider’s Website in accordance with Section 11.13) if the related Non-Serviced Mortgage Loan were a Mortgage Loan
that is serviced and administered under this Agreement, to the Rule 17g-5 Information Provider (who shall


 






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promptly
post such notice to the Rule 17g-5 Information Provider’s Website in accordance with Section 11.13). Any obligation
of the Master Servicer or Special Servicer, as applicable, to provide information and collections to the Trustee, the Certificate
Administrator, the Controlling Class Representative and the Certificateholders with respect to any Non-Serviced Mortgage Loan
shall be dependent on its receipt of the corresponding information and collections from the applicable Other Master Servicer or
the applicable Other Special Servicer. Each of the Trustee, the Certificate Administrator, the Master Servicer and the Special
Servicer shall reasonably cooperate with the Controlling Class Representative or the Operating Advisor, as applicable, to facilitate
the exercise by the Controlling Class Representative or the Operating Advisor, as applicable, of any consent, approval or consultation
rights set forth in this Section 3.01(j); provided, however, that the Trustee, the Certificate Administrator,
the Master Servicer and Special Servicer shall have no right or obligation to exercise any consent or consultation rights or obtain
a Rating Agency Confirmation on behalf of the Controlling Class Representative.
  


(k)         With
respect to any Non-Serviced Mortgage Loan, the parties to this Agreement agree as follows:


 


(i)          pursuant to the applicable Other Pooling and Servicing Agreement, the related Other Master Servicer is obligated to make
“Property Advances” and incur “Additional Trust Fund Expenses” (or such other similar term, each as defined
in the applicable Other Pooling and Servicing Agreement) with respect to any Non-Serviced Mortgage Loan; the Trust shall be responsible
for its pro rata share of any “Nonrecoverable Servicing Advances” (and accrued and unpaid interest thereon)
and any “Additional Trust Fund Expenses” (but not any interest on “P&I Advances”) (each as defined
in the applicable Other Pooling and Servicing Agreement), but only to the extent that they relate to servicing and administration
of a Non-Serviced Mortgage Loan, including without limitation, any unpaid “Special Servicing Fees”, “Liquidation
Fees” and “Workout Fees” (each as defined in the applicable Other Pooling and Servicing Agreement) relating to
a Non-Serviced Mortgage Loan; and in the event that the funds received with respect to any Non-Serviced Whole Loan are insufficient
to cover “Property Advances” or “Additional Trust Fund Expenses” (each as defined in the applicable Other
Pooling and Servicing Agreement), (i) the Master Servicer shall, promptly following notice from the Other Master Servicer
or the Other Special Servicer, pay or reimburse the Other Master Servicer, the Other Special Servicer, the Other Certificate Administrator
or an Other Trustee, as applicable (such reimbursement, to the extent owed to an Other Special Servicer, an Other Certificate Administrator
or an Other Trustee, may be paid by the Master Servicer to an Other Master Servicer, who shall pay such amounts to an Other Special
Servicer, an Other Certificate Administrator or an Other Trustee, as applicable), out of general funds in the Collection Account
for the Trust’s pro rata share of any such “Nonrecoverable Servicing Advances” (together with advance
interest thereon) and/or “Additional Trust Fund Expenses” (each as defined in the applicable Other Pooling and Servicing
Agreement)), and (ii) if the applicable Other Pooling and Servicing Agreement permits the Other Master Servicer, the Other
Special Servicer, the Other Certificate Administrator or the Other Trustee to reimburse itself from the Other Securitization Trust’s
general collections, then the parties to this Agreement hereby acknowledge and agree that the Other Master Servicer, the Other
Special Servicer, the Other Certificate Administrator or the Other Trustee, as applicable, may do so and the


 






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Master Servicer shall
be required to, promptly following notice from the Other Master Servicer, the Other Special Servicer or the Other Trustee, reimburse
the Other Securitization Trust out of general funds in the Collection Account for the Trust’s pro rata share of any
such “Nonrecoverable Servicing Advances” (together with advance interest thereon) and/or “Additional Trust Fund
Expenses” (each as defined in the applicable Other Pooling and Servicing Agreement);


 


(ii)         any Other Securitization Trust and each of the parties to the applicable Other Pooling and Servicing Agreement shall be
indemnified with respect to losses, costs and expenses relating to the related Non-Serviced Mortgage Loan as and to the same extent
the Other Trust is required to indemnify each of such Persons in respect of other mortgage loans in the Other Trust pursuant to
the terms of Other Pooling and Servicing Agreement by the Trust to the extent of the Trust’s pro rata share of any
and all claims, losses, penalties, fines, forfeitures, legal fees and related costs, judgments, and any other costs, liabilities,
fees and expenses incurred in connection with the servicing and administration of the related Non-Serviced Mortgage Loan and the
related Mortgaged Property under the related Other Pooling and Servicing Agreement, and to the extent amounts on deposit in the
“Serviced Whole Loan Custodial Account” (or such other similar term, as defined in the applicable Other Pooling and
Servicing Agreement) are insufficient for reimbursement of such amounts, the Master Servicer shall, promptly following notice from
the related Other Master Servicer, reimburse each of such applicable Persons for the Trust’s pro rata share of the
insufficiency out of general funds in the Collection Account;


 


(iii)        in the event of a conflict between the provisions of this Agreement and the related Co-Lender Agreement, the related Co-Lender
Agreement shall prevail; provided that in no event shall the Master Servicer or the Special Servicer, as the case
may be, take any action or omit to take any action in accordance with the terms of any Co-Lender Agreement, that would cause the
Master Servicer or the Special Servicer, as applicable, to violate the Servicing Standard or REMIC Provisions;


 


(iv)        any provisions required to be included herein pursuant to the related Co-Lender Agreement are deemed included and shall
be enforceable to the same extent as if set forth herein; and


 


(v)         the Other Master Servicer, the Other Special Servicer, the Other Trustee and the Other Securitization Trust shall be third
party beneficiaries of this Section 3.01(k).


 


Section 3.02    Liability of the Master Servicer. Notwithstanding any Sub-Servicing Agreement, any of the provisions of this Agreement
relating to agreements or arrangements between the Master Servicer and any Person acting as Sub-Servicer (or its agents or subcontractors) or
any reference to actions taken through any Person acting as Sub-Servicer or otherwise, the Master Servicer shall remain obligated
and primarily liable for the servicing and administering of the Mortgage Loans (other than with respect to the primary servicing
of any Non-Serviced Mortgage Loans) and the Serviced Companion Loans in accordance with the provisions of this Agreement without
diminution of such obligation or liability by virtue of such


 






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Sub-Servicing Agreements or arrangements or by virtue of indemnification
from any Person acting as Sub-Servicer (or its agents or subcontractors) to the same extent and under the same terms and conditions
as if the Master Servicer alone were servicing and administering the Mortgage Loans (other than with respect to the primary servicing
of any Non-Serviced Mortgage Loans) and the Serviced Companion Loans. The Master Servicer shall be entitled to enter into an agreement
with any Sub-Servicer providing for indemnification of the Master Servicer by such Sub-Servicer, and nothing contained in this
Agreement shall be deemed to limit or modify such indemnification, but no such agreement for indemnification shall be deemed to
limit or modify this Agreement.


 


Section 3.03     Collection of Certain Mortgage Loan Payments.


 


(a)         The Master Servicer (with respect to non-Specially Serviced Loans) or the Special Servicer (with respect to Specially
Serviced Loans), as applicable, shall use commercially reasonable efforts in accordance with the Servicing Standard to collect
all payments called for under the terms and provisions of the Mortgage Loans (excluding any Non-Serviced Mortgage Loan) (and the
Serviced Companion Loans) it is obligated to service hereunder (including Special Servicing Fees (in the case of the Special
Servicer only), Workout Fees, Liquidation Fees (in the case of the Special Servicer only) and any other fees payable to the Master
Servicer or the Special Servicer if and to the extent the related Mortgage Loan Documents require the related Mortgagor to pay
such fees), and shall follow the Servicing Standard with respect to such collection procedures. For clarification, no obligation
of the Master Servicer or the Special Servicer to use commercially reasonable efforts to collect fees from the related Mortgagor
will change the obligation of the Master Servicer to pay such fees from general collections or other proceeds in accordance with
Section 3.06(a) and 3.06A as applicable, of this Agreement, whether or not such Special Servicing Fees, Workout Fees
or Liquidation Fees are collected from or paid by the related Mortgagor. The Master Servicer, with respect to the Mortgage Loans
(other than any Non-Serviced Mortgage Loan) other than Specially Serviced Loans, and Special Servicer, with respect to the Specially
Serviced Loans, shall use its reasonable efforts to collect operating statements, rent rolls and other reporting information from
Mortgagors (as required under the related Mortgage Loan Documents); provided, that if the related Mortgage Loan documents permit
the lender to request audited financial statements, the Master Servicer shall be required to request audited financial statements
from the related Mortgagor. Consistent with the foregoing, the Master Servicer (with respect to non-Specially Serviced Loans) or
Special Servicer (with respect to Specially Serviced Loans), as applicable, may in its discretion waive any Penalty Charges in
connection with any delinquent Monthly Payment with respect to any Mortgage Loan or Companion Loan. In addition, the Master Servicer
shall be entitled to take such actions with respect to the collection of payments on the Mortgage Loans and the Serviced Companion
Loans as are permitted or required under this Section 3.03.


 


(b)         [Reserved]


 


(c)         The Certificate Administrator shall deliver to the related Other Depositor, the related Other Trustee, the related Other
Certificate Administrator, the related Other Special Servicer, the related Other Master Servicer and the related Other Operating
Advisor (A) promptly following the Closing Date written notice in the form of Exhibit EE attached hereto


 






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stating
that, as of the Closing Date, the Trust is the holder of such Non-Serviced Mortgage Loan and directing each such recipient to remit
to the Master Servicer all amounts payable to, and to forward, deliver or otherwise make available, as the case may be, to the
Master Servicer all reports, statements, documents, communications and other information that are to be forwarded, delivered or
otherwise made available to, the holder of such Non-Serviced Mortgage Loan under the related Co-Lender Agreement and the applicable
Other Pooling and Servicing Agreement (which notice shall also provide contact information for the Trustee, the Certificate Administrator,
the Master Servicer, the Special Servicer and the party designated to exercise the rights of the “Non-Controlling Note Holder”
under each Co-Lender Agreement), accompanied by a statement that a copy of an executed version of this Agreement is available upon
request, and (B) notice of any subsequent change in the identity of the Master Servicer or the party designated to exercise
the rights of the “Non-Controlling Note Holder” under each Co-Lender Agreement (together with the relevant contact
information). The Master Servicer shall, within two (2) Business Days of receipt of properly identified funds, deposit into the
Collection Account all amounts received with respect to any Non-Serviced Mortgage Loan, the Mortgaged Property related to such
Non-Serviced Mortgage Loan or any related REO Property.


 


(d)         With respect to any Non-Serviced Mortgage Loan, if the Master Servicer does not receive from the related Other Master Servicer
any Monthly Payment or other amounts known by the Master Servicer to be owing on a Non-Serviced Mortgage Loan in accordance with
the terms of the applicable Other Pooling and Servicing Agreement and/or the related Co-Lender Agreement, then the Master Servicer
shall provide notice of such failure to the related Other Master Servicer, the related Other Trustee and the related Other Certificate
Administrator.


 


Section 3.04     Collection of Taxes, Assessments and Similar Items; Escrow Accounts.


 


(a)         With respect to each Mortgaged Property securing a Mortgage Loan (other than a Non-Serviced Mortgage Loan) or Serviced Whole
Loan, the Master Servicer shall maintain accurate records with respect to each related Mortgaged Property reflecting the status
of taxes, assessments, ground rents and other similar items that are or may become a lien on the related Mortgaged Property and
the status of insurance premiums payable with respect thereto. From time to time, to the extent such payments are to be made from
escrowed funds, the Master Servicer shall (i) obtain all bills for the payment of such items (including renewal premiums),
and (ii) effect payment of all such bills with respect to such Mortgaged Properties prior to the applicable penalty or termination
date, in each case employing for such purpose Escrow Payments as allowed under the terms of the related Mortgage Loan (other than
a Non-Serviced Mortgage Loan) or Serviced Whole Loan. With respect to non-escrowed payments, when the Master Servicer becomes aware
in accordance with the Servicing Standard that a Mortgagor (other than with respect to a Non-Serviced Mortgage Loan) has failed
to make any such payment or, with respect to escrowed loans, collections from the Mortgagor are insufficient to pay any such item
before the applicable penalty or termination date, the Master Servicer shall advance the amount of any shortfall as a Property
Advance unless the Master Servicer determines in accordance with the Servicing Standard that such Advance would be a Nonrecoverable
Advance. Notwithstanding anything in this Agreement to the contrary, the Master Servicer may in accordance with the Servicing Standard
elect (but is not required) to make (and in the case of a Specially Serviced Loan, at the direction of the Special Servicer
will be required to make) a





 






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payment from amounts on deposit in the Collection Account that would otherwise be a Property Advance
with respect to a Mortgage Loan (other than a Non-Serviced Mortgage Loan) notwithstanding that the Master Servicer or the Special
Servicer has determined that such a Property Advance would, if advanced, be a Nonrecoverable Property Advance, if making the payment
would prevent (i) the related Mortgaged Property from being uninsured or being sold at a tax sale or (ii) any event that
would cause a loss of the priority of the lien of the related Mortgage, or the loss of any security for the related Mortgage Loan,
or would remediate any adverse environmental condition or circumstance at the related Mortgaged Property, if, in each instance,
the Master Servicer or the Special Servicer, as applicable, determines in accordance with the Servicing Standard that making the
payment is in the best interest of the Certificateholders and any related Serviced Companion Loan Holder(s) (as a collective whole
as if the Certificateholders and/or the related Serviced Companion Loan Holder(s) constituted a single lender). If the Special
Servicer makes such a determination, it shall notify the Master Servicer and the Master Servicer shall make such payment from the
Collection Account. No costs incurred by the Master Servicer in effecting the payment of taxes and assessments on the Mortgaged
Properties shall, for the purpose of calculating distributions to Certificateholders, be added to the amount owing under the related
Mortgage Loans, notwithstanding that the terms of such Mortgage Loans so permit.


 


(b)         The Master Servicer shall segregate and hold all funds collected and received pursuant to any Mortgage Loan or Serviced
Whole Loan constituting Escrow Payments separate and apart from any of its own funds and general assets and shall establish and
maintain one or more segregated custodial accounts (each, an “Escrow Account”) into which all Escrow Payments
shall be deposited within two (2) Business Days after receipt of properly identified funds. The Master Servicer shall also deposit
into each applicable Escrow Account any amounts representing losses on Permitted Investments to the extent required by Section
3.07(b) of this Agreement and any Insurance Proceeds or Condemnation Proceeds which are required to be applied to the
restoration or repair of any Mortgaged Property pursuant to the related Mortgage Loan. Escrow Accounts shall be Eligible Accounts
(except to the extent the related Mortgage Loan requires or permits it to be held in an account that is not an Eligible Account) and
shall be entitled, “Wells Fargo Bank, National Association, as Master Servicer, on behalf of Wilmington Trust, National Association,
as Trustee for the benefit of the registered Holders of CSAIL 2015-C4 Commercial Mortgage Trust, Commercial Mortgage Pass-Through
Certificates, Series 2015-C4, any related Companion Loan Holders, and Various Mortgagors.” Withdrawals from an Escrow Account
may be made by the Master Servicer only:


 


(i)          to effect timely payments of items constituting Escrow Payments for the related Mortgage Loan Documents and in accordance
with the terms of the related Mortgage Loan or Serviced Whole Loan, as applicable;


 


(ii)         to transfer funds to the Collection Account and/or the applicable Serviced Whole Loan Custodial Account to reimburse the
Master Servicer, the Special Servicer or the Trustee, as applicable, for any Property Advance (with interest thereon at the Advance
Rate) relating to Escrow Payments, but only from amounts received with respect to the related Mortgage Loan or Serviced Whole Loan,
as applicable, which represent late collections of Escrow Payments thereunder;


  



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(iii)        for application to the restoration or repair of the related Mortgaged Property in accordance with the related Mortgage Loan
or Serviced Whole Loan, as applicable, and the Servicing Standard;


 


(iv)        to clear and terminate such Escrow Account upon the termination of this Agreement;


 


(v)         to pay from time to time to the related Mortgagor (a) any interest or investment income earned on funds deposited in
the Escrow Account if such income is required to be paid to the related Mortgagor under law or by the terms of the Mortgage Loan
or Serviced Whole Loan, as applicable, or otherwise to the Master Servicer and (b) any other funds required to be released
to the related Mortgagors pursuant to the related Mortgage Loan Documents; and


 


(vi)        to remove any funds deposited in an Escrow Account that were not required to be deposited therein.


 


In the event any Mortgage
Loan Documents permit the lender, at the discretion of the lender, to use letters of credit and/or cash reserves to prepay the
related Mortgage Loan prior to the Maturity Date and in the absence of an event of default or acceleration of the Mortgage Loan,
then the Master Servicer shall hold such amounts in an Escrow Account for so long as the Mortgage Loan Documents permit such discretion.


 


(c)         [Reserved]


 


(d)         To the extent that (i) an operations and maintenance plan is required to be established and executed pursuant to the
terms of a Mortgage Loan (other than a Non-Serviced Mortgage Loan) or a Serviced Whole Loan, or (ii) any repairs, capital
improvements, actions or remediations are required to have been taken or completed pursuant to the terms of the Mortgage Loan (other
than a Non-Serviced Mortgage Loan) or Serviced Whole Loan, the Master Servicer shall determine in accordance with the Servicing
Standard (which determination may be made on the basis of inquiry to the Mortgagor and this sentence shall in no event be construed
to require a physical inspection other than inspections described in Section 3.18 of this Agreement; provided that
all deliveries required to be made to Master Servicer under the related Mortgage Loan Documents of supporting documentation have
been made; then the Master Servicer shall report the then-current status as a failure) whether the related Mortgagor has failed
to perform such obligations under the related Mortgage Loan or Serviced Whole Loan as of the date required under the related Mortgage
Loan or Serviced Whole Loan and report any such failure to the Special Servicer, the Companion Loan Holders and, prior to the occurrence
and continuance of a Consultation Termination Event, the Controlling Class Representative within a reasonable time after the date
as of which such actions or remediations are required to be or to have been taken or completed.


 


Section 3.05     Collection Account; Distribution Accounts; and Excess Liquidation Proceeds Reserve Account.


 


(a)         The Master Servicer shall establish and maintain the Collection Account in the Master Servicer’s name on behalf of
the Trustee, for the benefit of the Certificateholders


 






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and the Trustee as the Holder of the Lower-Tier Regular Interests. The Collection Account shall be
established and maintained as an Eligible Account. As and when required under this Agreement, the Master Servicer shall
transfer to the Collection Account any amounts to be transferred thereto from a Serviced Whole Loan Custodial Account as
contemplated by Section 3.06A(a)(i) of this Agreement. In addition, the Master Servicer shall deposit or cause
to be deposited in the Collection Account within two (2) Business Days following receipt of properly identified funds the
following payments and collections received or made by it on or with respect to the Mortgage Loans (other than any Mortgage
Loan related to a Serviced Whole Loan):


 


(i)               all payments on account of principal on such Mortgage Loans, including the principal component of Unscheduled Payments;


 


(ii)              all payments on account of interest on such Mortgage Loans;


 


(iii)             all Yield Maintenance Charges on such Mortgage Loans;


 


(iv)            
any amounts required to be deposited pursuant to Section 3.07(b) of this Agreement in connection with net losses
realized on Permitted Investments with respect to funds held in the Collection Account;


 


(v)              all Net REO Proceeds withdrawn from an REO Account pursuant to Section 3.16(a) of this Agreement and all Net Insurance
Proceeds, Net Condemnation and Net Liquidation Proceeds with respect to such Mortgage Loans;


 


(vi)             any amounts received from Mortgagors under such Mortgage Loans that represent (A) recoveries of Property Protection
Expenses, (B) any recovery of Unliquidated Advances with respect to such Mortgage Loans, or (C) any other reimbursements in
accordance with the related Mortgage Loan Documents, in each case to the extent not permitted to be retained by the Master Servicer
as provided herein; and


 


(vii)            any other amounts required by the provisions of this Agreement to be deposited into the Collection Account by the Master
Servicer or Special Servicer, including pursuant to Section 2.03 of this Agreement.


 


The foregoing requirements
for deposits in the Collection Account shall be exclusive, it being understood and agreed that, without limiting the generality
of the foregoing, to the extent provided herein, Ancillary Fees, Consent Fees, Assumption Fees, assumption application fees and
defeasance fees need not be deposited in the Collection Account by the Master Servicer or the Special Servicer, as applicable,
and, to the extent permitted by applicable law, the Master Servicer or the Special Servicer, as applicable, shall be entitled to
retain any such Ancillary Fees, Consent Fees, Assumption Fees, assumption application fees and/or defeasance fees received with
respect to such Mortgage Loans in accordance with Section 3.12 of this Agreement; provided that if the Master Servicer
or the Special Servicer, as applicable, receives any such Ancillary Fees, Consent Fees, Assumption Fees, assumption application
fees and/or defeasance fees in excess of the percentage of such fees to which it is entitled pursuant to Section 3.12(a)
(in the case of the Master Servicer) or Section 3.12(c) (in the case of the Special Servicer), then it shall remit to the
other party (i.e., the Special Servicer (if Master Servicer has


 





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received the excess percentage of such fees) or the Master
Servicer (if Special Servicer has received the excess percentage of such fees), as applicable) the percentage of such fees to which
such other party is entitled pursuant to Section 3.12(a) or Section 3.12(c), as applicable. The Master Servicer and
the Special Servicer shall not deposit any Penalty Charges or Modification Fees received by the Master Servicer or the Special
Servicer, as applicable, with respect to any Mortgage Loan into the Collection Account and shall instead apply such fees in accordance
with Section 3.14 of this Agreement. In the event that the Master Servicer deposits in the Collection Account any amount
not required to be deposited therein, it may at any time withdraw such amount from the Collection Account, any provision herein
to the contrary notwithstanding. The Master Servicer shall give written notice to the Certificate Administrator, the Trustee and
the Special Servicer of the location and account number of the Collection Account and shall notify the Certificate Administrator
and the Special Servicer in writing of any subsequent change thereof.


 


Upon receipt of any of
the amounts described in clauses (i) through (vii) above with respect to a Mortgage Loan (other than a
Mortgage Loan related to a Serviced Whole Loan), the Special Servicer shall promptly, but in no event later than one (1) Business
Day after receipt, remit such amounts to the Master Servicer for deposit into the Collection Account in accordance with the second
preceding paragraph, unless the Special Servicer determines, consistent with the Servicing Standard, that a particular item should
not be deposited because of a restrictive endorsement or other appropriate reason. With respect to any such amounts paid by check
to the order of the Special Servicer, the Special Servicer shall endorse such check to the order of the Master Servicer, unless
the Special Servicer determines, consistent with the Servicing Standard, that a particular item cannot be so endorsed and delivered
because of a restrictive endorsement or other appropriate reason. Any such amounts received by the Special Servicer with respect
to an REO Property that relates to any Mortgage Loan (other than a Mortgage Loan related to a Serviced Whole Loan) shall initially
be deposited by the Special Servicer into the related REO Account (or, at the option of the Special Servicer, remitted by the applicable
property manager directly to the Master Servicer) and thereafter remitted to the Master Servicer for deposit into the Collection
Account, all in accordance with Section 3.16 of this Agreement.


 


(b)              
The Certificate Administrator shall establish and maintain the Lower-Tier Distribution Account and the Upper-Tier Distribution
Account in the name of the Certificate Administrator, in trust for the benefit of the Certificateholders. Each of the Distribution
Accounts shall be established and maintained as Eligible Accounts or as sub-accounts of a single Eligible Account. With respect
to each Distribution Date, on or before such Distribution Date the Certificate Administrator shall be deemed to make or shall make
the withdrawals from the Lower-Tier Distribution Account, as set forth in Section 4.01 of this Agreement, shall be deemed
to make the deposits into the Lower-Tier Distribution Account and the Upper-Tier Distribution Account, as set forth in Section
4.01 hereof, and shall cause the amount of Available Funds (including P&I Advances) and Yield Maintenance Charges to be
distributed in respect of the Certificates, pursuant to Section 4.01 hereof on such date.


 


(c)               
The Certificate Administrator shall establish (upon receipt of written notice that an event that generates Excess Liquidation
Proceeds has occurred) and maintain the Excess Liquidation Proceeds Reserve Account in trust for the benefit of the Certificateholders.


 





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The Excess Liquidation Proceeds Reserve Account shall be maintained separate and apart from trust funds for mortgage pass-through
certificates of other series administered by the Certificate Administrator and other accounts of the Certificate Administrator.
None of the amounts on deposit in Distribution Account, the Excess Liquidation Proceeds Reserve Account or the Interest Reserve
Account may be invested by the Certificate Administrator.


 


Upon the disposition
of any REO Property in accordance with Section 3.17 of this Agreement, the Special Servicer shall calculate the Excess Liquidation
Proceeds, if any, realized in connection with such sale and remit to the Certificate Administrator such amount for deposit in the
Excess Liquidation Proceeds Reserve Account. Amounts held in the Excess Liquidation Proceeds Reserve Account on each Distribution
Date that exceed amounts reasonably anticipated to be required to offset possible future Realized Losses, as determined by the
Special Servicer, and all amounts held in the Excess Liquidation Proceeds Reserve Account on the final Distribution Date, in each
case after application in accordance with Section 4.01(d)(i) of this Agreement, shall be distributed to the Holders of the
Class R Certificates in respect of the Lower-Tier Residual Interest.


 


(d)              
[Reserved]


 


(e)               [Reserved]


 


(f)                Notwithstanding anything to the contrary herein, each Distribution Account, the Excess Liquidation Proceeds Reserve Account
and the Interest Reserve Account may all be sub-accounts of a single Eligible Account. For the avoidance of doubt, the Collection
Account, the Lower-Tier Distribution Account, the Excess Liquidation Proceeds Reserve Account and the Interest Reserve Account
(including interest, if any, earned on the investment of funds in such accounts) will be owned by the Lower-Tier REMIC, the Upper-Tier
Distribution Account (including interest, if any, earned on the investor of funds in such account) will be owned by the Upper-Tier
REMIC for federal income tax purposes.


 


Section 3.05A. Serviced
Whole Loan Custodial Account.


 


(a)  The Master
Servicer shall establish and maintain, with respect to each Serviced Whole Loan, one or more separate accounts, which may be sub-accounts
of a single account (with respect to each Serviced Whole Loan, the “Serviced Whole Loan Custodial Account”)
in which the amounts described in clauses (i) through (vii) below shall be deposited and held in the name of
the Master Servicer on behalf of the Trustee for the benefit of the Certificateholders and the related Companion Loan Holder, as
their interests may appear; provided that a Serviced Whole Loan Custodial Account may be a sub-account of the Collection
Account or another Serviced Whole Loan Custodial Account (but shall be deemed to be a separate account for purposes of applying
the terms of this Agreement). Each of the Serviced Whole Loan Custodial Accounts shall be an Eligible Account or a subaccount of
an Eligible Account. The Master Servicer shall deposit or cause to be deposited in each Serviced Whole Loan Custodial Account,
within two (2) Business Days following receipt (or, in the case of payments by the Master Servicer, when otherwise required to
be so deposited under this Agreement) of properly identified funds, the following payments and collections received or made by
it on or with respect to the Serviced Whole Loan:


 



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(i)              
all payments on account of principal on the related Serviced Whole Loan, including the principal component of Unscheduled
Payments;


 


(ii)              
all payments on account of interest on the related Serviced Whole Loan;


 


(iii)             
all Yield Maintenance Charges on the related Serviced Whole Loan;


 


(iv)             
any amounts required to be deposited pursuant to Section 3.07(b) of this Agreement in connection with net losses
realized on Permitted Investments with respect to funds held in such Serviced Whole Loan Custodial Account;


 


(v)              
all Net REO Proceeds withdrawn from an REO Account pursuant to Section 3.16(a) of this Agreement and all Net Insurance
Proceeds, Net Condemnation Proceeds and Net Liquidation Proceeds with respect to the related Serviced Whole Loan;


 


(vi)             
any amounts received from the Mortgagor under the related Serviced Whole Loan that represent (A) recoveries of Property
Protection Expenses, or (B) any other reimbursements in accordance with the related Mortgage Loan Documents, in each case to the
extent not permitted to be retained by the Master Servicer as provided herein; and


 


(vii)            
any other amounts required by the provisions of this Agreement to be deposited into such Serviced Whole Loan Custodial Account
by the Master Servicer or Special Servicer, including any recovery of any Unliquidated Advances.


 


(b)              
The foregoing requirements for deposits in each Serviced Whole Loan Custodial Account shall be exclusive, it being understood
and agreed that, without limiting the generality of the foregoing, to the extent provided herein, Ancillary Fees, Consent Fees,
Assumption Fees, assumption application fees and defeasance fees need not be deposited in such Serviced Whole Loan Custodial Account
by the Master Servicer or the Special Servicer, as applicable, and, to the extent permitted by applicable law, the Master Servicer
or the Special Servicer, as applicable, shall be entitled to retain any such Ancillary Fees, Consent Fees, Assumption Fees, assumption
application fees and/or defeasance fees received with respect to the Serviced Whole Loans in accordance with Section 3.12
of this Agreement; provided that if the Master Servicer or the Special Servicer, as applicable, receives any such Ancillary
Fees, Consent Fees, Assumption Fees, assumption application fees and/or defeasance fees in excess of the percentage of such fees
to which it is entitled pursuant to Section 3.12(a) (in the case of the Master Servicer) or Section 3.12(c) (in the
case of the Special Servicer), then it shall remit to the other party (i.e., the Special Servicer (if Master Servicer has
received the excess percentage of such fees) or the Master Servicer (if Special Servicer has received the excess percentage of
such fees), as applicable) the percentage of such fees to which such other party is entitled pursuant to Section 3.12(a)
or Section 3.12(c), as applicable). The Master Servicer and the Special Servicer shall not deposit any Penalty Charges and
Modification Fees received by the Master Servicer or the Special Servicer, as applicable, with respect to any Serviced Whole Loan
into the related Serviced Whole Loan Custodial Account and shall instead apply such fees (except to the extent not permitted under
the related Co-Lender Agreement) in accordance with Section 3.14 of this Agreement. In the event that the Master Servicer
deposits in a Serviced Whole Loan Custodial


 






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Account any amount not required to be deposited therein, it may at any time withdraw
such amount from such Serviced Whole Loan Custodial Account, any provision herein to the contrary notwithstanding. The Master Servicer
shall give written notice to the Certificate Administrator, the Trustee, the related Companion Loan Holders and the Special Servicer
of the location and account number of each Serviced Whole Loan Custodial Account and shall notify the Certificate Administrator,
the Trustee, the related Companion Loan Holder and the Special Servicer in writing of any subsequent change thereof. Each Serviced
Whole Loan Custodial Account shall be maintained as a segregated account (or sub-account of such segregated account), separate
and apart from trust funds created for mortgage backed securities of other series and the other accounts of the Master Servicer.


 


(c)              
Upon receipt of any of the amounts described in clauses (i) through (vii) of Section 3.05A(a)
with respect to a Serviced Whole Loan, the Special Servicer shall promptly, but in no event later than one Business Day after receipt,
remit such amounts to the Master Servicer for deposit into the Serviced Whole Loan Custodial Account in accordance with Section 3.05A(a),
unless the Special Servicer determines, consistent with the Servicing Standard, that a particular item should not be deposited
because of a restrictive endorsement or other appropriate reason. With respect to any such amounts paid by check to the order of
the Special Servicer, the Special Servicer shall endorse such check to the order of the Master Servicer, unless the Special Servicer
determines, consistent with the Servicing Standard, that a particular item cannot be so endorsed and delivered because of a restrictive
endorsement or other appropriate reason. Any such amounts received by the Special Servicer with respect to an REO Property that
relates to a Serviced Whole Loan shall initially be deposited by the Special Servicer into the related REO Account (or, at the
option of the Special Servicer, remitted by the applicable property manager directly to the Master Servicer) and thereafter remitted
to the Master Servicer for deposit into the related Serviced Whole Loan Custodial Account, all in accordance with Section 3.17
of this Agreement.


 


Section 3.06         
Permitted Withdrawals from the Collection Account.


 


(a)              
The Master Servicer may make withdrawals from the Collection Account only as described below (the order set forth below
not constituting an order of priority for such withdrawals), subject to the application of Penalty Charges and Modification Fees
in accordance with the related Co-Lender Agreement and Section 3.14 of this Agreement:


 


(i)          
     to remit to the Certificate Administrator for deposit in the Lower-Tier Distribution
Account, the Interest Reserve Account and the Excess Liquidation Proceeds Reserve Account the amounts required to be
deposited in such accounts pursuant to Section 3.05(c), 3.23, Section 4.01(a)(i) and Section
4.06(a) of this Agreement, respectively;


 


(ii)              
to pay or reimburse the Master Servicer or the Trustee, (A) for Advances made thereby with respect to Mortgage Loans
that are not part of a Serviced Whole Loan (other than Workout-Delayed Reimbursement Amounts) and any related Advance Interest
Amounts (provided that the Trustee shall have priority with respect to such payment or reimbursement of any such Advances
and any related Advance Interest Amounts), the Master Servicer’s right to reimburse any such Person pursuant to this 


 



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clause (ii)(A) being
limited to late collections of the particular item which was the subject of the related Advance, Penalty Charges, Condemnation
Proceeds, REO Proceeds, Insurance Proceeds and Liquidation Proceeds on or in respect of the particular Mortgage Loan or REO Property
respecting which such Advance was made, if applicable; provided that (x) prior to the time any Advance is reimbursed,
Advance Interest Amounts may be reimbursed solely from Penalty Charges and Modification Fees collected on the related Mortgage
Loan pursuant to Section 3.14 of this Agreement, and (y) at the time any Advance (other than Workout Delayed Reimbursement
Amounts) is reimbursed, Advance Interest Amounts on such reimbursed Advance shall be payable first from Penalty Charges and Modification
Fees collected on the related Mortgage Loan pursuant to Section 3.14 of this Agreement, and, to the extent such Penalty
Charges and Modification Fees are insufficient, then from general collections on deposit in the Collection Account, (B) for
Advances made thereby with respect to Mortgage Loans that are part of a Serviced Whole Loan and any related Advance Interest Amounts
(provided that the Trustee shall have priority with respect to such payment or reimbursement of any such Advances and any
related Advance Interest Amounts), the Master Servicer’s right to reimburse any such person pursuant to this clause (ii)(B)
being limited to Net Liquidation Proceeds on or in respect of the particular Mortgage Loan or REO Property respecting which such
Advance was made, which Net Liquidation Proceeds were received in connection with any of the events described in clauses (iii),
(iv) and (vii) of the definition of “Liquidation Event”, (C) to the extent not reimbursed pursuant
to Section 3.14 of this Agreement, for Advances and any related Advance Interest Amounts (or portion thereof) that
have been deemed to be Nonrecoverable Advances or are not recovered from recoveries in respect of the related Mortgage Loan, Serviced
Whole Loan or REO Property after a Final Recovery Determination to the extent not recovered from the related Serviced Whole Loan
Custodial Account and Advance Interest Amounts thereon, first, out of the principal portion of general collections on the
Mortgage Loans and REO Properties, and second, to the extent the principal portion of general collections is insufficient
and with respect to such excess only, subject to any election in its sole discretion to defer reimbursement thereof pursuant to
Section 3.26 of this Agreement, out of other collections on the Mortgage Loans and REO Properties, and (D) for Workout-Delayed
Reimbursement Amounts and Advance Interest Amounts thereon, first, out of the principal portion of the general collections
on the Mortgage Loans and REO Properties, net of such amounts being reimbursed pursuant to clause (C) above, and second,
upon a determination by the Master Servicer, the Special Servicer or the Trustee, as applicable, that a Workout-Delayed Reimbursement
Amount is a Nonrecoverable Advance, in the same manner as Nonrecoverable Advances may be reimbursed (provided that with
respect to each Mortgage Loan or REO Property that relates to a Serviced Whole Loan, such Workout-Delayed Reimbursement Amounts
and Advance Interest Amounts thereon shall first be reimbursed pursuant to Section 3.06A(a)(ii) of this Agreement and,
if not reimbursed pursuant thereto, shall be paid from the Collection Account as provided in this clause (ii)(D));


 


(iii)             
to pay on or before each Master Servicer Remittance Date to the Master Servicer (which shall pay the holder of the Excess
Servicing Fee Rights, if any, the portion of the Servicing Fee that represents Excess Servicing Fees in accordance with Section
3.12 of this Agreement) and the Special Servicer, as applicable, as compensation,


 






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the aggregate unpaid Servicing Fee with respect
to Mortgage Loans (to the extent not otherwise required to be applied against Prepayment Interest Shortfalls) in respect of the
immediately preceding Interest Accrual Period, the Special Servicing Fee (if any) in respect of the immediately preceding Interest
Accrual Period, and any Special Servicing Compensation (if any), respectively, in respect of the immediately preceding Interest
Accrual Period, to be paid, in the case of the Servicing Fee, from interest received on the related Mortgage Loan, and, in the
case of the Special Servicing Fee, from general collections, and to pay from time to time to the Master Servicer in accordance
with Section 3.07(b) of this Agreement any interest or investment income earned on funds deposited in the Collection Account;
provided, however, that in the case of any Mortgage Loan or REO Property related to a Serviced Whole Loan, (A) Servicing
Fees may be paid out of the Collection Account pursuant to this clause (iii) only from the interest portion of Net Liquidation
Proceeds on or in respect of such Mortgage Loan or REO Property, which Net Liquidation Proceeds were received in connection with
any of the events described in clauses (iii), (iv) and (vii) of the definition of “Liquidation
Event” and (B) Special Servicing Compensation shall first be paid out of the related Serviced Whole Loan Custodial Account
pursuant to Section 3.06A(a)(iii) of this Agreement and may be paid out of the Collection Account pursuant to this
clause (iii) only if and to the extent that such Special Servicing Compensation has not been paid out of the related Serviced
Whole Loan Custodial Account pursuant to Section 3.06A(a)(iii) of this Agreement;


 


(iv)             
in accordance with Section 2.03 of this Agreement, to reimburse itself, the Trustee or the Special Servicer, out
of general collections on the Mortgage Loans and related REO Properties (including with respect to the Non-Serviced Mortgage Loan)
for any unreimbursed expense reasonably incurred by itself, the Trustee or the Special Servicer in connection with the enforcement
of a Mortgage Loan Seller’s obligations under Section 6(e) of the related Loan Purchase Agreement, together with
interest thereon at the Advance Rate from the time such expense was incurred to, but excluding, the date such expense was reimbursed,
but only to the extent that such expenses are not otherwise reimbursable, each such Person’s right to reimbursement pursuant
to this clause (iv) with respect to any Mortgage Loan being subject, if the Purchase Price is paid for such Mortgage
Loan, to that portion of the Purchase Price that represents such expense in accordance with clause (f) of the definition
of Purchase Price;


 


(v)              
to pay out of general collections on the Mortgage Loans and related REO Properties, for costs and expenses incurred by the
Trust Fund with respect to the Mortgage Loans and related REO Properties pursuant to Section 3.04(a) and Section 3.10(e)
of this Agreement and to pay Liquidation Expenses out of related Liquidation Proceeds pursuant to Section 3.11 of this
Agreement (provided that with respect to each Serviced Whole Loan, such expenses shall first be reimbursed pursuant to Section 3.06A(a)(iv)
of this Agreement to the extent related to such Serviced Whole Loan and if not reimbursed pursuant thereto, shall be paid
from the Collection Account as provided in this clause (v));


 


(vi)             
to the extent not reimbursed or paid pursuant to any other clause of this Section 3.06, to reimburse or pay the Master
Servicer, the Trustee, the Certificate Administrator, the Special Servicer, the Operating Advisor, CREFC® or the
Depositor, as


 






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applicable, for unpaid Additional Trust Fund Expenses (other than Advance Interest Amounts), unpaid Trustee/Certificate
Administrator Fees, unpaid Servicing Fees in respect of a Mortgage Loan (but only if the Mortgage Loan has been liquidated or a
Final Recovery Determination has been made with respect thereto), unpaid Special Servicing Compensation, unpaid Operating Advisor
Fees, unpaid Operating Advisor Consulting Fees (but not with respect to any Non-Serviced Mortgage Loan, and only to the extent
such Operating Advisor Consulting Fee is actually received from the related Mortgagor), unpaid CREFC® Intellectual
Property Royalty License Fees and other unpaid items incurred by or owing to such Person pursuant to the second sentence of Section
3.07(c), Section 3.08(a), Section 3.08(b), Section 3.10, the second sentence of Section 3.12(a),
the third sentence of Section 3.12(c), Section 3.16(a), Section 3.28(k), Section 6.03, Section 7.04,
Section 8.05(a), Section 8.05(b), Section 8.05(d) or Section 11.07 of this Agreement, or any other
provision of this Agreement pursuant to which such Person is entitled to reimbursement or payment from the Trust Fund, in each
case only to the extent expressly payable or reimbursable under such Section, it being acknowledged that this clause (vi)
shall not be deemed to modify the substance of any such Section, including the provisions of such Section that set forth the extent
to which one of the foregoing Persons is or is not entitled to payment or reimbursement (provided that with respect to each
Mortgage Loan that is part of a Serviced Whole Loan, such expenses shall first be reimbursed pursuant to Section 3.06A(a)(v)
of this Agreement to the extent related to such Serviced Whole Loan and, if not reimbursed pursuant thereto, shall be paid from
the Collection Account as provided in this clause (vi));


 


(vii)            
to transfer to the Certificate Administrator for deposit in one or more separate, non-interest bearing accounts any amount
reasonably determined by the Certificate Administrator to be necessary to pay any applicable federal, state or local taxes imposed
on either Trust REMIC under the circumstances and to the extent described in Section 4.05 of this Agreement;


 


(viii)          
to make such payments and reimbursements out of Penalty Charges and Modification Fees on deposit in the Collection Account
as are contemplated by Section 3.14 of this Agreement;


 


(ix)             
to withdraw any amount deposited into the Collection Account that was not required to be deposited therein; or


 


(x)              
to clear and terminate the Collection Account pursuant to Section 9.01 of this Agreement.


 


If and to the extent
that the Master Servicer has reimbursed or made payment to itself or any other Person pursuant to any clause of the prior paragraph
above for any cost, expense, indemnity, or Property Advance or Advance Interest Amount thereon with respect to a Whole Loan that
represents the related Companion Loan’s allocable share of such cost, expense, indemnity, or Property Advance or Advance
Interest Amount thereon, the Master Servicer shall use efforts consistent with the Servicing Standard to collect such amounts out
of collections on such Companion Loan (or, if and to the extent permitted under the related Co-Lender Agreement, from the related
Companion Loan Holder) and deposit all such amounts


 






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(collectively, with respect to such Companion Loan, the “Trust Reimbursement
Amount No. 1”) collected from or on behalf of the related Companion Loan Holder into the Collection Account.


 


The Master Servicer shall
also be entitled to make withdrawals from time to time, from the Collection Account of amounts necessary for the payments or reimbursement
of amounts required to be paid to the applicable Other Master Servicer, the applicable Other Special Servicer, the applicable Other
Certificate Administrator or the applicable Other Trustee, as applicable, by the holders of the related Non-Serviced Mortgage Loan
pursuant to the related Co-Lender Agreement. In the absence of manifest error, the Master Servicer may conclusively rely on the
request for payments contemplated by the preceding sentence.


 


The Master Servicer shall
keep and maintain separate accounting, on a Mortgage Loan by Mortgage Loan basis, for the purpose of justifying any withdrawal
from the Collection Account pursuant to subclauses (i)-(x) above.


 


The Master Servicer shall
pay to each of the Special Servicer (or to third party contractors at the direction of the Special Servicer), the Operating Advisor,
the Trustee and the Certificate Administrator, as applicable, from the applicable Collection Account, amounts permitted to be paid
thereto from such account promptly upon receipt of a written statement of an officer of the Special Servicer, an officer of the
Operating Advisor or a Responsible Officer of the Trustee or the Certificate Administrator, as the case may be, describing the
item and amount to which the Special Servicer (or such third party contractor), the Operating Advisor, the Trustee or the Certificate
Administrator, as the case may be, is entitled (unless such payment to the Special Servicer, the Operating Advisor, the Trustee
or the Certificate Administrator, as the case may be, is clearly required pursuant to this Agreement, in which case a written statement
is not required). The Master Servicer may rely conclusively on any such written statement and shall have no duty to recalculate
the amounts stated therein. The parties seeking payment pursuant to this Section shall each keep and maintain a separate accounting
for the purpose of justifying any request for withdrawal from each Collection Account, on a loan by loan basis.


 


The Master Servicer shall
pay to, subject to Section 3.01(k)(i), the applicable Other Master Servicer, the applicable Other Special Servicer, the
applicable Other Certificate Administrator or the applicable Other Trustee, as applicable, from the Collection Account on the Master
Servicer Remittance Date amounts permitted to be paid to the applicable Other Master Servicer, the applicable Other Special Servicer,
the applicable Other Certificate Administrator or the applicable Other Trustee, as applicable, therefrom based upon an Officer’s
Certificate received from the applicable Other Master Servicer, the applicable Other Special Servicer, the applicable Other Certificate
Administrator or the applicable Other Trustee, as applicable, on the first Business Day following the immediately preceding Determination
Date, describing the item and amount to which the applicable Other Master Servicer, the applicable Other Special Servicer, the
applicable Other Certificate Administrator or the applicable Other Trustee, as applicable, is entitled. The Master Servicer may
rely conclusively on any such certificate and shall have no duty to re-calculate the amounts stated therein.


 


The Trustee, the Certificate
Administrator, the Operating Advisor, the Depositor, CREFC®, the Special Servicer and the Master Servicer shall
in all cases have a right prior to the Certificateholders to any funds on deposit in the Collection Account from time to time for
the


 






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reimbursement or payment of the Servicing Fees (including investment income), Trustee/Certificate Administrator Fees, Special
Servicing Compensation, Advances, Advance Interest Amounts, Operating Advisor Fees, Operating Advisor Consulting Fees (but only
to the extent such Operating Advisor Consulting Fees are actually received from the related Mortgagor(s)), CREFC®
Intellectual Property Royalty License Fees and (for each of such Persons other than CREFC®) their respective expenses
hereunder (including without limitation Additional Trust Fund Expenses) to the extent such fees, indemnity amounts and expenses
are to be reimbursed or paid from amounts on deposit in the Collection Account pursuant to this Agreement (and to have such amounts
paid directly to third party contractors for any invoices submitted to the Trustee, the Master Servicer or the Special Servicer,
as applicable).


 


(b)              
The Certificate Administrator shall, upon receipt, deposit in the Lower-Tier Distribution Account, the Interest Reserve
Account and the Excess Liquidation Proceeds Reserve Account any and all amounts received by the Certificate Administrator in accordance
with Section 3.06(a)(i) of this Agreement. If, as of 3:00 p.m., New York City time, on any Master Servicer Remittance
Date or on such other date as any amount referred to in the preceding sentence is required to be delivered hereunder, the
Master Servicer shall not have delivered to the Certificate Administrator for deposit in the Lower-Tier Distribution Account, the
Interest Reserve Account and the Excess Liquidation Proceeds Reserve Account the amounts required to be deposited therein pursuant
to the provisions of this Agreement (including, without limitation, Section 3.06(a)(i) of this Agreement), then the Certificate
Administrator shall, to the extent that a Responsible Officer of the Certificate Administrator has such knowledge, provide notice
of such failure to the Master Servicer by e-mail sent to investorreporting@wellsfargo.com (or such alternative e-mail address provided
by the Master Servicer to the Certificate Administrator in writing) and by telephone at telephone number (800) 326-1334 (or such
alternative number provided by the Master Servicer to the Certificate Administrator in writing) as soon as possible, but in any
event before 5:00 p.m., New York City time, on such day; provided, however, that the Master Servicer will pay the
Certificate Administrator interest on such late payment at the Prime Rate from and including the applicable required remittance
date to, but not including, the date until such late payment is received by the Certificate Administrator.


 


Section 3.06A. Permitted
Withdrawals from the Serviced Whole Loan Custodial Account.


 


(a)     
        The Master Servicer may make withdrawals from the Serviced Whole Loan Custodial Account for
each Serviced Whole Loan only as described below (the order set forth below not constituting an order of priority for such
withdrawals), subject to the application of Penalty Charges and Modification Fees in accordance with the related Co-Lender
Agreement and Section 3.14 of this Agreement:


 


(i)               
after the Determination Date, and on or prior to the Business Day immediately preceding the Master Servicer Remittance Date,
in each calendar month (and also on the Business Day immediately following the receipt of any funds from the REO Account for any
REO Property related to such Serviced Whole Loan, if such funds are received after the Determination Date and before the Distribution
Date in any calendar month and were not available for any earlier transfer to the Collection Account


 






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in such calendar month),
to transfer to the Collection Account all amounts on deposit in the Serviced Whole Loan Custodial Account payable to the
Trust pursuant to the related Co-Lender Agreement with respect to the related Mortgage Loan (or any successor REO Mortgage
Loan), including any applicable Trust Reimbursement Amount; and on the date specified in the related Co-Lender Agreement (or
if no date is specified, on the earlier of (1) the Master Servicer Remittance Date or (2) the business day following the
determination date (or any term substantially similar thereto) as defined in the Other Pooling and Servicing Agreement; provided, however,
that in no event may any such determination date occur prior to the sixth day of the month) in each calendar month (and also
on the Business Day immediately following the receipt of any funds from the REO Account for any REO Property related to the
applicable Serviced Whole Loan, if such funds are received after the Determination Date and before the Distribution Date in
any calendar month), to remit to the related Companion Loan Holder all amounts on deposit in the Serviced Whole Loan
Custodial Account payable to such Companion Loan Holder pursuant to the related Co-Lender Agreement with respect to the
related Companion Loan (or any successor REO Companion Loan), exclusive of any applicable Trust Reimbursement Amount;


 


(ii)              
to pay or reimburse the Master Servicer or the Trustee for Advances made thereby with respect to such Serviced Whole Loan
and any related Advance Interest Amounts (provided that the Trustee shall have priority with respect to such payment or
reimbursement of any such Advances and any related Advance Interest Amounts), the Master Servicer’s right to reimburse any
such Person pursuant to this clause (ii) being limited to late collections (including cure payments by related Companion
Loan Holders) of the particular item which was the subject of the related Advance, Penalty Charges, Condemnation Proceeds, REO
Proceeds, Insurance Proceeds and Liquidation Proceeds on or in respect of the particular Serviced Whole Loan or any related REO
Property; provided, however, that if such Advance has become a Workout-Delayed Reimbursement Amount (but not a Nonrecoverable
Advance), then neither such Workout-Delayed Reimbursement Amount nor any related Advance Interest Amounts shall be reimbursed or
paid, as the case may be, out of payments or other collections of interest (other than Penalty Charges) or Yield Maintenance Charges
on or in respect of the related Mortgage Loan (or any successor REO Mortgage Loan) or the related Companion Loan (or any successor
REO Companion Loan); and provided, further, that if such Advance is a P&I Advance with respect to the related
Mortgage Loan (or a successor REO Mortgage Loan), then neither such Advance nor any related Advance Interest Amounts shall be reimbursed
or paid, as the case may be, out of, or otherwise result in a reduction of, amounts otherwise payable to the related Companion
Loan Holder with respect to the related Pari Passu Companion Loan (or any successor REO Companion Loan);


 


(iii)             
to pay on or before each Master Servicer Remittance Date (1) to the Master Servicer (who shall pay the holder of the Excess
Servicing Fee Rights (if any) the portion of the Servicing Fee that represents Excess Servicing Fees in accordance with Section
3.12 of this Agreement) as compensation, the aggregate unpaid Servicing Fee with respect to such Serviced Whole Loan (to the
extent not otherwise required to be applied against Prepayment Interest Shortfalls) in respect of the immediately preceding Interest
Accrual Period, to be paid from interest received on the related Mortgage Loan or


 






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Companion Loan, as applicable, and to pay from
time to time to the Master Servicer in accordance with Section 3.07(b) any interest or investment income earned on funds
deposited in such Serviced Whole Loan Custodial Account and (2) to the Special Servicer as compensation, any Special Servicing
Compensation and additional servicing compensation payable with respect to such Serviced Whole Loan; provided, however,
that no Servicing Fees or Special Servicing Compensation earned with respect to the related Mortgage Loan (or a successor REO Mortgage
Loan) shall be payable out of, or otherwise result in a reduction of, amounts otherwise payable to the related Companion Loan Holder
with respect to the related Pari Passu Companion Loan (or any successor REO Companion Loan), and no Servicing Fees or Special Servicing
Compensation earned with respect to the related Companion Loan (or any successor REO Companion Loan) shall be payable out of, or
otherwise result in a reduction of, amounts otherwise payable to the Trust with respect to the related Mortgage Loan (or a successor
REO Mortgage Loan) (it being acknowledged and agreed that this proviso is in no way intended to limit the rights of the Master
Servicer or Special Servicer under the related Co-Lender Agreement to seek payment of any unpaid Servicing Fees or Special Servicing
Compensation, as applicable, with respect to any Companion Loan from the related Companion Loan Holder);


 


(iv)            
to pay for costs and expenses incurred by the Trust Fund solely with respect to such Serviced Whole Loan and related REO
Property pursuant to Section 3.10(e) and to pay Liquidation Expenses out of Liquidation Proceeds pursuant to Section
3.11;


 


(v)              
to the extent not reimbursed or paid pursuant to any other clause of this Section 3.06A, to reimburse or pay
the Master Servicer, the Trustee, the Certificate Administrator, the Operating Advisor, the Special Servicer or the Depositor,
as applicable, for unpaid Additional Trust Fund Expenses, Servicing Fees and other unpaid items incurred by or owing to such Person
pursuant to the second sentence of Section 3.07(c), Section 3.08(a), Section 3.08(b), Section 3.10,
the second sentence of Section 3.12(a), the third sentence of Section 3.12(c), Section 3.16(a), Section
3.28(k), Section 6.03, Section 7.04, Section 8.05(a), Section 8.05(b), Section 8.05(d) or
Section 11.07, or any other provision of this Agreement pursuant to which such Person is entitled to reimbursement or payment
from the Trust Fund, in each case only to the extent expressly payable or reimbursable under such Section and to the extent related
to such Serviced Whole Loan and not related to amounts which are solely expenses of the Trust Fund (such as expenses related to
administration of the Trust Fund or REMIC taxes, penalties or interest or preservation of the REMIC status of each Trust REMIC),
it being acknowledged that this clause (v) shall not be deemed to modify the substance of any such Section, including
the provisions of such Section that set forth the extent to which one of the foregoing Persons is or is not entitled to payment
or reimbursement; provided, however, that no payment or reimbursement to the Operating Advisor, or payment of Trustee/Certificate
Administrator Fees, or payment or reimbursement of costs and expenses associated with obtaining a Rating Agency Confirmation, shall
be made out of, or otherwise result in a reduction of, amounts otherwise payable to the related Companion Loan Holder with respect
to the related Pari Passu Companion Loan (or successor REO Companion Loan), and no payment or reimbursement of costs and


 






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expenses
associated with obtaining a Companion Loan Rating Agency Confirmation shall be made out of, or otherwise result in a reduction
of, amounts otherwise payable to the Trust with respect to the related Mortgage Loan (or any successor REO Mortgage Loan);


 


(vi)             
to make such payments and reimbursements out of Penalty Charges and Modification Fees on deposit in such Serviced Whole
Loan Custodial Account as are contemplated by the related Co-Lender Agreement and, to the extent consistent with the related Co-Lender
Agreement, Section 3.14 of this Agreement;


 


(vii)            
to withdraw any amount deposited into such Serviced Whole Loan Custodial Account that was not required to be deposited therein;


 


(viii)           
if the related Companion Loan (or any successor REO Companion Loan with respect thereto) is part of an Other Securitization
Trust, to the extent required by the related Co-Lender Agreement, to reimburse the applicable party to the related Other Pooling
and Servicing Agreement for any advances of delinquent monthly debt service payments made thereby with respect to such Companion
Loan (or REO Companion Loan), together with interest thereon, provided that such reimbursement, together with interest,
shall be made solely out of payments and other collections on such Companion Loan (or REO Companion Loan); or


 


(ix)             
to clear and terminate such Serviced Whole Loan Custodial Account pursuant to Section 9.01 of this Agreement.


 


The Master Servicer shall
keep and maintain separate accounting, on a Mortgage Loan-by-Mortgage Loan and Companion Loan-by-Companion Loan basis, for the
purpose of justifying any withdrawal from each Serviced Whole Loan Custodial Account pursuant to subclauses (i) - (ix)
above. If and to the extent that the Master Servicer has reimbursed or made payment to itself or any other Person pursuant to any
clause of the prior paragraph above for any cost, expense, indemnity, or Property Advance or Advance Interest Amount thereon with
respect to a Serviced Whole Loan out of monies allocable to the related Mortgage Loan (or any successor REO Mortgage Loan) to an
extent that the Trust has borne some or all of the related Serviced Companion Loan’s allocable share of such cost, expense,
indemnity, or Property Advance or Advance Interest Amount thereon, the Master Servicer (with respect to Non-Specially Serviced
Loans) and the Special Servicer (with respect to Specially Serviced Loans) shall use efforts consistent with the Servicing Standard
to collect such amounts disproportionately borne by the Trust out of collections on such Companion Loan (or, if and to the extent
permitted under the related Co-Lender Agreement, from the related Companion Loan Holder) and deposit all such amounts (collectively,
with respect to such Companion Loan, the “Trust Reimbursement Amount No. 2” and, together with Trust Reimbursement
Amount No. 1, the “Trust Reimbursement Amount”) collected from or on behalf of the related Companion Loan Holder
into the Collection Account.


 


The Master Servicer shall
pay to each of the Special Servicer (or to third party contractors at the direction of the Special Servicer), the Operating Advisor,
the Trustee, the Certificate Administrator and an advancing party under any Other Pooling and Servicing Agreement, as applicable,
from the applicable Serviced Whole Loan Custodial Account, amounts


 






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permitted to be paid thereto from such account promptly upon
receipt of a written statement of an officer of the Special Servicer, an officer of the Operating Advisor, a Responsible Officer
of the Trustee or the Certificate Administrator or an officer of such advancing party under such Other Pooling and Servicing Agreement,
as the case may be, describing the item and amount to which the Special Servicer (or such third party contractor), the Operating
Advisor, the Trustee, the Certificate Administrator or such advancing party under such Other Pooling and Servicing Agreement, as
the case may be, is entitled (unless such payment to the Special Servicer, the Operating Advisor, the Trustee or the Certificate
Administrator, as the case may be, is clearly required pursuant to this Agreement, in which case a written statement is not required).
The Master Servicer may rely conclusively on any such written statement and shall have no duty to re-calculate the amounts stated
therein. The parties seeking payment pursuant to this Section shall each keep and maintain separate accounting for the purpose
of justifying any request for withdrawal from each Serviced Whole Loan Custodial Account, on a loan-by-loan basis.


 


The Trustee, the Depositor,
the Operating Advisor, the Certificate Administrator, the Special Servicer and the Master Servicer shall in all cases have a right
prior to the Certificateholders to any funds on deposit in a Serviced Whole Loan Custodial Account from time to time for the reimbursement
or payment of the Servicing Fees (including investment income), or Special Servicing Compensation, Advances, Advance Interest Amounts
and their respective indemnity amounts or expenses hereunder to the extent such fees, indemnity amounts and expenses are to be
reimbursed or paid from amounts on deposit in such Serviced Whole Loan Custodial Account pursuant to this Agreement and the related
Co-Lender Agreement (and to have such amounts paid directly to third party contractors for any invoices approved by the Trustee,
the Depositor, the Certificate Administrator, the Master Servicer or the Special Servicer, as applicable); provided, however,
that for the avoidance of doubt, neither the Trustee/Certificate Administrator Fee nor the Operating Advisor Fee shall be paid
from funds on deposit in a Serviced Whole Loan Custodial Account.


 


After the Determination
Date, and on or prior to the Business Day immediately preceding the Master Servicer Remittance Date, in each calendar month (and
also on the Business Day immediately following the receipt of any funds from the REO Account for any REO Property related to the
applicable Serviced Whole Loan, if such funds are received after the Determination Date and before the Distribution Date in any
calendar month and were not available for any earlier transfer to the Collection Account in such calendar month), the Master Servicer
shall remit for deposit in the Collection Account all amounts on deposit in a Serviced Whole Loan Custodial Account payable to
the Trust pursuant to the related Co-Lender Agreement with respect to the related Mortgage Loan (or any successor REO Mortgage
Loan), including any applicable Trust Reimbursement Amount; and on the date specified in the related Co-Lender Agreement (or if
no date is specified, on the earlier of (1) the Master Servicer Remittance Date or (2) the business day following the determination
date (or any term substantially similar thereto) as defined in the Other Pooling and Servicing Agreement; provided, however,
that in no event may any such determination date occur prior to the sixth day of the month) in each calendar month (and also on
the Business Day immediately following the receipt of any funds from the REO Account for any REO Property related to the applicable
Serviced Whole Loan, if such funds are received after the Determination Date and before the Distribution Date in any calendar month),
the Master Servicer shall remit to the related Companion Loan Holder all amounts on deposit in a Serviced Whole Loan Custodial
Account payable to such


 






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Companion Loan Holder pursuant to the related Co-Lender Agreement with respect to the related Companion
Loan (or any successor REO Companion Loan), exclusive of any applicable Trust Reimbursement Amount, in each case, prior to the
required remittance from the Collection Account to the Certificate Administrator for deposit into the Lower-Tier Distribution Account
on such Master Servicer Remittance Date.


 


Section 3.07         
Investment of Funds in the Collection Account, the REO Account, the Interest Reserve Account, the Mortgagor Accounts,
the Excess Liquidation Proceeds Reserve Account and Other Accounts.


 


(a)              
The Master Servicer (or with respect to any REO Account, the Special Servicer, or, with respect to each Distribution Account,
the Excess Liquidation Proceeds Reserve Account and the Interest Reserve Account (the foregoing accounts, the “Certificate
Administrator Accounts”), the Certificate Administrator) may direct any depository institution maintaining the Collection
Account, any Serviced Whole Loan Custodial Account, any Mortgagor Accounts (subject to the second succeeding sentence), the Certificate
Administrator Accounts and the REO Accounts (each of the Collection Account, any Serviced Whole Loan Custodial Account, any REO
Account, any Mortgagor Account and any Certificate Administrator Account, for purposes of this Section 3.07, an “Investment
Account”), to invest the funds in such Investment Account in one or more Permitted Investments that bear interest or
are sold at a discount, and that mature, unless payable on demand, no later than the Business Day preceding the date on which such
funds are required to be withdrawn from such Investment Account pursuant to this Agreement; provided that any amounts invested
by the Certificate Administrator in Permitted Investments managed or advised by the Certificate Administrator or its Affiliates
shall mature on or prior to the Distribution Date in time to be available to make timely distributions to Certificateholders. Any
direction by the Master Servicer or the Special Servicer to invest funds on deposit in an Investment Account shall be in writing
and shall certify that the requested investment is a Permitted Investment which matures at or prior to the time required hereby
or is payable on demand. In the case of any Reserve Account, Escrow Account or Lockbox Account (the “Mortgagor Accounts”),
the Master Servicer shall act upon the written request of the related Mortgagor or Manager to the extent the Master Servicer is
required to do so under the terms of the respective Mortgage Loan (or Serviced Whole Loan) or related documents, provided
that in the absence of appropriate written instructions from the related Mortgagor or Manager meeting the requirements of this
Section 3.07, the Master Servicer shall have no obligation to, but will be entitled to, direct the investment of funds in
such accounts in Permitted Investments. All such Permitted Investments shall be held to maturity, unless payable on demand. Any
investment of funds in an Investment Account shall be made in the name of the Certificate Administrator (on behalf of the Trustee
for the benefit of the Certificateholders) or in the name of a nominee of the Certificate Administrator. The Certificate Administrator
shall have sole control (except with respect to investment direction which shall be in the control of the Master Servicer (or the
Special Servicer, with respect to any REO Accounts or the Certificate Administrator with respect to the Certificate Administrator
Accounts) as an independent contractor to the Trust Fund) over each such investment and any certificate or other instrument
evidencing any such investment shall be delivered directly to the Certificate Administrator or its agent (which shall initially
be the Master Servicer), together with any document of transfer, if any, necessary to transfer title to such investment to the
Certificate Administrator or its nominee. The Certificate Administrator shall have no responsibility or liability with respect
to the


 






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investment directions of the Master Servicer or the Special Servicer, any Mortgagor or Manager or any losses resulting therefrom,
whether from Permitted Investments or otherwise. The Master Servicer shall have no responsibility or liability with respect to
the investment direction of the Certificate Administrator, the Special Servicer, any Mortgagor or Manager or any losses resulting
therefrom, whether from Permitted Investments or otherwise. The Special Servicer shall have no responsibility or liability with
respect to the investment direction of the Certificate Administrator, the Master Servicer, any Mortgagor or any property manager
or any losses resulting therefrom, whether from Permitted Investments or otherwise. In the event amounts on deposit in an Investment
Account are at any time invested in a Permitted Investment payable on demand, the Master Servicer (or the Special Servicer in the
case of REO Accounts, or the Certificate Administrator, in the case of the Certificate Administrator Accounts), shall: (x) consistent
with any notice required to be given thereunder, demand that payment thereon be made on the last day such Permitted Investment
may otherwise mature hereunder in an amount equal to the lesser of (1) all amounts then payable thereunder and (2) the
amount required to be withdrawn on such date; and (y) demand payment of all amounts due thereunder promptly upon determination
by the Master Servicer (or the Special Servicer in the case of REO Accounts) that such Permitted Investment would not constitute
a Permitted Investment in respect of funds thereafter on deposit in the related Investment Account.


 


(b)             
All income and gain realized from investment of funds deposited in any Investment Account shall be for the benefit of the
Master Servicer, except with respect to the investment of funds deposited in (i) any Mortgagor Account to the extent required
under the Mortgage Loan (or Serviced Whole Loan) or applicable law to be for the benefit of the related Mortgagor, (ii) any
REO Account, which shall be for the benefit of the Special Servicer or (iii) the Certificate Administrator Accounts, which
shall be for the benefit of the Certificate Administrator, and, if held in the Collection Account or REO Account shall be subject
to withdrawal by the Master Servicer or the Special Servicer, as applicable, in accordance with Section 3.06 or Section
3.16(a) of this Agreement, as applicable. The Master Servicer (or with respect to any REO Account, the Special Servicer and
with respect to the Certificate Administrator Accounts, the Certificate Administrator) shall deposit from its own funds into any
applicable Investment Account, the amount of any loss incurred in respect of any such Permitted Investment immediately upon realization
of such loss (except with respect to losses incurred as a result of the related Mortgagor or Manager exercising its power under
the related Mortgage Loan Documents to direct such investment in such Mortgagor Account); provided, however, that
the Certificate Administrator, Master Servicer or Special Servicer, as applicable, may reduce the amount of such payment to the
extent it forgoes any investment income in such Investment Account otherwise payable to it. The Master Servicer shall also deposit
from its own funds in any Mortgagor Account the amount of any loss incurred in respect of Permitted Investments, except to the
extent that amounts are invested for the benefit of the Mortgagor under the terms of the Mortgage Loan (or Serviced Whole Loan)
or applicable law, provided that, notwithstanding the foregoing, none of the Master Servicer, the Special Servicer or the
Certificate Administrator (in their respective capacities as Master Servicer, Special Servicer and Certificate Administrator, respectively) shall
be required to deposit any loss on an investment of funds in an Investment Account if such loss is incurred solely as a result
of the insolvency of the federal or state chartered depository institution or trust company that holds such Investment Account,
so long as such depository institution or trust company is not the Person or an Affiliate of the Person maintaining such account
hereunder and satisfied the qualifications set forth in the definition of


 






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Eligible Account both (1) at the time such investment
was made and (2) as of the date that is 30 days prior to the insolvency.


 


(c)              
Except as otherwise expressly provided in this Agreement, if any default occurs in the making of a payment due under any
Permitted Investment, or if a default occurs in any other performance required under any Permitted Investment, the Trustee may,
and upon the request of Holders of Certificates representing greater than 50% of the Percentage Interests of any Class shall, take
such action as may be appropriate to enforce such payment or performance, including the institution and prosecution of appropriate
proceedings. In the event the Trustee takes any such action, the Trust Fund shall pay or reimburse the Trustee for all reasonable
out-of-pocket expenses, disbursements and advances incurred or made by the Trustee in connection therewith. In the event that the
Trustee does not take any such action, the Master Servicer may, but is not obligated to, take such action at its own cost and expense.


 


Section 3.08         
Maintenance of Insurance Policies and Errors and Omissions and Fidelity Coverage.


 


(a)              
The Master Servicer on behalf of the Trustee, as mortgagee of record, shall use efforts consistent with the Servicing Standard
to cause the related Mortgagor to maintain, to the extent required by each Mortgage Loan (other than any Non-Serviced Mortgage
Loan) and each Serviced Companion Loan (except to the extent that the failure to maintain such insurance coverage is an Acceptable
Insurance Default), and if the Mortgagor does not so maintain, shall itself maintain (subject to the provisions of this Agreement
concerning Nonrecoverable Advances and to the extent the Trustee as mortgagee of record has an insurable interest and to the extent
available at commercially reasonable rates), (i) fire and hazard insurance (and windstorm insurance, if applicable) with
extended coverage on the related Mortgaged Property in an amount which is at least equal to the lesser of (a) one hundred
percent (100%) of the then “full replacement cost” of the improvements and equipment (excluding foundations, footings
and excavation costs), without deduction for physical depreciation, and (b) the outstanding principal balance of the related
Mortgage Loan and the related Serviced Companion Loan(s) or such greater amount as is necessary to prevent any reduction in such
policy by reason of the application of co-insurance provisions and to prevent the Trustee thereunder from being deemed to be a
co-insurer and provided such policy shall include a “replacement cost” rider, (ii) insurance providing coverage
against 18 months (or such longer period or with such extended period endorsement as provided in the related Mortgage or other
Loan Document) of rent interruptions and (iii) such other insurance as is required in the related Mortgage Loan and the
Serviced Companion Loan. Subject to Section 3.16 of this Agreement, the Special Servicer, in accordance with the Servicing
Standard and to the extent available at commercially reasonable rates (as determined by the Special Servicer in accordance with
the Servicing Standard and (i) with the consent of the Controlling Class Representative (unless a Control Termination Event has
occurred and is continuing) or (ii) if a Control Termination Event has occurred and is continuing, following consultation with
the Controlling Class Representative (unless a Consultation Termination Event has occurred and is continuing), shall cause to be
maintained for each REO Property no less insurance coverage than was previously required of the Mortgagor under the related Mortgage
Loan Documents (except to the extent that the failure to maintain such insurance coverage is an Acceptable Insurance Default);
provided that to the extent the Mortgage Loan Documents require the related Mortgagor to maintain insurance with


 






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an insurer
rated better than as indicated in the definition of “Qualified Insurer”, the Master Servicer may, without a Rating
Agency Confirmation or the approval of the Special Servicer, to the extent consistent with the Servicing Standard, permit the related
Mortgagor to maintain insurance with an insurer that does not meet the requirements of the Mortgage Loan Documents so long as the
related Mortgagor maintains insurance with an insurer rated at least as indicated in the definition of “Qualified Insurer”.
All insurance for an REO Property shall be from a Qualified Insurer, if available from a Qualified Insurer, and if not available
from a Qualified Insurer, from an insurance provider that is rated the next highest available rating who is offering such insurance
at commercially reasonable rates. Any amounts collected by the Master Servicer or the Special Servicer under any such policies
(other than amounts required to be applied to the restoration or repair of the related Mortgaged Property or amounts to be released
to the Mortgagor in accordance with the terms of the related Mortgage Loan Documents) shall be deposited into the Collection Account
pursuant to Section 3.05 of this Agreement or the Serviced Whole Loan Custodial Account pursuant to Section 3.05A
of this Agreement, as applicable, subject to withdrawal pursuant to Section 3.05, Section 3.05A, Section 3.06
or Section 3.06A of this Agreement. Any cost incurred by the Master Servicer or the Special Servicer in maintaining any
such insurance shall not, for the purpose of calculating distributions to Certificateholders, be added to the unpaid principal
balance of the related Mortgage Loan, notwithstanding that the terms of such Mortgage Loan so permit. It is understood and agreed
that no other additional insurance other than flood insurance or earthquake insurance subject to the conditions set forth below
is to be required of any Mortgagor or to be maintained by the Master Servicer other than pursuant to the terms of the related Mortgage
Loan Documents and pursuant to such applicable laws and regulations as shall at any time be in force and as shall require such
additional insurance. If the Mortgaged Property (other than an REO Property and other than with respect to a Non-Serviced Mortgage
Loan) is located in a federally designated special flood hazard area, the Master Servicer will use efforts consistent with the
Servicing Standard to cause the related Mortgagor to maintain, to the extent required by each Mortgage Loan or Serviced Whole Loan,
and if the related Mortgagor does not so maintain, shall itself obtain (subject to the provisions of this Agreement concerning
Nonrecoverable Advances) and maintain flood insurance in respect thereof. Such flood insurance shall be in an amount equal
to the lesser of (i) the unpaid principal balance of the related Mortgage Loan and the related Companion Loan and (ii) the
maximum amount of such insurance required by the terms of the related Mortgage Loan or Serviced Whole Loan and as is available
for the related property under the national flood insurance program (assuming that the area in which such property is located is
participating in such program). If a Mortgaged Property (other than an REO Property) is related to a Mortgage Loan (other
than a Non-Serviced Mortgage Loan) or Serviced Whole Loan pursuant to which earthquake insurance is required to be maintained pursuant
to the terms of the Mortgage Loan or Serviced Whole Loan, the Master Servicer shall use efforts consistent with the Servicing Standard
to cause the related Mortgagor to maintain, and if the related Mortgagor does not so maintain will itself obtain (subject to the
provisions of this Agreement concerning Nonrecoverable Advances and for so long as such insurance continues to be available at
commercially reasonable rates) and maintain earthquake insurance in respect thereof, in the amount required by the Mortgage Loan
or Serviced Whole Loan or, if not specified, in-place at origination. If an REO Property (i) is located in a federally designated
special flood hazard area or (ii) is related to a Mortgage Loan (other than a Non-Serviced Mortgage Loan) or Serviced Whole
Loan with respect to which earthquake insurance would be appropriate in accordance with the Servicing Standard and such


 






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insurance
is available at commercially reasonable rates, the Special Servicer will obtain (subject to the provisions of this Agreement concerning
Nonrecoverable Advances) and maintain flood insurance and/or earthquake insurance in respect thereof providing the same coverage
as described in this Section 3.08(a). Out-of-pocket expenses incurred by the Master Servicer or Special Servicer in maintaining
insurance policies pursuant to this Section 3.08 shall be advanced by the Master Servicer as a Property Advance and shall
be reimbursable to the Master Servicer with interest at the Advance Rate. The Master Servicer (or the Special Servicer, with respect
to the REO Mortgage Loans) agrees to prepare and present, on behalf of itself, the Trustee and the Certificateholders and
the Companion Loan Holders, claims under each related insurance policy maintained by it pursuant to this Section 3.08(a)
in a timely fashion in accordance with the terms of such policy and to take such reasonable steps as are necessary to receive payment
or to permit recovery thereunder. All insurance policies required to be maintained by the Master Servicer or Special Servicer hereunder
shall name the Trustee or the Master Servicer or the Special Servicer, on behalf of the Trustee as the mortgagee, as loss payee,
and shall be issued by Qualified Insurers, if available from a Qualified Insurer, and if not available from a Qualified Insurer,
from an insurance provider that is rated the next highest available rating who is offering such insurance at commercially reasonable
rates. Notwithstanding the foregoing: (A) the Master Servicer shall not be required to maintain any earthquake or environmental
insurance policy on any Mortgaged Property and the Special Servicer shall not be required to maintain any earthquake or environmental
insurance policy on any REO Property, in each case unless such insurance is required to be maintained under the related Mortgage
Loan Documents and is available at commercially reasonable rates; provided, however, that neither the Master Servicer
nor the Special Servicer shall have any obligation to maintain such earthquake or environmental insurance policy required under
the related Mortgage Loan Documents if the originator of the Mortgage Loan or Serviced Whole Loan waived compliance with such insurance
requirements (and if the applicable Master Servicer does not cause the Mortgagor to maintain or does not itself maintain such earthquake
or environmental insurance policy on any Mortgaged Property, the Special Servicer shall have the right, but not the duty, to obtain,
at the Trust’s expense, earthquake or environmental insurance on any Mortgaged Property securing a Specially Serviced Loan
or an REO Property so long as such insurance is available at commercially reasonable rates); (B) with respect to the Master
Servicer’s obligation to cause the related Mortgagor to maintain such insurance, the Master Servicer shall have no obligation
beyond using its efforts consistent with the Servicing Standard to cause any Mortgagor to maintain the insurance required to be
maintained or that the lender is entitled to reasonably require, subject to applicable law, under the related Mortgage Loan Documents;
and (C) in making determinations as to the availability of insurance at commercially reasonable rates or otherwise, the Master
Servicer or the Special Servicer, as applicable, shall, to the extent consistent with the Servicing Standard, be entitled to rely,
at its own expense, on insurance consultants in making such determination and any such determinations by the Master Servicer or
the Special Servicer, as applicable, need not be made more frequently than annually but in any event shall be made at the approximate
date on which the Master Servicer or the Special Servicer, as applicable, receives notice of the renewal, replacement or cancellation
of coverage.


 


Notwithstanding the foregoing,
the Master Servicer or Special Servicer, as applicable, shall not be required to maintain, and shall not cause a Mortgagor to be
in default with respect to the failure of the related Mortgagor to obtain, all risk casualty insurance which


 






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does not contain any
carve out for terrorist or similar acts, if, and only if, the Special Servicer has determined in accordance with the Servicing
Standard that the failure to maintain such insurance is an Acceptable Insurance Default; provided that, during the period
that the Special Servicer is evaluating such insurance hereunder, the Master Servicer shall not be liable for any loss related
to its failure to require the Mortgagor to maintain terrorism insurance and shall not be in default of its obligations hereunder
as a result of such failure. The Special Servicer shall promptly notify the Master Servicer of each determination under this paragraph.


 


(b)             
(i)  If the Master Servicer or the Special Servicer obtains and maintains a blanket insurance policy insuring
against fire and hazard losses on all of the Mortgaged Properties (other than REO Properties and other than with respect to the
Mortgaged Properties that secure any Non-Serviced Mortgage Loan) as to which the related Mortgagor has not maintained insurance
required by the related Mortgage Loan or, if applicable, related Serviced Whole Loan (other than any Mortgagor that is required
under the related Mortgage Loan Documents to maintain insurance with an insurer rated better than as indicated in the definition
of “Qualified Insurer” that maintains insurance with an insurer rated at least as indicated in the definition of “Qualified
Insurer”)) or the Special Servicer obtains and maintains a blanket insurance policy insuring against fire and hazard losses
on all of the REO Properties (other than REO Properties acquired in respect of any Non-Serviced Mortgage Loan), as required under
this Agreement, as the case may be, then the Master Servicer or the Special Servicer, as the case may be, shall conclusively be
deemed to have satisfied its respective obligations concerning the maintenance of insurance coverage set forth in Section 3.08(a)
of this Agreement. Any such blanket insurance policy shall be maintained with a Qualified Insurer. A blanket insurance policy may
contain a deductible clause, in which case the Master Servicer or the Special Servicer, as applicable, shall, in the event that
(i) there shall not have been maintained on the related Mortgaged Property a policy otherwise complying with the provisions
of Section 3.08(a) of this Agreement, and (ii) there shall have been one or more losses which would have been covered
by such a policy had it been maintained, immediately deposit into the Collection Account or, if applicable, related Serviced Whole
Loan Custodial Account from its own funds the amount not otherwise payable under the blanket policy because of such deductible
clause to the extent that any such deductible exceeds the deductible limitation that pertained to the related Mortgage Loan or
Serviced Whole Loan, or, in the absence of any such deductible limitation, the deductible limitation which is consistent with the
Servicing Standard. In connection with its activities as Master Servicer or the Special Servicer hereunder, as applicable, the
Master Servicer and the Special Servicer, respectively, agree to prepare and present, on behalf of itself, the Trustee and Certificateholder
and any related Companion Loan Holder, claims under any such blanket policy which it maintains in a timely fashion in accordance
with the terms of such policy and to take such reasonable steps as are necessary to receive payment or permit recovery thereunder.


 


(ii)              
If the Master Servicer causes any Mortgaged Property (other than any REO Property and other than with respect to the
Mortgaged Property that secures a Non-Serviced Mortgage Loan) or the Special Servicer causes any REO Property (other than an REO
Property acquired in respect of a Non-Serviced Mortgage Loan) to be covered by a master force placed insurance policy and such
policy shall be issued by a Qualified Insurer and provide no less coverage in scope and amount for such Mortgaged Property or REO
Property than the insurance required to be maintained pursuant to Section 3.08(a)


 



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of this Agreement, then the Master Servicer
or Special Servicer, as the case may be, shall conclusively be deemed to have satisfied its respective obligations to maintain
insurance pursuant to Section 3.08(a) of this Agreement. Such policy may contain a deductible clause, in which case the
Master Servicer or the Special Servicer, as applicable, shall, in the event that (i) there shall not have been maintained
on the related Mortgaged Property or REO Property a policy otherwise complying with the provisions of Section 3.08(a), and
(ii) there shall have been one or more losses which would have been covered by such a policy had it been maintained, immediately
deposit into the Collection Account or, if applicable, related Serviced Whole Loan Custodial Account from its own funds the amount
not otherwise payable under such policy because of such deductible to the extent that any such deductible exceeds the deductible
limitation that pertained to the related Mortgage Loan and/or related Companion Loan(s) related thereto, or, in the absence of
any such deductible limitation, the deductible limitation which is consistent with the Servicing Standard.


 


(iii)           
  In either case, if the Master Servicer or Special Servicer, as applicable, causes any Mortgaged Property or REO
Property to be covered by such “force-placed” insurance policy, the incremental costs of such insurance
applicable to such Mortgaged Property or REO Property (i.e., other than any minimum or standby premium payable for
such policy whether or not any Mortgaged Property or REO Property is covered thereby) shall be paid as a Property Advance.
Any legal fees or other out-of-pocket costs incurred in accordance with the Servicing Standard in connection with any claim
under an insurance policy described above (whether by the Master Servicer or Special Servicer) shall be paid by, and
reimbursable to, the Master Servicer as a Property Advance.


 


(c)              
The Master Servicer and the Special Servicer shall each maintain a fidelity bond in such form as is consistent with the
Servicing Standard and in such amounts that are consistent with the Servicing Standard. The Master Servicer and the Special Servicer
each shall be deemed to have complied with this provision if one of its respective Affiliates has such fidelity bond coverage and,
by the terms of such fidelity bond, the coverage afforded thereunder extends to the Master Servicer or the Special Servicer, as
applicable. In addition, the Master Servicer and the Special Servicer shall each keep in force during the term of this Agreement
a policy or policies of insurance covering loss occasioned by the errors and omissions of its officers and employees in connection
with its obligations to service the Mortgage Loans and Serviced Companion Loans hereunder in such form as is consistent with the
Servicing Standard and in such amounts as are consistent with the Servicing Standard. Notwithstanding the foregoing, so long as
the long-term unsecured debt rating of the Master Servicer (or its corporate parent) or the Special Servicer (or its corporate
parent) is not in any event less than “A3” as rated by Moody’s and “A-” as rated by Fitch, respectively,
the Master Servicer or the Special Servicer may self-insure for the fidelity bond and errors and omissions coverage otherwise required
above. The Master Servicer shall cause each and every Sub-Servicer for it to maintain or cause to be maintained by an agent or
contractor servicing any Mortgage Loan or Serviced Whole Loan on behalf of such Sub-Servicer, a fidelity bond and an errors and
omissions insurance policy which satisfy the requirements for the fidelity bond and the errors and omissions policy to be maintained
by the Master Servicer to comply with the foregoing. All fidelity bonds and policies of errors and omissions insurance obtained
under this Section 3.08(c) shall be issued by a Qualified Insurer.


 



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Section 3.09         
Enforcement of Due-On-Sale and Due-On-Encumbrance Clauses; Assumption Agreements; Defeasance Provisions.


 


(a)              
Upon receipt of any request of a waiver or a consent in respect of a due-on-sale or due-on-encumbrance provision, the Master
Servicer (with respect to non-Specially Serviced Loans and subject to the consent of the Special Servicer) and the Special Servicer
(with respect to Specially Serviced Loans) shall (i) promptly analyze such consent, waiver or reasonable request (and in the case
of the Master Servicer to the extent it is recommending approval, prepare a written recommendation and analysis with all information
reasonably available to the Master Servicer that the Special Servicer may reasonably request in order to withhold or grant its
consent), and (ii) close the related transaction and, subject to the consultation and/or consent rights (if any) of the Controlling
Class Representative or the consultation rights of any related Companion Loan Holder (or its Companion Loan Holder Representative)
as provided in this Section 3.09(a) and as otherwise provided in the related Co-Lender Agreement and this Agreement, and
subject to Section 3.09(b), 3.21, 3.24, 3.25 and Section 3.27; provided, however,
that the Master Servicer or the Special Servicer, as applicable, shall not enter into any such agreement to the extent that any
terms thereof would result in (i) the imposition of a tax on a Trust REMIC under the REMIC Provisions or cause either Trust
REMIC to fail to qualify as a REMIC for federal income tax purposes at any time that any Certificate is outstanding or (ii) create
any lien on a Mortgaged Property that is senior to, or on parity with, the lien of the related Mortgage. With respect to (i) non-Specially
Serviced Loans, the Master Servicer (subject to the Special Servicer’s consent) or (ii) with respect to Specially Serviced
Loans, the Special Servicer, each in a manner consistent with the Servicing Standard and each on behalf of the Trustee as the mortgagee
of record, shall, to the extent permitted by applicable law, enforce the restrictions contained in the related Mortgage on transfers
or further encumbrances of the related Mortgaged Property and on transfers or further encumbrances of interests in the related
Mortgagor, unless following its receipt of a request of a consent or waiver in respect of a due-on-sale or due-on-encumbrance provision,
the Master Servicer (with the written consent of the Special Servicer, which consent shall be deemed given if not denied within
15 Business Days (or such other time as required by any related Co-Lender Agreement, but in no event less than 5 Business Days
after the time period set forth in such Co-Lender Agreement for review by any related Companion Loan Holder) after the Special
Servicer’s receipt (unless earlier objected to) of the written recommendation and analysis of the Master Servicer for such
action and any additional information reasonably available to the Master Servicer that the Special Servicer may reasonably request
for the analysis of such request, which recommendation and information may be delivered in an electronic format reasonably acceptable
to the Master Servicer and the Special Servicer) or the Special Servicer, as applicable, has determined, consistent with the Servicing
Standard, that the waiver of such restrictions or granting of consent would be in accordance with the Servicing Standard. Promptly
after the Master Servicer (with the written consent of the Special Servicer to the extent required in the preceding paragraph)
or the Special Servicer, as applicable, has made any such determination, the Special Servicer or the Master Servicer, as applicable,
shall deliver to the Trustee, the Certificate Administrator, each other party to this Agreement and, for posting to the Rule 17g-5
Information Provider’s Website pursuant to Section 11.13 of this Agreement, the Rule 17g-5 Information Provider
an Officer’s Certificate setting forth the basis for such determination; provided that, notwithstanding anything herein
to the contrary, no such Officer’s Certificate shall be required to be delivered if the Master Servicer or the Special Servicer
is granting consent to an assumption pursuant to Section 3.09(a) in


 






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accordance with the terms of the Mortgage Loan Documents
and there is no material waiver of any conditions or any other provisions of the Mortgage Loan Documents, with respect to all Serviced
Mortgage Loans and Whole Loans, the Special Servicer shall, prior to taking such an action or consenting to the Master Servicer’s
taking of such an action, (A) obtain the written consent of the Controlling Class Representative (unless a Control Termination
Event has occurred and is continuing) or (B) if a Control Termination Event has occurred and is continuing, consult with the Controlling
Class Representative (unless a Consultation Termination Event has occurred and is continuing), which consent shall be deemed given
ten (10) Business Days after receipt (unless earlier objected to) by the Controlling Class Representative of the written recommendation
of the Master Servicer or the Special Servicer, as applicable, for such action and any additional information the Controlling Class
Representative may reasonably request for the analysis of such request, which recommendation and information may be delivered in
an electronic format reasonably acceptable to Controlling Class Representative and the Master Servicer or the Special Servicer,
as applicable. In addition, the Special Servicer or the Master Servicer, as applicable, may not waive the rights of the lender
or grant its consent under any “due-on-encumbrance” provision unless (1) the Special Servicer or the Master Servicer,
as applicable, shall have received a prior written Rating Agency Confirmation with respect to such action or (2) the related
Mortgage Loan (including a Mortgage Loan related to a Serviced Whole Loan) (A) represents less than 2% the principal balance
of all of the Mortgage Loans in the Trust Fund, (B) has a principal balance that is equal to or less than $20,000,000, (C) has
a Loan-to-Value Ratio equal to or less than 85% (including any existing and proposed debt), (D) has a Debt Service Coverage
Ratio equal to or greater than 1.20x (in each case, determined based upon the aggregate of the Stated Principal Balance of the
Mortgage Loan or Serviced Whole Loan, as applicable, and the principal balance of the proposed additional lien) and (E) is
not one of the 10 largest Mortgage Loans (considering any Crossed Mortgage Loan Group as a single Mortgage Loan) in the Mortgage
Pool based on principal balance (although no such Rating Agency Confirmation will be required if such Mortgage Loan has a principal
balance less than $10,000,000). Further, the Special Servicer or the Master Servicer, as applicable, may not waive the rights of
the lender or grant its consent under any “due-on-sale” provision unless the Special Servicer or the Master Servicer,
as applicable, shall have received a prior written Rating Agency Confirmation with respect to such action unless the related Mortgage
Loan (including a Mortgage Loan related to a Serviced Whole Loan) (A) represents less than 5% the principal balance of all
of the Mortgage Loans in the Trust Fund, (B) has a principal balance that is equal to or less than $35,000,000 and (C) is
not one of the 10 largest Mortgage Loans (considering any Crossed Mortgage Loan Group as a single Mortgage Loan) in the Mortgage
Pool based on principal balance (although no such Rating Agency Confirmation will be required if such Mortgage Loan has a principal
balance less than $10,000,000). For the purposes of this Agreement, due-on-sale provisions shall include, without limitation, any
rights arising out of sales or transfers of Mortgaged Properties, in full or in part, or the sale, transfer, pledge or hypothecation
of direct or indirect interests in any Mortgagor or its owner, to the extent prohibited under the related Mortgage Loan Documents,
and due on encumbrance provisions shall include, without limitation, any rights arising out of any mezzanine/subordinate financing
of any Mortgagor or any Mortgaged Property or any sale or transfer of preferred equity in any Mortgagor or its owners, to the extent
prohibited under the related Mortgage Loan Documents.


 


The Special Servicer
or the Master Servicer, as applicable, shall notify in writing the other party, the Trustee, the Certificate Administrator, the
Rule 17g-5 Information Provider


 






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(for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section
11.13 of this Agreement), the Operating Advisor (only after the occurrence and during the continuance of a Control Termination
Event) and, with respect to a Serviced Whole Loan, the related Companion Loan Holder, of any assumption or substitution agreement
executed pursuant to this Section 3.09(a) and shall forward thereto a copy of such agreement.


 


In connection with any
request for a Rating Agency Confirmation from a Rating Agency pursuant to this Section 3.09(a), the Special Servicer or
the Master Servicer, as applicable, shall deliver a Review Package to the Rule 17g-5 Information Provider for posting to the
Rule 17g-5 Information Provider’s Website in accordance with Section 11.13 of this Agreement.


 


Further, subject to the
terms of the related Mortgage Loan Documents and applicable law, the Special Servicer or the Master Servicer, as applicable, shall
use reasonable efforts to ensure that all costs in connection with any assumption or encumbrance, including any arising from seeking
a Rating Agency Confirmation, are paid by the related Mortgagor. To the extent not collected from the related Mortgagor after the
use of such efforts, any rating agency charges in connection with the foregoing shall be paid by the Master Servicer as a Property
Advance (or as an Additional Trust Fund Expense if such Property Advance would be a Nonrecoverable Advance).


 


To the extent not prohibited
by the applicable Mortgage Loan Documents and applicable law, the Special Servicer or the Master Servicer, as applicable, may charge
the related Mortgagor a fee in connection with any enforcement or waiver contemplated in this subsection (a); provided
that any such fee shall be applied as if it were a Modification Fee and/or Assumption Fee, as applicable, pursuant to the terms
of this Agreement.


 


(b)              
Nothing in this Section 3.09 shall constitute a waiver of the Trustee’s right, as the mortgagee of record,
to receive notice of any assumption of a Mortgage Loan, any sale or other transfer of the related Mortgaged Property or the creation
of any lien or other encumbrance with respect to such Mortgaged Property.


 


(c)              
In connection with the taking of, or the failure to take, any action pursuant to this Section 3.09, neither the Master
Servicer nor the Special Servicer shall agree to modify, waive or amend, and no assumption or substitution agreement entered into
pursuant to Section 3.09(a) of this Agreement shall contain any terms that are different from, any term of any Mortgage
Loan or Companion Loan or the related Note(s), other than pursuant to Section 3.24 of this Agreement.


 


(d)              
With respect to any Mortgage Loan (other than a Non-Serviced Mortgage Loan) or Serviced Whole Loan which permits release
of Mortgaged Properties through defeasance and to the extent consistent with the terms of the related Mortgage Loan Documents:


 


(i)               
Subject to the consent rights and process set forth in Section 6.09 with respect to Major Decisions, the Master Servicer
shall process all defeasances of Mortgage Loans (other than any Non-Serviced Mortgage Loan) and Serviced Companion Loans in accordance
with the terms of the related Mortgage Loan Documents, and shall be entitled


 






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to any defeasance fees paid relating thereto (provided
that for the avoidance of doubt, any such defeasance fee shall not include any Modification Fees or waiver fees in connection
with a defeasance to which the Special Servicer is entitled to under this Agreement).


 


(ii)              
In the event such Mortgage Loan or Serviced Whole Loan requires that the Master Servicer on behalf of the Trustee purchase
the required “government securities” within the meaning of Section 2(a)(16) of the Investment Company Act,
or any other securities that comply with Treasury Regulations Section 1.860G-2(a)(8)(ii), the Master Servicer, an accommodation
Mortgagor pursuant to clause (v) below or the Mortgagor shall, at the Mortgagor’s expense (to the extent
consistent with the Mortgage Loan Documents), purchase or cause the purchase of such obligations in accordance with the terms of
such Mortgage Loan or Serviced Whole Loan and deliver to the Master Servicer, in the case of the Mortgagor, or in the case of the
Master Servicer, hold the same on behalf of the Trust Fund and, if applicable, the related Companion Loan Holder; provided
that, subject to the related Mortgage Loan Documents, the Master Servicer shall not accept the amounts paid by the related Mortgagor
to effect defeasance until acceptable “government securities” within the meaning of Section 2(a)(16) of the
Investment Company Act of 1940, or any other securities that comply with Treasury Regulations Section 1.860G-2(a)(8)(ii) have
been identified, in each case which are acceptable as defeasance collateral under the then most recently published current guidelines
of the Rating Agencies. Notwithstanding the foregoing, with respect to certain Mortgage Loans originated or acquired by Column,
MC-Five Mile, BSPCC, Bancorp and WDCPF I CS that are subject to defeasance, (i) each of Column, MC-Five Mile, BSPCC, Bancorp and
WDCPF I CS has retained on behalf of itself or its affiliate the right, if any, to establish or designate the successor borrower
and (ii) each of Column, MC-Five Mile, BSPCC and WDCPF I CS has retained on behalf of itself or its affiliate the right, if any,
to purchase or cause to be purchased the related defeasance collateral (collectively, the “Loan Seller Defeasance Rights
and Obligations”). In the event the Master Servicer receives notice of a defeasance request with respect to a Mortgage
Loan that provides for Loan Seller Defeasance Rights and Obligations in the related Mortgage Loan Documents, the Master Servicer
shall provide, within five (5) business days of receipt of such notice, written notice of such defeasance request to Column, MC-Five
Mile, BSPCC, Bancorp and WDCPF I CS, as applicable, in the case of the Mortgage Loans for which Column, MC-Five Mile, BSPCC, Bancorp
and WDCPF I CS, as applicable is the related Mortgage Loan Seller. Until such time as Column, MC-Five Mile, BSPCC, Bancorp and
WDCPF I CS, as applicable, provides written notice to the contrary, notice of a defeasance of a Mortgage Loan with Loan Seller
Defeasance Rights and Obligations shall be delivered to Column, MC-Five Mile, BSPCC, Bancorp and WDCPF I CS, as applicable, pursuant
to the notice provisions hereof.


 


(iii)             
The Master Servicer shall require, to the extent the Mortgage Loan Documents grant the mortgagee discretion to so require,
delivery of an Opinion of Counsel (which shall be an expense of the related Mortgagor to the extent consistent with the related
Mortgage Loan Documents) to the effect that the Trustee on behalf of the Certificateholders has a first priority security
interest in the defeasance deposit and the “government securities” within the meaning of Section 2(a)(16) of
the Investment Company Act, or any other securities that comply with Treasury Regulations


 






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Section 1.860G-2(a)(8)(ii), and
the assignment thereof is valid and enforceable; such opinion, together with any other certificates or documents to be required
in connection with such defeasance shall be in form and substance acceptable to the Master Servicer.


 


(iv)             
The Master Servicer shall obtain, to the extent the Mortgage Loan Documents grant the mortgagee discretion to so obtain,
a certificate (which shall be an expense of the related Mortgagor to the extent consistent with the related Mortgage Loan Documents)
from an Independent certified public accountant certifying that the “government securities” within the meaning of Section 2(a)(16)
of the Investment Company Act, or any other securities that comply with Treasury Regulations Section 1.860G-2(a)(8)(ii), comply
with the requirements of the related Loan Agreement or Mortgage.


 


(v)              
To the extent consistent with the related Mortgage Loan Documents, prior to permitting release of any Mortgaged Properties
through defeasance, the Master Servicer shall (at the Mortgagor’s expense) obtain a Rating Agency Confirmation; provided
that the Master Servicer shall not be required to obtain such Rating Agency Confirmation from any Rating Agency to the extent that
the Master Servicer has delivered a defeasance certificate to each Rating Agency substantially in the form of Exhibit DD
to this Agreement for any Mortgage Loan that, at the time of such defeasance, is (x) not one of the ten largest Mortgage Loans
by Stated Principal Balance, (y) a Mortgage Loan with a Stated Principal Balance equal to or less than $35,000,000 and (z)
a Mortgage Loan that represents less than 5% of the Stated Principal Balance of all Mortgage Loans.


 


(vi)             
If the Mortgage Loan or Serviced Whole Loan permits the related Mortgagor or the lender or its designee to cause an accommodation
Mortgagor to assume such defeased obligations, the Master Servicer shall, or shall cause the Mortgagor to, establish at the Mortgagor’s
cost and expense (and shall use efforts consistent with the Servicing Standard to cause the related Mortgagor to consent to such
assumption) a special purpose bankruptcy-remote entity to assume such obligations, as to which the Trustee and the Certificate
Administrator has received a Rating Agency Confirmation (if such confirmation is required pursuant to the then most recently published
guidelines of the Rating Agencies).


 


(vii)            
To the extent consistent with the related Mortgage Loan Documents, the Master Servicer shall require the related Mortgagor
to pay all costs and expenses incurred in connection with the defeasance of the related Mortgage Loan or Serviced Whole Loan. In
the event that the Mortgagor is not required to pay any such costs and expenses under the terms of the Mortgage Loan Documents,
such costs and expenses shall be Additional Trust Fund Expenses.


 


(viii)      
     In no event shall the Master Servicer have liability to any party hereto or beneficiary
hereof for obtaining a Rating Agency Confirmation (or conditioning approval of defeasance on the delivery of a Rating Agency
Confirmation) or for imposing conditions to approval of a defeasance on the satisfaction of conditions that are
consistent with the Servicing Standard but are not required under Rating Agency guidelines





 



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(provided that this shall
not protect the Master Servicer from any liability that may be imposed as a result of the violation of applicable law or the
Mortgage Loan Documents).


 


(ix)           
The Master Servicer may accept as defeasance collateral of any “government security,” within the meaning of
Treasury Regulation’s Section 1.860G-(2)(a)(8)(ii), notwithstanding any more restrictive requirements in the Mortgage
Loan Documents; provided that the Master Servicer has received an Opinion of Counsel that acceptance of such defeasance
collateral will not endanger the status of either Trust REMIC as a REMIC or result in the imposition of a tax upon either Trust
REMIC or the Trust Fund (including but not limited to the tax on “prohibited transactions” as defined in Section 860F(a)(2)
of the Code and the tax on contributions to a REMIC set forth in Section 860G(d) of the Code, but not including the tax on
“net income from foreclosure property” as set forth in Section 860G(c) of the Code).


 


(e)              
Notwithstanding any other provision of this Section 3.09, without any other approval or consent, the Master Servicer
(for Mortgage Loans and Serviced Whole Loans other than Specially Serviced Loans) or the Special Servicer (for Specially Serviced
Loans) may grant and process a Mortgagor’s request for (i) consent to subject the related Mortgaged Property to an immaterial
easement, a right of way or similar agreement for utilities, access, parking, public improvements or another purpose, (ii) consent
to subordination of the related Mortgage Loan or Serviced Whole Loan to such easement, right of way or similar agreement and (iii) consent
to any other matter that is not a Major Decision, is not a waiver of a due-on-sale or due-on-encumbrance clause and (with respect
to the Master Servicer) does not otherwise require the Special Servicer’s consent; provided that the Master Servicer
or Special Servicer, as applicable, (a) shall have determined in accordance with the Servicing Standard that such easement,
right of way or similar agreement or other matter will not materially and adversely affect the operation or value of such Mortgaged
Property or the Trust Fund’s interest in the Mortgaged Property and (b) shall have determined that such easement, right
of way or similar agreement or other matter will not cause either Trust REMIC to fail to qualify as a REMIC at any time that any
Certificates are outstanding. The Master Servicer or the Special Servicer may rely on an Opinion of Counsel in making any such
determination under clause (b) above.


 


Section 3.10         
Appraisal Reductions; Realization Upon Defaulted Mortgage Loans.


 


(a)              
Promptly upon the occurrence of an Appraisal Reduction Event (other than with respect to a Non-Serviced Mortgage Loan),
the Special Servicer shall use reasonable efforts to obtain an updated Appraisal of the Mortgaged Property or REO Property, as
the case may be, the costs of which shall be advanced by, and reimbursable to the Master Servicer, as a Property Advance (or as
an expense of the Trust Fund and paid by the Master Servicer out of the Collection Account if such Property Advance would be a
Nonrecoverable Advance); provided, however, that the Special Servicer shall not be required to obtain an updated
Appraisal of any Mortgaged Property with respect to which there exists an Appraisal which is less than nine months old unless the
Special Servicer determines in accordance with the Servicing Standard that such previously obtained Appraisal is materially inaccurate.
With respect to Mortgage Loans for which an Appraisal Reduction Event has occurred and still exists, the Special Servicer shall
obtain annual letter updates to any updated Appraisal. Any Appraisal prepared in order to


 






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determine the Appraisal Reduction Amount
with respect to a Serviced Whole Loan shall be delivered by the Special Servicer, upon request, to each related Companion Loan
Holder.


 


The Certificate Principal
Balance of each of the Certificates shall be notionally reduced (solely for purposes of determining the identity of the Non-Reduced
Certificates and the Controlling Class as well as the occurrence of a Control Termination Event) as of any date of determination
to the extent of the Appraisal Reduction Amount(s) allocated to such Class on the preceding Distribution Date. The aggregate Appraisal
Reduction Amount for any Distribution Date shall be applied to notionally reduce the Certificate Principal Balances of the following
Classes of Certificates in the following order of priority: first, to the Class NR Certificates; second, to the Class G
Certificates; third, to the Class F Certificates; fourth, to the Class E 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 to the (i) Class A-1 Certificates, (ii) Class A-2 Certificates,
(iii) Class A-3 Certificates, (iv) Class A-4 Certificates and (v) Class A-SB Certificates, based
on their respective Certificate Principal Balances (provided in each case that no Certificate Principal Balance in respect of any
such Class may be notionally reduced below zero). With respect to any Appraisal Reduction Amount calculated for the purposes of
determining the Non-Reduced Certificates or the Controlling Class, as well as the occurrence of a Control Termination Event, the
appraised value of the related Mortgaged Property shall be determined on an “as-is” basis.


 


The Special Servicer
shall promptly notify the Certificate Administrator and Master Servicer in writing of the determination of any such Appraisal Reduction
Amount, and the Certificate Administrator upon receipt of such notice shall promptly post notice of such determination of any such
Appraisal Reduction Amount to the Certificate Administrator’s website.


 


Any Appraisal Reduction
Amounts with respect to a Serviced Whole Loan shall be allocated to the related Mortgage Loan and each related Serviced Companion
Loan on a pro rata and pari passu basis in accordance with the respective outstanding principal balances of such
related Mortgage Loan and the related Serviced Companion Loan(s).


 


The Holders of Certificates
representing the majority of the Certificate Principal Balance of any Class of Control Eligible Certificates that is or would be
determined to no longer be the Controlling Class (such Class, an “Appraised-Out Class”) as a result of an allocation
of an Appraisal Reduction Amount in respect of such Class shall have the right to challenge the Special Servicer’s Appraisal
Reduction Amount determination and, at their sole expense, obtain a second Appraisal of any Mortgage Loan for which an Appraisal
Reduction Event has occurred (such Holders, the “Requesting Holders”). The Requesting Holders shall cause the
Appraisal to be prepared on an “as-is” basis by an MAI Appraiser in accordance with Uniform Standards of Professional
Appraisal Practice (as confirmed by the Special Servicer), and the Appraisal scope and analysis (but not the valuation) shall be
reasonably acceptable to the Special Servicer in accordance with the Servicing Standard. The Requesting Holders shall provide the
Special Servicer with notice of their intent to challenge the Special Servicer’s Appraisal Reduction Amount determination
within 10 days of the Requesting Holders’ receipt of written notice of the determination of such Appraisal Reduction
Amount.


 



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In addition to the foregoing,
the Holders of Certificates representing the majority of the Certificate Principal Balance of any Appraised-Out Class shall have
the right, at their sole expense, to require the Special Servicer to order an additional Appraisal of any Mortgage Loan for which
an Appraisal Reduction Event has occurred if an event has occurred at or with regard to the related Mortgaged Property or Mortgaged
Properties (including, without limitation, a material change in market values) that would have a material effect on its Appraised
Value, and the Special Servicer shall use its reasonable efforts to ensure that such Appraisal is delivered within 30 days
from receipt of such Person’s written request and shall ensure that such Appraisal is prepared on an “as-is”
basis; provided that the Special Servicer shall not be required to obtain such Appraisal if the Special Servicer determines
in accordance with the Servicing Standard that no events at or with regard to the related Mortgaged Property or Mortgaged Properties
(including, without limitation, a material change in market values) have occurred that would have a material effect on such Appraised
Value of the related Mortgaged Property or Mortgaged Properties.


 


Upon receipt of an Appraisal
provided by, or requested by, Holders of an Appraised-Out Class pursuant to this Section and any other information reasonably requested
by the Special Servicer from the Master Servicer reasonably required to calculate or recalculate the Appraisal Reduction Amount,
the Special Servicer shall determine, in accordance with the Servicing Standard, whether, based on its assessment of such additional
Appraisal, any recalculation of the Appraisal Reduction Amount is warranted and, if so warranted, shall recalculate such Appraisal
Reduction Amount based upon such additional Appraisal. If required by any such recalculation, the Appraised-Out Class shall be
reinstated as the Controlling Class. The Special Servicer shall promptly deliver notice to the Certificate Administrator of any
such determination and recalculation, and the Certificate Administrator shall promptly post such notice to the Certificate Administrator’s
Website.


 


Appraisals that are permitted
to be presented by, or obtained by the Special Servicer at the request of, Holders of an Appraised-Out Class shall be in addition
to any Appraisals that the Special Servicer may otherwise be required to obtain in accordance with the Servicing Standard or this
Agreement without regard to any appraisal requests made by any Holder of an Appraised-Out Class.


 


(b)              
In connection with any foreclosure, enforcement of the Mortgage Loan Documents or other acquisition, the Master Servicer
in accordance with Section 3.20 of this Agreement shall pay the out-of-pocket costs and expenses in any such proceedings
as a Property Advance unless the Master Servicer or Special Servicer determines, in accordance with the Servicing Standard, that
such Advance would constitute a Nonrecoverable Advance (in which case such costs shall be an expense of the Trust Fund and paid
by the Master Servicer out of the Collection Account). The Master Servicer shall be entitled to reimbursement of Advances (with
interest at the Advance Rate) made pursuant to the preceding sentence to the extent permitted by Section 3.06(a)(ii)
of this Agreement.


 


Subject to Section
3.21 of this Agreement, if the Special Servicer elects to proceed with a non-judicial foreclosure in accordance with the laws
of the state where the Mortgaged Property is located, the Special Servicer shall not be required to pursue a deficiency judgment
against the related Mortgagor, if available, or any other liable party if the laws of the


 






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state do not permit such a deficiency
judgment after a non-judicial foreclosure or if the Special Servicer determines, in accordance with the Servicing Standard, that
the likely recovery if a deficiency judgment is obtained will not be sufficient to warrant the cost, time, expense and/or exposure
of pursuing the deficiency judgment and such determination is evidenced by an Officers’ Certificate delivered to the Trustee,
the Certificate Administrator, the Controlling Class Representative (prior to the occurrence and continuance of a Consultation
Termination Event) and any related Companion Loan Holder; provided that to the extent the related Serviced Companion Loan
has been included in a securitization transaction, all notices and documentation required to be provided to the related Serviced
Companion Loan Holder shall be provided to the Other Master Servicer under such securitization transaction.


 


In the event that title
to any Mortgaged Property is acquired in foreclosure or by deed in lieu of foreclosure, the deed or certificate of sale shall be
issued to the Trustee, to a co-trustee or to its nominee (which shall not include the Master Servicer but may be a single member
limited liability company owned by the Trust and managed by the Special Servicer pursuant to the terms of this Agreement) or
a separate trustee or co-trustee on behalf of the Trustee as holder of the Lower-Tier Regular Interests and on behalf of the holders
of the Certificates and, if applicable, the related Serviced Companion Loan Holders. Notwithstanding any such acquisition of title
and cancellation of the related Mortgage Loan or Serviced Whole Loan, such Mortgage Loan shall (except for purposes of Section
9.01) be considered to be an REO Mortgage Loan held in the Trust Fund until such time as the related REO Property shall be
sold by the Trust and shall be reduced only by collections net of expenses.


 


(c)               
Notwithstanding any provision to the contrary, the Special Servicer shall not acquire for the benefit of the Trust Fund
any personal property pursuant to this Section 3.10 unless either:


 


(i)               
such personal property is (in the good faith judgment of the Special Servicer) incident to real property (within the
meaning of Code Section 856(e)(1)) so acquired by the Special Servicer for the benefit of the Trust Fund; or


 


(ii)              
the Special Servicer shall have requested and received an Opinion of Counsel (which opinion shall be an expense of the Trust
Fund) to the effect that the holding of such personal property by the Trust Fund will not cause the imposition of a tax on
a Trust REMIC under the REMIC Provisions or cause a Trust REMIC to fail to qualify as a REMIC for federal income tax purposes at
any time that any Certificate is outstanding.


 


(d)              
Notwithstanding any provision to the contrary in this Agreement, neither the Special Servicer nor the Master Servicer shall,
on behalf of the Trust Fund or, if applicable, the related Companion Loan Holder, obtain title to any direct or indirect partnership
or membership interest or other equity interest in any Mortgagor pledged pursuant to any pledge agreement, unless the Master Servicer
or the Special Servicer shall have requested and received an Opinion of Counsel (which opinion shall be an expense of the Trust
Fund) to the effect that the holding of such partnership or membership interest or other equity interest by the Trust Fund
will not cause the imposition of a tax on a Trust REMIC under the REMIC Provisions or cause


 






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either Trust REMIC to fail to qualify
as a REMIC for federal income tax purposes at any time that any Certificate is outstanding.


 


(e)               
Notwithstanding any provision to the contrary contained in this Agreement, the Special Servicer shall not, on behalf of
the Trust Fund, or, if applicable, the related Serviced Companion Loan Holders, obtain title to a Mortgaged Property as a result
of foreclosure or by deed in lieu of foreclosure or otherwise, or obtain title to any direct or indirect partnership or membership
interest in any Mortgagor pledged pursuant to a pledge agreement and thereby be the beneficial owner of a Mortgaged Property, and
shall not otherwise acquire possession of, or take any other action with respect to, any Mortgaged Property if, as a result of
any such action, the Custodian, the Trustee, the Certificate Administrator or the Trust or the Certificateholders or, if applicable,
the related Companion Loan Holders, would be considered to hold title to, or be a mortgagee-in-possession of, or to be an “owner”
or “operator” of, such Mortgaged Property within the meaning of the federal Comprehensive Environmental Response, Compensation
and Liability Act of 1980, as amended from time to time, or any comparable law, unless the Special Servicer has previously determined
in accordance with the Servicing Standard, based on an updated environmental assessment report prepared by an Independent Person
who regularly conducts environmental audits, that:


 


(i)               
such Mortgaged Property is in compliance with applicable environmental laws or, if not, after consultation with an environmental
consultant, that it would be in the best economic interest of the Trust Fund and, if applicable, any related Serviced Companion
Loan Holder (as a collective whole) to take such actions as are necessary to bring such Mortgaged Property in compliance therewith;
and


 


(ii)             
there are no circumstances present at such Mortgaged Property relating to the use, management or disposal of any Hazardous
Materials for which investigation, testing, monitoring, containment, clean-up or remediation could be required under any currently
effective federal, state or local law or regulation, or that, if any such Hazardous Materials are present for which such action
could be required, after consultation with an environmental consultant, it would be in the best economic interest of the Trust
Fund and, if applicable, any related Serviced Companion Loan Holder(s) (as a collective whole as if the Trust Fund and, if applicable,
the related Serviced Companion Loan Holder(s) constituted a single lender to take such actions with respect to the affected Mortgaged
Property as could be required by such law or regulation. In the event that the environmental assessment first obtained by the Special
Servicer with respect to a Mortgaged Property indicates that such Mortgaged Property may not be in compliance with applicable environmental
laws or that Hazardous Materials may be present but does not definitively establish such fact, the Special Servicer shall cause
such further environmental tests to be conducted by an Independent Person who regularly conducts such tests as the Special Servicer
shall deem prudent to protect the interests of Certificateholders and any related Companion Loan Holder. Any such tests shall be
deemed part of the environmental assessment obtained by the Special Servicer for purposes of this Section 3.10.


 


In the event that the
Special Servicer seeks to obtain title to a Mortgaged Property on behalf of the Trust Fund and any related Companion Loan Holder,
the Special Servicer may,


 






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in its discretion, establish a single member limited liability company with the Trust Fund and, if applicable,
any related Serviced Companion Loan Holder, as the sole owner to hold title to such Mortgaged Property.


 


(f)              
The environmental assessment contemplated by Section 3.10(e) of this Agreement shall be prepared within three
months of the determination that such assessment is required by any Independent Person who regularly conducts environmental audits
for purchasers of commercial property where the Mortgaged Property is located, as determined by the Special Servicer in a manner
consistent with the Servicing Standard and, if applicable, any secured creditor impaired property policy issued on or prior to
the Closing Date with respect to any Mortgage Loan (including that the environmental assessment identify any potential pollution
conditions (as defined in the environmental insurance policy) with respect to the related Mortgaged Property). The Master
Servicer shall advance the cost of preparation of such environmental assessments unless the Master Servicer or Special Servicer
determines, in accordance with the Servicing Standard, that such Advance would be a Nonrecoverable Advance (in which case such
costs shall be an expense of the Trust Fund and paid by the Master Servicer out of the Collection Account). The Master Servicer
shall be entitled to reimbursement of Advances (with interest at the Advance Rate) made pursuant to the preceding sentence
in the manner set forth in Section 3.06 of this Agreement. Copies of any environmental assessment prepared pursuant to Section
3.10(e) of this Agreement shall be provided to the Certificateholder of any Regular Certificates and any related Companion
Loan Holder upon written request to the Special Servicer.


 


(g)             
If the Special Servicer determines pursuant to Section 3.10(e)(i) of this Agreement that a Mortgaged Property is
not in compliance with applicable environmental laws but that it is in the best economic interest of the Trust Fund and any related
Companion Loan Holder(s), as a collective whole as if the Trust Fund and any related Companion Loan Holder constituted a single
lender, to take such actions as are necessary to bring such Mortgaged Property in compliance therewith, or if the Special Servicer
determines pursuant to Section 3.10(e)(ii) of this Agreement that the circumstances referred to therein relating to Hazardous
Materials are present but that it is in the best economic interest of the Trust Fund and any related Companion Loan Holder(s),
as a collective whole as if the Trust Fund and any related Companion Loan Holder(s) constituted a single lender, to take such action
with respect to the containment, clean-up or remediation of Hazardous Materials affecting such Mortgaged Property as is required
by law or regulation, the Special Servicer shall take such action as it deems to be in the best economic interest of the Trust
Fund and any related Companion Loan Holder(s), as a collective whole as if the Trust Fund and any related Companion Loan Holder(s)
constituted a single lender. The Master Servicer shall pay the cost of any such compliance, containment, clean-up or remediation
from the Collection Account.


 


(h)              
The Special Servicer shall notify the Master Servicer of any abandoned and/or foreclosed properties which require reporting
to the IRS and shall provide the Master Servicer with all information regarding forgiveness of indebtedness and required to be
reported with respect to any Mortgage Loan or Serviced Companion Loan which is abandoned or foreclosed and the Master Servicer
shall report to the IRS and the related Mortgagor, in the manner required by applicable law, such information and the Master Servicer
shall report, via IRS Form 1099C, all forgiveness of indebtedness to the extent such information has been


 






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provided to the
Master Servicer by the Special Servicer. Upon request, the Master Servicer shall deliver a copy of any such report to the Trustee,
the Certificate Administrator and, if affected, to any related Companion Loan Holder.


 


Section 3.11         
Trustee and Certificate Administrator to Cooperate; Release of Mortgage Files. Upon the payment in full of any Mortgage
Loan or Serviced Whole Loan or the receipt by the Master Servicer or the Special Servicer of a notification that payment in full
has been escrowed in a manner customary for such purposes, the Master Servicer or the Special Servicer shall immediately notify
the Trustee, the Certificate Administrator and the Custodian and, if affected, the related Companion Loan Holder by delivery of
a certification (which certification shall include a statement to the effect that all amounts received or to be received in connection
with such payment which are required to be deposited in the Collection Account pursuant to Section 3.05 of this Agreement
have been or will be so deposited) of a Servicing Officer and shall request delivery to it of the Mortgage File. No expenses incurred
in connection with any instrument of satisfaction or deed of reconveyance shall be chargeable to the Trust Fund.


 


From time to time upon
request of the Master Servicer or Special Servicer and delivery to the Custodian of a Request for Release, the Certificate Administrator
shall promptly cause the Custodian to release the Mortgage File (or any portion thereof) designated in such Request for Release
to the Master Servicer or Special Servicer, as applicable. Upon return of the foregoing to the Custodian, or in the event of a
liquidation or conversion of the Mortgage Loan or Serviced Whole Loan into an REO Property, receipt by the Trustee and the Certificate
Administrator of a certificate of a Servicing Officer stating that such Mortgage Loan or Serviced Whole Loan was liquidated and
that all amounts received or to be received in connection with such liquidation which are required to be deposited into the Collection
Account have been so deposited, or that such Mortgage Loan or Serviced Whole Loan has become an REO Property, the Custodian shall
deliver a copy of the Request for Release to the Master Servicer or Special Servicer, as applicable.


 


Within three (3) Business
Days, after receipt of written certification of a Servicing Officer, the Trustee shall execute and deliver to the Special Servicer
any court pleadings, requests for trustee’s sale or other documents prepared by the Special Servicer, its agents or attorneys
and reasonably acceptable to the Trustee, necessary to the foreclosure or trustee’s sale in respect of a Mortgaged Property
or to any legal action brought to obtain judgment against any Mortgagor on the Mortgage Loan or Serviced Whole Loan, or to obtain
a deficiency judgment, or to enforce any other remedies or rights provided by the Mortgage Loan Documents or otherwise available
at law or in equity. Each such certification shall include a request that such pleadings or documents be executed by the Trustee
and a statement as to the reason such documents or pleadings are required, and that the execution and delivery thereof by the Trustee
will not invalidate or otherwise affect the lien of the Mortgage or other security agreement, except for the termination of such
a lien upon completion of the foreclosure or trustee’s sale.


 


If from time to time,
pursuant to the terms of the Co-Lender Agreement and the applicable Other Pooling and Servicing Agreement related to a Non-Serviced
Mortgage Loan, and as appropriate for enforcing the terms of, or otherwise properly servicing, such Non-Serviced Mortgage Loan,
the applicable Other Master Servicer, the applicable Other Special


 






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Servicer or other similar party requests delivery to it of the
original Note(s) for such Non-Serviced Mortgage Loan, then such party shall deliver a Request for Release in the form of Exhibit C
attached hereto to the Custodian, and the Custodian shall release or cause the release of such original Note(s) to the requesting
party or its designee. In connection with the release of the original Note(s) for a Non-Serviced Mortgage Loan in accordance with
the preceding sentence, the Custodian shall obtain such documentation as is appropriate to evidence the holding by the applicable
Other Master Servicer, the applicable Other Special Servicer or such other similar party, as the case may be, of such original
Note(s) as custodian on behalf of and for the benefit of the Trustee.


 


Section 3.12         
Servicing Fees, Trustee/Certificate Administrator Fees and Special Servicing Compensation.


 


(a)              
As compensation for its activities hereunder, the Master Servicer shall be entitled, with respect to each Mortgage Loan
and REO Mortgage Loan (including any Non-Serviced Mortgage Loan) and each Companion Loan and REO Companion Loan that is included
as part of a Serviced Whole Loan and each Collection Period, to the Servicing Fee, which shall be payable from amounts on deposit
in the Collection Account and/or, in the case of a Serviced Whole Loan or portion thereof, the related Serviced Whole Loan Custodial
Account as set forth in Section 3.06(a)(iii) and Section 3.06(a)(vi) and/or Section 3.06A of this
Agreement, as applicable. In addition, the Master Servicer shall be entitled to receive, as additional servicing compensation,
(i) 100% of any Excess Modification Fees with respect to a modification, waiver, extension or amendment of a non-Specially
Serviced Mortgage Loan agreed to by the Master Servicer pursuant to Section 3.24 of this Agreement that did not
require the approval of the Special Servicer, (ii) 50% of any Excess Modification Fees with respect to a modification, waiver,
extension or amendment of a non-Specially Serviced Mortgage Loan consented to by the Special Servicer pursuant to Section
3.24 of this Agreement), (iii) 100% of any defeasance fee received in connection with a defeasance of a Serviced Loan
as contemplated under Section 3.09 of this Agreement (provided, that for the avoidance of doubt, any such
defeasance fee shall not include any Modification Fees or waiver fees in connection with a defeasance to which the Special Servicer
is entitled under this Agreement), (iv) 100% of any Assumption Fees with respect to a non-Specially Serviced Mortgage Loan consented
to by the Master Servicer that did not require the approval of the Special Servicer, (v) 50% of any Assumption Fees with respect
to a non-Specially Serviced Mortgage Loan consented to by the Special Servicer, (vi) the aggregate Prepayment Interest Excess,
but only to the extent such amount is not required to be included in any Compensating Interest Payment, in each case to the extent
received and not required to be deposited or retained in the Collection Account pursuant to Section 3.05 of this Agreement,
(vii) 100% of Ancillary Fees (other than fees for insufficient or returned checks) and assumption application fees actually received
from Mortgagors on non-Specially Serviced Mortgage Loan, (viii) 100% of Consent Fees with respect to a non-Specially Serviced Mortgage
Loan that did not require the approval of the Special Servicer, (ix) 50% of any Consent Fees with respect to a non-Specially Serviced
Mortgage Loan consented to by the Special Servicer, (x) 100% of Excess Penalty Charges paid by the Mortgagors with respect to any
Mortgage Loan (other than a Non-Serviced Mortgage Loan) other than Excess Penalty Charges accrued during the period such Mortgage
Loan is a Specially Serviced Loan, and (xi) 100% of fees for insufficient or returned checks actually received from Mortgagors
on all Mortgage Loans (other than a Non-Serviced Mortgage Loan) and Serviced Companion Loans; provided, however,
that the Master Servicer


 






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shall not be entitled to apply or retain any amounts described in clauses (i) through (v) above as additional
compensation with respect to a specific Mortgage Loan or Whole Loan, as applicable, with respect to which a default or event of
default thereunder has occurred and is continuing unless and until such default or event of default has been cured (or has been
waived in accordance with the terms of this Agreement) and all delinquent amounts required to have been paid by the Mortgagor,
Advance Interest Amounts and Additional Trust Fund Expenses (other than Special Servicing Fees, Workout Fees and Liquidation Fees)
both (x) due with respect to such Mortgage Loan or Whole Loan, as applicable, and (y) in the case of expense items, that arose
within the last 12 months, have been paid. The Master Servicer shall also be entitled pursuant to, and to the extent provided for
in Section 3.06(a)(iii), 3.06A and 3.07(b), to withdraw from the Collection Account and the Serviced Whole
Loan Custodial Accounts and to receive from any Mortgagor Accounts (to the extent not payable to the related Mortgagor under a
Mortgage Loan or Serviced Whole Loan or applicable law) any interest or other income earned on deposits therein. Interest or other
income earned on funds in the Collection Account, Serviced Whole Loan Custodial Account and Mortgagor Accounts (to the extent consistent
with the related Mortgage Loan Documents), shall be paid to the Master Servicer as additional servicing compensation and interest
or other income earned on funds in any REO Account shall be payable to the Special Servicer. For the avoidance of doubt, with respect
to any fee split between the Master Servicer and the Special Servicer pursuant to the terms of this Agreement, the Master Servicer
and the Special Servicer shall each have the right, but not any obligation, to reduce or elect not to charge its respective percentage
interest in any such fee; provided, however (x) neither the Master Servicer nor the Special Servicer shall have the right to reduce
or elect not to charge the percentage interest of any fee due to the other and (y) to the extent either of the Master Servicer
or the Special Servicer exercises its right to reduce or elect not to charge its respective percentage interest in any fee, the
party that reduced or elected not to charge such fee shall not have any right to share in any portion of the other party’s
fee. For the avoidance of doubt, if the Master Servicer decides not to charge any fee, the Special Servicer shall still be entitled
to charge the portion of the related fee the Special Servicer would have been entitled to if the Master Servicer had charged a
fee and the Master Servicer shall not be entitled to any of such fee charged by the Special Servicer.


 


Wells Fargo Bank, National
Association and any successor holder of the Excess Servicing Fee Rights shall be entitled, at any time, at its own expense, to
transfer, sell, pledge or otherwise assign such Excess Servicing Fee Rights in whole (but not in part), in either case, to any
Qualified Institutional Buyer or Institutional Accredited Investor (other than a Plan); provided that no such transfer,
sale, pledge or other assignment shall be made unless (i) that transfer, sale, pledge or other assignment is exempt from the registration
and/or qualification requirements of the Securities Act and any applicable state securities laws and is otherwise made in accordance
with the Securities Act and such state securities laws, (ii) the prospective transferor shall have delivered to the Depositor a
certificate substantially in the form attached as Exhibit CC-1 to this Agreement, and (iii) the prospective transferee
shall have delivered to Wells Fargo Bank, National Association and the Depositor a certificate substantially in the form attached
as Exhibit CC-2 to this Agreement. None of the Depositor, the Trustee, the Certificate Administrator, the Operating
Advisor or the Certificate Registrar is obligated to register or qualify an Excess Servicing Fee Right under the Securities Act
or any other securities law or to take any action not otherwise required under this Agreement to permit the transfer, sale, pledge
or assignment of an Excess Servicing Fee Right without registration or qualification. Wells


 






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Fargo Bank, National Association and
each holder of an Excess Servicing Fee Right desiring to effect a transfer, sale, pledge or other assignment of such Excess Servicing
Fee Right shall, and Wells Fargo Bank, National Association hereby agrees, and each such holder of an Excess Servicing Fee Right
by its acceptance of such Excess Servicing Fee Right shall be deemed to have agreed, in connection with any transfer of such Excess
Servicing Fee Right effected by such Person, to indemnify the Certificateholders, the Trust, the Depositor, the Underwriters, the
Initial Purchasers, the Certificate Administrator, the Trustee, the Custodian, the Master Servicer, the Operating Advisor, the
Certificate Registrar and the Special Servicer against any liability that may result if such transfer is not exempt from registration
and/or qualification under the Securities Act or other applicable federal and state securities laws or is not made in accordance
with such federal and state laws or in accordance with the foregoing provisions of this paragraph. By its acceptance of an Excess
Servicing Fee Right, the holder thereof shall be deemed to have agreed not to use or disclose any information received in connection
with its acquisition and holding of such Excess Servicing Fee Right in any manner that could result in a violation of any provision
of the Securities Act or other applicable securities laws or that would require registration of such Excess Servicing Fee Right
or any Certificate pursuant to the Securities Act. From time to time following any transfer, sale, pledge or assignment of an Excess
Servicing Fee Right, the Person then acting as the Master Servicer shall pay, out of each amount paid to such Master Servicer as
Servicing Fees with respect to each related Mortgage Loan or REO Mortgage Loan, as the case may be, the related Excess Servicing
Fees to the holder of such Excess Servicing Fee Right within one (1) Business Day following the payment of such Servicing Fees
to the Master Servicer, in each case in accordance with payment instructions provided by such holder in writing to the Master Servicer.
The holder of an Excess Servicing Fee Right shall not have any rights under this Agreement except as set forth in the preceding
sentences of this paragraph. None of the Certificate Administrator, the Certificate Registrar, the Operating Advisor, the Depositor,
the Special Servicer, the Trustee or the Custodian shall have any obligation whatsoever regarding payment of the Excess Servicing
Fee or the assignment or transfer of the Excess Servicing Fee Right.


 


Except as otherwise provided
herein, the Master Servicer shall pay all expenses incurred by it in connection with its servicing activities hereunder, including
all fees of any Sub-Servicers retained by it.


 


Notwithstanding anything
herein to the contrary, in the case of a Serviced Whole Loan, in no event shall Servicing Fees with respect to the related Mortgage
Loan (including an REO Mortgage Loan) be payable out of payments and other collections with respect to the related Companion Loan(s),
and in no event shall Servicing Fees with respect to the related Companion Loan(s) (including an REO Companion Loan) be payable
out of payments and other collections with respect to the related Mortgage Loan or the Mortgage Pool. This
paragraph is in no way intended to limit the rights, if any, of the Master Servicer under the related Co-Lender Agreement to seek
payment of unpaid Servicing Fees with respect to any Pari Passu Companion Loan from the related Companion Loan Holder.


 


Notwithstanding anything
herein to the contrary, the Master Servicer and the Special Servicer shall each be entitled to charge reasonable review fees in
connection with any Mortgagor request.


 



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(b)              
As compensation for its activities hereunder, on each Distribution Date the Trustee shall be entitled with respect to each
Mortgage Loan to its portion of the Trustee/Certificate Administrator Fee, and the Certificate Administrator shall be entitled
with respect to each Mortgage Loan to its portion of the Trustee/Certificate Administrator Fee. The Certificate Administrator shall
pay the Trustee the Trustee’s portion of the Trustee/Certificate Administrator Fee in an amount equal to $210 per month.
Except as otherwise provided herein, the Trustee/Certificate Administrator Fee includes all routine expenses of the Trustee, the
Certificate Registrar, the Paying Agent, the Certificate Administrator and the Authenticating Agent. Each of the Trustee’s
and Certificate Administrator’s rights to the Trustee/Certificate Administrator Fee may not be transferred in whole or in
part except in connection with the transfer of all of the Trustee’s or Certificate Administrator’s, as applicable,
responsibilities and obligations under this Agreement.


 


(c)              
As compensation for its activities hereunder, the Special Servicer shall be entitled with respect to each Specially Serviced
Loan (including each Companion Loan that is included as part of each Serviced Whole Loan) and each Interest Accrual Period, to
the Special Servicing Fee, which shall be payable from amounts on deposit in the Collection Account and/or, in the case of a Serviced
Whole Loan or portion thereof, the related Serviced Whole Loan Custodial Account as set forth in Section 3.06(a)(iv) and
Section 3.06(a)(vi) and 3.06A. The Special Servicer’s rights to the Special Servicing Fee may not be transferred
in whole or in part except in connection with the transfer of all of the Special Servicer’s responsibilities and obligations
under this Agreement. The Special Servicer shall not be entitled to any Special Servicing Fee with respect to any Non-Serviced
Mortgage Loan. In addition, the Special Servicer shall be entitled to receive, as additional servicing compensation, (i) 50%
of any Excess Modification Fees with respect to a modification, waiver, extension or amendment of a non-Specially Serviced Loan
and/or any Serviced Companion Loan consented to by the Special Servicer pursuant to Section 3.24 of this Agreement, (ii) 100%
of any Excess Modification Fees with respect to a modification, waiver, extension or amendment of a Specially Serviced Loan consented
to by the Special Servicer pursuant to Section 3.24 of this Agreement, (iii) 100% of any Assumption Fees with respect
to a Specially Serviced Loan, (iv) 50% of any Assumption Fees with respect to a non-Specially Serviced Loan and/or any Serviced
Companion Loan consented to by the Special Servicer, (v) 100% of Ancillary Fees (other than fees for insufficient or returned
checks) and assumption application fees actually received from Mortgagors on Specially Serviced Loans, (vi) 100% of Consent
Fees with respect to a Specially Serviced Loan, (vii) 50% of any Consent Fees with respect to a non-Specially Serviced Loan and/or
any Serviced Companion Loan consented to by the Special Servicer, (viii) 100% of Excess Penalty Charges paid by the Mortgagors
with respect to any Mortgage Loan (other than a Non-Serviced Mortgage Loan) and/or Serviced Whole Loan accrued during the period
any such Mortgage Loan is a Specially Serviced Loan and (ix) any interest or other income earned on deposits in the REO Accounts
for any REO Mortgage Loan (other than any Non-Serviced Mortgage Loan). The Special Servicer shall not be entitled to any Special
Servicing Fees, Liquidation Fees or Workout Fees, with respect to any Non-Serviced Mortgage Loan. For the avoidance of doubt, with
respect to any fee split between the Master Servicer and the Special Servicer pursuant to the terms of this Agreement, the Master
Servicer and the Special Servicer shall each have the right, but not any obligation, to reduce or elect not to charge its respective
percentage interest in any such fee; provided, however (x) neither the Master Servicer nor the Special Servicer shall have the
right to reduce or elect not to charge the percentage interest of any fee due to the other and


 






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(y) to the extent either of the
Master Servicer or the Special Servicer exercises its right to reduce or elect not to charge its respective percentage interest
in any fee, the party that reduced or elected not to charge such fee shall not have any right to share in any portion of the other
party’s fee. For the avoidance of doubt, if the Master Servicer decides not to charge any fee, the Special Servicer shall
still be entitled to charge the portion of the related fee the Special Servicer would have been entitled to if the Master Servicer
had charged a fee and the Master Servicer shall not be entitled to any of such fee charged by the Special Servicer.


 


Except as otherwise provided
herein, the Special Servicer shall pay all expenses incurred by it in connection with its servicing activities hereunder.


 


The Special Servicer
shall also be entitled to additional servicing compensation in the form of a Workout Fee with respect to each Corrected Mortgage
Loan at the Workout Fee Rate on such Mortgage Loan or Serviced Whole Loan for so long as it remains a Corrected Mortgage Loan.
The Special Servicer shall not be entitled to any Workout Fee with respect to any Non-Serviced Mortgage Loan. The Workout Fee with
respect to any Corrected Mortgage Loan will cease to be payable if such loan again becomes a Specially Serviced Loan; provided
that a new Workout Fee will become payable if and when such Specially Serviced Loan again becomes a Corrected Mortgage Loan. If
the Special Servicer is terminated (other than for cause) or resigns it shall retain the right to receive any and all Workout Fees
payable in respect of Mortgage Loans or Serviced Whole Loans (1) that became Corrected Mortgage Loans prior to the time of that
termination or resignation (except the Workout Fees will no longer be payable if any such Mortgage Loan or Serviced Whole Loan
subsequently becomes a Specially Serviced Loan); and (2) for which the resigning or terminated Special Servicer had cured
the event of default through a modification, restructuring or workout negotiated by the Special Servicer and evidenced by a signed
writing, but which had not as of the time the Special Servicer resigned or was terminated become a Corrected Mortgage Loan solely
because the Mortgagor had not had sufficient time to make three consecutive timely Monthly Payments and which subsequently becomes
a Corrected Mortgage Loan as a result of the Mortgagor making such three consecutive timely Monthly Payments. In either case, the
successor special servicer will not be entitled to any portion of such Workout Fees. The Special Servicer shall also be entitled
to additional servicing compensation in the form of a Liquidation Fee (other than with respect to any Non-Serviced Mortgage Loan)
payable out of the Liquidation Proceeds prior to the deposit of the Net Liquidation Proceeds in the Collection Account or the Serviced
Whole Loan Custodial Account, as applicable. However, no Liquidation Fee will be payable in connection with, or out of, Liquidation
Proceeds as set forth in the final two provisos of the definition of “Liquidation Fee” herein. Notwithstanding anything
herein to the contrary, the Special Servicer shall only be entitled to receive a Liquidation Fee or a Workout Fee, but not both,
with respect to any specific collections or proceeds on any Mortgage Loan or Serviced Whole Loan. For purposes of the foregoing
provisions of this Section 3.12(c), a termination and removal of the Special Servicer under Section 6.08 of this
Agreement shall be deemed to constitute a termination without cause.


 


If at any time a Mortgage
Loan or Serviced Whole Loan becomes a Specially Serviced Loan, the Special Servicer shall use its reasonable efforts to collect
the amount of any Special Servicing Fee, Liquidation Fee and/or Workout Fee from the related Mortgagor pursuant to the related
Mortgage Loan Documents, including exercising all remedies available under such Mortgage Loan Documents that would be in accordance
with the Servicing Standard, specifically


 






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taking into account the costs or likelihood of success of any such collection efforts
and the Realized Loss that would be incurred by Certificateholders in connection therewith as opposed to the Realized Loss that
would be incurred as a result of not collecting such amounts from the related Mortgagor.


 


The Special Servicer
shall not be entitled to any Liquidation Fee with respect to any Non-Serviced Mortgage Loan or any Non-Serviced Companion Loan.


 


Notwithstanding anything
herein to the contrary, in the case of a Serviced Whole Loan, in no event shall Special Servicing Compensation with respect to
the related Mortgage Loan (including an REO Mortgage Loan) be payable out of payments and other collections with respect to the
related Pari Passu Companion Loan, and in no event shall Special Servicing Compensation with respect to the related Pari Passu
Companion Loan (including an REO Companion Loan) be payable out of payments and other collections with respect to the related Mortgage
Loan or the Mortgage Pool. This paragraph is in no way intended to limit the rights of the Special Servicer under the related Co-Lender
Agreement to seek payment of unpaid Special Servicing Compensation with respect to any Companion Loan from the related Companion
Loan Holder.


 


Notwithstanding anything
herein to the contrary, the Master Servicer and the Special Servicer shall each be entitled to charge reasonable review fees in
connection with any Mortgagor request.


 


(d)              
The Master Servicer, the Special Servicer, the Certificate Administrator and Trustee shall be entitled to reimbursement
from the Trust Fund for the costs and expenses incurred by them in the performance of their duties under this Agreement which are
“unanticipated expenses incurred by the REMIC” within the meaning of Treasury Regulations Section 1.860G-1(b)(3)(iii).
Such expenses shall include, by way of example and not by way of limitation, environmental assessments, Appraisals in connection
with foreclosure, the fees and expenses of any administrative or judicial proceeding and expenses expressly identified as reimbursable
in Section 3.06(a)(vi) of this Agreement.


 


(e)              
No provision of this Agreement or of the Certificates shall require the Master Servicer, the Special Servicer, the Certificate
Administrator or the Trustee to expend or risk their own funds or otherwise incur any financial liability in the performance of
any of their duties hereunder or thereunder, or in the exercise of any of their rights or powers, if, in the good faith business
judgment of the Master Servicer, the Special Servicer, the Certificate Administrator or the Trustee, as the case may be, repayment
of such funds would not be ultimately recoverable from late payments, Net Insurance Proceeds, Net Condemnation Proceeds, Net Liquidation
Proceeds and other collections on or in respect of the Mortgage Loans or Serviced Whole Loan, (to the extent recovery is permitted
from a Serviced Whole Loan hereunder) or from adequate indemnity from other assets comprising the Trust Fund against such
risk or liability.


 


If the Master Servicer,
the Special Servicer, the Operating Advisor, the Certificate Administrator or the Trustee receives a request or inquiry from a
Mortgagor, any Certificateholder or any other Person the response to which would, as determined by the Master


 






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Servicer or the Special
Servicer in accordance with the Servicing Standard or by the Operating Advisor in its commercially reasonable judgment or the Certificate
Administrator’s or the Trustee’s in its good faith business judgment require the assistance of Independent legal counsel
or other consultant to the Master Servicer, the Special Servicer, the Operating Advisor, the Certificate Administrator or the Trustee
the cost of which would not be an expense of the Trust Fund hereunder, then the Master Servicer, the Special Servicer, the Operating
Advisor, the Certificate Administrator or the Trustee, as the case may be, shall not be required to take any action in response
to such request or inquiry unless the Mortgagor or such Certificateholder or such other Person, as applicable, makes arrangements
for the payment of the Master Servicer’s, the Special Servicer’s, the Operating Advisor’s, the Certificate Administrator’s
or the Trustee’s expenses associated with such counsel (including, without limitation, posting an advance payment for such
expenses) satisfactory to the Master Servicer, the Special Servicer, the Operating Advisor, the Certificate Administrator or the
Trustee as the case may be, in its sole discretion. Unless such arrangements have been made, the Master Servicer, the Special Servicer,
the Operating Advisor, the Certificate Administrator or the Trustee as the case may be, shall have no liability to any Person for
the failure to respond to such request or inquiry.


 


(f)              
With respect to each Collection Period, the Special Servicer shall deliver or cause to be delivered to the Master Servicer,
without charge, and within 2 Business Days following the related Determination Date, and the Master Servicer shall deliver to the
Certificate Administrator, if and to the extent received thereby, without charge on the same day as the Master Servicer is required
to deliver the CREFC® Investor Reporting Package for such Collection Period, an electronic
report that discloses
and contains an itemized listing of
any Disclosable Special
Servicer Fees received by the Special Servicer or any of its Affiliates during the
related Collection Period; provided that no such report shall be due in any month during which no Disclosable Special Servicer
Fees were received.


 


(g)             
The Special Servicer and its Affiliates shall be prohibited from receiving or retaining any compensation or any other remuneration
(including, without limitation, in the form of commissions, brokerage fees or rebates) from any Person (including, without limitation,
the Trust, any Mortgagor, any Manager, any guarantor or indemnitor in respect of a Mortgage Loan or Companion Loan and any purchaser
of any Mortgage Loan, Companion Loan or REO Property) in connection with the disposition, workout or foreclosure of any Mortgage
Loan or Serviced Whole Loan, the management or disposition of any REO Property, or the performance of any other special servicing
duties under this Agreement, other than as expressly provided in this Section 3.12; provided that such prohibition
shall not apply to Permitted Special Servicer/Affiliate Fees. For the avoidance of doubt, the Special Servicer is entitled to receive
any Permitted Special Servicer/Affiliated Fees under this Agreement.


 


Section 3.13         
Compensating Interest Payments. The Master Servicer shall deliver to the Certificate Administrator for deposit in
the Lower-Tier Distribution Account on each Master Servicer Remittance Date, without any right of reimbursement therefor, an amount
equal to the lesser of (i) the aggregate of all Prepayment Interest Shortfalls incurred in connection with Principal Prepayments
received in respect of the Mortgage Loans or Serviced Companion Loans (other than any Specially Serviced Loan, any Non-Serviced
Mortgage Loan, and any Defaulted Mortgage Loan), other than Principal Prepayments received in connection with the receipt
of Insurance Proceeds or Condemnation Proceeds or otherwise incurred with the


 






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consent of the Special Servicer or the Controlling
Class Representative, during the most recently ended Prepayment Period, and (ii) the sum of (A) the aggregate Servicing
Fees with respect to each Mortgage Loan, Serviced Companion Loan, REO Mortgage Loan and REO Serviced Companion Loan for which Servicing
Fees are being paid in such Prepayment Period, up to a maximum rate of 0.0025% per annum for the related Distribution Date
and (B) all Prepayment Interest Excesses received during the related Prepayment Period (and net investment earnings thereon);
provided that the Master Servicer shall pay (without regard to clause (ii) above) the aggregate of
all Prepayment Interest Shortfalls otherwise described in clause (i) above incurred in connection with Principal
Prepayments received in respect of the Mortgage Loans during the most recently ended Prepayment Period to the extent such Prepayment
Interest Shortfalls were the result of the Master Servicer’s failure to enforce the related Mortgage Loan Documents. No Compensating
Interest Payments shall be made by the Master Servicer for any Non-Serviced Mortgage Loan. Any Compensating Interest Payments made
with respect to a Serviced Companion Loan shall be paid to the related Serviced Companion Loan Holder.


 


Section 3.14         
Application of Penalty Charges and Modification Fees.


 


(a)              
On or prior to the second Business Day before each Master Servicer Remittance Date, the Master Servicer shall apply all
Penalty Charges and Modification Fees (to the extent permitted under the related Co-Lender Agreement and not applied pursuant to
Section 3.06(a)(ii) of this Agreement) received with respect to a Mortgage Loan, Serviced Whole Loan or a Non-Serviced Mortgage
Loan (to the extent remitted to the Master Servicer by the related Other Master Servicer and, in any event, subject to the related
Co-Lender Agreement) during the related Prepayment Period as follows:


 


(i)               
first, to the extent of all Penalty Charges and Modification Fees (in such order), to pay or reimburse the Master
Servicer, the Special Servicer and/or the Trustee, as applicable, for all outstanding Advances (including unreimbursed Advances
that have been determined to be Nonrecoverable Advances), the related Advance Interest Amounts and other outstanding Additional
Trust Fund Expenses (exclusive of Special Servicing Fees, Workout Fees and Liquidation Fees) other than Borrower Delayed Reimbursements,
in each case, with respect to such Mortgage Loan or Serviced Whole Loan;


 


(ii)              
second; to the extent of all remaining Penalty Charges and Modification Fees (in such order), as a reimbursement
to the Trust of all Advances (and related Advance Interest Amounts) with respect to such Mortgage Loan or Serviced Whole Loan previously
determined to be Nonrecoverable Advances and previously reimbursed to the Master Servicer and/or Trustee, as applicable, from amounts
on deposit in the Collection Account (and such amounts will be retained or deposited in the Collection Account as recoveries of
such Nonrecoverable Advances and related Advance Interest Amounts) other than Borrower Delayed Reimbursements;


 


(iii)             
third, to the extent of all remaining Penalty Charges and Modification Fees (in such order), as a reimbursement to
the Trust of all other Additional Trust Fund Expenses (exclusive of Special Servicing Fees, Workout Fees and Liquidation Fees)
with respect to such Mortgage Loan or Serviced Whole Loan previously paid from the


 






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Collection Account or Serviced Whole Loan Custodial
Account (and such amounts will be retained or deposited in the Collection Account or Serviced Whole Loan Custodial Account, as
applicable, as recoveries of such Additional Trust Fund Expenses) other than Borrower Delayed Reimbursements; and


 


(iv)             
fourth, to the extent of any remaining Penalty Charges and any remaining Modification Fees, to the Master Servicer
or the Special Servicer, as applicable, as servicing compensation, pro rata, based on their entitlement set forth in Section
3.12 of this Agreement prior to the applications set forth in clauses (i) through (iii) above;


 


provided that, notwithstanding the
foregoing, in the case of a Serviced Whole Loan, Penalty Charges shall be allocated for the purposes and in the order set forth
in the related Co-Lender Agreement.


 


The Special Servicer
is not required to remit Penalty Charges and Modification Fees received by it from the Mortgagor to the extent such Penalty Charges
and Modification Fees would be allocated to the Special Servicer pursuant to this Section 3.14.


 


(b)              
In connection with the operation of the provisions of this Section 3.14, not later than the 25th day of the month
in which each Distribution Date occurs (beginning with the 25th day of the month following the first Collection Period in which
an Additional Trust Fund Expense, Advance or Advance Interest Amount is incurred), the Master Servicer shall deliver to the Special
Servicer a report in the form reasonably agreed to by both the Master Servicer and the Special Servicer setting forth information
regarding (1) the amount of Penalty Charges and Modification Fees collected by the Master Servicer and the Special Servicer,
as applicable, and (2) the related loan expenses and other amounts paid to the Trust from such Penalty Charges and Modification
Fees, in each case for the related Collection Period or other reporting period as agreed to by the Master Servicer and the Special
Servicer. The Master Servicer shall respond promptly to any inquiries of the Special Servicer with respect to the contents of any
such report and shall provide any supporting information with respect thereto that is reasonably requested by the Special Servicer.


 


Section 3.15        
Access to Certain Documentation. The Master Servicer and the Special Servicer shall provide to the Trustee, the Certificate
Administrator, the Controlling Class Representative (but only prior to the occurrence and continuance of any Consultation Termination
Event), the Operating Advisor, the Underwriters, the Initial Purchasers, the Depositor and any Certificateholders and Companion
Loan Holders that are, in the case of any Certificateholder or Companion Loan Holder, federally insured financial institutions,
the Federal Reserve Board, the FDIC and the OCC and the supervisory agents and examiners of such boards and such corporations,
and any other governmental or regulatory body to the jurisdiction of which any Certificateholder or Companion Loan Holder is subject,
access to the documentation regarding the Mortgage Loans required by applicable regulations of the Federal Reserve Board, FDIC,
OCC or any such governmental or regulatory body, such access being afforded without charge but only upon reasonable request and
during normal business hours at the offices of the Master Servicer or Special Servicer (which access shall be limited, in the case
of the Companion Loan Holders or any regulatory authority seeking such access in respect of the Companion Loan Holders, to records
relating to the Companion Loans). Nothing in this Section 3.15 shall detract


 






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from the obligation of the Master Servicer
and the Special Servicer to observe any applicable law prohibiting disclosure of information with respect to the Mortgagors, and
the failure of the Master Servicer and the Special Servicer to provide access as provided in this Section 3.15 as a result
of such obligation shall not constitute a breach of this Section 3.15.


 


In connection with providing
or granting any information or access pursuant to the prior paragraph to a Certificateholder, a Companion Loan Holder or any regulatory
authority that may exercise authority over a Certificateholder or Companion Loan Holder, the Master Servicer and the Special Servicer
may each require payment from such Certificateholder or Companion Loan Holder of a sum sufficient to cover the reasonable costs
and expenses of providing such information or access, including copy charges and reasonable fees for employee time and for space;
provided that no charge may be made if such information or access was required to be given or made available without charge
under applicable law. In connection with providing Certificateholders or beneficial owners of Certificates access to the information
described in the preceding paragraph, the Master Servicer and the Special Servicer shall require (prior to affording such access) a
written confirmation executed by the requesting Person substantially in such form as may be reasonably acceptable to the Master
Servicer or the Special Servicer, as the case may be, generally to the effect that such Person is a Holder of Certificates or a
beneficial holder of book entry Certificates and will keep such information confidential.


 


Upon the reasonable request
of (1) any Certifying Certificateholder or Companion Loan Holder, the Master Servicer may provide (or forward electronically) (at
the expense of such Certificateholder or Companion Loan Holder) copies of any operating statements, rent rolls and financial
statements obtained by the Master Servicer or the Special Servicer (provided that in no event shall an Excluded Controlling
Class Holder be entitled to Excluded Information with respect to an Excluded Controlling Class Loan with respect to which it is
a Borrower Party) or (2) any Controlling Class Certificateholder identified to the Master Servicer (with respect to non-Specially
Serviced Loans) or the Special Servicer (with respect to the Specially Serviced Loans) in an Investor Certification, the Master
Servicer or the Special Servicer, as applicable, shall provide (or forward electronically) (at the expense of such Controlling
Class Certificateholder) any Excluded Information in the Master Servicer’s or the Special Servicer’s possession, as
applicable (not accessible through the Certificate Administrator’s Website) relating to any Excluded Controlling Class Loan
with respect to which such Controlling Class Certificateholder is not an Excluded Controlling Class Holder.


 


In addition, in connection
with providing access to information pursuant to this Section 3.15, each of the Master Servicer and the Special Servicer
may (i) affix a reasonable disclaimer to any information provided by it for which it is not the original source (without suggesting
liability on the part of any other party hereto); (ii) affix to any information provided by it a reasonable statement regarding
securities law restrictions on such information and/or condition access to information on the execution of a reasonable confidentiality
agreement; (iii) withhold access to confidential information or any intellectual property; and (iv) withhold access to
items of information contained in the Servicing File for any Mortgage Loan or Companion Loan if the disclosure of such items would
constitute a waiver of the attorney-client privilege.


 



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Each of the Master Servicer
and Special Servicer, as appropriate, shall, without charge, make a knowledgeable Servicing Officer available via telephone to
verbally answer questions from the Operating Advisor (after the occurrence and during the continuance of a Control Termination
Event) and the Controlling Class Representative (prior to the occurrence and continuance of a Consultation Termination Event),
on a monthly basis, during regular business hours at such time and for such duration as the Master Servicer, the Special Servicer,
the Operating Advisor and, prior to the occurrence and continuance of a Consultation Termination Event, the Controlling Class Representative
shall reasonably agree, regarding the performance and servicing of the Mortgage Loans and Serviced Whole Loans and/or related REO
Properties for which the Master Servicer or the Special Servicer, as applicable, is responsible. In connection with clause (ii)
above, the Special Servicer shall have no duty to the Trust Fund, the holders of the Controlling Class, the Controlling Class Representative
or any other Person to receive, consider or accept any advice from the Controlling Class Representative. In any event, the Operating
Advisor and the Controlling Class Representative agree to identify for the Master Servicer and the Special Servicer in advance
(but at least two (2) Business Days prior to the related monthly conference) the applicable Mortgage Loans (or Serviced Whole Loans)
and/or REO Properties it intends to discuss. As a condition to such disclosure, the Controlling Class Representative shall
execute a confidentiality agreement substantially in the form of Exhibit M-4 to this Agreement and an Investor Certification.


 


The Master Servicer may
(but shall not be required to), in accordance with such rules and procedures as it may adopt in its sole discretion, make available
through the Master Servicer’s website or otherwise, any additional information relating to the Mortgage Loans, the Serviced
Companion Loans, the related Mortgaged Properties and/or the related Mortgagor that is not Privileged Information, for review by
the Depositor, the Trustee, the Certificate Administrator, the Master Servicer, the Special Servicer and the Operating Advisor.


 


After the occurrence
and during the continuance of a Control Termination Event, the Special Servicer shall deliver to the Operating Advisor such reports
and other information produced or otherwise available to the Controlling Class Representative or Certificateholders generally,
as requested by the Operating Advisor in support of the performance of the Operating Advisor’s obligations under this Agreement
in electronic format.


 


The Operating Advisor
hereby agrees that it shall use the information provided to it by the Special Servicer solely for purposes of performing its duties
as Operating Advisor under this Agreement and shall not disclose such information to any other Person or entity unless (i) with
respect to Privileged Information, pursuant to a Privileged Information Exception, or (ii) to the extent necessary to support its
conclusions in its Operating Advisor Annual Report required under Section 3.28 of this Agreement or to discharge its other
duties under this Agreement.


 


If any of the parties
to this Agreement receives a Form ABS Due Diligence-15E from any party in connection with any third-party due diligence services
such party may have provided with respect to the Trust Loan (“Due Diligence Service Provider”), such receiving
party shall promptly forward such Form ABS Due Diligence-15E to the 17g-5 Information Provider for posting on the 17g-5 Information
Provider’s Website. The 17g-5 Information Provider shall post on the 17g-5 Information Provider’s Website any Form
ABS Due Diligence-15E it receives directly from a Due Diligence Service Provider or from another party to this Agreement,


 






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promptly
upon receipt thereof. No Master Servicer or Special Servicer shall be required to make any determination as to whether any service
provided by a third party requires obtaining a Form ABS Due Diligence-15E.


 


Section 3.16         
Title and Management of REO Properties.


 


(a)              
In the event that title to any Mortgaged Property (other than a Mortgaged Property with respect to a Non-Serviced Mortgage
Loan) is acquired for the benefit of Certificateholders (or, with respect to a Serviced Whole Loan, for the benefit of the Certificateholders
and the related Serviced Companion Loan Holder(s)) (as a collective whole as if such Certificateholders and Serviced Companion
Loan Holder(s) constituted a single lender) (either by the Trust Fund or by a single member limited liability company established
for that purpose) in foreclosure, by deed in lieu of foreclosure or upon abandonment or reclamation from bankruptcy, the deed
or certificate of sale shall be taken in the name of a nominee of the Trustee (which shall not include the Master Servicer), or
a separate trustee or co-trustee, on behalf of the Trust Fund and the related Companion Loan Holders. The Special Servicer, on
behalf of the Trust Fund, shall sell any REO Property prior to the close of the third calendar year following the year in which
the Lower-Tier REMIC acquires ownership of such REO Property, within the meaning of Treasury Regulations Section 1.856-6(b)(1),
for purposes of Code Section 860G(a)(8), unless (i) the IRS grants (or does not deny) an extension of time (an “REO
Extension”) to sell such REO Property or (ii) the Special Servicer obtains an Opinion of Counsel for the Special
Servicer, the Certificate Administrator and the Trustee, addressed to the Special Servicer, the Certificate Administrator and the
Trustee, to the effect that the holding by the Lower-Tier REMIC of such REO Property subsequent to the close of the third calendar
year following the year in which such acquisition occurred will not result in the imposition of taxes on “prohibited transactions”
(as defined in Code Section 860F) of either Trust REMIC, or cause either Trust REMIC to fail to qualify as a REMIC under the
Code for federal income tax purposes at any time that any Certificate is outstanding. If the Special Servicer is granted (or is
not denied) the REO Extension contemplated by clause (i) of the immediately preceding sentence or obtains the
Opinion of Counsel contemplated by clause (ii) of the immediately preceding sentence, the Special Servicer shall
sell such REO Property within such longer period as is permitted by such REO Extension or such Opinion of Counsel, as the case
may be. Any expense incurred by the Special Servicer in connection with its receiving the REO Extension contemplated by clause (i) of
the second preceding sentence or its obtaining the Opinion of Counsel contemplated by clause (ii) of the second
preceding sentence shall be an expense of the Trust Fund payable out of the Collection Account pursuant to Section 3.06(a)
of this Agreement. The Special Servicer, on behalf of the Trust Fund and any related Companion Loan Holder, in accordance with
the Servicing Standard, shall dispose of any REO Property held by the Trust Fund (i) prior to the last day of such period
(taking into account extensions) by which such REO Property is required to be disposed of pursuant to the provisions of the
immediately preceding sentence in a manner provided under Section 3.17 of this Agreement and (ii) on the same terms
and conditions as if it were the owner of such REO Property. The Special Servicer shall manage, conserve, protect and operate each
REO Property for the Certificateholders and, if applicable, the related Companion Loan Holder, solely for the purpose of its prompt
disposition and sale in a manner which does not cause such REO Property to fail to qualify as “foreclosure property”
within the meaning of Code Section 860G(a)(8) or result in the receipt by the Trust Fund of any “income from non-permitted
assets” within the meaning of Code Section 860F(a)(2)(B) or


 






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(i) endanger the status of either Trust REMIC as a
REMIC or (ii) result in the imposition of a tax upon either Trust REMIC or the Trust Fund. The Special Servicer shall have
full power and authority, subject only to the specific requirements and prohibitions of this Agreement, to do any and all things
in connection with any REO Property (other than with respect to any Non-Serviced Mortgage Loan) as are consistent with the Servicing
Standard and the terms of this Agreement, all on such terms and for such period as the Special Servicer deems to be in the best
interests of Certificateholders and, if applicable, the related Companion Loan Holder(s) (as a collective whole as if such Certificateholders
and, if applicable, the related Companion Loan Holder constituted a single lender), and, in connection therewith, the Special Servicer
shall only agree to the payment of management fees that it determines in its reasonable business judgment to be substantially consistent
with general market standards or to terms that are more favorable. Consistent with the foregoing, the Special Servicer shall cause
or permit to be earned with respect to such REO Property any “net income from foreclosure property,” within the meaning
of Code Section 860G(c), which is subject to tax under the REMIC Provisions only if it has determined, and has so advised
the Certificate Administrator in writing, that the earning of such income on a net after-tax basis could reasonably be expected
to result in a greater recovery on behalf of Certificateholders and, if applicable, the related Companion Loan Holder(s) (as a
collective whole as if such Certificateholders and, if applicable, the related Companion Loan Holder(s) constituted a single lender)
than an alternative method of operation or rental of such REO Property that would not be subject to such a tax. The Special Servicer
shall segregate and hold all revenues received by it with respect to any REO Property separate and apart from its own funds and
general assets and shall establish and maintain with respect to any REO Property a segregated custodial account (each, an “REO
Account”), each of which shall be an Eligible Account and (subject to any changes in the identities of the Special Servicer
or the Trustee) shall be entitled “Midland Loan Services, a Division of PNC Bank, National Association, as Special Servicer,
on behalf of Wilmington Trust, National Association, as Trustee, for the registered Holders of CSAIL 2015-C4 Commercial Mortgage
Trust, Commercial Mortgage Pass-Through Certificates, Series 2015-C4 [in the case of an REO Property related to a Whole Loan: and
the related Companion Loan Holder, as their interests may appear], REO Account.” The Special Servicer shall be entitled to
withdraw for its account any interest or investment income earned on funds deposited in an REO Account to the extent provided in
Section 3.07(b) of this Agreement. The Special Servicer shall deposit or cause to be deposited in the REO Account within
one Business Day after receipt all revenues received by it with respect to any REO Property (other than Liquidation Proceeds, which
shall be remitted to the Collection Account), and shall withdraw therefrom funds necessary for the proper operation, management
and maintenance of such REO Property and for other Property Protection Expenses with respect to such REO Property, including:


 


                                                    (i)            all insurance premiums due and payable in respect of any REO Property;


 


                                                    (ii)           all real estate taxes and assessments in respect of any REO Property that may result in the imposition of a lien thereon;


 


                                                    (iii)          all
costs and expenses reasonable and necessary to protect, maintain, manage, operate, repair and restore any REO
Property including, if


 






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applicable, the payments of any ground rents in respect of such REO Property; and


 


                                                    (iv)         any taxes imposed on either Trust REMIC in respect of net income from foreclosure property in accordance with Section
4.05 of this Agreement.


 


To the extent that such
REO Proceeds are insufficient for the purposes set forth in clauses (i) through (iv) above and the
Special Servicer has provided written notice of such shortfall to the Master Servicer at least five (5) Business Days (or, in an
emergency situation or on an urgent basis, two (2) Business Days, provided that the written notice sets forth the nature
of the emergency or the basis of the urgency) prior to the date that such amounts are due, the Master Servicer shall advance
the amount of such shortfall unless the Master Servicer determines, in accordance with the Servicing Standard, that such Advance
would be a Nonrecoverable Advance (in which case such costs shall be an expense of the Trust Fund and paid by the Master Servicer
out of the Collection Account). If the Master Servicer does not make any such Advance in violation of the immediately preceding
sentence, the Trustee shall make such Advance unless the Trustee determines that such Advance would be a Nonrecoverable Advance.
The Trustee shall be entitled to rely conclusively on any determination by the Master Servicer that an Advance, if made, would
be a Nonrecoverable Advance. The Trustee, in determining whether or not a proposed Advance would be a Nonrecoverable Advance, shall
use its good faith business judgment. The Master Servicer or the Trustee, as applicable, shall be entitled to reimbursement of
such Advances (with interest at the Advance Rate) made pursuant to the preceding sentence, to the extent set forth in Section
3.06 and/or, if applicable, Section 3.06A of this Agreement. The Special Servicer shall withdraw from each REO
Account and remit to the Master Servicer for deposit into the Collection Account, or, for a Serviced Whole Loan, the related Serviced
Whole Loan Custodial Account, on a monthly basis prior to the related Master Servicer Remittance Date the Net REO Proceeds received
or collected from each REO Property during the related Prepayment Period, except that in determining the amount of such Net REO
Proceeds, the Special Servicer may retain in each REO Account reasonable reserves for repairs, replacements and necessary capital
improvements and other related expenses. Notwithstanding the foregoing, the Special Servicer shall not:


 


                                                 
 (i)            permit
the Trust Fund to enter into, renew or extend any New Lease, if the New Lease by its terms will give rise to any income that
does not constitute Rents from Real Property;


 


                                                   (ii)           
permit any amount to be received or accrued under any New Lease, other than amounts that will constitute Rents from Real
Property;


 


                                                    (iii)       
  authorize or permit any construction on any REO Property, other than the repair or maintenance thereof or
the completion of a building or other improvement thereon, and then only if more than ten percent of the construction of such
building or other improvement was completed before default on the related Mortgage Loan or Serviced Whole Loan became
imminent, all within the meaning of Code Section 856(e)(4)(B); or


 



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                                                   (iv)          Directly Operate or allow any Person to Directly Operate any REO Property on any date more than 90 days after its date of
acquisition by the Trust Fund, unless such Person is an Independent Contractor;


 


unless, in any such case, the Special Servicer
has requested and received an Opinion of Counsel addressed to the Special Servicer, the related Companion Loan Holder, the Certificate
Administrator and the Trustee (which opinion shall be an expense of the Trust Fund and, if the related Companion Loan is part of
a REMIC, the related Companion Loan Holder) to the effect that such action will not cause such REO Property to fail to qualify
as “foreclosure property” within the meaning of Code Section 860G(a)(8) (determined without regard to the
exception applicable for purposes of Code Section 860D(a)) at any time that it is held by the Trust Fund, in which case
the Special Servicer may take such actions as are specified in such Opinion of Counsel.


 


The Special Servicer
shall be required to contract with an Independent Contractor, the fees and expenses of which shall be an expense of the Trust Fund
and payable out of REO Proceeds, for the operation and management of any REO Property, within 90 days of the Trust Fund’s
acquisition thereof (unless the Special Servicer shall have provided the Trustee and the Certificate Administrator with an Opinion
of Counsel that the operation and management of any REO Property other than through an Independent Contractor shall not cause such
REO Property to fail to qualify as “foreclosure property” within the meaning of Code Section 860G(a)(8)) (which
opinion shall be an expense of the Trust Fund), provided that:


 


                                                    (i)          
the terms and conditions of any such contract shall be reasonable and customary for the area and type of property and shall
not be inconsistent herewith;


 


                                                   (ii)          
any such contract shall require, or shall be administered to require, that the Independent Contractor pay all costs and
expenses incurred in connection with the operation and management of such REO Property, including those listed above, and remit
all related revenues (net of such costs and expenses) to the Special Servicer as soon as practicable, but in no event later
than thirty days following the receipt thereof by such Independent Contractor;


 


                                                    (iii)         
none of the provisions of this Section 3.16(a) relating to any such contract or to actions taken through any such
Independent Contractor shall be deemed to relieve the Special Servicer of any of its duties and obligations to the Trust Fund or
the Trustee on behalf of the Certificateholders and, if applicable, the related Companion Loan Holder with respect to the operation
and management of any such REO Property; and


 


                                                    (iv)         
the Special Servicer shall be obligated with respect thereto to the same extent as if it alone were performing all duties
and obligations in connection with the operation and management of such REO Property.


 


The Special Servicer
shall be entitled to enter into any agreement with any Independent Contractor performing services for it related to its duties
and obligations hereunder


 






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for indemnification of the Special Servicer by such Independent Contractor, and nothing in this Agreement
shall be deemed to limit or modify such indemnification.


 


(b)              
When and as necessary, the Special Servicer shall send to the Trustee and the Certificate Administrator and the related
Companion Loan Holder a statement prepared by the Special Servicer setting forth the amount of net income or net loss, as determined
for federal income tax purposes, resulting from the operation and management of a trade or business on, the furnishing or rendering
of a non-customary service to the tenants of, or the receipt of any other amount not constituting Rents from Real Property in respect
of, any REO Property in accordance with Section 3.16(a) of this Agreement.


 


(c)              
Notwithstanding anything to the contrary, this Section 3.16 shall not apply to any REO Property related to a Non-Serviced
Mortgage Loan.


 


Section 3.17         
Sale of Defaulted Mortgage Loans and REO Properties; Sale of Non-Serviced Mortgage Loans.


 


(a)              
The parties hereto may sell or purchase, or permit the sale or purchase of, a Mortgage Loan (excluding a Non-Serviced
Mortgage Loan) only (i) on the terms and subject to the conditions set forth in this Section 3.17, (ii) as otherwise
expressly provided in or contemplated by Section 2.03 and Section 9.01 of this Agreement, or (iii) (A) in
the case of a Mortgage Loan related to a Serviced Whole Loan in accordance with and subject to the provisions of the related Co-Lender
Agreement and Section 3.27 of this Agreement and (B) in the case of a Mortgage Loan with a related mezzanine loan or
subordinate mortgage loan, in accordance with and subject to the provisions of the related intercreditor agreement.


 


(b)             
Promptly upon a Mortgage Loan (excluding a Non-Serviced Mortgage Loan) or Serviced Whole Loan becoming a Defaulted Mortgage
Loan and if the Special Servicer determines in accordance with the Servicing Standard that it would be in the best interests of
the Certificateholders and, in the case of a Defaulted Serviced Whole Loan, the related Serviced Companion Loan Holder(s) (as a
collective whole as if such Certificateholders and, in the case of a Defaulted Serviced Whole Loan, the related Serviced Companion
Loan Holder(s), constituted a single lender) to attempt to sell such Defaulted Mortgage Loan (, the Special Servicer shall use
reasonable efforts to solicit offers for such Defaulted Mortgage Loan on behalf of the Certificateholders and, if applicable, the
related Serviced Companion Loan Holder(s) in such manner as will be reasonably likely to realize a fair price. Subject to the other
subsections of this Section 3.17, the Special Servicer shall accept the first (and, if multiple offers are contemporaneously
received, the highest) cash offer received from any Person that constitutes a fair price for such Defaulted Mortgage Loan. The
Special Servicer shall notify the Controlling Class Representative (prior to the occurrence and continuance of a Consultation Termination
Event), the Operating Advisor (after the occurrence and during the continuance of a Control Termination Event) and any affected
Serviced Companion Loan Holder of any inquiries or offers received regarding the sale of any Defaulted Mortgage Loan. Any Companion
Loan that is part of a Defaulted Serviced Whole Loan is to be sold together with the related Mortgage Loan, subject to this Section
3.17 and any additional requirements set forth in the related Co-Lender Agreement.


 






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(c)              
The Special Servicer shall give the Certificate Administrator, the Trustee, the Master Servicer, the related Companion Loan
Holder, the Controlling Class Representative (prior to the occurrence and continuance of a Consultation Termination Event) and
the Operating Advisor (after the occurrence and during the continuance of a Control Termination Event), not less than five (5)
Business Days’ (but subject to paragraph (p) below with respect to a Serviced Whole Loan) prior written notice of its
intention to sell any Defaulted Mortgage Loan. No Interested Person shall be obligated to submit an offer to purchase any Defaulted
Mortgage Loan, and notwithstanding anything to the contrary contained herein, neither the Trustee, in its individual capacity,
nor any of its Affiliates may offer to purchase or purchase any Defaulted Mortgage Loan pursuant hereto.


 


(d)             
Whether any cash offer constitutes a fair price for any Defaulted Mortgage Loan for purposes of Section 3.17(b) of
this Agreement shall be determined by the Special Servicer, if the highest offeror is a Person other than an Interested Person,
and by the Trustee, if the highest offeror is an Interested Person (provided that the Trustee may not be an offeror) unless
(i) the offer is equal to or greater than the applicable Purchase Price, (ii) the offer is the highest offer received and (iii)
at least two other offers are received from independent third parties; provided, however, that no offer from an Interested
Person shall constitute a fair price unless (i) it is the highest offer received and (ii) at least two other offers are
received from independent third parties. In all cases under this Agreement (except to the extent the Trustee is not required to
determine whether any cash offer constitutes a fair price for any Defaulted Mortgage Loan pursuant to the immediately preceding
sentence), in determining whether any offer received from an Interested Person represents a fair price for any Defaulted Mortgage
Loan, the Trustee shall be supplied with and shall rely on the most recent Appraisal or updated Appraisal conducted in accordance
with this Agreement within the preceding six (6)-month period or, in the absence of any such Appraisal, on a new Appraisal. The
appraiser conducting any such new Appraisal shall be an Appraiser selected by (i) the Special Servicer if no Interested Person
is offering with respect to a Defaulted Mortgage Loan and (ii) the Trustee if an Interested Person is so offering. The cost
of any such Appraisal shall be covered by, and shall be reimbursable as, a Property Advance. In determining whether any such offer
from a Person other than an Interested Person constitutes a fair price for any such Defaulted Mortgage Loan, the Special Servicer
shall take into account (in addition to the results of any Appraisal, updated Appraisal or narrative Appraisal that it may have
obtained pursuant to this Agreement within the prior six (6) months), and in determining whether any offer from an Interested Person
constitutes a fair price for any such Defaulted Mortgage Loan, any Appraiser shall be instructed to take into account, as applicable,
among other factors, the period and amount of any delinquency on the affected Mortgage Loan or Serviced Whole Loan, the occupancy
level and physical condition of the related Mortgaged Property and the state of the local economy. The Purchase Price for any Defaulted
Mortgage Loan (and any equivalent amount for any related Companion Loan) shall in all cases be deemed a fair price and the Trustee
will not be required to make a fair price determination if such offeror is an Interested Person; provided, however,
that with respect to an Interested Person, the requirements of the first sentence of this Section 3.17(d) must be satisfied.
Notwithstanding anything contained in this Section 3.17(d) to the contrary, if the Trustee is required to determine whether
a cash offer by an Interested Person constitutes a fair price, the Trustee may (at its option and at the expense of the Interested
Person) designate an independent third party expert in real estate or commercial mortgage loan matters with at least five (5) years’
experience in valuing or investing in properties similar to the subject REO Property that has been


 






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selected with reasonable care
by the Trustee to determine if such cash offer constitutes a fair price for such REO Property. If the Trustee designates such a
third party to make such determination, the Trustee will be entitled to rely conclusively upon such third party’s determination.
The reasonable costs of all appraisals, inspection reports and broker opinions of value incurred by any such third party pursuant
to this paragraph will be covered by, and will be reimbursable by the Interested Person and if not paid, shall be reimbursed by
the Trust; provided that the Trustee may not engage a third party expert whose fees exceed a commercially reasonable amount
as determined by the Trustee.


 


(e)              
Subject to Section 3.17(a) through Section 3.17(d), Section 3.17(f), Section 3.17(g) and Section
3.17(m), the Special Servicer shall act on behalf of the Trust Fund and any affected Pari Passu Companion Loan Holder in negotiating
and taking any other action necessary or appropriate in connection with the sale of any Defaulted Mortgage Loan, and the collection
of all amounts payable in connection therewith. In connection therewith, the Special Servicer may charge prospective offerors,
and may retain, fees that approximate the Special Servicer’s actual costs in the preparation and delivery of information
pertaining to such sales or exchanging offers without obligation to deposit such amounts into the Collection Account or, if applicable,
the Serviced Whole Loan Custodial Account. Any sale of any Defaulted Mortgage Loan shall be final and without recourse to the Trustee,
the Certificate Administrator or the Trust Fund (except such recourse to the Trust Fund imposed by those representations and warranties
typically given in such transactions, any appropriations applied thereto and any customary closing matters), and if such sale is
consummated in accordance with the terms of this Agreement, none of the Special Servicer, the Master Servicer, the Depositor, the
Certificate Administrator, the Operating Advisor or the Trustee shall have any liability to any Certificateholder with respect
to the purchase price therefor accepted by the Special Servicer or the Trustee.


 


(f)               
Subject to the rights of a holder of a mezzanine or companion loan, under the respective intercreditor or co-lender agreement,
respectively, to purchase a Mortgage Loan or Serviced Whole Loan, unless and until a Defaulted Mortgage Loan is sold pursuant to
this Section, the Special Servicer shall continue to service and administer the Mortgage Loan in accordance with the Servicing
Standard and this Agreement and shall pursue such other resolutions or recovery strategies including workout, foreclosure or sale
of a Mortgage Loan, as is consistent with this Agreement and the Servicing Standard.


 


(g)             
Any sale of a Mortgage Loan or Serviced Whole Loan pursuant to this Section 3.17 shall be for cash only. The purchase
price for any Mortgage Loan or Serviced Whole Loan purchased under this Section 3.17 or any Non-Serviced Mortgage Loan sold
in accordance with the related Co-Lender Agreement or Other Pooling and Servicing Agreement shall be deposited into the Collection
Account or the related Serviced Whole Loan Custodial Account, as applicable, and the Certificate Administrator, upon receipt of
an Officer’s Certificate from the Master Servicer to the effect that such deposit has been made, shall release or cause to
be released to the purchaser of the Mortgage Loan or Serviced Whole Loan the related Mortgage File, and shall execute and deliver
such instruments of transfer or assignment, in each case without recourse, as shall be necessary to vest in such purchaser ownership
of such Mortgage Loan or Serviced Whole Loan. In connection with any such purchase, the Special Servicer and


 






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the Master Servicer
shall deliver the related Servicing File (to the extent either has possession of such file) to such purchaser.


 


(h)              
The parties hereto may sell or purchase, or permit the sale or purchase of, an REO Property only on the terms and subject
to the conditions set forth in this Section 3.17.


 


(i)               
The Special Servicer shall use reasonable efforts to solicit offers for each REO Property (other than an REO Property related
to a Non-Serviced Mortgage Loan) on behalf of the Certificateholders and the related Serviced Companion Loan Holder (if applicable)
in such manner as will be reasonably likely to realize a fair price within the time period specified by Section 3.16 of
this Agreement. Subject to Section 3.17(m) of this Agreement, the Special Servicer shall accept the first (and, if multiple
offers are contemporaneously received, highest) cash offer received from any Person that constitutes a fair price for such
REO Property. If the Special Servicer determines, in its good faith and reasonable judgment, that it will be unable to realize
a fair price for any REO Property within the time constraints imposed by Section 3.16 of this Agreement, then the Special
Servicer shall dispose of such REO Property upon such terms and conditions as the Special Servicer shall deem necessary and desirable
to maximize the recovery thereon under the circumstances and, in connection therewith, shall accept the highest outstanding cash
offer, regardless from whom received. The Liquidation Proceeds (net of related Liquidation Expenses) for any REO Property
purchased hereunder shall be deposited in the Collection Account or, if applicable, the related Serviced Whole Loan Custodial Account.
The Special Servicer shall notify the Controlling Class Representative (prior to the occurrence and continuance of a Consultation
Termination Event) and the Operating Advisor (after the occurrence and during the continuance of a Control Termination Event) of
any inquiries or offers received regarding the sale of any REO Property.


 


(j)               
The Special Servicer shall give the Trustee, the Certificate Administrator, the Master Servicer, the related Companion Loan
Holder, the Controlling Class Representative (prior to the occurrence and continuance of a Consultation Termination Event) and
the Operating Advisor (after the occurrence and during the continuance of a Control Termination Event), not less than three (3)
Business Days’ prior written notice of its intention to sell any REO Property. No Interested Person shall be obligated to
submit an offer to purchase any REO Property, and notwithstanding anything to the contrary contained herein, neither the Trustee,
in its individual capacity, nor any of its Affiliates may offer to purchase, or purchase, any REO Property pursuant hereto.


 


(k)             
Whether any cash offer constitutes a fair price for any REO Property for purposes of Section 3.17(i) of this Agreement shall
be determined by the Special Servicer, if the highest offeror is a Person other than an Interested Person, and by the Trustee,
if the highest offeror is an Interested Person (provided that the Trustee may not be an offeror); provided, however,
that no offer from an Interested Person shall constitute a fair price unless (i) it is the highest offer received and (ii) at
least two other offers are received from independent third parties. In determining whether any offer received from an Interested
Person represents a fair price for any such REO Property, the Trustee shall be supplied with and shall rely on the most recent
Appraisal or updated Appraisal conducted in accordance with this Agreement within the preceding six (6)-month period or, in the
absence of any such Appraisal, on a new Appraisal. The appraiser conducting any such new Appraisal shall be an Appraiser selected
by the Special


 






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Servicer if no Interested Person is offering with respect to an REO Property and selected by the Trustee if an Interested
Person is so offering. The cost of any such Appraisal shall be covered by, and shall be reimbursable as, a Property Advance. For
the avoidance of doubt, an offer equivalent to the Repurchase Price shall be deemed a fair price and the Trustee shall not be required
to make a fair price determination if such offeror is an Interested Person. In determining whether any such offer from a Person
other than an Interested Person constitutes a fair price for any such REO Property, the Special Servicer shall take into account
(in addition to the results of any Appraisal, updated Appraisal or narrative Appraisal that it may have obtained pursuant to this
Agreement within the prior six (6) months), and in determining whether any offer from an Interested Person constitutes a fair price
for any such REO Property, any Appraiser shall be instructed to take into account, as applicable, among other factors, the period
and amount of any delinquency on the affected Mortgage Loan or Serviced Whole Loan, the occupancy level and physical condition
of the REO Property, the state of the local economy and the obligation to dispose of any REO Property within the time period specified
in Section 3.16 of this Agreement. The Purchase Price for any REO Property shall in all cases be deemed a fair price; provided,
however, that with respect to an Interested Person, the requirements of the first sentence of this Section 3.17(k)
must be satisfied. Notwithstanding anything contained in this Section 3.17(k) to the contrary, if the Trustee is required
to determine whether a cash offer by an Interested Person constitutes a fair price, the Trustee may (at its option and at the expense
of the Interested Person) designate an independent third party expert in real estate or commercial mortgage loan matters with at
least 5 years’ experience in valuing or investing in properties similar to the subject REO Property that has been selected
with reasonable care by the Trustee to determine if such cash offer constitutes a fair price for such REO Property. If the Trustee
designates such a third party to make such determination, the Trustee will be entitled to rely conclusively upon such third party’s
determination. The reasonable costs of all appraisals, inspection reports and broker opinions of value incurred by any such third
party pursuant to this paragraph will be covered by, and will be reimbursable by the Interested Person; provided that the
Trustee will not engage a third party expert whose fees exceed a commercially reasonable amount as determined by the Trustee.


 


(l)               
Subject to Section 3.17(a) through Section 3.17(k) and Section 3.17(m) of this Agreement, the Special
Servicer shall act on behalf of the Trust Fund and any affected Companion Loan Holder in negotiating and taking any other action
necessary or appropriate in connection with the sale of any Defaulted Mortgage Loan or REO Property, and the collection of all
amounts payable in connection therewith. In connection therewith, the Special Servicer may charge prospective offerors, and may
retain, fees that approximate the Special Servicer’s actual costs in the preparation and delivery of information pertaining
to such sales or exchanging offers without obligation to deposit such amounts into the Collection Account or, if applicable, the
related Serviced Whole Loan Custodial Account. Any sale of any Defaulted Mortgage Loan or REO Property shall be final and without
recourse to the Trustee, the Certificate Administrator or the Trust Fund or any related Companion Loan Holder (except such recourse
to the Trust Fund and the related Companion Loan Holder imposed by those representations and warranties typically given in such
transactions, any appropriations applied thereto and any customary closing matters), and if such sale is consummated in accordance
with the terms of this Agreement, none of the Special Servicer, the Master Servicer, the Depositor, the Certificate Administrator,
the Operating Advisor or the Trustee shall have any liability to any


 






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Certificateholder with respect to the purchase price therefor
accepted by the Special Servicer or the Trustee.


 


(m)            
Notwithstanding any of the foregoing paragraphs of this Section 3.17, the Special Servicer shall not be obligated
to accept the highest cash offer for a Defaulted Mortgage Loan or REO Property if the Special Servicer determines (in consultation
with the Controlling Class Representative (prior to the occurrence and continuance of a Consultation Termination Event) and, in
the case of a Serviced Whole Loan or an REO Property related to a Serviced Whole Loan, the related affected Serviced Companion
Loan Holder(s)), in accordance with the Servicing Standard, that rejection of such offer would be in the best interests of the
Certificateholders and, in the case of a sale of a Serviced Whole Loan or an REO Property that corresponds to a Serviced Whole
Loan, the related affected Serviced Companion Loan Holder(s) (as a collective whole as if such Certificateholders and, if applicable,
the related affected Serviced Companion Loan Holder(s) constituted a single lender) and the Special Servicer may accept a lower
cash offer (from any Person other than itself or an Affiliate) if it determines, in its reasonable and good faith judgment,
that acceptance of such offer would be in the best interests of the Certificateholders and, in the case of a Serviced Whole Loan
or an REO Property that corresponds to a Serviced Whole Loan, the related affected Serviced Companion Loan Holder(s) (as a collective
whole as if such Certificateholders and, if applicable, the related affected Serviced Companion Loan Holder(s) constituted a single
lender) (for example, if the prospective buyer making the lower offer is more likely to perform its obligations or the terms offered
by the prospective buyer making the lower offer are more favorable).


 


(n)              
In no event shall the Trust Fund or the Trustee, the Master Servicer or the Special Servicer on the Trustee’s behalf
purchase, or pay or advance costs to purchase, any Non-Serviced Mortgage Loan, any Companion Loan or any Mortgage Loan.


 


(o)              
Notwithstanding anything to the contrary herein, any purchase or sale of a Specially Serviced Loan pursuant to this Section
3.17 will remain subject to the cure, purchase and other rights of, in each case if applicable, any holder of a related mezzanine
loan as set forth in the related intercreditor agreement. The Special Servicer shall determine the price to be paid in accordance
with the terms of the related Co-Lender Agreement or the related mezzanine loan intercreditor agreement in connection with any
such purchase rights in favor of an appropriate mezzanine loan holder and shall provide such notices to the holder of a related
mezzanine loan as are required by the related Co-Lender Agreement or the related mezzanine loan intercreditor agreement in connection
with each such holders’ purchase rights.


 


(p)              
With respect to each Serviced Whole Loan, the parties hereto acknowledge that the related Co-Lender Agreement provides that
if such Serviced Whole Loan becomes a Defaulted Serviced Whole Loan, and if the Special Servicer determines to sell the related
Mortgage Loan in accordance with this Section 3.17, then the Special Servicer will be required to sell the related
Serviced Companion Loan(s) together with the related Mortgage Loan as one whole loan in accordance with this Agreement and subject
to any rights of the related holder of such Serviced Companion Loan(s) under the related Co-Lender Agreement. Notwithstanding anything
to the contrary herein, the Special Servicer shall not sell the Pari Passu Companion Loans of a Defaulted Serviced Whole Loan without
the written consent of the related Serviced Companion Loan Holder (provided that such consent is not required if such Serviced


 






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Companion Loan Holder is the related Mortgagor or an Affiliate of the related Mortgagor unless the Special Servicer has delivered
to such Serviced Companion Loan Holder: (a) at least 15 Business Days prior written notice of any decision to attempt to sell such
Defaulted Serviced Whole Loan; (b) at least 10 days prior to the proposed sale date, a copy of each bid package (together with
any material amendments to such bid packages) received by the Special Servicer in connection with any such proposed sale; (c) at
least 10 days prior to the proposed sale date, a copy of the most recent appraisal for such Defaulted Serviced Whole Loan, and
any documents in the Servicing File reasonably requested by the related Serviced Companion Loan Holder that are material to the
price of such Serviced Whole Loan; and (d) until the sale is completed, and a reasonable period of time (but no less time than
is afforded to other offerors and the Controlling Class Representative) prior to the proposed sale date, all information and other
documents being provided to other offerors and all leases or other documents that are approved by the Master Servicer or the Special
Servicer in connection with the proposed sale; provided that such Serviced Companion Loan Holder may waive as to itself
any of the delivery or timing requirements set forth in this sentence. The related Serviced Companion Loan Holder and its Companion
Loan Holder Representative will each be permitted to make offers to purchase, and either such party is permitted to be the purchaser
at any sale of, a Defaulted Serviced Whole Loan.


 


(q)              
Notwithstanding anything herein to the contrary, any party identified in the related Co-Lender Agreement or Other Pooling
and Servicing Agreement (which, if the identified party is the holder of the Non-Serviced Mortgage Loan, shall mean the Controlling
Class Certificateholder for so long as no Control Termination Event has occurred and is continuing), in its individual capacity
and not on behalf of the Trust, shall be entitled to purchase a Non-Serviced Mortgage Loan in accordance with the terms and conditions
set forth in such Co-Lender Agreement and Other Pooling and Servicing Agreement. In no event shall the Trust Fund or the Trustee,
the Master Servicer or the Special Servicer on its behalf purchase, or pay or advance costs to purchase, the Non-Serviced Mortgage
Loan or the related Companion Loan or any Mortgage Loan.


 


(r)              
With respect to any Non-Serviced Mortgage Loan that becomes a “Defaulted Mortgage Loan” (as such term is defined
pursuant to the terms of the applicable Other Pooling and Servicing Agreement), and with respect to any REO Property related to
a Non-Serviced Mortgage Loan, the liquidation of such Non-Serviced Mortgage Loan or such REO Property shall be administered by
the applicable Other Special Servicer in accordance with the applicable Other Pooling and Servicing Agreement and the related Co-Lender
Agreement. Any such sale of a Non-Serviced Mortgage Loan or any related REO Property pursuant to the applicable Other Pooling and
Servicing Agreement and/or the related Co-Lender Agreement shall be final and without recourse to the Trustee or the Trust, and
none of the Master Servicer, the Special Servicer, the Operating Advisor, the Certificate Administrator or the Trustee shall have
any liability to any Certificateholder with respect to the purchase price for such Non-Serviced Mortgage Loan or such REO Property
accepted on behalf of the Trust.


 






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Section 3.18         
Additional Obligations of the Master Servicer; Inspections Obligation to Notify Ground Lessors; Delivery of Certain Reports
to the Companion Loan Holder.


 


(a)              
The Master Servicer (or, with respect to Specially Serviced Loans and REO Properties, the Special Servicer) shall inspect
or cause to be inspected each Mortgaged Property that secures a Mortgage Loan (but not a Non-Serviced Mortgage Loan) or Serviced
Whole Loan at such times and in such manner as are consistent with the Servicing Standard, but in any event at least once every
calendar year with respect to such Mortgaged Property relating to Mortgage Loans with an outstanding principal balance of $2,000,000
(commencing in 2017) or more and at least once every other calendar year with respect to such Mortgaged Property relating to Mortgage
Loans with an outstanding principal balance of less than $2,000,000 (commencing in 2018); provided that the Master Servicer
is not required to inspect any Mortgaged Property that has been inspected by the Special Servicer during the preceding 12 months.
If any Mortgage Loan or Serviced Whole Loan becomes a Specially Serviced Loan, the related Mortgaged Property shall be inspected
by the Special Servicer as soon as practicable and thereafter at least every calendar year for so long as such condition exists.
The cost of any annual inspection, or bi-annual inspection, as the case may be, shall be borne by the Master Servicer unless the
related Mortgage Loan or Serviced Whole Loan is a Specially Serviced Loan. The Master Servicer shall reimburse the Special Servicer
for the cost of any inspection of a Specially Serviced Loan as a Property Advance (or as an expense of the Trust Fund and paid
by the Master Servicer from amounts in the Collection Account if such Property Advance would be a Nonrecoverable Advance) and any
out-of-pocket costs incurred with respect to such inspection shall be borne by the Trust Fund.


 


(b)              
The Master Servicer shall, as to each Mortgage Loan (excluding any Non-Serviced Mortgage Loan) which is secured by the interest
of the related Mortgagor under a Ground Lease, even if the corresponding fee interest is encumbered, promptly (and in any event
within 60 days following the later of the Closing Date or its receipt of a copy of the Ground Lease) notify the related ground
lessor of the transfer of such Mortgage Loan to the Trust Fund pursuant to this Agreement and inform such ground lessor that any
notices of default under the related Ground Lease should thereafter be forwarded to the Master Servicer. The Master Servicer shall
forward to the Special Servicer any written notice of default under a ground lease.


 


(c)              
The Master Servicer and the Special Servicer shall each promptly prepare or cause to be prepared and deliver to each Companion
Loan Holder a written report, prepared in the manner set forth in Section 4.02, of each inspection performed by it with
respect to the related Mortgaged Property and Companion Loan related thereto.


 


(d)              
If required under the Co-Lender Agreement, the Master Servicer shall promptly deliver to each Companion Loan Holder or provide
electronically: (i) copies of operating statements and rent rolls; (ii) annual CREFC® NOI Adjustment Worksheets
(with annual operating statements as exhibits); and (iii) annual CREFC® Operating Statement Analysis Reports, in
each case prepared, received or obtained by it pursuant to this Agreement with respect to the Mortgaged Properties securing the
related Companion Loan.


 






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(e)          The Master Servicer is hereby authorized to exercise any rights granted under an Other Pooling and Servicing Agreement in
favor of the Trust (or a party on its behalf) as the holder of the related Non-Serviced Mortgage Loan to obtain information
from the related Other Master Servicer (or other similar parties with an obligation to make advances) in connection with making
nonrecoverability determinations. The Master Servicer shall promptly deliver to any Other Master Servicer, upon request, such information
in the Master Servicer’s possession as the Other Master Servicer reasonably requests in order to determine whether an advance
similar to a P&I Advance would be “nonrecoverable.”


 


Section 3.19     Lockbox Accounts, Escrow Accounts. The Master Servicer shall administer each Lockbox Account and Escrow Account in
accordance with the related Mortgage or Loan Agreement or Lockbox Agreement, if any, and administer any letters of credit pursuant
to the related letter of credit agreement and the Mortgage Loan Documents.


 


Notwithstanding the foregoing,
to the extent that any cash amounts are held in an Escrow Account or other cash collateral account and the mortgagee under the
related Mortgage Loan Documents is permitted, but not required, to apply such amounts to prepay the related Mortgage Loan (or Serviced
Whole Loan), neither the Master Servicer nor the Special Servicer shall apply such amounts to prepay the Mortgage Loan (or Serviced
Whole Loan) until after the occurrence of an event of default under the Mortgage Loan that may result in the Mortgage Loan (or
Whole Loan) being accelerated or becoming a Specially Serviced Loan.


 


Section 3.20      Property Advances.


 


(a)          Except with respect to a Non-Serviced Mortgage Loan, the Master Servicer (or, to the extent provided in Section 3.20(b)
of this Agreement, the Trustee) shall make any Property Advances as and to the extent incidental to the performance of its
duties under this Agreement or otherwise required pursuant to the terms hereof. The Special Servicer shall give the Master Servicer,
the Trustee and any affected Companion Loan Holder not less than five (or, in the case of emergency advances pursuant to Section
3.20(e) of this Agreement, two) Business Days’ written notice before the date on which the Master Servicer is requested
to make any Property Advance with respect to a given Specially Serviced Loan or REO Property. In addition, the Special Servicer
shall provide the Master Servicer, the Trustee and any affected Companion Loan Holder with such information in its possession as
the Master Servicer, the Trustee or such Companion Loan Holder, as applicable, may reasonably request to enable the Master Servicer
or the Trustee, as applicable, to determine whether a requested Property Advance would constitute a Nonrecoverable Advance. Any
such notice by the Special Servicer (or, if appropriate, any party under the applicable Other Pooling and Servicing Agreement in
the case of a Non-Serviced Mortgage Loan) to the Master Servicer of a required Property Advance shall be deemed to be a determination
by the Special Servicer (or such other party under the applicable Other Pooling and Servicing Agreement) that such requested Property
Advance is not a Nonrecoverable Advance, and the Master Servicer shall be entitled to conclusively rely on such determination.
Although the Special Servicer (or, if appropriate, any party under the applicable Other Pooling and Servicing Agreement in the
case of a Non-Serviced Mortgage Loan) may determine whether a Property Advance is a Nonrecoverable Advance, the Special Servicer
will have no right to make an affirmative determination that any Property Advance to be made (or contemplated to be made) by the
Master Servicer or the Trustee is, or would be, recoverable; provided that this


 






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sentence
shall not be construed to limit the Special Servicer’s right to make a determination that a Property Advance to be made
(or contemplated to be made), will not be ultimately recoverable. In the absence of a determination by the Special Servicer (or,
if appropriate, a party under the applicable Other Pooling and Servicing Agreement in the case of a Non-Serviced Mortgage Loan)
that a Property Advance is a Nonrecoverable Advance, all determinations of recoverability with respect to Property Advances to
be made (or contemplated to be made) by the Master Servicer or the Trustee will remain with the Master Servicer or the Trustee,
as applicable. On the fourth Business Day before each Distribution Date, the Special Servicer shall report to the Master Servicer
the Special Servicer’s determination as to whether any Property Advance previously made with respect to a Specially Serviced
Loan is a Nonrecoverable Advance promptly after making such determination. The Master Servicer and the Trustee shall be entitled
to conclusively rely on and shall be bound by such a determination and shall be bound by a determination by the Special Servicer
(or, if appropriate, a party under the applicable Other Pooling and Servicing Agreement in the case of a Non-Serviced Mortgage
Loan) that a Property Advance previously made or contemplated to be made with respect to a Specially Serviced Loan is or would
be a Nonrecoverable Advance (but this statement shall not be construed to entitle the Special Servicer to reverse any determination
that may have been made by the Master Servicer or the Trustee or to prohibit the Master Servicer or the Trustee from making a
determination, that any Property Advance constitutes or would constitute a Nonrecoverable Advance). The Master Servicer and the
Special Servicer shall consider Unliquidated Advances in respect of prior Property Advances for the purposes of non-recoverability
determinations as if such amounts were unreimbursed Property Advances.


 


For purposes of distributions
to Certificateholders and Companion Loan Holders and compensation to the Master Servicer or the Trustee, Property Advances shall
not be considered to increase the principal balance of any Mortgage Loan or Serviced Whole Loan, notwithstanding that the terms
of such Mortgage Loan or Serviced Whole Loan so provide.


 


(b)          The Master Servicer shall notify the Trustee, the Special Servicer and any related Companion Loan Holder in writing promptly
upon, and in any event within one (1) Business Day after, becoming aware that it will be unable to make any Property Advance required
to be made pursuant to the terms hereof, and in connection therewith, shall set forth in such notice the amount of such Property
Advance, the Person to whom it will be paid, and the circumstances and purpose of such Property Advance, and shall set forth therein
information and instructions for the payment of such Property Advance, and, on the date specified in such notice for the payment
of such Property Advance, or, if the date for payment has passed or if no such date is specified, then within five (5) Business
Days following such notice, the Trustee, subject to the provisions of Section 3.20(c) of this Agreement, shall pay the amount
of such Property Advance in accordance with such information and instructions. Any notice to the Trustee pursuant to this Section
shall be deemed to be given to a Responsible Officer of the Trustee if made in accordance with Section 11.04 of this Agreement.


 


(c)          Neither the Master Servicer nor the Trustee shall be permitted to make a Property Advance as to any Mortgage Loan or Serviced
Whole Loan or REO Property if the Master Servicer, the Special Servicer or the Trustee determines that such Advance will be a Nonrecoverable
Advance. The determination by the Master Servicer or the Trustee that it has made (or, the determination by the Special Servicer
that the Master Servicer or the Trustee has


 






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made) a Nonrecoverable
Advance or the determination by the Master Servicer, the Special Servicer or the Trustee that any proposed Property Advance, if
made, would constitute a Nonrecoverable Advance, shall be made by such Person (i) in the case of the Master Servicer or the
Special Servicer, in accordance with the Servicing Standard and (ii) in the case of the Trustee, in accordance with its good
faith business judgment, and, shall be evidenced by an Officer’s Certificate as set forth in this Section 3.20(c).
In making such recoverability determination, such Person will be entitled to consider (among other things) the obligations
of the Mortgagor under the terms of the related Mortgage Loan or Serviced Whole Loan as it may have been modified, to consider
(among other things) the related Mortgaged Properties in their “as is” or then-current conditions and occupancies,
as modified by such party’s assumptions regarding the possibility and effects of future adverse change with respect to such
Mortgaged Properties, to estimate and consider (among other things) future expenses and to estimate and consider (among other
things) the timing of recoveries. In addition, any such Person may update or change its recoverability determinations at
any time (but not reverse any other Person’s determination that an Advance is a Nonrecoverable Advance) and may obtain at
the expense of the Trust Fund any analysis, Appraisals or market value estimates or other information as reasonably may be required
for such purposes.


 


The determination by
the Master Servicer or the Special Servicer that a Property Advance has become a Nonrecoverable Property Advance or that any proposed
Property Advance, if made pursuant to this Section 3.20 with respect to any Mortgage Loan (or with respect to any successor
REO Mortgage Loan with respect to any of the foregoing), would constitute a Nonrecoverable Property Advance, shall be conclusive
and binding on the Master Servicer (in the case of such a determination by the Special Servicer) and the Trustee; provided
that this sentence shall not be construed to entitle the Special Servicer to reverse any other authorized Person’s determination,
or to prohibit any such other authorized Person from making a determination, that a Property Advance constitutes or would constitute
a Nonrecoverable Advance.


 


The determination by
the Master Servicer, the Special Servicer or the Trustee that a Property Advance has become a Nonrecoverable Property Advance or
that any proposed Property Advance, if made pursuant to this Section 3.20 with respect to any Mortgage Loan (or with respect
to any successor REO Mortgage Loan with respect to any of the foregoing), would constitute a Nonrecoverable Property Advance, shall
be evidenced by an Officer’s Certificate delivered on or prior to the next Master Servicer Remittance Date to the Companion
Loan Holders (and the related Other Master Servicer and Other Special Servicer, if applicable), in the case of any Serviced Whole
Loan, the Trustee (unless it is the Person making the determination), the Controlling Class Representative (prior to the occurrence
and continuance of a Consultation Termination Event), the Master Servicer (unless it is the Person making the determination), the
Special Servicer (unless it is the Person making the determination) and, if the Trustee is making the determination, the Depositor,
setting forth the basis for such determination, together with any other information that supports such determination together with
a copy of any Appraisal of the related Mortgaged Property or REO Property, as the case may be (which Appraisal shall be an expense
of the Trust Fund, shall take into account any material change in circumstances of which such Person is aware or such Person has
received new information, either of which has a material effect on the value and shall have been conducted in accordance with the
standards of the Appraisal Institute within the twelve months preceding such determination of nonrecoverability),


 






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and further
accompanied by related Mortgagor operating statements and financial statements, budgets and rent rolls of the related Mortgaged
Property (to the extent available and/or in such Person’s possession) and any engineers’ reports, environmental surveys
or similar reports that such Person may have obtained and that support such determination. The Trustee shall be entitled to rely,
conclusively, on any determination by the Master Servicer or the Special Servicer that a Property Advance is or, if made, would
be a Nonrecoverable Advance, and the Master Servicer shall be entitled to rely, conclusively, on any determination by the Special
Servicer or the Trustee that a Property Advance is or, if made, would be a Nonrecoverable Advance. The Trustee, in determining
whether or not a Property Advance previously made is, or a proposed Property Advance, if made, would be, a Nonrecoverable Advance
shall use its good faith business judgment.


 


(d)          The Master Servicer and/or the Trustee, as applicable, shall be entitled to the reimbursement of Property Advances made
by any of them to the extent permitted pursuant to Section 3.06(a)(ii) or Section 3.06A of this Agreement, together
with any related Advance Interest Amount in respect of such Property Advances, and the Master Servicer and the Special Servicer,
as applicable, hereby covenant and agree to use efforts consistent with the Servicing Standard to obtain the reimbursement of such
Property Advances from the related Mortgagors to the extent permitted by applicable law and the related Mortgage Loan Documents.


 


(e)          Notwithstanding anything to the contrary contained in this Agreement, if a Property Advance is required to be made under
this Agreement with respect to any Specially Serviced Loan or REO Property (other than an REO Property related to a Non-Serviced
Mortgage Loan), the Special Servicer shall request that the Master Servicer make such Property Advance, such request to be made,
in writing, at least five (5) Business Days (or, in an emergency situation or on an urgent basis, two (2) Business Days,
provided that the written request sets forth the nature of the emergency or the basis of the urgency) in advance of
the date on which such Property Advance is required to be made hereunder and to be accompanied by such information and documentation
regarding the subject Property Advance as the Master Servicer may reasonably request, subject to the Master Servicer’s right
to determine that such Property Advance does not constitute or would not constitute a Nonrecoverable Advance. The Master Servicer
shall have the obligation to make any such Property Advance that it is so requested by the Special Servicer to make, within five
(5) Business Days (or, in an emergency situation or on an urgent basis, two (2) Business Days) of the Master Servicer’s
receipt of such request. The Special Servicer shall have no obligation to make any Property Advance. The Master Servicer shall
be entitled to reimbursement for any Advance made by it at the direction of the Special Servicer, together with interest thereon
at the same time, in the same manner and to the same extent as the Master Servicer is entitled with respect to any other Advances
made thereby.


 


Section 3.21     Appointment of Special Servicer; Asset Status Reports.


 


(a)          Midland Loan Services, a Division of PNC Bank, National Association is hereby appointed as the initial Special Servicer
to specially service each of the Mortgage Loans (other than any Non-Serviced Mortgage Loan) and the Serviced Whole Loans.


 






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(b)          The Special Servicer, at the earlier of (x) within thirty (30) days after a Servicing Transfer Event occurs and
(y) prior to taking action with respect to any Major Decision (or making a determination not to take action with respect to
a Major Decision with respect to a Specially Serviced Loan, shall prepare a report (the “Asset Status Report”)
for the related Mortgage Loan or Serviced Whole Loan. Each Asset Status Report will be delivered in electronic format to the Operating
Advisor (after the occurrence and during the continuance of a Control Termination Event), the Controlling Class Representative
(prior to the occurrence and continuance of a Consultation Termination Event and only for so long as the related Specially Serviced
Loan is not an Excluded Loan), the Certificate Administrator, the related Serviced Companion Loan Holder and, for posting to the
Rule 17g-5 Information Provider’s Website pursuant to Section 11.13 of this Agreement, the Rule 17g-5 Information
Provider; provided, however, that the Special Servicer shall not be required to deliver an Asset Status Report to
the Controlling Class Representative if they are the same entity or affiliates of each other. Such Asset Status Report shall be
consistent with the Servicing Standard and set forth the following information to the extent reasonably determinable or applicable:


 


(i)           summary of the status of the related Mortgage Loan or Serviced Whole Loan and any negotiations with the Mortgagors;


 


(ii)          if a Servicing Transfer Event has occurred and is continuing:


 


(A)          a discussion
of the legal and environmental considerations reasonably known at such time to the Special Servicer, consistent with the Servicing
Standard, that are applicable to the exercise of remedies as aforesaid and to the enforcement of any related guaranties or other
collateral for the Mortgage Loan or Whole Loan and whether outside legal counsel has been retained;


 


(B)           the most
current rent roll and income or operating statement available for the related Mortgaged Properties;


 


(C)           the Special Servicer’s recommendations on how the related Mortgage Loan might be returned to performing status or
otherwise realized upon;


 


(D)           a copy of the last obtained Appraisal of the Mortgaged Property;


 


(E)           the status of any foreclosure actions or other proceedings undertaken with respect thereto, any proposed workouts with respect
thereto and the status of any negotiations with respect to such workouts, and an assessment of the likelihood of additional defaults
under the related Mortgage Loan or Serviced Whole Loan;


 


(F)           a description of any amendment, modification or waiver of a material term of any ground lease; and


 


(G)           if the Special Servicer elects to proceed with a non-judicial foreclosure, then a statement as to (i) whether there
was a violation of a


 






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non-recourse carve-out under the related Mortgage Loan or Serviced Whole Loan and (ii) any determination
not to pursue a deficiency judgment against the related Mortgagor or guarantor;


 


(iii)          a description
of any such proposed or taken actions;


 


(iv)          the alternative courses of action that were or are being considered by the Special Servicer in connection with the proposed
or taken actions;


 


(v)           the decision that the Special Servicer made, or intends or proposes to make, including a narrative analysis setting forth
the Special Servicer’s rationale for its proposed decision, including its rejection of the alternatives;


 


(vi)          an analysis of whether or not taking such proposed action is reasonably likely to produce a greater recovery on a present
value basis than not taking such action, setting forth (x) the basis on which the Special Servicer made such determination and
(y) the net present value calculation (including the applicable Calculation Rate used) and all related assumptions; and


 


(vii)         such other information as the Special Servicer deems relevant in light of the proposed or taken action and the Servicing
Standard.


 


For so long as there
is no continuing Control Termination Event, if within 10 Business Days (or, in the case of an Asset Status Report prepared prior
to making a determination of an Acceptable Insurance Default, 20 Business Days) of receiving an Asset Status Report, the Controlling
Class Representative (except with respect to any Excluded Loan) does not disapprove such Asset Status Report in writing, then the
Controlling Class Representative shall be deemed to have approved such Asset Status Report and the Special Servicer shall implement
the recommended action as outlined in such Asset Status Report; provided, however, that the Special Servicer may
not take any action that is contrary to applicable law, the Servicing Standard or the terms of the applicable Mortgage Loan Documents.
If, prior to the occurrence and continuance of any Control Termination Event and such Asset Status Report does not relate to an
Excluded Loan, the Controlling Class Representative disapproves such Asset Status Report within 10 Business Days (or, in the case
of an Asset Status Report prepared prior to making a determination of an Acceptable Insurance Default, 20 Business Days) of receipt,
the Special Servicer will revise such Asset Status Report and deliver to the Operating Advisor (after the occurrence and during
the continuance of a Control Termination Event), the Controlling Class Representative (prior to the occurrence and continuance
of a Consultation Termination Event and only if such Asset Status Report does not relate to an Excluded Loan), the Certificate
Administrator, the related Companion Loan Holders and, for posting to the Rule 17g-5 Information Provider’s Website
pursuant Section 11.13 of this Agreement, the Rule 17g-5 Information Provider a new Asset Status Report as soon as
practicable, but in no event later than 30 days after such disapproval. Prior to the occurrence and continuance of any Control
Termination Event, the Special Servicer shall revise such Asset Status Report as described above until the Controlling Class Representative
(only if an Excluded Loan is not involved) shall fail to disapprove such revised Asset Status Report in writing within 10 Business
Days (or, in the case of an Asset Status Report prepared prior to making a


 






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determination
of an Acceptable Insurance Default, 20 Business Days) of receiving such revised Asset Status Report or until the Special Servicer
makes a determination, consistent with the Servicing Standard, that such objection is not in the best interests of all the Certificateholders
and, if applicable, the related Serviced Companion Loan Holder(s) (as a collective whole as if such Certificateholders, and/or
Serviced Companion Loan Holder(s), if applicable, constitute a single lender). The Special Servicer may, from time to time, modify
any Asset Status Report it has previously delivered and implement such report, provided such report shall have been prepared,
reviewed and approved or deemed approved pursuant to the terms of this Section. In any event, for so long as a Control Termination
Event has not occurred and is not continuing and only if an Excluded Loan is not involved, if the Controlling Class Representative
does not approve an Asset Status Report within 60 Business Days from the first submission thereof, the Special Servicer shall
take such action as set forth in the most recently submitted Asset Status Report; provided such action does not violate
the Servicing Standard. Notwithstanding the foregoing, if the Special Servicer determines that emergency action is necessary to
protect the related Mortgaged Property or the interests of the Certificateholders and any related Serviced Companion Loan Holders,
or if a failure to take any such action at such time would be inconsistent with the Servicing Standard, the Special Servicer may
take actions with respect to the related Mortgaged Property before the expiration of a 10 Business Day period (or 20 Business
Day period, if applicable) if the Special Servicer reasonably determines in accordance with the Servicing Standard that failure
to take such actions before the expiration of a 10 Business Day period (or 20 Business Day period, if applicable) would materially
and adversely affect the interest of the Certificateholders and the related Serviced Companion Loan Holder (if applicable) and
the Special Servicer has made a reasonable effort, prior to the occurrence and continuance of any Control Termination Event, to
contact the Controlling Class Representative. The foregoing shall not relieve the Special Servicer of its duties to comply with
the Servicing Standard. To the extent that the Special Servicer received notice of an Excluded Controlling Class Loan (in the
form of Exhibit M-1C or M-1D), any Asset Status Report or Excluded Information delivered with respect to an Excluded
Controlling Class Loan shall be sent via email to cmbsexcludedloan@wellsfargo.com pursuant to Section 3.32 and shall be
labeled by the Special Servicer with “Excluded Controlling Class Loan” followed by the loan number and loan name.


 


After the occurrence
and during the continuance of a Control Termination Event, the Special Servicer shall consult on a non-binding basis with the Operating
Advisor in connection with each Asset Status Report prior to finalizing and executing such Asset Status Report and the Operating
Advisor shall propose, by written notice, alternative courses of action within ten (10) days of receipt of each Asset Status Report
to the extent the Operating Advisor determines such alternatives to be in the best interest of the Certificateholders (including
any Certificateholders of Certificates that were previously included in the Control Eligible Certificates), as a collective whole
as if such Certificateholders constituted a single lender. In addition, after the occurrence and during the continuance of a Control
Termination Event, but prior to the occurrence and continuance of a Consultation Termination Event, the Special Servicer shall
also consult on a non-binding basis with the Controlling Class Representative (other than any Asset Status Report with respect
to an Excluded Loan) in connection with each Asset Status Report prior to finalizing and executing such Asset Status Report and
the Controlling Class Representative shall be permitted to propose alternative courses of action within ten (10) days of receipt
of each Asset Status Report. The Special Servicer shall consider


 






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any such
proposals from the Operating Advisor and/or the Controlling Class Representative and determine whether any changes to its proposed
Asset Status Report should be made, such determination being made in accordance with the Servicing Standard and the other terms
of this Agreement. In the event that the Operating Advisor or the Controlling Class Representative does not propose alternative
courses of action within ten (10) days after receipt of such Asset Status Report, the Special Servicer shall implement the Asset
Status Report as proposed by the Special Servicer. For the avoidance of doubt, the Controlling Class Representative shall not
have any consultation or approval rights with respect to an Asset Status Report that relates to an Excluded Loan.


 


Notwithstanding anything
to the contrary herein, after the occurrence and during the continuance of a Consultation Termination Event, the Controlling Class
Representative shall have no right to receive any Asset Status Report or otherwise consult with the Special Servicer with respect
to any matter set forth therein. After the occurrence and during the continuance of a Control Termination Event, the Controlling
Class Representative shall have no right to consent to any Asset Status Report under this Section 3.21(b). From and after
the Closing Date, the Controlling Class Representative shall have no right to receive any Asset Status Report related to an Excluded
Loan or otherwise to consent or object thereto under this Section 3.21(b) or otherwise consult with the Special Servicer
with respect to any matter set forth therein.


 


Notwithstanding the foregoing
or any other provision of this Agreement to the contrary, with respect to a Serviced Whole Loan, the related Serviced Companion
Loan Holder (or its Companion Loan Holder Representative) shall, at all times contemplated by the related Co-Lender Agreement,
be entitled to consult on a non-binding basis with the Special Servicer and propose alternative courses of action in respect of
any Asset Status Report as set forth in Section 3.27(d) of this Agreement.


 


The Special Servicer
shall deliver (i) any Final Asset Status report to the 17g-5 Information Provider for posting on its Website, and (ii) a
summary of the Final Asset Status Report (which such summary shall be prepared on a loan-by-loan basis) to the Certificate Administrator
for posting on its website.


 


(c)          Subject to Section
3.21(b) of this Agreement, during the continuance of a Servicing Transfer Event, the Special Servicer shall have the authority
to meet with the related Mortgagors and take any actions consistent with the Servicing Standard and the most recent Asset Status
Report for the related Mortgage Loan.


 


(d)          Upon request of any Certificateholder (or any Beneficial Owner, if applicable, which shall have provided the Certificate
Administrator with an Investor Certification), the Certificate Administrator shall mail, without charge, to the address specified
in such request a copy of the Final Asset Status Report for each Specially Serviced Loan; provided that an Excluded Controlling
Class Holder shall not be provided with any Final Asset Status Report (or copy thereof) with respect to any Excluded Controlling
Class Loan with respect to which such Excluded Controlling Class Holder is a Borrower Party.


 


(e)          Prior to the occurrence and continuance of a Control Termination Event, the Special Servicer shall deliver to the Operating
Advisor only each Final Asset Status Report.


 






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(f)          Notwithstanding the foregoing, neither the Master Servicer nor the Special Servicer shall follow any advice, direction or
consultation provided by the Operating Advisor, any Serviced Companion Loan Holder, any Companion Loan Holder Representative or
the Controlling Class Representative that would require or cause the Master Servicer or the Special Servicer, as applicable, to
violate any applicable law, be inconsistent with the Servicing Standard or any Co-Lender Agreement, require or cause the Master
Servicer or the Special Servicer, as applicable, to violate provisions of this Agreement, require or cause the Special Servicer
or Master Servicer to violate the terms of any Co-Lender Agreement, any Mortgage Loan or Serviced Whole Loan, or expose any Certificateholder
or any party to this Agreement or their Affiliates, officers, directors or agents to any claim, suit or liability, cause either
Trust REMIC to fail to qualify as a REMIC for federal income tax purposes, result in the imposition of a “prohibited transaction”
or “prohibited contribution” tax under the REMIC Provisions, or the imposition of a tax upon either Trust REMIC, or
materially expand the scope of the Master Servicer’s or the Special Servicer’s, as applicable, responsibilities under
this Agreement or any Co-Lender Agreement. In addition, neither the Master Servicer nor the Special Servicer is under any obligation
to act upon any recommendation of the Operating Advisor.


 


Section 3.22      Transfer of Servicing Between Master Servicer and Special Servicer; Record Keeping.


 


(a)          Upon determining
that any Mortgage Loan or Serviced Whole Loan has become a Specially Serviced Loan, the Master Servicer shall promptly give written
notice thereof to the Special Servicer, any related Companion Loan Holder (in the case of a Serviced Whole Loan), the Operating
Advisor, the Certificate Administrator, the Trustee and, prior to the occurrence and continuance of a Consultation Termination
Event, the Controlling Class Representative, and, for posting to the Rule 17g-5 Information Provider’s Website pursuant
to Section 11.13 of this Agreement, the Rule 17g-5 Information Provider and shall deliver a copy of the Servicing
File to the Special Servicer and concurrently provide a copy of such Servicing File to the Operating Advisor and shall use its
reasonable efforts to provide the Special Servicer with all information, documents (but excluding the original documents constituting
the Mortgage File, but including copies thereof) and records (including records stored electronically on computer tapes, magnetic
discs and the like) relating to the Mortgage Loan or Serviced Whole Loan and reasonably requested by the Special Servicer to enable
it to assume its duties hereunder with respect thereto without acting through a Sub-Servicer. The Master Servicer shall use its
reasonable efforts to comply with the preceding sentence within five (5) Business Days of the date such Mortgage Loan and/or Serviced
Companion Loan became a Specially Serviced Loan and in any event shall continue to act as Master Servicer and administrator of
such Mortgage Loan and/or Serviced Companion Loan until the Special Servicer has commenced the servicing of such Mortgage Loan
and/or Serviced Companion Loan, which shall occur upon the receipt by the Special Servicer of the Servicing File. With respect
to each such Mortgage Loan and/or Serviced Companion Loan that becomes a Specially Serviced Loan, the Master Servicer shall instruct
the related Mortgagor to continue to remit all payments in respect of such Mortgage Loan and/or Serviced Companion Loan to the
Master Servicer. The Master Servicer shall forward any notices it would otherwise send to the Mortgagor of such a Specially Serviced
Loan to the Special Servicer who shall send such notice to the related Mortgagor.


 






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Upon determining that
a Specially Serviced Loan has become a Corrected Mortgage Loan, the Special Servicer shall immediately give written notice thereof
to the Master Servicer, the Trustee, the Operating Advisor, the Certificate Administrator, any related Companion Loan Holder and,
prior to the occurrence and continuance of a Consultation Termination Event, the Controlling Class Representative, and, for posting
to the Rule 17g-5 Information Provider’s Website pursuant to Section 11.13 of this Agreement, the Rule 17g-5
Information Provider and, upon giving such notice and the return of the Servicing File to the Master Servicer, such Mortgage Loan
and/or Serviced Companion Loan shall cease to be a Specially Serviced Loan in accordance with the first proviso of the definition
of Specially Serviced Loans, the Special Servicer’s obligation to service such Mortgage Loan and/or Serviced Companion Loan
shall terminate and the obligations of the Master Servicer to service and administer such Mortgage Loan and/or Serviced Companion
Loan as a Mortgage Loan and/or Serviced Companion Loan that is not a Specially Serviced Loan shall resume. In addition, if the
related Mortgagor has been instructed, pursuant to the preceding paragraph, to make payments to the Special Servicer, upon such
determination, the Special Servicer shall instruct the related Mortgagor to remit all payments in respect of such Specially Serviced
Loan directly to the Master Servicer.


 


(b)          In servicing any
Specially Serviced Loan, the Special Servicer shall provide to the Custodian originals of documents included within the definition
of “Mortgage File” for inclusion in the related Mortgage File (to the extent such documents are in the possession
of the Special Servicer) and copies of any additional related Mortgage Loan or Serviced Whole Loan information, including
correspondence with the related Mortgagor, and the Special Servicer shall promptly provide copies of all of the foregoing to the
Master Servicer as well as copies of any analysis or internal review prepared by or for the benefit of the Special Servicer.


 


(c)          Notwithstanding the provisions of subsections (a) and (b) of this Section 3.22, the Master Servicer
shall maintain ongoing payment records with respect to each of the Specially Serviced Loans and, upon request, shall provide the
Special Servicer and the Operating Advisor with any information reasonably required by the Special Servicer or the Operating Advisor
to perform its duties under this Agreement to the extent such information is within its possession. Upon request, the Special Servicer
shall provide the Master Servicer and the Operating Advisor with any information reasonably required by the Master Servicer or
the Operating Advisor to perform its duties under this Agreement to the extent such information is within its possession.


 


Section 3.23     Interest
Reserve Account. The Certificate Administrator shall establish and maintain the Interest Reserve Account. The Interest Reserve
Account shall be established and maintained as an Eligible Account. On each Master Servicer Remittance Date occurring in February
and on any Master Servicer Remittance Date occurring in January which occurs in a year that is not a leap year (commencing
in 2016) (unless, in either such case, the related Distribution Date is the final Distribution Date), the Master Servicer shall
remit to the Certificate Administrator for deposit into the Interest Reserve Account, in respect of each Mortgage Loan that accrues
interest on the basis of a 360-day year and the actual number of days in the related month, an amount equal to one day’s
interest at the related Net Mortgage Loan Rate, on the respective Stated Principal Balance, as of the close of business on the
Distribution


 






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Date in the
month preceding the month in which such Master Servicer Remittance Date occurs, to the extent the applicable Monthly Payment or
P&I Advance is made in respect thereof (all amounts so deposited in any consecutive January (if applicable) and February,
“Withheld Amounts”). On or prior to the Master Servicer Remittance Date occurring in March (or February, if
such Distribution Date is the final Distribution Date) of each calendar year, the Certificate Administrator shall transfer to
the Lower-Tier Distribution Account the aggregate of all Withheld Amounts on deposit in the Interest Reserve Account.


 


Section 3.24     Modifications, Waivers, Amendments and Master Servicer Decisions.


 


(a)          (i) With
respect to non-Specially Serviced Loans, the Master Servicer (subject to the Special Servicer’s consent if the related modification,
waiver, amendment, consent or other action constitutes a Major Decision or is otherwise not a Master Servicer Decision) or (ii) with
respect to any Specially Serviced Loan, the Special Servicer, in each case subject to the consultation rights (if any) of the
Operating Advisor following a Control Termination Event, or the consent or consultation of the Controlling Class Representative,
or any related holder of a Pari Passu Companion Loan or its Companion Loan Holder Representative (as applicable), to modify, waive
or amend any term of any Mortgage Loan (other than any Non-Serviced Whole Loan) or Serviced Whole Loan if such modification, waiver,
amendment, consent or other action (A) is consistent with the Servicing Standard and (B) would not constitute a “significant
modification” of such Mortgage Loan (other than any Non-Serviced Whole Loan) or Serviced Whole Loan pursuant to Treasury
Regulations Section 1.860G-2(b) and would not otherwise (1) cause either Trust REMIC to fail to qualify as a REMIC for
federal income tax purposes or (2) result in the imposition of a tax upon either Trust REMIC or the Trust (including but
not limited to the tax on “prohibited transactions” as defined in Code Section 860F(a)(2) and the tax on contributions
to a REMIC set forth in Code Section 860G(d), but not including the tax on “net income from foreclosure property”
under Code Section 860G(c)). The Master Servicer and the Special Servicer may rely on an Opinion of Counsel with respect
to such determination.


 


In
addition, with respect to any Mortgage Loan (other than any Non-Serviced Mortgage Loan) that is not a Specially Serviced
Loan, the consent of the Special Servicer shall be required for any modification, waiver, amendment, consent or other action that
constitutes a Major Decision pursuant to Section 6.09(a) of this Agreement or is otherwise not a Master Servicer Decision
pursuant to Section 3.24(e), and the Special Servicer shall obtain the consent of for so long as a Control Termination
Event has not occurred and is not continuing, the Controlling Class Representative with regard to any modification, waiver, amendment,
consent or other action for which the Master Servicer is recommending approval that constitutes a Major Decision. The Special
Servicer shall also obtain the consent of the Controlling Class Representative and under the circumstances contemplated by the
prior sentence, with respect to any modification, waiver, amendment, consent or other action with regard to any Specially Serviced
Loan to the extent provided in Section 6.09(a) of this Agreement.


 


No modification, waiver
or amendment of any Co-Lender Agreement related to a Mortgage Loan (other than a Non-Serviced Mortgage Loan) and any Serviced Companion
Loan, or an action to enforce rights with respect thereto, in each case, in a manner that materially and


 






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adversely
affects the rights, duties and obligations of the Special Servicer or the Master Servicer, as applicable, shall be permitted without
the prior written consent of the Special Servicer or the Master Servicer, as applicable.


 





When
the Special Servicer’s consent is required and the Master Servicer is recommending approval with respect to non-Specially
Serviced Loans, the Master Servicer shall promptly provide the Special Servicer with written notice of any request for modification,
waiver, amendment, consent or other action that is a Major Decision or is otherwise not a Master Servicer Decision accompanied
by the Master Servicer’s written recommendation and analysis and any and all information in the Master Servicer’s
possession or reasonably available to it that the Special Servicer or the Controlling Class Representative may reasonably request
to withhold or grant its consent, and in all cases the Special Servicer shall be entitled (subject to the consultation rights
of the Operating Advisor, the consent or consultation rights of the Controlling Class Representative, or the consultation rights
of any related Companion Loan Holder or its Companion Loan Holder Representative (as applicable)) to approve or disapprove any
modification, waiver, amendment, consent or other action that constitutes a Major Decision or is otherwise not a Master Servicer
Decision. Subject to Section 3.10 of this Agreement, the Special Servicer shall have 15 Business Days (or, with respect
to a Serviced Whole Loan, such longer period as required by the related Co-Lender Agreement for review by any related Companion
Loan Holder or its Companion Loan Holder Representative) (or 30 days with respect to an Acceptable Insurance Default) (from the
date that the Special Servicer receives the Master Servicer’s written analysis and recommendation and any supporting information
it requested from the Master Servicer) to analyze and approve such Major Decision or such non-Master Servicer Decision. Prior
to the end of such 15 Business Day period or such longer period if required by the applicable Co-Lender Agreement or 30-day period,
as applicable, for so long as a Control Termination Event has not occurred and is not continuing with respect to a Major Decision
for which the Master Servicer is recommending approval, the Special Servicer is required to notify the Controlling Class Representative,
of such request for approval and provide its written analysis and recommendation with respect thereto. Following such notice,
the Controlling Class Representative shall have 10 Business Days (or, in the case of a determination of an Acceptable Insurance
Default, 20 days) from the date it receives from the Special Servicer the written recommendation and analysis of the Master
Servicer or the Special Servicer, as applicable, and any other information it may reasonably request to approve any recommendation
of the Special Servicer or the Master Servicer relating to any request for approval for a Major Decision. In any event, subject
to the Co-Lender Agreement for any Whole Loan, if the Controlling Class Representative, if required, does not respond to a request
for approval by 5:00 p.m. on the 10th Business Day or such longer period if required by the applicable Co-Lender Agreement or
20th day, as applicable, after receipt of the applicable recommendation and analysis and other requested information as set forth
in the preceding sentence, the Special Servicer or the Master Servicer, as applicable, may deem its recommendation approved by
the Controlling Class Representative and if the Special Servicer does not respond to a request for approval within the required
15 Business Days or such longer period if required by the applicable Co-Lender Agreement or 30 days, as applicable, the Master
Servicer may deem its recommendation approved by the Special Servicer. With respect to any non-Specially Serviced Loan, the Master
Servicer, without the consent of the Special Servicer, shall be responsible to determine whether to consent to or approve any
request by the related Mortgagor with respect to any action that is a Master Servicer Decision.
  






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No
modification, waiver or amendment of any Co-Lender Agreement related to a Mortgage Loan (other than a Non-Serviced Mortgage Loan)
and any Serviced Companion Loan, or an action to enforce rights with respect thereto, in each case, in a manner that materially
and adversely affects the rights, duties and obligations of the Special Servicer or the Master Servicer, as applicable, shall
be permitted without the prior written consent of the Special Servicer or the Master Servicer, as applicable.


 


(b)          All modifications,
waivers or amendments of any Mortgage Loan or Serviced Whole Loan shall be in writing and shall be effected in a manner consistent
with the Servicing Standard. The Master Servicer or the Special Servicer, as applicable, shall notify in writing the Trustee,
the Certificate Administrator, the Depositor, any related Serviced Companion Loan Holder(s) (in the case of a Serviced Whole Loan
which, for so long as any Serviced Companion Loan has been included in an Other Securitization Trust, shall be deemed to be the
related master servicer under the related Other Pooling and Servicing Agreement, unless the notifying party has received written
notice otherwise), the Controlling Class Representative (prior to the occurrence and continuance of a Consultation Termination
Event), the Operating Advisor (after the occurrence and during the continuance of a Control Termination Event) and, for posting
to the Rule 17g-5 Information Provider’s Website pursuant to Section 11.13 of this Agreement, the Rule 17g-5
Information Provider, of any modification, waiver or amendment of any term of any Mortgage Loan or Serviced Whole Loan and the
date thereof, and shall deliver a copy to the Trustee, any related Serviced Companion Loan Holder(s) (in the case of a Serviced
Whole Loan which, for so long as any Serviced Companion Loan has been included in an Other Securitization Trust, shall be deemed
to be the related Other Master Servicer under the related Other Pooling and Servicing Agreement, unless the notifying party has
received written notice otherwise), the Controlling Class Representative (prior to the occurrence and continuance of a Consultation
Termination Event) and the Operating Advisor (after the occurrence and during the continuance of a Control Termination Event)
and an original to the Custodian of the recorded agreement relating to such modification, waiver or amendment within 15 Business
Days following the execution and recordation thereof. For the avoidance of doubt, the requirements with respect to delivery of
an assumption agreement shall be governed by Section 3.09.


 


(c)          Any modification
of any Mortgage Loan Documents that requires obtaining a Rating Agency Confirmation pursuant to such Mortgage Loan Documents,
or any modification that would eliminate, modify or alter the requirement of obtaining a Rating Agency Confirmation in such Mortgage
Loan Documents, shall not be made without obtaining a Rating Agency Confirmation. The Rating Agency Confirmation shall be obtained
at the related Mortgagor’s expense in accordance with the related Loan Agreement or, if not so provided in such Loan Agreement
or if such Mortgagor does not pay, at the expense of the Trust Fund.


 


(d)          Promptly
after any Mortgage Loan or Serviced Whole Loan becomes a Specially Serviced Loan, the Special Servicer shall request from the
Certificate Administrator the name of the current Controlling Class Representative and shall request from the Master Servicer
the name of the current related Companion Loan Holder(s). Upon receipt of the name of such current Controlling Class Representative
from the Certificate Administrator, the Special Servicer shall notify the Controlling Class Representative that such Mortgage
Loan became a Specially Serviced Loan. Upon receipt of the name(s) of such current related Companion Loan


 






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Holder
from the Master Servicer, the Special Servicer shall notify the related Companion Loan Holder that the related Serviced Whole
Loan became a Specially Serviced Loan. The Certificate Administrator shall be responsible for providing the name of the current
Controlling Class Representative only to the extent the Controlling Class Representative has identified itself as such to the
Certificate Administrator; provided that if the Controlling Class Representative is determined pursuant to the proviso
in the definition of “Controlling Class Representative”, then (i) the Certificate Administrator shall determine
which Class is the Controlling Class and (ii) the Special Servicer shall request from the Certificate Administrator, and
the Certificate Administrator shall request from the Depository at the expense of the Trust, the list of Beneficial Holders of
the Controlling Class, and the Certificate Administrator shall provide (on a reasonably prompt basis) such list to the Special
Servicer and the Master Servicer at the expense of the Trust Fund.


 


(e)          With
respect to any non-Specially Serviced Loan, and subject to the rights of the Special Servicer and the Controlling Class Representative
under Section 6.09 of this Agreement, the Master Servicer, without the consent of the Special Servicer or the Controlling
Class Representative and without any Rating Agency Confirmation, shall be responsible to determine whether to consent to or approve
any of the following requests by the related Mortgagor (each, a “Master Servicer Decision”):


 


(A)         approving
routine leasing activity, including the granting of subordination and nondisturbance and attornment agreements and consents involving
routine leasing activities that (1) do not involve a ground lease or lease of an outparcel, (2) affect an area less than the lesser
of (i) 20,000 square feet and (ii) 10% of the net rentable area of the related Mortgaged Property and (3) is not with respect to
a lease that otherwise constitutes a “major lease” or “material lease,” if applicable, under the related
Mortgage Loan Documents;


 


(B)          approving
any immaterial waiver affecting the timing of receipt of financial statements from any Mortgagor; provided that such
financial statements are delivered no less often than quarterly and within 60 days after the end of the calendar quarter;


 


(C)          approving annual budgets for the related Mortgaged
Property; provided that no such budget (1) is with respect to a Mortgaged Property that is on the CREFC®
Servicer Watch List, or (2) provides for the payment of any material (more than 25%) increases in operating expenses or payments
to entities actually known by the Master Servicer to be affiliates of the related Mortgagor (excluding affiliated managers paid
at fee rates agreed to at the origination of the related Mortgage Loan);


 


(D)          subject
to other restrictions in this Agreement regarding Principal Prepayments, waiving any provision of a Mortgage Loan or Serviced Whole
Loan requiring a specified number of days’ notice prior to a Principal Prepayment;


 


(E)          approving
non-material modifications, consents or waivers (other than modifications, consents or waivers specifically prohibited under this
Section 3.24) in connection with a defeasance permitted by the terms of this Agreement, and subject to certain conditions,
including in certain cases, delivery of an Opinion of Counsel (which 


 






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Opinion of Counsel shall be at the expense of the related
Mortgagor) to the effect that such modification, waiver or consent would not cause either Trust REMIC to fail to qualify as a REMIC
under the Code or result in a “prohibited transaction” under the REMIC Provisions or cause the Grantor Trust to fail
to qualify as a grantor trust for federal income tax purposes;


 


(F)          approving
consents with respect to non-material rights-of-way and non-material easements and consent to subordination of the related Mortgage
Loan or Serviced Whole Loan to such non-material rights-of-way or easements; provided that the Master Servicer has determined
in accordance with the Servicing Standard that such right-of-way or easement does not materially affect the then-current use or
value of the related Mortgaged Property, the security intended to be provided by the related Mortgage or the Mortgagor’s ability
to make payments with respect to the related Mortgage Loan or Serviced Whole Loan;


 


(G)         granting
waivers of minor covenant defaults (other than financial covenants);


 


(H)         as
permitted under the related Mortgage Loan Documents, payment from any escrow, reserve, or letter of credit except releases of
any escrows, reserve accounts or letters of credit held as performance or “earn-out” escrows or reserves unless
both (1) required pursuant to the specific terms of the related Mortgage Loan or Serviced Whole Loan and (2) for which there
is no lender discretion;


 


(I)          approving
a change of the property manager or franchise change at the request of the related Mortgagor so long as (1) the successor property
manager is not affiliated with the related Mortgagor and is a nationally or regionally recognized manager of similar properties,
and (2) the subject Mortgage Loan or Serviced Whole Loan does not have an outstanding principal balance in excess of the lesser
of $8,500,000 or 2% of the then aggregate principal balance of the Mortgage Loans and Serviced Whole Loans and (3) to the extent
the lender is not required to consent or approve such change under the Mortgage Loan Documents;


 


(J)          for
all Mortgage Loans and Serviced Whole Loans, subject to the satisfaction of any conditions precedent set forth in the related Mortgage
Loan Documents, approving disbursements of any holdback amounts in accordance with the related Mortgage Loan Documents provided
that such disbursements are required pursuant to the specific terms of the related Mortgage Loan or Serviced Whole Loan and for
which there is no material lender discretion (other than confirming the satisfaction of the other conditions to the transaction
set forth in the related Mortgage Loan Documents that do not include any other approval);


 


(K)        any
non-material modifications, waivers or amendments not provided for in clauses (A) through (J) above, which are necessary
to cure any ambiguities or to correct scrivener’s errors in the terms of the related Mortgage Loan or Serviced Whole Loan;


 






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(L)         consent to releases of non-material, non-income
producing parcels of a Mortgaged Property that do not materially affect the use or value of the Mortgaged Property or the ability
of the related Mortgagor to pay amounts due in respect of the Mortgage Loan or Companion Loan as and when due provided such releases
are required by the related Mortgage Loan documents and there is no lender discretion permitted under the Mortgage Loan documents;
and



 


(M)        consent to actions related to condemnation of non-material,
non-income producing parcels of the Mortgaged Property that do not materially affect the use or value of the Mortgaged Property
or the ability of the related Mortgagor to pay amounts due in respect of the Mortgage Loan or Companion Loan when due so long
as such consent is not with respect to (1) a condemnation settlement or (2) a determination to apply casualty proceeds or condemnation
awards to the reduction of the debt rather than to the restoration of the Mortgaged Property.


 


(f)           The Special Servicer or Master Servicer may, as a condition to granting any request by a Mortgagor for consent to a modification,
extension, waiver or indulgence or any other matter or thing, the granting of which is within its discretion pursuant to the terms
of the instruments evidencing or securing the related Mortgage Loan or Serviced Whole Loan and, further, pursuant to the terms
of this Agreement and applicable law, require that such Mortgagor pay to it a reasonable or customary fee for the additional services
performed in connection with such request and any related costs and expenses incurred by it; provided that the charging
of such fee would not be a “significant modification” of the Mortgage Loan within the meaning of Treasury Regulations
Section 1.860G-2(b).


 


(g)           Notwithstanding
anything set forth in this Agreement, in no event shall the Special Servicer be permitted to:





 


(i)           extend the Maturity Date of a Mortgage Loan or Serviced Whole Loan beyond a date that is three (3) years prior to the Rated
Final Distribution Date; or


 


(ii)           if the Mortgage Loan or Serviced Whole Loan is secured by a ground lease, extend the Maturity Date of such Mortgage Loan
or Serviced Whole Loan beyond a date which is 20 years or, to the extent consistent with the Servicing Standard, giving due consideration
to the remaining term of the ground lease, 10 years prior to the end of the current term of such ground lease, plus any options
to extend exercisable unilaterally by the related Mortgagor.


 


(h)           In
connection with (i) the release of a Mortgaged Property or any portion of a Mortgaged Property from the lien of the related
Mortgage or (ii) the taking of a Mortgaged Property or any portion of a Mortgaged Property by exercise of the power of eminent
domain or condemnation, if the Mortgage Loan Documents require the Master Servicer or the Special Servicer, as applicable, to
calculate (or require the related Mortgagor to provide such calculation to the Master Servicer or the Special Servicer, as applicable)
the loan-to-value ratio of the remaining Mortgaged Property or Mortgaged Properties or the fair market value of the real property
constituting the remaining Mortgaged Property or Mortgaged Properties, for purposes of REMIC qualification of the related Mortgage
Loan, then, unless then permitted by the REMIC


 






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Provisions,
such calculation shall exclude the value of personal property and going concern value, if any. If, following any such release
or taking, the loan-to-value ratio as so calculated is greater than 125%, the Master Servicer or Special Servicer, as applicable,
will require a payment of principal by a “qualified amount” as determined under Revenue Procedure 2010-30 or successor
provisions unless the related Mortgagor provides an Opinion of Counsel that if such amount is not paid the related Mortgage Loan
will not fail to be a Qualified Mortgage.


 


(i)           If
and to the extent that the Trust, as holder of a Non-Serviced Mortgage Loan, is entitled to exercise any consent and/or consultation
rights with respect to modifications, waivers and amendments or certain other major decisions under the applicable Other Pooling
and Servicing Agreement, such rights shall be exercised by the Controlling Class Representative or, following a Consultation Termination
Event, the Operating Advisor, in accordance with Section 3.01(j). The Master Servicer and the Special Servicer shall only
be obligated to forward any requests received from the related Other Master Servicer or the related Other Special Servicer, as
applicable, for such consent and/or consultation to the Controlling Class Representative (unless, with respect to consent rights,
a Control Termination Event has occurred and is continuing or, with respect to consultation rights, a Consultation Termination
Event has occurred) or, following a Consultation Termination Event with respect to any consultation rights, to the Operating Advisor,
and shall have no right or obligation to exercise any such consent or consultation rights. For the avoidance of doubt, the foregoing
provisions of this paragraph shall not impose any consent rights on the Operating Advisor with respect to the Non-Serviced Mortgage
Loan.


 


Section 3.25     Additional Obligations with Respect to Certain Mortgage Loans.


 


(a)          With respect to each Mortgage Loan (other than any Non-Serviced Mortgage Loan) with a Stated Principal Balance in excess
of $35,000,000, with respect to any replacement of the Manager for the related Mortgaged Property, the Master Servicer or Special
Servicer, as applicable, to the extent permitted by the related Mortgage Loan Documents, shall require a Rating Agency Confirmation
and shall condition its consent to such replacement on the Mortgagor paying for such Rating Agency Confirmation.


 


With respect to any Mortgage
Loan (other than a Non-Serviced Mortgage Loan), if any mezzanine loan is directly or indirectly secured by any equity interest
of the related Mortgagor, the Master Servicer (if the related Mortgage Loan is a non-Specially Serviced Loan) or the Special Servicer
(if the related Mortgage Loan is a Specially Serviced Loan) shall perform the obligations of the Trust, as holder of the related
Mortgage Loan, or its servicer under the related mezzanine loan intercreditor agreement.


 


Section 3.26         
Additional Matters Regarding Advance Reimbursement.


 


(a)          Upon the determination
that a previously made Advance is a Nonrecoverable Advance, to the extent that the reimbursement thereof would exceed the full
amount of the principal portion of general collections on the Mortgage Loans deposited in the Collection Account, the Master Servicer
or the Trustee, at its own option and in its sole discretion, as applicable, instead of obtaining reimbursement for the remaining
amount of such Nonrecoverable Advance pursuant to Section 3.06(a)(ii)(B) of this Agreement immediately, may elect to refrain
from obtaining such reimbursement for some or all such portion of the


 






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Nonrecoverable
Advance during the one-month Prepayment Period ending on the then-current Determination Date, for successive one-month periods
for a total not to exceed 12 months; provided that any deferral in excess of 6 months shall be subject to the consent
of the Controlling Class Representative (unless a Control Termination Event has occurred and is continuing, in which case the
Controlling Class Representative shall be consulted with unless a Consultation Termination Event has occurred and is continuing).
If the Master Servicer or the Trustee makes such an election in its sole discretion to defer reimbursement with respect to all
or a portion of a Nonrecoverable Advance (together with interest thereon), then such Nonrecoverable Advance (together with interest
thereon) or portion thereof shall continue to be fully reimbursable in the subsequent Collection Period (subject, again, to the
same sole discretion option to defer; it is acknowledged that, in such a subsequent period, such Nonrecoverable Advance shall
again be reimbursable pursuant to Section 3.06(a)(ii)(B) of this Agreement). In connection with a potential election by
the Master Servicer or the Trustee to refrain from the reimbursement of a particular Nonrecoverable Advance or portion thereof
during the one-month Prepayment Period ending on the related Determination Date for any Distribution Date, the Master Servicer
or the Trustee shall further be authorized to wait for principal collections to be received before making its determination of
whether to refrain from the reimbursement of a particular Nonrecoverable Advance or portion thereof) until the end of such
Prepayment Period; provided, however, that if, at any time the Master Servicer or the Trustee, as applicable, determines
that the reimbursement of a Nonrecoverable Advance during a one-month Prepayment Period will exceed the full amount of the principal
portion of general collections deposited in the Collection Account for such Distribution Date, then the Master Servicer or the
Trustee, as applicable, shall, through a posting to the Rule 17g-5 Information Provider’s Website pursuant to Section
11.13 of this Agreement, give the Rating Agencies at least 15 days’ notice prior to any reimbursement to it of Nonrecoverable
Advances from amounts in the Collection Account allocable to interest on the Mortgage Loans unless (1) the Master Servicer
or the Trustee, as applicable, determines in its sole discretion that waiting 15 days after such a notice could jeopardize the
Master Servicer’s or the Trustee’s, as applicable, ability to recover such Nonrecoverable Advances, (2) changed
circumstances or new or different information becomes known to the Master Servicer or the Trustee, as applicable, that could affect
or cause a determination of whether any Advance is a Nonrecoverable Advance, whether to defer reimbursement of a Nonrecoverable
Advance or the determination in clause (1) above, or (3) the Master Servicer has not timely received from the
Trustee information requested by the Master Servicer to consider in determining whether to defer reimbursement of a Nonrecoverable
Advance; provided that, if clause (1), (2) or (3) apply, the Master Servicer or the
Trustee, as applicable, shall, through a posting to the Rule 17g-5 Information Provider’s Website pursuant to Section
11.13 of this Agreement, give Rating Agencies notice of an anticipated reimbursement to it of Nonrecoverable Advances from
amounts in the Collection Account allocable to interest on the Mortgage Loans as soon as reasonably practicable in such circumstances.
Subject to Section 11.13 of this Agreement, the Master Servicer or the Trustee, as applicable, shall have no liability
for any loss, liability or expense resulting from any notice provided to Rating Agencies contemplated by the immediately preceding
sentence. Any election by the Master Servicer or the Trustee to refrain from reimbursing itself for any Nonrecoverable Advance
(together with interest thereon) or portion thereof with respect to any Collection Period shall not be construed to impose
on the Master Servicer or the Trustee any obligation to make such an election (or any entitlement in favor of any Certificateholder
or any other Person to such an election) with respect to any subsequent


 






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Collection Period or to constitute a waiver
or limitation on the right of the Master Servicer or the Trustee to otherwise be reimbursed for such Nonrecoverable Advance immediately
(together with interest thereon). Any such election by the Master Servicer or the Trustee shall not be construed to impose any
duty on the other such party to make such an election (or any entitlement in favor of any Certificateholder or any other Person
to such an election). Any such election by any such party to refrain from reimbursing itself or obtaining reimbursement for any
Nonrecoverable Advance or portion thereof with respect to any one or more Prepayment Periods shall not limit the accrual of interest
on such Nonrecoverable Advance for the period prior to the actual reimbursement of such Nonrecoverable Advance. None of the Master
Servicer the Trustee or the other parties to this Agreement will have any liability to one another or to any of the Certificateholders
for any such election that such party makes to refrain or not to refrain from reimbursing itself as contemplated by this paragraph
or for any losses, damages or other adverse economic or other effects that may arise from such an election nor will such election
constitute a violation of the Servicing Standard or any duty under this Agreement. The Master Servicer’s or the Trustee’s,
as applicable, election, if any, to defer reimbursement of such Nonrecoverable Advances as set forth above is an accommodation
to the Certificateholders and shall not be construed as an obligation on the part of the Master Servicer or the Trustee, as applicable,
or a right of the Certificateholders. Nothing herein shall give the Master Servicer or the Trustee the right to defer reimbursement
of a Nonrecoverable Advance if there are principal collections then available in the Collection Account pursuant to Section
3.06 of this Agreement or to defer reimbursement of a Nonrecoverable Advance for an aggregate period exceeding 12 months.


 


(b)          If the Master Servicer
is required to make a Property Advance, but does not do so within 15 days after the Property Advance is required to be made, then
the Trustee will be required: (i) if a Responsible Officer of the Trustee has actual knowledge of the failure, to give the
Master Servicer notice of its failure; and (ii) if the failure continues for three more Business Days, to make the Property
Advance unless the Trustee determines such Property Advance to be a Nonrecoverable Advance.


 


Section 3.27     Companion
Loan Co-Lender Matters.


 


(a)          If,
pursuant to Section 2.03, Section 3.17 or Section 9.01 of this Agreement, any Mortgage Loan that relates
to a Serviced Whole Loan is purchased from, repurchased from or substituted out of, the Trust Fund, the subsequent holder thereof
shall be bound by the terms of the Co-Lender Agreement and shall assume the rights and obligations of the holder of the note(s)
that represent the related Mortgage Loan under such Co-Lender Agreement. All portions of the related Mortgage File and (to the
extent provided under the related Loan Purchase Agreement) other documents pertaining to such Mortgage Loan shall be endorsed
or assigned to the extent necessary or appropriate to the purchaser of such Mortgage Loan in its capacity as the holder of the
Note(s) that represent the related Mortgage Loan (as a result of such purchase, repurchase or substitution) and (except for the
actual Note(s)) on behalf of the holder of the Note(s) that represent the Companion Loan. Thereafter, such Mortgage File shall
be held by the holder of the Note(s) that represent the related Mortgage Loan or a custodian appointed thereby for the benefit
thereof, on behalf of itself and the holder of the related Companion Loan as their interests appear under the Co-Lender Agreement.
If the related Servicing File is not already in the possession of such party, it shall be delivered to the master


 






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servicer
or special servicer, as the case may be, under any separate servicing agreement for the Whole Loans.


 


(b)          With respect to each
Companion Loan that is part of a Serviced Whole Loan, notwithstanding any rights the Operating Advisor or the Controlling Class
Representative hereunder may have to consult with respect to any action or other matter with respect to the servicing of such
Companion Loan, to the extent the related Co-Lender Agreement provides that such right is exercisable by the related Companion
Loan Holder or is exercisable in conjunction with any related Companion Loan Holder or its Companion Loan Holder Representative,
then (i) neither the Operating Advisor nor the Controlling Class Representative shall be permitted to exercise such right
or, (ii) to the extent provided in the related Co-Lender Agreement, the Operating Advisor or the Controlling Class Representative,
as applicable, shall be required to exercise such right in conjunction with any related Companion Loan Holder or its Companion
Loan Holder Representative, as applicable. Additionally, notwithstanding anything in this Agreement to the contrary but subject
to Section 3.17(p) (as to consent rights) and Section 3.27(d) below (as to consultation rights), the Master Servicer
or Special Servicer, as applicable, shall consult with, seek the approval of, or obtain the consent of the holder of any Companion
Loan or its Companion Loan Holder Representative with respect to any matters with respect to the servicing of such Companion Loan
to the extent required under related Co-Lender Agreement and shall not take such actions requiring consent of or consultation
with the Companion Loan Holder or its Companion Loan Holder Representative without such consent or consultation. In addition,
notwithstanding anything to the contrary, the Master Servicer or Special Servicer, as applicable, shall deliver reports and notices
to the Companion Loan Holder as required under the Co-Lender Agreement.


 


(c)          With respect to each Serviced Whole Loan, the Master Servicer shall prepare, or cause to be prepared, on an ongoing basis
a statement setting forth, to the extent applicable to such Serviced Whole Loan:


 


(i)           (A) the amount of the distribution from the related Serviced Whole Loan Custodial Account allocable to principal and (B)
separately identifying the amount of scheduled principal payments, balloon payments, principal prepayments made at the option of
the Mortgagor or other principal prepayments (specifying the reason therefor), net liquidation proceeds and foreclosure proceeds
included therein and information on distributions made with respect to the related Serviced Whole Loan;


 


(ii)          the amount of the distribution from the related Serviced Whole Loan Custodial Account allocable to interest and the amount
of Default Interest allocable to the related Serviced Whole Loan;


 


(iii)         the amount of the distribution to the related Companion Loan Holder, separately identifying the non-default interest, principal
and other amounts included therein, and if the distribution to a Companion Loan Holder is less than the full amount that would
be distributable to such Companion Loan Holder if there were sufficient amounts available therefor, the amount of the shortfall
and the allocation thereof between interest and principal and the amount of the shortfall, if any, under the related Serviced Whole
Loan;


 






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(iv)         the principal balance of each of the related Serviced Whole Loan and related Companion Loan after giving effect to the distribution
of principal on the most recent Distribution Date; and


 


(v)          the amount of the servicing fees paid to the Master Servicer and the Special Servicer with respect to the most recent Distribution
Date, showing separately the Servicing Fee, the Special Servicing Fee, the Workout Fee and the Liquidation Fee.


 


Not later than each Distribution
Date, the Master Servicer shall make the foregoing statement available to the Companion Loan Holder by electronic means (which
may include posting such information pursuant to the applicable CREFC(R) reports on the Master Servicer’s
website).


 


(d)          Unless otherwise stated in the related Co-Lender Agreement and notwithstanding anything in this Agreement to the contrary,
with respect to each Serviced Whole Loan (i) the Special Servicer (with respect to Specially Serviced Loans) or the Master Servicer
(with respect to non-Specially Serviced Loans), as applicable, shall be required to provide copies of any notice, information and
report that is required to be provided to the Controlling Class Representative pursuant to this Agreement with respect to any Major
Decisions or the implementation of any recommended actions outlined in an Asset Status Report relating to such Serviced Whole Loan,
to any related non-controlling Companion Loan Holder (or its Companion Loan Holder Representative), within the same time frame
it is required to provide to the Controlling Class Representative (for this purpose, without regard to whether such items are actually
required to be provided to the Controlling Class Representative under this Agreement due to the occurrence and continuance of a
Control Termination Event or a Consultation Termination Event) and (ii) the Special Servicer, upon request, shall be required to
consult with any related non-controlling Serviced Companion Loan Holder or, after the occurrence of a Consultation Termination
Event, the Operating Advisor) on a strictly non-binding basis, to the extent having received such notices, information and reports,
such related Companion Loan Holder requests consultation with respect to any such Major Decisions or the implementation of any
recommended actions outlined in an Asset Status Report relating to the related Serviced Whole Loan, and consider alternative actions
recommended by such related Serviced Companion Loan Holder; provided that after the expiration of a period of ten (10) Business
Days from the delivery to such related Companion Loan Holder by the Master Servicer or Special Servicer, as applicable, of written
notice of a proposed action, together with copies of the notice, information and report required to be provided to the Controlling
Class Representative, the Master Servicer or Special Servicer, as applicable, shall no longer be obligated to consult with such
related Companion Loan Holder or consider alternate actions recommended by the related Companion Loan Holder, whether or not such
related Companion Loan Holder has responded within such ten (10) Business Day period (unless the Master Servicer or the Special
Servicer, as applicable, proposes a new course of action that is materially different from the action previously proposed, in which
case such ten (10) Business Day period shall be deemed to begin anew from the date of such proposal and delivery of all information
relating thereto); provided, further, that, if the Master Servicer or Special Servicer, as applicable, determines
(consistent with the Servicing Standard) that immediate action is necessary to protect the interests of the Certificateholders,
the Master Servicer or Special Servicer, as applicable, may take such action without waiting for such response; provided,
further, that, if the Master Servicer or Special Servicer, as applicable, takes


 






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any action
in accordance with the immediately preceding proviso, the Master Servicer or Special Servicer, as applicable, shall provide the
related Companion Loan Holder with prompt written notice following such action, including a reasonably detailed explanation of
the basis. Notwithstanding the consultation rights of any related Companion Loan Holder (or its Companion Loan Holder Representative)
set forth in the immediately preceding sentence, the Master Servicer or Special Servicer, as applicable, may make any Major Decision
or take any action set forth in the Asset Status Report before the expiration of the aforementioned ten (10) Business Day period
if the Master Servicer or Special Servicer, as applicable, determines that immediate action with respect thereto is necessary
to protect the interests of the Certificateholders and the related Companion Loan Holder. The Master Servicer or the Special Servicer,
as applicable, shall not be obligated at any time to follow or take any alternative actions recommended by a Companion Loan Holder
(or its representative) with respect to a Serviced Whole Loan.


 


(e)          In addition to the consultation rights of a Companion Loan Holder (or its Companion Loan Holder Representative) provided
in the immediately preceding paragraph, a Companion Loan Holder shall have the right to attend (in person or telephonically) annual
meetings with the Special Servicer at the offices of the Special Servicer upon reasonable notice and at times reasonably acceptable
to the Special Servicer in which servicing issues related to the related Serviced Whole Loan are discussed.


 


(f)           Upon receipt of written notice of the transfer of all or a portion of any Serviced Companion Loan, the Master Servicer shall
notify the Special Servicer, the Trustee, the Custodian and the Certificate Administrator of the identity and notice information
of the successor Companion Loan Holder(s) (or its representative) to the extent the Master Servicer has such information, such
written notice is not also addressed to such applicable party and the Master Servicer has not previously provided such information
thereto; provided that, if a Companion Loan has been included in an Other Securitization Trust, the Companion Loan Holder
will be deemed to be the related master servicer under the related Other Pooling and Servicing Agreement for purposes of providing
notice(s), reports and any other information to the Companion Loan Holder under this Agreement, unless the notifying party has
received written notice otherwise. Subject to Section 11.04, the Master Servicer may reasonably rely on the information
provided to the Master Servicer regarding the identity and/or contact information of a Serviced Companion Loan Holder (or its representative).
Each of the Special Servicer, the Trustee, the Custodian and the Certificate Administrator shall be entitled to rely on such information
so provided by the Master Servicer.


 


Notwithstanding
the foregoing, the Special Servicer shall not follow any advice, direction or consultation provided by the Operating Advisor,
any Serviced Companion Loan Holder (or its representative) or the Controlling Class Representative that would require or
cause the Special Servicer to violate any applicable law, be inconsistent with the Servicing Standard or any Co-Lender
Agreement, require or cause the Special Servicer to violate provisions of this Agreement or the terms of any Mortgage Loan or
Serviced Whole Loan, expose any Certificateholder or any party to this Agreement or their affiliates, officers, directors or
agents to any claim, suit or liability, cause either Trust REMIC to fail to qualify as a REMIC for federal income tax
purposes, result in the imposition of “prohibited transaction” or “prohibited contribution” tax under the
REMIC provisions of the Code or the imposition of a tax upon either





 






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Trust REMIC or
the loss of REMIC status, or materially expand the scope of the Special Servicer’s responsibilities under this Agreement
or any Co-Lender Agreement.


 


Section 3.28     Appointment
and Duties of the Operating Advisor.


 


(a)          Pentalpha Surveillance
LLC is hereby appointed to serve as the initial Operating Advisor.


 


(b)          The Operating Advisor, as an independent contractor, shall review the Special Servicer’s operational practices in
respect of Specially Serviced Loans, consult with the Special Servicer and perform each other obligation of the Operating Advisor
as set forth in this Agreement solely on behalf of the Trust and in the best interest of, and for the benefit of, the Certificateholders
(as a collective whole as if such Certificateholders and, with respect to a Serviced Companion Loan that is a Pari Passu Companion
Loan, the related holder(s) of such Pari Passu Companion Loan constituted a single lender) and not any particular Class of those
Certificateholders, as determined by the Operating Advisor in the exercise of its good faith and reasonable judgment (the “Operating
Advisor Standard”). The Operating Advisor shall not owe any fiduciary duty to the Master Servicer, the Special Servicer
or any other Person in connection with this Agreement.


 


(c)          Prior to the occurrence and continuance of a Control Termination Event, the Operating Advisor shall promptly review (i) all
information available to Privileged Persons on the Certificate Administrator’s Website with respect to the Special Servicer,
assets on the CREFC® Servicer Watch List and Specially Serviced Loans and (ii) each Final Asset Status Report.


 


(d)          (i) After the occurrence and during the continuance of a Control Termination Event, the Operating Advisor shall review
the Special Servicer’s operational practices in light of the Servicing Standard and the requirements of this Agreement, with
respect to the resolution and/or liquidation of the Specially Serviced Loans.


 


(ii)          After the occurrence and during the continuance of a Control Termination Event, based on the Operating Advisor’s review
of any annual compliance statement and any assessment of compliance delivered to the Operating Advisor pursuant to Section 10.07
and Section 10.08 of this Agreement, as applicable, any attestation report delivered to the Operating Advisor pursuant to
Section 10.09 of this Agreement, any Asset Status Report and other information (other than any communications between the
Controlling Class Representative, or a Serviced Companion Loan Holder (or its Companion Loan Holder Representative), as applicable,
on the one hand, and the Special Servicer, on the other hand, that would be Privileged Information) delivered to the Operating
Advisor by the Special Servicer, the Operating Advisor shall (if any Mortgage Loans were Specially Serviced Loans during the prior
calendar year) prepare and deliver to the Depositor, the Rule 17g-5 Information Provider (which shall promptly post such Operating
Advisor Annual Report on the Rule 17g-5 Information Provider’s Website), the Trustee and the Certificate Administrator
(which shall promptly post such Operating Advisor Annual Report on the Certificate Administrator’s Website), within 120 days
of the end of the prior calendar year an annual report (the “Operating Advisor Annual Report”),


 






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substantially
in the form of Exhibit R of this Agreement (which form may be modified or altered as to either its organization or
content by the Operating Advisor, subject to compliance of such form with the terms and provisions of this Agreement; provided,
further, that in no event shall the information or any other content included in the Operating Advisor Annual Report contravene
any provision of this Agreement) setting forth the Operating Advisor’s assessment of the Special Servicer’s performance
of its duties under this Agreement during the prior calendar year on a platform-level basis with respect to the resolution and
liquidation of Specially Serviced Loans and with respect to each Asset Status Report delivered to the Operating Advisor by the
Special Servicer during the prior calendar year. As used in connection with the Operating Advisor Annual Report, the term “platform-level
basis” refers to the Special Servicer’s performance of its duties as they relate to the resolution and/or liquidation
of Specially Serviced Loans, taking into account the Special Servicer’s specific duties under this Agreement as well as the
extent to which those duties were performed in accordance with the Servicing Standard, with reasonable consideration by the Operating
Advisor of the items required to be reviewed by it pursuant to this Agreement.


 


Subject to
the restrictions in this Agreement, including, without limitation, this Section 3.28, each such Operating Advisor Annual
Report shall (A) identify any material deviations (i) from the Servicing Standard and (ii) from the Special Servicer’s
obligations under this Agreement with respect to the resolution or liquidation of Specially Serviced Loans, (B) comply with
all of the confidentiality requirements regarding Privileged Information applicable to the Operating Advisor described in this
Agreement and, (C) in the event a lack of access to Privileged Information limits or prohibits the Operating Advisor from performing
its duties under this Agreement, the Operating Advisor shall describe any such limitations in the Operating Advisor Annual Report,
and the Operating Advisor shall not be subject to any liability arising from its lack of access to Privileged Information. Such
Operating Advisor Annual Report shall be delivered to the Trustee, the Certificate Administrator, the Rule 17g-5 Information
Provider and the Depositor, and the Certificate Administrator and the Rule 17g-5 Information Provider shall promptly, upon
receipt, post such Operating Advisor Annual Report on the Certificate Administrator’s Website and the Rule 17g-5 Information
Provider’s Website, respectively; provided, however, that the Operating Advisor shall deliver to (a) the Special
Servicer and (b) for so long as a Consultation Termination Event does not exist, the Controlling Class Representative, any annual
report produced by the Operating Advisor at least ten (10) calendar days prior to its delivery to the Depositor, the Trustee and
the Certificate Administrator. The Operating Advisor may, but shall not be obligated to, revise the Operating Advisor Annual Report
based on any comments received from the Special Servicer or the Controlling Class Representative. Notwithstanding the foregoing,
no Operating Advisor Annual Report shall be required from the Operating Advisor with respect to the Special Servicer if during
the prior calendar year no Asset Status Report was prepared by the Special Servicer in connection with a Specially Serviced Loan
or REO Property. In addition, in the event the Special Servicer is replaced during the prior calendar year, the Operating Advisor
shall only be required to prepare an Operating Advisor Annual Report relating to the entity that was acting as a Special Servicer
as of December 31 in the prior calendar year and is continuing in such capacity through the date of such Operating Advisor Annual
Report.


 






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Notwithstanding
anything in this Agreement to the contrary, (i) the Operating Advisor’s assessment of the Special Servicer’s performance
shall be based on the provisions of this Agreement and (ii) so long as Midland Loan Services, a Division of PNC Bank, National
Association is acting as Special Servicer, then such Special Servicer shall provide the Operating Advisor reasonable access, at
such Special Servicer’s offices during normal business hours, to such Special Servicer’s policies and procedures. The
Operating Advisor will be permitted to review such policies and procedures but will not be permitted to retain hard copies and
will not be provided with any electronic copies or soft copies. The Operating Advisor shall keep all information contained in the
policies and procedures strictly confidential, except (A) the Operating Advisor may disclose such information if (i) such information
becomes generally available and known to the public other than as a result of a disclosure directly or indirectly by the Operating
Advisor, or (ii) such disclosure is required by applicable law, as evidenced by an opinion of counsel (which shall be an Operating
Advisor Expense) delivered to the Operating Advisor and the Special Servicer and (B) the Operating Advisor may disclose a particular
portion of the policies and procedures solely when necessary to support specific conclusions concerning allegations of material
deviations from the Servicing Standard (i) in the Operating Advisor Annual Report, or (ii) in connection with a recommendation
by the Operating Advisor to replace Midland Loan Services, a Division of PNC Bank, National Association as the Special Servicer
pursuant to the provisions of this Agreement. Notwithstanding the foregoing, the Operating Advisor will be permitted to share such
information with its Affiliates and any subcontractors of the Operating Advisor to the extent reasonably necessary to perform the
Operating Advisor’s obligations under this Agreement and provided such Operating Advisor Affiliates and subcontractors agree
in writing prior to their receipt of such information to be bound by the same confidentiality provisions applicable to the Operating
Advisor. The Operating Advisor’s assessment may not take into account the fact that Midland Loan Services, a Division of
PNC Bank, National Association limited the Operating Advisor’s access to such Special Servicer’s written policies and
procedures pursuant to the provisions of this Agreement. Nothing set forth herein shall limit or affect the scope of the Operating
Advisor’s platform level review in connection with its preparation of the Operating Advisor Annual Report, provided that
the Operating Advisor’s access to or reliance upon such Special Servicer’s written policies and procedures shall be
subject to the terms of this paragraph. During any period when the Special Servicer is not Midland Loan Services, a Division of
PNC Bank, National Association, or an Affiliate of Midland Loan Services, a Division of PNC Bank, National Association, the requirements
and limitations contained in this paragraph with respect to such Special Servicer shall be null and void, and the Operating Advisor
shall have adequate and timely access to the policies and procedures of any successor special servicer as the Operating Advisor
determines necessary to fulfill its duties under this Agreement.


 


(e)          Prior to the occurrence and continuance of a Control Termination Event, the Special Servicer will forward any Appraisal
Reduction Amount and 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 to the Operating Advisor after such calculations
have been finalized. The Operating Advisor shall review such calculations but may not opine on, or otherwise call into question
such Appraisal Reduction


 






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Amount and/or
net present value calculations; provided, however, that if the Operating Advisor discovers a mathematical error
contained in such calculations, then the Operating Advisor shall notify the Special Servicer and the Controlling Class Representative
of such error.


 


(f)           After the occurrence and during the continuance of a Control Termination Event, after the calculation but prior to the utilization
by the Special Servicer of any of the calculations related to (i) Appraisal Reduction Amounts or (ii) net present value
used in the Special Servicer’s determination of the course of action to be taken in connection with the workout or liquidation
of a Specially Serviced Loan, the Special Servicer shall forward such calculations, together with any supporting material or additional
information necessary in support thereof (including such additional information reasonably requested by the Operating Advisor to
confirm the mathematical accuracy of such calculations, but not including any Privileged Information), to the Operating Advisor
promptly, but in any event no later than two (2) Business Days after preparing such calculations, and the Operating Advisor shall
promptly, but no later than three (3) Business Days after receipt of such calculations and any supporting or additional materials,
recalculate and verify the accuracy of the mathematical calculations and the corresponding application of the non-discretionary
portion of the applicable formulas required to be utilized in connection with any such calculation.


 


In connection with this
Section 3.28, in the event the Operating Advisor does not agree with the mathematical calculations or the application of
the applicable non-discretionary portions of the formulas required to be utilized for such calculation, the Operating Advisor and
the Special Servicer shall consult with each other in order to resolve any inaccuracy in the mathematical calculations or the application
of the non-discretionary portions of the related formulas in arriving at those mathematical calculations or any disagreement within
five (5) Business Days of delivery of such calculations to the Operating Advisor. In the event the Operating Advisor and Special
Servicer are not able to resolve such inaccuracies or disagreement prior to the end of such five (5) Business Day period, the Operating
Advisor shall promptly notify the Certificate Administrator of such disagreement and the Certificate Administrator shall determine
which calculation is to apply. In making such determination, the Certificate Administrator may hire an independent third-party
to assist with any such calculation at the expense of the Trust Fund. The Certificate Administrator shall be entitled to conclusively
rely on such third-party calculation.


 


(g)          After the occurrence and during the continuance of a Control Termination Event, the Special Servicer shall consult (on a
non-binding basis) with the Operating Advisor in connection with any Major Decision and consider alternative actions recommended
by the Operating Advisor, but only to the extent consultation with, or consent of, the Controlling Class Representative would have
been required prior to the occurrence and continuance of such Control Termination Event.


 


(h)          Subject to the requirements of confidentiality imposed on the Operating Advisor herein (including without limitation in
respect of Privileged Information), the Operating Advisor shall respond to Inquiries relating to the Operating Advisor Annual Reports
or actions by the Master Servicer or the Special Servicer as to which the Operating Advisor has consultation rights, whether or
not referenced in any Operating Advisor Annual Report and made


 






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by Privileged
Persons from time to time in accordance with the terms of Section 4.02(a) of this Agreement.


 


(i)           Subject to the Privileged Information Exception, the Operating Advisor will be obligated to keep confidential any Privileged
Information received from the Special Servicer, Controlling Class Representative, or any Serviced Companion Loan Holder (or its
Companion Loan Holder Representative) in connection with the exercise of the rights of the Controlling Class Representative, or
Serviced Companion Loan Holder under this Agreement (including, without limitation, in connection with the review and/or approval
of any Asset Status Report), subject to any law, rule, regulation, order, judgment or decree requiring the disclosure of such Privileged
Information.


 


(j)           The Operating Advisor shall keep all Privileged Information confidential and shall not disclose such Privileged Information
to any Person (including Certificateholders other than the Controlling Class Representative (for so long as a Consultation Termination
Event does not exist)), other than (1) to the extent expressly required by this Agreement, to the other parties to this Agreement
with a notice indicating that such information is Privileged Information or (2) pursuant to a Privileged Information Exception.
Notwithstanding the foregoing, the Operating Advisor will be permitted to share Privileged Information with its affiliates and
any subcontractors of the Operating Advisor that agree in writing to be bound by the same confidentiality provisions applicable
to the Operating Advisor. Each party to this Agreement that receives Privileged Information from the Operating Advisor with a notice
stating that such information is Privileged Information shall not disclose such Privileged Information to any Person without the
prior written consent of the Special Servicer and, unless a Consultation Termination Event has occurred and is continuing, the
Controlling Class Representative (with respect to any Mortgage Loan other than any Non-Serviced Whole Loan) other than pursuant
to a Privileged Information Exception.


 


(k)          On each Master Servicer Remittance Date, the Operating Advisor shall be paid the applicable Operating Advisor Fee from amounts
on deposit in the Collection Account or the Serviced Whole Loan Custodial Account, as applicable, pursuant to Section 3.06
or Section 3.06A of this Agreement, as applicable. In addition, the Operating Advisor Consulting Fee shall be payable
to the Operating Advisor with respect to each Major Decision for which the Operating Advisor has consultation rights. Each of the
Operating Advisor Fee and the Operating Advisor Consulting Fee shall be payable from funds on deposit in the Collection Account
as provided in Section 3.06 and Section 3.06A of this Agreement (or the Serviced Whole Loan Custodial Accounts),
but with respect to the Operating Advisor Consulting Fee only to the extent such Operating Advisor Consulting Fee is actually received
from the related Mortgagor. When the Operating Advisor has consultation rights with respect to a Major Decision under this Agreement,
the Master Servicer or the Special Servicer, as applicable, shall use commercially reasonable efforts consistent with the Servicing
Standard to collect the applicable Operating Advisor Consulting Fee from the related Mortgagor in connection with such Major Decision,
but only to the extent not prohibited by the Mortgage Loan Documents. The Master Servicer or Special Servicer, as applicable, may
waive or reduce the amount of any Operating Advisor Consulting Fee payable by the related Mortgagor if it determines that such
full or partial waiver is in accordance with the Servicing Standard, but in no event shall the Master Servicer or the Special Servicer
take any enforcement action with respect to the collection of such Operating


 






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Advisor Consulting
Fee other than requests for collection; provided that the Master Servicer or the Special Servicer, as applicable, shall
consult with the Operating Advisor prior to any such waiver or reduction. Notwithstanding the foregoing, the Operating Advisor,
as and to the extent set forth herein, shall have limited obligations or consultation rights with respect to any Mortgage Loan
that is a Non-Serviced Whole Loan as of the Closing Date or any related REO Property and, in each case, no Operating Advisor Consulting
Fee shall be payable with respect thereto.


 


Section 3.29     Rating
Agency Confirmation.


 


(a)          Notwithstanding the terms of any related Mortgage Loan Documents or other provisions of this Agreement, if any action under
any Mortgage Loan Documents or this Agreement requires Rating Agency Confirmation as a condition precedent to such action, if the
party (the “Requesting Party”) required to obtain such Rating Agency Confirmation from each Rating Agency has
made a request to any Rating Agency for such Rating Agency Confirmation and, within 10 Business Days of the Rating Agency Confirmation
request being posted to the Rule 17g-5 Information Provider’s Website, such Rating Agency has not replied to such request
or has responded in a manner that indicates that such Rating Agency is neither reviewing such request nor waiving the requirement
for Rating Agency Confirmation, then such Requesting Party shall be required to confirm (through direct communication and not by
posting any confirmation on the 17g-5 Information Provider’s Website) that the applicable Rating Agency has received the
Rating Agency Confirmation request, and, if it has, promptly request the related Rating Agency Confirmation again (which may also
be through direct communication). The circumstances described in the preceding sentence are referred to in this Agreement as a
“RAC No-Response Scenario”. Once the Requesting Party has sent a request for a Rating Agency Confirmation to
the 17g-5 Information Provider, such Requesting Party, may, but shall not be obligated to send such request directly to the Rating
Agencies in accordance with the procedures set forth in Section 11.13(k).


 


If there is no response
to such Rating Agency Confirmation request within five (5) Business Days of such second request in a RAC No-Response Scenario or
if such Rating Agency has responded in a manner that indicates such Rating Agency is neither reviewing such request nor waiving
the requirement for Rating Agency Confirmation then (x) with respect to any condition in any Mortgage Loan Document or Co-Lender
Agreement requiring a Rating Agency Confirmation or any other matter under this Agreement relating to the servicing of the Mortgage
Loans (other than as set forth in clause (y) or (z) below), then the Requesting Party (or, if the Requesting
Party is the related Mortgagor, then the Master Servicer (with respect to the non-Specially Serviced Loans) or the Special Servicer
(with respect to the Specially Serviced Loans and REO Mortgage Loans), as applicable) shall determine (with the consent of the
Controlling Class Representative (unless a Control Termination Event has occurred and is continuing) or consultation with the Controlling
Class Representative (unless a Consultation Termination Event has occurred and is continuing) or which consent shall be pursued
by the Special Servicer and deemed given if such Controlling Class Representative does not respond within seven (7) Business Days
of receipt of a request from the Special Servicer to consent to the Requesting Party’s determination), in accordance with
its duties under this Agreement and in accordance with the Servicing Standard whether such action would be in accordance with the
Servicing Standard, and if the Requesting Party (or if the Requesting Party is the related


 






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Mortgagor,
then the Master Servicer (with respect to non-Specially Serviced Loans) or the Special Servicer (with respect to Specially Serviced
Loans and REO Mortgage Loans)) determines that such action would be in accordance with the Servicing Standard, except as provided
in Section 3.29(b), then the requirement to obtain a Rating Agency Confirmation shall not apply, (y) with respect
to a replacement of the Master Servicer or Special Servicer, such condition shall be considered satisfied if (i) the applicable
replacement master servicer or special servicer is rated at least “CMS3” (in the case of the master servicer) or “CSS3”
(in the case of a special servicer), if Fitch is the non-responding Rating Agency; (ii) KBRA has not cited servicing concerns
of the applicable replacement master servicer or special servicer as the sole or material factor in any qualification, downgrade
or withdrawal of the ratings (or placement on “watch status” in contemplation of a ratings downgrade or withdrawal)
of securities in any other commercial mortgage backed securitization transaction serviced by the applicable servicer prior to
the time of determination, if KBRA is the non-responding Rating Agency; (iii) as certified in writing by the replacement master
servicer or special servicer, as applicable, it was appointed to act as the master servicer or special servicer, as applicable,
on a transaction level basis with respect to at least one commercial mortgage loan securitization in which Moody’s has rated
one or more classes of the related securities issued that are still outstanding and Moody’s has not cited servicing concerns
of the applicable replacement master servicer or special servicer as the sole or material factor in any qualification, downgrade
or withdrawal of the ratings (or placement on “watch status” in contemplation of a ratings downgrade or withdrawal)
of any such securities, prior to the time of determination, if Moody’s is the non-responding Rating Agency; and (iv) the
replacement master servicer or replacement special servicer is acting as master servicer or special servicer, as applicable, in
a commercial mortgage loan securitization that was rated by a Rating Agency within the 12-month period prior to the date of determination
and Morningstar has not qualified, downgraded or withdrawn the then-current rating or ratings of one or more classes of CMBS certificates
citing servicing concerns with the replacement master servicer or replacement special servicer, as applicable, as the sole or
material factor in such rating action, if Morningstar is the non-responding Rating Agency; and (z) with respect to a replacement
or successor of the Operating Advisor, such condition shall be deemed to be waived with respect to any non-responding Rating Agency
so long as such Rating Agency has not cited concerns regarding the replacement operating advisor as the sole or material factor
in any qualification, downgrade or withdrawal of the ratings (or placement on “watch status” in contemplation of a
ratings downgrade or withdrawal) of securities in any other commercial mortgage-backed securities transaction with respect to
which the replacement operating advisor acts as trust advisor or operating advisor prior to the time of determination.


 


Any Rating Agency Confirmation
request made by the Master Servicer, Special Servicer, Certificate Administrator, Operating Advisor or Trustee, as applicable,
pursuant to this Agreement, shall be made in writing, which writing shall contain a cover page indicating the nature of the Rating
Agency Confirmation request, and shall contain all back-up material reasonably necessary for the Rating Agency to process such
request, subject to Section 11.13. Such written Rating Agency Confirmation request shall be provided in electronic format
in accordance with Section 11.13(b) and the Master Servicer, Special Servicer. Certificate Administrator, Operating Advisor
or Trustee, as applicable, shall be required to send the Rating Agency Confirmation request to the Rating Agencies in accordance
with Section 11.13(b).


 






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Promptly following the
Requesting Party’s (or, if the Requesting Party is the related Mortgagor, then the Master Servicer’s or the Special
Servicer’s, as applicable) determination to take any action discussed in this Section 3.29(a) without receiving any
required Rating Agency Confirmation, such Requesting Party (or the Master Servicer or the Special Servicer, as applicable) shall
provide electronic written notice in accordance with Section 11.13(b) of the action taken for the particular item at such
time and the Master Servicer, Special Servicer, Certificate Administrator or Trustee, as applicable, shall be required to send
the Rating Agency Confirmation request to the Rating Agencies in accordance with Section 11.13(b).


 


(b)          Notwithstanding anything to the contrary in Section 3.29(a), for purposes of the provisions of any Loan Document
relating to defeasance (including without limitation the type of collateral acceptable for use as defeasance collateral), release
or substitution of any collateral, any Rating Agency Confirmation requirement as to which the Master Servicer (with respect to
non-Specially Serviced Loans) or the Special Servicer (with respect to Specially Serviced Loans and REO Mortgage Loans), as applicable,
would have been permitted to make a determination pursuant to Section 3.29(a)(x) shall be deemed to have been satisfied
(it being understood that the Master Servicer or the Special Servicer, as applicable, shall in any event review the conditions
required under the related Mortgage Loan Documents with respect to such defeasance, release or substitution and confirm to its
satisfaction in accordance with the Servicing Standard that such conditions (other than the requirement for a Rating Agency Confirmation)
have been satisfied).


 


(c)          For all other matters or actions (i) that are not specifically discussed in clauses (x), (y)
or (z) of Section 3.29(a) above or (ii) that are not the subject of a Rating Agency Declination, the proposed action
may not be permitted to proceed unless the applicable Requesting Party shall deliver Rating Agency Confirmation from each Rating
Agency.


 


(d)          With respect to any Serviced Companion Loan as to which there exists Serviced Companion Loan Securities, if any action relating
to the servicing and administration of the related Serviced Mortgage Loan, the related Serviced Whole Loan or any related REO Property
(including, but not limited to, the replacement of the Master Servicer, the Special Servicer or a sub-servicer) (the “Relevant
Action”) requires delivery of a Rating Agency Confirmation as a condition precedent to such action pursuant to this Agreement,
then, except as set forth below in this paragraph, such action will also require delivery of a Companion Loan Rating Agency Confirmation
as a condition precedent to such action from each Companion Loan Rating Agency. Each Companion Loan Rating Agency Confirmation
shall be sought by the Master Servicer, Special Servicer, Trustee, Certificate Administrator, Controlling Class Representative
or applicable Certificateholders, as applicable, depending on whichever such party is seeking the corresponding Rating Agency Confirmation(s)
in connection with the Relevant Action. The requirement to obtain a Companion Loan Rating Agency Confirmation with respect to any
Serviced Companion Loan Securities will be subject to, and will be permitted to be waived by the Master Servicer and the Special
Servicer on, and will be deemed to be satisfied or not to apply on, the same terms and conditions applicable to obtaining Rating
Agency Confirmations, as set forth in this Agreement; provided that the Master Servicer, Special Servicer, Trustee, Certificate
Administrator, Controlling Class Representative or applicable Certificateholders, as applicable, depending on which is seeking
the subject Companion Loan Rating Agency Confirmation, shall forward to one or more of its counterpart (i.e., the Other


 






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Master Servicer,
Other Special Servicer, Other Trustee or Other Certificate Administrator, as applicable), the Rule 17g-5 Information Provider’s
counterpart for the related Other Securitization Trust, or such other party or parties (as are agreed to by the Master Servicer,
the Special Servicer, Trustee, Certificate Administrator, Controlling Class Representative or applicable Certificateholders, as
applicable, and the applicable parties for the related Other Securitization Trust), at the expense of the Other Securitization
Trust to the extent not borne by the related Mortgagor, and in such format as the sender and recipient may reasonably agree, (i)
the request for such Companion Loan Rating Agency Confirmation at least two (2) Business Days before it is sent to the applicable
Companion Loan Rating Agency, (ii) all materials forwarded to the Rule 17g-5 Information Provider under this Agreement in
connection with seeking the Rating Agency Confirmation(s) for the applicable Relevant Action at approximately the same time that
such materials are forwarded to the Rule 17g-5 Information Provider, and (iii) any other materials that the applicable Companion
Loan Rating Agency may reasonably request in connection with such Companion Loan Rating Agency Confirmation promptly following
such request.


 


(e)          Each of the Master Servicer and the Certificate Administrator shall, promptly following receipt of written request from
the Special Servicer, provide to the Special Servicer the contact information for an Other Master Servicer, an Other Special Servicer,
an Other Trustee, an Other Certificate Administrator and the Rule 17g-5 Information Provider’s counterpart for an Other
Securitization Trust, in each case to the extent known to it.


 


Section 3.30     Certain
Matters Relating to the Non-Serviced Mortgage Loans. In the event that any of the related Other Trustee, the related Other
Master Servicer, the related Other Certificate Administrator or the related Other Special Servicer shall be replaced in accordance
with the terms of the related Other Pooling and Servicing Agreement, the Master Servicer and the Special Servicer shall acknowledge
its successor as the successor to the related Other Trustee, the related Other Master Servicer, the related Other Certificate
Administrator or the related Other Special Servicer, as the case may be, in each case with reasonable promptness following request
therefor by a party to the related Other Pooling and Servicing Agreement.


 


In connection with the
sale of any Non-Serviced Whole Loan by any Other Special Servicer, upon receipt of any notices or materials required to be furnished
by the applicable Other Special Servicer to the holder of the related Non-Serviced Mortgage Loan pursuant to the related Co-Lender
Agreement, the Special Servicer shall, prior to the occurrence and continuance of a Control Termination Event, forward such materials
to the Controlling Class Representative for its consent, if such consent is required (or for consultation, if consultation is required).
The Special Servicer may (with the consent of the Controlling Class Representative prior to the occurrence and continuance of a
Control Termination Event or after consultation with the Controlling Class Representative prior to the occurrence and continuance
of a Consultation Termination Event) waive any timing or delivery requirements related to such sale to the extent set forth in
the related Co-Lender Agreement.


 


With respect to any Non-Serviced
Mortgage Loan, the Controlling Class Representative, prior to the occurrence and continuance of a Consultation Termination Event,
or the Operating Advisor, following the occurrence and during the continuance of a Control Termination Event, shall be entitled
to exercise any consultation rights held by the holder of such


 






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Mortgage
Loan in its capacity as a “Non-Controlling Note Holder” (or similar term identified in the related Co-Lender Agreement)
under the related Co-Lender Agreement.


 


Section 3.31     General
Acknowledgement Regarding Companion Loan Holders. Each Certificateholder acknowledges and agrees, by its acceptance of its
Certificates, that: (i) each Companion Loan Holder may have special relationships and interests that conflict with those
of Holders of one or more Classes of Certificates; (ii) each Companion Loan Holder may act solely in its own interests; (iii) no
Companion Loan Holder has any duty to the Holders of any Class of Certificates; and (iv) no Companion Loan Holder shall have
any liability whatsoever for having so acted in its own interests, and no Certificateholder may take any action whatsoever against
any Companion Loan Holder or any director, officer, employee, agent or principal thereof for such Companion Loan Holder’s
having so acted in its own interests.


 


Section 3.32      Delivery of Excluded Information to the Certificate Administrator.


 


(a)          Any Excluded Information that the Master Servicer, the Special Servicer or the Operating Advisor identifies and delivers
to the Certificate Administrator for posting to the Certificate Administrator’s Website shall be delivered to the Certificate
Administrator via e-mail (or such other electronic means as is mutually acceptable to the parties) in one or more separate files
labeled “Excluded Information” followed by the applicable loan name and loan file to cmbsexcludedinformation@wellsfargo.com.
For the avoidance of doubt, any information that is not appropriately labeled and delivered in accordance with this Section
3.32(a) shall not be separately posted as Excluded Information on the Certificate Administrator’s Website, and any information
appropriately labeled and delivered to the Certificate Administrator pursuant to this Section 3.32(a) shall be posted on
the Certificate Administrator’s Website under the “Excluded Information” section, as provided under Section
4.02. When so posted, the Excluded Controlling Class Holders shall be prohibited from the access of Excluded Information with
respect to any Excluded Controlling Class Loans on the Certificate Administrator’s Website (unless a loan-by-loan segregation
is later performed by the Certificate Administrator in which case such access shall only be prohibited with respect to the related
Excluded Controlling Class Loans). None of the Master Servicer, the Special Servicer or the Operating Advisor shall have any obligations
to separately label and deliver any Excluded Information in accordance with this Section 3.32(a) until such party has received
written notice with respect to the related Excluded Controlling Class Loan in the form of Exhibit M-1C to this Agreement.


 


(b)          Nothing set forth in this Agreement shall prohibit the Controlling Class Representative or any Controlling Class Certificateholder
from receiving, requesting or reviewing any Excluded Information relating to any Excluded Controlling Class Loan with respect to
which the Controlling Class Representative or such Controlling Class Certificateholder is not a Borrower Party and, if such Excluded
Information is not available to such Excluded Controlling Class Holder via the Certificate Administrator’s Website, such
Directing Certificateholder or Controlling Class Certificateholder that is not a Borrower Party with respect to the related Excluded
Controlling Class Loan shall be permitted to obtain such information in accordance with Section 4.02 of this Agreement.


 






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ARTICLE
IV



DISTRIBUTIONS TO CERTIFICATEHOLDERS


 


Section 4.01     Distributions.


 


(a)          (i)  On
each Master Servicer Remittance Date, the Master Servicer shall make the remittances and deposits specified in the first paragraph
of Section 4.06(a) of this Agreement. On each Master Servicer Remittance Date in March of any calendar year, the Certificate
Administrator shall withdraw from the Interest Reserve Account the related Withheld Amounts pursuant to Section 3.23 of
this Agreement, and shall deposit any such amounts in the Lower-Tier Distribution Account. On each Distribution Date, the amounts
that have been transferred to the Lower-Tier Distribution Account from the Collection Account or as P&I Advances or Compensating
Interest Payments or pursuant to the preceding two sentences shall be deemed distributed on the Lower-Tier Regular Interests to
the Upper-Tier REMIC, in accordance with Section 4.01(a)(ii) and Section 4.01(c)(ii) of this Agreement. Thereafter,
such amounts shall be considered to be held in the Upper-Tier Distribution Account until distributed to the Certificateholders.


 


(ii)          All distributions made in respect of interest on any Class of Principal Balance Certificates on each Distribution Date pursuant
to Section 4.01(b), Section 4.01(d) or Section 9.01 shall be deemed to have first been distributed from the
Lower-Tier REMIC to the Upper-Tier REMIC in respect of its Corresponding Lower-Tier Regular Interest set forth in the Preliminary
Statement hereto. All distributions made in respect of interest on any Class of Class X Certificates on each Distribution
Date pursuant to Section 4.01(b), Section 4.01(d) or Section 9.01, and allocable to any particular Component
of such Class of Certificates in accordance with the last paragraph of Section 4.01(b), shall be deemed to have first been
distributed from the Lower-Tier REMIC to the Upper-Tier REMIC in respect of such Component’s Corresponding Lower-Tier Regular
Interest. All distributions made in respect of principal of any Class of Principal Balance Certificates on each Distribution Date
pursuant to Section 4.01(b), Section 4.01(d) or Section 9.01 shall be deemed to have first been distributed
from the Lower-Tier REMIC to the Upper-Tier REMIC in respect of its Corresponding Lower-Tier Regular Interest set forth in the
Preliminary Statement hereto. All distributions of reimbursements of Realized Losses made in respect of any Class of Regular Certificates
(other than the Class X Certificates) on each Distribution Date pursuant to Section 4.01(b), Section 4.01(d)
or Section 9.01 shall be deemed to have first been distributed from the Lower-Tier REMIC to the Upper-Tier REMIC in respect
of its Corresponding Lower-Tier Regular Interest.


 


On each Distribution Date, the Class R
Certificates shall receive distributions of any amounts remaining in the Lower-Tier Distribution Account in respect of the Lower-Tier
Residual Interest after all payments have been made to the Certificate Administrator on behalf of the Trustee as the holder of
the Lower-Tier Regular Interests in accordance with this Section 4.01(a)(ii) and Section 4.01(c)(ii).


 






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(b)          On each Distribution Date, the Certificate Administrator shall withdraw from the Upper-Tier Distribution Account the amounts
on deposit in the Upper-Tier Distribution Account in respect of interest, principal and reimbursement of Realized Losses, to the
extent of Available Funds, and distribute such amounts to the Holders of each Class of Certificates in the amounts and in the order
of priority set forth below:


 


(i)           to the Holders of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-SB, Class X-A, Class X-B, Class
X-F, Class X-G and Class X-NR Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance
with, the respective Interest Distribution Amounts for those Classes;


 


(ii)          to the Holders of the Class A-1, Class A-2, Class A-3, Class A-4 and Class A-SB Certificates in reduction of the Certificate
Principal Balances thereof in the following priority:


 


(A)          to the
Holders of the Class A-SB Certificates, in an amount equal to the lesser of the Principal Distribution Amount for such Distribution
Date and the amount necessary to reduce the aggregate Certificate Principal Balance of the Class A-SB Certificates to the
Class A-SB Scheduled Principal Balance for such Distribution Date;


 


(B)           to the Holders of the Class A-1 Certificates, in an amount equal to the Principal Distribution Amount for such Distribution
Date remaining after payments pursuant to clause (A) above until the outstanding Certificate Principal Balance of the Class A-1
Certificates has been reduced to zero;


 


(C)           to the Holders of the Class A-2 Certificates, in an amount equal to the Principal Distribution Amount for such Distribution
Date remaining after payments pursuant to clauses (A) and (B) above until the outstanding Certificate Principal Balance of
the Class A-2 Certificates has been reduced to zero;


 


(D)           to the Holders of the Class A-3 Certificates, in an amount equal to the Principal Distribution Amount for such Distribution
Date remaining after payments pursuant to clauses (A) through (C) above until the outstanding Certificate Principal Balance
of the Class A-3 Certificates has been reduced to zero;


 


(E)           to the Holders of the Class A-4 Certificates, in an amount equal to the Principal Distribution Amount for such Distribution
Date remaining after payments pursuant to clauses (A) through (D) above until the outstanding Certificate Principal Balance
of the Class A-4 Certificates has been reduced to zero; and


 


(F)           to the Holders of the Class A-SB Certificates, in an amount equal to the Principal Distribution Amount for such Distribution
Date remaining after payments pursuant to clauses (A) through (E) above until the outstanding Certificate Principal Balance
of the Class A-SB Certificates has been reduced to zero;


 






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(iii)         to the Holders of the Class A-1, Class A-2, Class A-3, Class A-4 and Class A-SB Certificates, up to an amount equal to,
and pro rata based upon, the aggregate unreimbursed Realized Losses previously allocated to each such Class, plus interest
thereon at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such
Class;


 


(iv)         to the Holders of the Class A-S Certificates, in respect of interest, up to an amount equal to the Interest Distribution
Amount of such Class;


 


(v)          to the Holders of the Class A-S Certificates, in reduction of the Certificate Principal Balance thereof, up to an amount
equal to the Principal Distribution Amount for such Distribution Date less the portion of such Principal Distribution Amount distributed
pursuant to all prior clauses, until the Certificate Principal Balance thereof is reduced to zero;


 


(vi)         to the Holders of the Class A-S Certificates, up to an amount equal to the aggregate of unreimbursed Realized Losses previously
allocated to such Class, plus interest thereon at the Pass-Through Rate for such Class compounded monthly from the date the related
Realized Loss was allocated to such Class;


 


(vii)        to the Holders of the Class B Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount
of such Class;


 


(viii)       to the Holders of the Class B Certificates, in reduction of the Certificate Principal Balance thereof, up to an amount equal
to the Principal Distribution Amount for such Distribution Date less the portion of such Principal Distribution Amount distributed
pursuant to all prior clauses, until the Certificate Principal Balance thereof is reduced to zero;


 


(ix)          to the Holders of the Class B Certificates, up to an amount equal to the aggregate of unreimbursed Realized Losses previously
allocated to such Class, plus interest thereon at the Pass-Through Rate for such Class compounded monthly from the date the related
Realized Loss was allocated to such Class


 


(x)           to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount
of such Class;


 


(xi)          to the Holders of the Class C Certificates, in reduction of the Certificate Principal Balance thereof, up to an amount equal
to the Principal Distribution Amount for such Distribution Date less the portion of such Principal Distribution Amount distributed
pursuant to all prior clauses, until the Certificate Principal Balance thereof is reduced to zero;


 


(xii)         to the Holders of the Class C Certificates, up to an amount equal to the aggregate of unreimbursed Realized Losses previously
allocated to such Class, plus interest thereon at the Pass-Through Rate for such Class compounded monthly from the date the related
Realized Loss was allocated to such Class;


 






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(xiii)          to
the Holders of the Class D and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata
in accordance with, the Interest Distribution Amount for (i) with respect to the Class D Certificates, such Class, and (ii)
with respect to the Class X-D Certificates, the Class D Component;


 


(xiv)          to the Holders of the Class D Certificates, in reduction of the Certificate Principal Balance thereof, up to an amount equal
to the Principal Distribution Amount for such Distribution Date less the portion of such Principal Distribution Amount distributed
pursuant to all prior clauses, until the Certificate Principal Balance thereof is reduced to zero;


 


(xv)           to
the Holders of the Class D Certificates, up to an amount equal to the aggregate of unreimbursed Realized Losses
previously allocated to such Class, plus interest thereon at the Pass-Through Rate for such Class compounded monthly from the
date the related Realized Loss was allocated to such Class;


 


(xvi)          to the Holders of the Class E and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata
in accordance with, the Interest Distribution Amount for (i) with respect to the Class E Certificates, such Class, and (ii) with
respect to the Class X-D Certificates, the Class E Component;


 


(xvii)        
to the Holders of the Class E Certificates, in reduction of the Certificate Principal Balance thereof, up to an amount equal
to the Principal Distribution Amount for such Distribution Date less the portion of such Principal Distribution Amount distributed
pursuant to all prior clauses, until the Certificate Principal Balance thereof is reduced to zero;


 


(xviii)       
to the Holders of the Class E Certificates, up to an amount equal to the aggregate of unreimbursed Realized Losses previously
allocated to such Class, plus interest thereon at the Pass-Through Rate for such Class compounded monthly from the date the related
Realized Loss was allocated to such Class;


 


(xix)         
to the Holders of the Class F Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount
of such Class;


 


(xx)          
to the Holders of the Class F Certificates, in reduction of the Certificate Principal Balance thereof, up to an amount equal
to the Principal Distribution Amount for such Distribution Date less the portion of such Principal Distribution Amount distributed
pursuant to all prior clauses, until the Certificate Principal Balance thereof is reduced to zero;


 


(xxi)         
to the Holders of the Class F Certificates, up to an amount equal to the aggregate of unreimbursed Realized Losses previously
allocated to such Class, plus interest thereon at the Pass-Through Rate for such Class compounded monthly from the date the related
Realized Loss was allocated to such Class;


 


(xxii)        
to the Holders of the Class G Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount
of such Class;


 









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(xxiii)       
to the Holders of the Class G Certificates, in reduction of the Certificate Principal Balance thereof, up to an amount equal
to the Principal Distribution Amount for such Distribution Date less the portion of such Principal Distribution Amount distributed
pursuant to all prior clauses, until the Certificate Principal Balance thereof is reduced to zero;


 


(xxiv)       
to the Holders of the Class G Certificates, up to an amount equal to the aggregate of unreimbursed Realized Losses previously
allocated to such Class, plus interest thereon at the Pass-Through Rate for such Class compounded monthly from the date the related
Realized Loss was allocated to such Class;


 


(xxv)        
to the Holders of the Class NR Certificates, in respect of interest, up to an amount equal to the Interest Distribution
Amount of such Class;


 


(xxvi)       
to the Holders of the Class NR Certificates, in reduction of the Certificate Principal Balance thereof, up to an amount
equal to the Principal Distribution Amount for such Distribution Date less the portion of such Principal Distribution Amount distributed
pursuant to all prior clauses, until the Certificate Principal Balance thereof is reduced to zero;


 


(xxvii)      
to the Holders of the Class NR Certificates, up to an amount equal to the aggregate of unreimbursed Realized Losses previously
allocated to such Class, plus interest thereon at the Pass-Through Rate for such Class compounded monthly from the date the related
Realized Loss was allocated to such Class; and


 


(xxviii)     
 to the Holders of the Class R Certificates in respect of the Upper-Tier Residual Interest, any amounts remaining in
the Upper-Tier Distribution Account.


 


Notwithstanding the foregoing,
on each Distribution Date occurring on and after the Cross-Over Date, in place of the allocation of principal payments described
in priority (ii) above, remaining Available Funds at such level shall be distributed up to an amount equal to the Principal
Distribution Amount for such Distribution Date to the respective Holders of the Class A-1, Class A-2, Class A-3, Class A-4 and
Class A-SB Certificates, pro rata, based on their respective Certificate Principal Balances, in reduction of their respective
Certificate Principal Balances (and the schedule for the Class A-SB principal distributions shall be disregarded). Any remaining
Available Funds will then be allocated as provided in priorities (iii) through (xxviii) above.


 


All distributions of
interest made in respect of a Class of the Class X Certificates (other than the Class X-D Certificates) on any Distribution Date
pursuant to clause (b)(i) above or Section 4.01(d), shall be deemed to have been made in respect of all the
Components of such Class, pro rata, and in respect of such Components and the Class X-D Components, in accordance with
the respective amounts of interest that would be payable on such Components on such Distribution Date based on one-twelfth of
the Class X Strip Rate of such Component multiplied by its respective Component Notional Amount, reduced by its share of
any Excess Prepayment Interest Shortfall for such Distribution Date, together with any amounts thereof remaining unpaid from previous
Distribution Dates. 


 






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With respect to any distribution
in respect of unreimbursed Realized Losses previously allocated to a Class and interest thereon, any such amount with respect to
such Class shall be allocated first, to unreimbursed Realized Losses previously allocated to such Class, and then,
to interest on such unreimbursed Realized Losses.


 


(c)             (i)  On any Distribution Date, any Yield Maintenance Charge collected on the Mortgage Loans as of the related
Determination Date shall be distributed to Holders of the Classes of Certificates as follows: (a) pro rata, between (i)
the group (the “YM Group A”) of Class A-1, Class A-2, Class A-3, Class A-4, Class A-SB, Class X-A and Class
A-S Certificates, pro rata, and (ii) the group (the “YM Group B” and collectively with the YM Group A,
the “YM Groups”) of Class X-B, Class B, Class C, Class D, Class X-D and Class E Certificates, based upon the
aggregate amount of principal distributed to the Classes of Principal Balance Certificates in each YM Group on such Distribution
Date; and (b) as among the respective Classes of Certificates in each YM Group in the following manner: (1) on a pro rata
basis in accordance with their respective entitlements in those Yield Maintenance Charges, to each Class of Principal Balance Certificates
in such YM Group in an amount equal to the product of (x) a fraction whose numerator is the amount of principal distributed to
such Class of Principal Balance Certificates on such Distribution Date and whose denominator is the total amount of principal distributed
to all of the Principal Balance Certificates in such YM Group on such Distribution Date, (y) the Base Interest Fraction for the
related Principal Prepayment with respect to such Class of Principal Balance Certificates, and (z) the aggregate amount of such
Yield Maintenance Charge allocated to such YM Group and (2) the portion of such Yield Maintenance Charge allocated to such YM Group
remaining after such distributions to the applicable Class(es) of Principal Balance Certificates in such YM Group to the Class
of Class X Certificates in such YM Group, and in the case of the YM Group B, on a pro rata basis in accordance with their
respective reductions in their Notional Amounts on such Distribution Date, to the Class X-B and Class X-D Certificates.


 


After the Distribution
Date on which the Certificate Principal Balances of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-SB, Class A-S, Class
B, Class C, Class D and Class E Certificates have been reduced to zero, all Yield Maintenance Charges collected with respect to
the Mortgage Loans will be distributed pro rata to the Holders of the Class X-D Certificates, regardless of whether the
notional amount of such Class of Certificates or Class X-D Components has been reduced to zero.


 


(ii)             Any Yield Maintenance Charge that is to be distributed to the Regular Certificates or Class X-D Components on any Distribution
Date shall be deemed distributed from the Lower-Tier REMIC to the Upper-Tier REMIC in respect of the Lower-Tier Regular Interests
then receiving a principal distribution, pro rata, based on the respective amounts of those principal distributions.


 


(d)          
  On each Distribution Date, the Certificate Administrator shall withdraw amounts from the Excess
Liquidation Proceeds Reserve Account and shall distribute such amounts in the following priority:


 


(i)              first, to the Holders of the Regular Certificates and Class X-D Components (in the same order as distributions are made
pursuant to Section 4.01(b) of





 






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this Agreement) up to an amount equal to all amounts remaining due and payable on the
Regular Certificates and the Class X-D Components in accordance with Section 4.01(b) of this Agreement, and any Realized
Loss allocable to such Certificates, after application of the Available Funds for such Distribution Date; and


 


(ii)             second, to the Holders of the Class R Certificates, in accordance with the last sentence of Section 3.05(c)
of this Agreement.


 


Amounts paid with respect
to the Mortgage Loans from the Excess Liquidation Proceeds Reserve Account pursuant to the preceding clause (i) shall
first be deemed to have been distributed to reimburse the Lower-Tier REMIC in respect of any Realized Losses or other shortfalls
allocated to the Upper-Tier REMIC in respect of the Lower-Tier Regular Interests in reimbursement of Realized Losses previously
allocated thereto and payment of other amounts due thereon.


 


(e)             On each Distribution Date, following the deemed distributions of principal or in reimbursement of previously allocated Realized
Losses made in respect of the Lower-Tier Regular Interests pursuant to Section 4.01(a)(ii), the Lower-Tier Principal Balance
of each Lower-Tier Regular Interest (after taking account of such deemed distributions) shall be reduced as a result of Realized
Losses to equal the Certificate Principal Balance of the Class of Corresponding Certificates that will be outstanding immediately
following such Distribution Date.


 


(f)              The Certificate Principal Balance of each Class of Principal Balance Certificates will be reduced without distribution on
any Distribution Date, as a write-off, to the extent of any Realized Loss allocated to such Class of Certificates on such
Distribution Date. On each Distribution Date, any Realized Loss for such Distribution Date will be allocated to the following Classes
of Regular Certificates in the following order, until the Certificate Principal Balance of each such Class of Certificates is reduced
to zero; first, to the Class NR Certificates; second, to the Class G Certificates; third, to the
Class F Certificates; fourth, to the Class E 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 to the (i) Class A-1 Certificates, (ii) Class A-2 Certificates, (iii) Class A-3 Certificates,
(iv) Class A-4 Certificates and (v) Class A-SB Certificates based on their respective Certificate Principal
Balances. Any amounts recovered in respect of any amounts previously written off as Realized Losses will be distributed to the
Classes of Certificates to which Realized Losses have been allocated in order of their seniority and shall be deemed to be distributed
to the Corresponding Lower-Tier Regular Interests. Reimbursement of previously allocated Realized Losses will not constitute distributions
of principal for any purpose and will not result in an additional reduction in the Certificate Principal Balance of the Class of
Certificates in respect of which any such reimbursement is made. To the extent any Nonrecoverable Advances (plus interest thereon)
that were reimbursed from principal collections on the Mortgage Loans (including REO Mortgage Loans) and previously resulted in
a reduction of the Principal Distribution Amount are subsequently recovered on the related Mortgage Loan or REO Property, then
(on the Distribution Date related to the Prepayment Period during which the recovery occurred) the amount of such recovery will
be added to the Certificate Principal Balance of the Class or Classes of Regular Certificates (other than the Class X Certificates)
that previously were allocated Realized Losses,





 






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in the same sequential order as distributions pursuant to Section 4.01(b)
of this Agreement, in each case up to the lesser of the unallocated portion of such recovery and the amount of the unreimbursed
Realized Losses previously allocated to the subject Class of Certificates, and the Interest Shortfall with respect to each affected
Class of Regular Certificates for the next Distribution Date will be increased by the amount of interest that would have accrued
through the then current Distribution Date if the restored write-down for such Class of Regular Certificates had never been written
down (and, to the extent that the Certificate Principal Balance of, and any interest payable on, any Class of Regular Certificates
is so increased, an identical increase shall be deemed made to the Lower-Tier Principal Balance of, and any interest payable on,
the Corresponding Lower-Tier Regular Interest). If the Certificate Principal Balance of any Class of Regular Certificates (other
than the Class X Certificates) (or the Lower-Tier Principal Balance of any Lower-Tier Regular Interest) is so increased, the
amount of unreimbursed Realized Losses of such Class of Certificates (or such Lower-Tier Regular Interest, as the case may be)
shall be decreased by such amount.


 


The Notional Amount of
the Class X-A Certificates will be reduced to reflect reductions of the Certificate Principal Balance of the Class A-1, Class A-2,
Class A-3, Class A-4, Class A-SB and Class A-S Certificates resulting from allocations of Realized Losses. The Notional
Amount of the Class X-B Certificates will be reduced to reflect reductions of the Certificate Principal Balance of the Class B
Certificates resulting from allocations of Realized Losses. The Notional Amount of the Class X-D Certificates will be reduced to
reflect reductions of the Notional Amount of the Class D Component and Class E Component. The Notional Amount of the Class D Component
will be reduced to reflect reductions in the Certificate Principal Balance of the Class D Certificates resulting from allocation
of Realized Losses. The Notional Amount of the Class E Component will be reduced to reflect reductions in the Certificate Principal
Balance of the Class E Certificates resulting from allocation of Realized Losses. The Notional Amount of the Class X-F Certificates
will be reduced to reflect reductions of the Certificate Principal Balance of the Class F Certificates resulting from allocations
of Realized Losses. The Notional Amount of the Class X-G Certificates will be reduced to reflect reductions of the Certificate
Principal Balance of the Class G Certificates resulting from allocations of Realized Losses. The Notional Amount of the Class
X-NR Certificates will be reduced to reflect reductions of the Certificate Principal Balance of the Class NR Certificates
resulting from allocations of Realized Losses.


 


(g)         
   All amounts distributable, or reductions allocable on account of Realized Losses to a Class of
Certificates pursuant to this Section 4.01 on each Distribution Date shall be allocated pro rata among the
outstanding Certificates in each such Class based on their respective Percentage Interests. Such distributions shall be made
on each Distribution Date other than the Termination Date to each Certificateholder of record on the related Record Date
(a) by wire transfer of immediately available funds to the account of such Certificateholder at a bank or other entity
located in the United States and having appropriate facilities therefor, if such Certificateholder provides the Certificate
Administrator with wiring instructions no less than five (5) Business Days prior to the related Record Date, or otherwise
(b) by check mailed to such Certificateholder. The final distribution on each Certificate shall be made in like manner,
but only upon presentment and surrender of such Certificate at the office of the Certificate Administrator or its agent
(which may be the Paying Agent or the Certificate Registrar acting as such agent) that is specified in the notice to
Certificateholders of such final distribution. The


 






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Certificate Administrator shall be responsible
for making all distributions on the Certificates contemplated hereunder.


 


(h)         
   Except as otherwise provided in Section 9.01 with respect to an Anticipated Termination Date,
the Certificate Administrator shall, no later than the fifteenth day of the month preceding the month in which the final
distribution with respect to any Class of Certificates is expected to be made (or, if the Certificate Administrator has not
received notice of such Anticipated Termination Date by such time, promptly following the Certificate Administrator’s
receipt of such notice), mail to each Holder of such Class of Certificates, on such date a notice to the effect that:


 


(i)              the Certificate Administrator reasonably expects based upon information previously provided to it that the final distribution
with respect to such Class of Certificates will be made on such Distribution Date, but only upon presentation and surrender of
such Certificates at the office of the Certificate Administrator therein specified, and


 


(ii)             if such final distribution is made on such Distribution Date, no interest shall accrue on such Class of Certificates, or
on the Corresponding Lower-Tier Regular Interest, from and after such Distribution Date;


 


provided, however, that the
Class R Certificates shall remain outstanding until there is no other Class of Certificates outstanding.


 


Any funds not distributed
to any Holder or Holders of Certificates of such Class on such Distribution Date because of the failure of such Holder or Holders
to tender their Certificates shall, on such date, be set aside and held in trust for the benefit of the appropriate non-tendering
Holder or Holders. If any Certificates as to which notice has been given pursuant to this Section 4.01(h) shall not have
been surrendered for cancellation within six months after the time specified in such notice, the Certificate Administrator shall
mail a second notice to the remaining non-tendering Certificateholders to surrender their Certificates for cancellation to receive
the final distribution with respect thereto. If within one year after the second notice not all of such Certificates shall have
been surrendered for cancellation, the Certificate Administrator may, directly or through an agent, take appropriate steps to contact
the remaining non-tendering Certificateholders concerning surrender of their Certificates. The costs and expenses of holding such
funds in trust and of contacting such Certificateholders shall be paid out of such funds. If within two years after the second
notice any such Certificates shall not have been surrendered for cancellation, the Paying Agent shall pay to the Certificate Administrator
all amounts distributable to the Holders thereof, and the Certificate Administrator shall thereafter hold such amounts for the
benefit of such Holders to the extent permitted by law, until the earlier of (i) its termination as Certificate Administrator
hereunder and the transfer of such amounts to a successor Certificate Administrator and (ii) the termination of the Trust
Fund and distribution of such amounts to the Class R Certificateholders. No interest shall accrue or be payable to any Certificateholder
on any amount held in trust hereunder or by the Certificate Administrator as a result of such Certificateholder’s failure
to surrender its Certificate(s) for final payment thereof in accordance with this Section 4.01(h). Any funds not distributed
on such Distribution Date


 






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shall be set aside and held uninvested in trust for the benefit of Certificateholders not presenting
and surrendering their Certificates in the aforesaid manner.


 


(i)              [Reserved]


 


(j)              The Excess Prepayment Interest Shortfall, if any, for each Distribution Date will be allocated among the various Classes
of Regular Certificates and Class X-D Components, pro rata, based upon the respective Interest Accrual Amounts with respect
to such Classes of Regular Certificates and Class X-D Components for such Distribution Date. The portion of any Excess Prepayment
Interest Shortfall for any Distribution Date so allocable to a Class of Class X Certificates shall, in turn, be allocated
among the various Components of such Class of Class X Certificates, pro rata, based upon the respective amounts of
Accrued Component Interest with respect to such Components for such Distribution Date. The portion of any Excess Prepayment Interest
Shortfall for any Distribution Date so allocated to any Class of Principal Balance Certificates or any Component of a Class of
Class X Certificates shall be deemed to have first been allocated to the Corresponding Lower-Tier Regular Interest for such
Class of Principal Balance Certificates or Component, as applicable.


 


Section 4.02     Statements to Certificateholders; Certain Reports by the Master Servicer and the Special Servicer.


 


(a)            Based on information received from the Master Servicer and any other applicable Persons, on each Distribution Date, the
Certificate Administrator shall provide or make available a report, including reports in substantially the form attached hereto
as Exhibit D (the “Distribution Date Statement”), setting forth, among other things, the following
information:


 


(A)          the amount of distributions, if any, made on such Distribution Date to the holders of each Class of Principal Balance Certificates
and applied to reduce the respective Certificate Principal Balance thereof;


 


(B)           the amount of distributions, if any, made on such Distribution Date to the Holders of each Class of Certificates allocable
to (A) Interest Distribution Amount and (B) Yield Maintenance Charges;


 


(C)           the amount of any distributions made on such Distribution Date to the Holders of the Class R Certificates;


 


(D)           the aggregate amount of outstanding P&I Advances with respect to each Mortgage Loan, as of the related Determination
Date, and the total outstanding other or miscellaneous advances (excluding P&I Advances and tax and insurance advances) with
respect to each Mortgage Loan, as of the related Determination Date;


 


(E)           the aggregate amount of Servicing Fees retained by or paid to the Master Servicer and Special Servicing Compensation retained
by or paid to the Special Servicer in respect of the related Collection Period, Prepayment Period or Interest Accrual Period, as
applicable;


 






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(F)           the aggregate Stated Principal Balance of the Mortgage Loans immediately before and after such Distribution Date and the
percentage of the Cut-Off Date Principal Balance of the Mortgage Loans which remains outstanding immediately after such Distribution
Date;


 


(G)          the number, aggregate principal balance, weighted average remaining term to maturity and weighted average Mortgage Loan
Rate of the outstanding Mortgage Loans, at the close of business on the related Determination Date;


 


(H)          as of the Determination Date, the number and aggregate unpaid principal balance of Mortgage Loans (A) delinquent one
month, (B) delinquent two months, (C) delinquent three or more months, (D) that are Specially Serviced Loans but
are not delinquent or (E) as to which foreclosure proceedings have been commenced;


 


(I)            the aggregate Stated Principal Balance of Mortgage Loans as to which the related Mortgagor is subject or is expected to
be subject to a bankruptcy proceeding;


 


(J)            with respect to any Mortgage Loan as to which the related Mortgaged Property became an REO Property (including with respect
to any Non-Serviced Mortgage Loan) during the related Prepayment Period, the Stated Principal Balance and unpaid principal balance
of such Mortgage Loan as of the date such Mortgaged Property became an REO Property and the most recently determined Appraised
Value and date upon which the Appraisal was performed;


 


(K)          as to any Mortgage Loan repurchased, substituted for or otherwise liquidated or disposed of during the related Prepayment
Period, the Loan Number thereof and the amount of any Liquidation Proceeds and/or other amounts, if any, received thereon during
the related Prepayment Period and the portion thereof included in the Available Funds for such Distribution Date;


 


(L)           with respect to any REO Property (including with respect to any Non-Serviced Mortgage Loan) included in the Trust Fund as
of the close of business on the last day of the related Prepayment Period, the Loan Number of the related Mortgage Loan, the book
value of such REO Property and the amount of any income collected with respect to such REO Property (net of related expenses) and
other amounts, if any, received on such REO Property during the related Prepayment Period and the portion thereof included in the
Available Funds for such Distribution Date and the most recently determined Appraised Value and date upon which the Appraisal was
performed;


 


(M)          with respect to any REO Property (including with respect to any Non-Serviced Mortgage Loan) sold or otherwise disposed of
during the related Prepayment Period, the Loan Number of the related Mortgage Loan, and the amount of Liquidation Proceeds and
other amounts, if any, received in respect of


 


 






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such REO Property during the related Prepayment Period, the portion thereof included
in the Available Funds for such Distribution Date and the balance of the Excess Liquidation Proceeds Reserve Account for such Distribution
Date;


 


(N)           the Interest Distribution Amount in respect of each Class of Regular Certificates and Class X-D Component for such Distribution
Date;


 


(O)           any unpaid Interest Distribution Amount in respect of each Class of Regular Certificates and Class X-D Component after giving
effect to the distributions made on such Distribution Date;


 


(P)            the Pass-Through Rate for each Class of Regular Certificates and Class X-D Component for such Distribution Date;


 


(Q)           the original Certificate Principal Balance or Notional Amount as of the Closing Date and the Certificate Principal Balance
or Notional Amount, as the case may be, of each Class of Regular Certificates and each Class X-D Component immediately before and
immediately after such Distribution Date, separately identifying any reduction in the Certificate Principal Balance or Notional
Amount, as the case may be, of each such Class or Class X-D Component due to Realized Losses;


 


(R)           the Certificate Factor for each Class of Regular Certificates or Class X-D Component immediately following such Distribution
Date;


 


(S)           the Principal Distribution Amount for such Distribution Date;


 


(T)           the aggregate amount of Principal Prepayments made during the related Prepayment Period, and the aggregate amount of any
Prepayment Interest Excesses received and Prepayment Interest Shortfalls incurred in connection therewith;


 


(U)           the aggregate amount of Realized Losses and Additional Trust Fund Expenses, if any, incurred with respect to the Trust Fund
during the related Prepayment Period, and any Realized Loss for such Distribution Date;


 


(V)           any Appraisal Reduction Amounts on a loan-by-loan basis, and the total Appraisal Reduction Amounts, as of the related Determination
Date;


 


(W)          identification of any material modification, extension or waiver of a Mortgage Loan;


 


(X)           identification of any material breach of the representations and warranties given with respect to a Mortgage Loan by the
applicable Mortgage Loan Seller;


 


(Y)           the identity of the Operating Advisor;


 






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(Z)           the amount of the Operating Advisor Fee, the Trustee/Certificate Administrator Fee and the CREFC® Intellectual
Property Royalty License Fee paid with respect to such Distribution Date;


 


(AA)       an itemized listing of any Disclosable Special Servicer Fees received by the Special Servicer or any of its Affiliates during
the related Collection Period;


 


(BB)       
the identity of the Controlling Class;


 


(CC)       
the identity of the Controlling Class Representative; and


 


(DD)       
such additional information as contemplated by Exhibit D to this Agreement.


 


In the case of information furnished pursuant
to subclauses (A), (B), (C) and (Q) above, the amounts shall be expressed as a dollar
amount in the aggregate for all Certificates of each applicable Class and per single Certificate of a specified minimum denomination.
The form of any Distribution Date Statement may change over time.


 


On each Distribution
Date, the Certificate Administrator shall make available via the Certificate Administrator’s Website to each Holder of a
Class R Certificate a copy of the reports made available to the other Certificateholders on such Distribution Date and a statement
setting forth the amounts, if any, actually distributed with respect to the Class R Certificates in respect of the related
Trust REMIC on such Distribution Date. Such obligation of the Certificate Administrator shall be deemed to have been satisfied
to the extent that it provided substantially comparable information pursuant to any requirements of the Code as from time to time
in force. Absent manifest error, none of the Master Servicer or the Special Servicer shall be responsible for the accuracy or completeness
of any information supplied to it by a Mortgagor or any Mortgage Loan Seller (including the information in the Prospectus Supplement) or
any other third party that is included in any reports, statements, materials or information prepared or provided by the Master
Servicer or the Special Servicer, as applicable.


 


The Certificate Administrator
shall promptly make available (and, in the case of the Commission EDGAR filings referred to below, as soon as reasonably practicable
after such material is electronically filed with, or furnished to, the Commission) via the Certificate Administrator’s Website,
to any Privileged Person (or, in the case of item (vi) below, solely to Certificateholders and Beneficial Owners and
provided that the Prospectus Supplement, Distribution Date Statements, this Agreement, the Loan Purchase Agreements and
the Commission EDGAR filings referred to below (collectively, the “Public Documents”) will be made available
to the general public), the following items:


 


(i)             the following “deal documents”:


 


 (A)          the Prospectus and the Prospectus Supplement;


 









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(B)           this Agreement, each Sub-Servicing Agreement delivered to the Certificate Administrator since the Closing Date (if any),
the Loan Purchase Agreements and any amendments and exhibits hereto or thereto; and


 


(C)           CREFC® Loan Setup File delivered to the Certificate Administrator by the Master Servicer;


 


(ii)           the following “Commission EDGAR filings”:


 


(A)          any reports on Forms 10-D, 10-K and 8-K that have been filed by the Certificate Administrator with respect to the Trust
through the EDGAR system;


 


(iii)          the following “periodic reports”:


 


(A)          the Distribution Date Statements;


 


(B)           the supplemental reports and the CREFC® data files identified as such in the definition of “CREFC®
Investor Reporting Package (IRP)” (other than the CREFC® Loan Setup File), to the extent it has received or
prepared such report or file; and


 


(C)           all Operating Advisor Annual Reports;


 


(iv)          the following “additional documents”:


 


(A)          the summary of any Final Asset Status Report, with respect to each Mortgage Loan, delivered to the Certificate Administrator
in electronic format pursuant to Section 3.21 of this Agreement; and


 


(B)           any other Third Party Reports (or updates thereto) delivered to the Certificate Administrator in electronic format;


 


(v)           the following “special notices”:


 


(A)          all Special Notices;


 


(B)           notice of any request by the Holders of Certificates evidencing at least 25% of the Voting Rights of the Certificates to
terminate and replace the Special Servicer or notice of any request by the Holders of Non-Reduced Certificates evidencing at least
15% of the Voting Rights of the Non-Reduced Certificates to terminate and replace the Operating Advisor.


 


(C)           notice of any waiver, modification or amendment of any term of any Mortgage Loan;


 


(D)           notice of final payment on the Certificates;


  






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(E)           all
notices of the occurrence of any Servicer Termination Events received by the Certificate Administrator;


 


(F)           notice of termination or resignation of the Master Servicer, the Special Servicer, the Operating Advisor, the Certificate
Administrator or the Trustee (and appointments of successors to the Master Servicer, the Special Servicer, the Operating Advisor,
the Certificate Administrator or the Trustee);


 


(G)           any and all officer’s certificates and other evidence delivered to the Certificate Administrator to support any determination
that any Advance was (or, if made, would be) a Nonrecoverable Advance;


 


(H)           any notice of the termination of the Trust;


 


(I)            any
notice of the occurrence and continuance of a Control Termination Event;


 


(J)            any notice of the occurrence and continuance of a Consultation Termination Event;


 


(K)           the annual assessments as to compliance (in the case of the Master Servicer and the Special Servicer) and the officer’s
certificates delivered by the Master Servicer and the Special Servicer to the Certificate Administrator since the Closing Date
pursuant to Section 10.08 of this Agreement; and


 


(L)           the annual independent public accountants’ servicing report caused to be delivered by the Master Servicer and the
Special Servicer to the Certificate Administrator since the Closing Date pursuant to Section 10.09 of this Agreement;


 


(vi)         the Investor Q&A Forum; and


 


(vii)        solely to Certificateholders and Beneficial Owners, the Investor Registry;


 


provided that
with respect to a Control Termination Event or a Consultation Termination Event deemed to exist due solely to the existence of
an Excluded Loan, the Certificate Administrator shall only be required to make available such notice of the occurrence and continuance
of a Control Termination Event or the notice of the occurrence and continuance of a Consultation Termination Event to the extent
the Certificate Administrator has knowledge of such Excluded Loan.


 


Notwithstanding the foregoing,
for purposes of obtaining information or access to the Certificate Administrator’s Website, all Excluded Information shall
be made available under one separate tab or heading rather than under the separate tabs or headings described in clauses (i)
through (vii) of the preceding paragraph.


 


Notwithstanding the foregoing,
if the Controlling Class Representative or any Controlling Class Certificateholder is a Borrower Party with respect to any Excluded
Controlling


 






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Class Loan, such Person shall not have access to any Excluded Information on the Certificate Administrator’s
Website solely with respect to such related Excluded Controlling Class Loan (provided that for the avoidance of doubt, the
foregoing shall not be applicable to, nor limit, an Excluded Controlling Class Holder’s right to access information with
respect to any Mortgage Loan other than Excluded Information with respect to a related Excluded Controlling Class Loan for which
such Excluded Controlling Class Holder is a Borrower Party).


 


If the Special Servicer
has obtained knowledge that it is a Borrower Party with respect to any Excluded Special Servicer Loan, the Special Servicer (i)
shall not directly or indirectly provide any information related to any Excluded Special Servicer Loan to (A) the related Mortgagor,
(B) any employees or personnel of the Special Servicer or any Affiliate involved in the management of any investment in the related
Mortgagor or the related Mortgaged Property or (C) to the extent known to the Special Servicer, any non-Affiliate that holds a
direct or indirect ownership interest in the related Mortgagor, and (ii) shall maintain sufficient internal controls and appropriate
policies and procedures in place in order to comply with the obligations described in clause (i) above.


 


Any Person that is a
Borrower Party shall be entitled to access (a) the Public Documents, and (b) in the case of the Controlling Class Representative
or a Controlling Class Certificateholder, if any such Person is an Excluded Controlling Class Holder, upon delivery to the Master
Servicer, the Special Servicer, the Operating Advisor, the Certificate Administrator and the Trustee in physical form of an Investor
Certification substantially in the form of Exhibit M-1C and a notice in the form of Exhibit M-1D hereto certifying
to the effect that it is an Excluded Controlling Class Holder, all information (other than Excluded Information related to the
Excluded Controlling Class Loan(s) for which such Person is a Borrower Party) available on the Certificate Administrator’s
Website.


 


In the case of the Controlling
Class Representative or Controlling Class Certificateholder that is not an Excluded Controlling Class Holder, upon delivery of
an investor certification substantially in the form of Exhibit M-1B hereto certifying to the effect that it is not an Excluded
Controlling Class Holder, such Controlling Class Representative or a Controlling Class Certificateholder shall be entitled to
access all information on the Certificate Administrator’s Website. The Master Servicer, Special Servicer, Operating Advisor,
Certificate Administrator and Trustee may each rely conclusively on (i) an Investor Certification in the form of Exhibit M-1B
hereto from the Controlling Class Representative or a Controlling Class Certificateholder to the effect that such Person is
not an Excluded Controlling Class Holder with respect to any Excluded Controlling Class Loan or (ii) an Investor Certification
in the form of Exhibit M-1C hereto from the Controlling Class Representative or a Controlling Class Certificateholder to
the effect that such Person is an Excluded Controlling Class Holder with respect to one or more Excluded Controlling Class Loan(s)
set forth in that Investor Certification. In the event the Controlling Class Representative or a Controlling Class Certificateholder
becomes an Excluded Controlling Class Holder, such Controlling Class Representative or Controlling Class Certificateholder shall
promptly notify each of the Master Servicer, the Special Servicer, the Operating Advisor, the Certificate Administrator and the
Trustee in writing substantially in the form of Exhibit M-1D to the effect that such party is an Excluded Controlling Class
Holder and identify the Excluded Controlling Class Loan(s) and thereafter, upon submission of Exhibit M-1E, shall not be
entitled to any Excluded Information 


 






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related to such Excluded Controlling Class Loan(s) and made available on the Certificate Administrator’s Website. In addition
to sending Exhibit M-1D to each of the parties hereto, any Excluded Controlling Class Holder shall also send to the Certificate
Administrator a notice substantially in the form of Exhibit M-1F hereto, which such notice shall provide each of the CTSLink
User ID associated with such Excluded Controlling Class Holder, and which such notice shall direct the Certificate Administrator
to restrict such Excluded Controlling Class Holder’s access to the Certificate Administrator’s Website as and to the
extent provided in this Agreement. Any Excluded Information relating to an Excluded Controlling Class Loan that the Master Servicer,
the Special Servicer or the Operating Advisor identifies and delivers to the Certificate Administrator for posting to the Certificate
Administrator’s Website shall be delivered to the Certificate Administrator via email pursuant to Section 3.32, in
one or more separate files labeled “Excluded Controlling Class Loan” followed by the applicable loan name and loan
number, and the Certificate Administrator shall segregate on the Certificate Administrator’s Website such Excluded Information
from information relating to other Mortgage Loans. Notwithstanding anything herein to the contrary, each of the Master Servicer,
the Special Servicer, the Operating Advisor and the Certificate Administrator shall be entitled to conclusively assume that the
Controlling Class Representative and all Controlling Class Certificateholders are not Excluded Controlling Class Holders except
to the extent that the Master Servicer, the Special Servicer, the Operating Advisor or the Certificate Administrator, as applicable,
has received notice from the Controlling Class Representative or a Controlling Class Certificateholder that it has become an Excluded
Controlling Class Holder. None of the Master Servicer, the Special Servicer, the Operating Advisor or the Certificate Administrator
shall be liable for any communication to the Controlling Class Representative or Controlling Class Certificateholder or disclosure
of Excluded Information if the Master Servicer, the Special Servicer, the Operating Advisor or the Certificate Administrator, as
applicable, did not receive prior written notice that the related Mortgage Loan is an Excluded Controlling Class Loan (including,
in the case of an Asset Status Report or Final Asset Status Report delivered to the Certificate Administrator for posting to the
Certificate Administrator’s Website and/or any failure to label any such information provided to the Certificate Administrator).


 


Each of the Master Servicer,
the Special Servicer, the Operating Advisor and the Certificate Administrator shall be entitled to conclusively rely on any certification
delivered by the Controlling Class Representative or a Controlling Class Certificateholder, as applicable, substantially in the
form of Exhibit M-1B to the effect that such Person is no longer an Excluded Controlling Class Holder and to the extent
a Control Termination Event and/or a Consultation Termination Event had occurred with respect to such Excluded Loan, the Controlling
Class Holder will be entitled to notify each of the parties hereto that it is no longer an Excluded Controlling Class Holder and
a Control Termination Event and/or a Consultation Termination Event has ceased to occur with respect to the Excluded Loan. To
the extent the Controlling Class Representative or a Controlling Class Certificateholder receives access pursuant to this Agreement
to any Excluded Information on the Certificate Administrator’s Website or otherwise receives access to such Excluded Information,
such Controlling Class Representative or Controlling Class Certificateholder shall be deemed to have agreed that it (i) will not
directly or indirectly provide any information related to the Excluded Controlling Class Loan to the related Mortgagor or to any
Excluded Controlling Class Holder or (A) any employees or personnel of such Controlling Class Representative or Controlling Class
Certificateholder or any Affiliate involved in the management of any investment in the related Mortgagor or the related Mortgaged 


 






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Property or (B) to its actual knowledge, any non-Affiliate that holds a direct or indirect ownership interest in the related Mortgagor,
and (ii) will maintain sufficient internal controls and appropriate policies and procedures in place in order to comply with the
obligations described in clause (i) above.


 


The Certificate Administrator,
the Master Servicer and the Special Servicer shall have no liability for access by an Excluded Controlling Class Holder to the
Certificate Administrator’s website of any information with respect to which such Excluded Controlling Class Holder is prohibited
from accessing pursuant to this Agreement if such Excluded Controlling Class Holder provided an Investor Certification but did
not indicate it was a Borrower Party.


 


(b)            The Certificate Administrator makes no representations or warranties as to the accuracy or completeness of information provided
pursuant to this Section and assumes no responsibility therefor. In addition, the Certificate Administrator disclaims responsibility
for any information distributed by the Certificate Administrator for which it is not the original source. The Certificate Administrator
shall have no obligation to recompute, recalculate or otherwise verify any information provided to it by the Master Servicer or
the Special Servicer. In connection with providing access to the Certificate Administrator’s internet website, the Certificate
Administrator may require registration and acceptance of a disclaimer and may require a recipient of any of the information set
forth above (other than the Public Documents) to execute a confidentiality agreement (which may be in the form of a web page “click-through”).
The Certificate Administrator shall not be liable for the dissemination of information in accordance with this Agreement. The Certificate
Administrator shall provide assistance in using the Certificate Administrator’s Website through the Certificate Administrator’s
customer service desk at telephone number (866) 846-4526. Notwithstanding anything herein to the contrary, the Certificate Administrator,
the Master Servicer and the Special Servicer shall not be liable for any disclosure of Excluded Information relating to an Excluded
Controlling Class Loan to the extent such information was included in the Asset Status Report or the Final Asset Status Report
delivered to the Certificate Administrator for posting to the Certificate Administrator’s Website and not properly identified
as relating to an Excluded Controlling Class Loan or not properly delivered pursuant to Section 3.32.


 


The Certificate Administrator
may provide such information through means other than (and in lieu of) the Certificate Administrator’s Website; provided
that (i) the Depositor shall have consented to such alternative means and (ii) Certificateholders and each of the Companion
Loan Holders shall have received notice of such alternative means (which notice may be given via the Certificate Administrator’s
Website).


 


Any Person that is a
Mortgagor, a Manager of a Mortgaged Property, an Affiliate of the foregoing, or an agent of any Mortgagor shall be entitled to
access only the Prospectus Supplement, Distribution Date Statements, this Agreement, the Loan Purchase Agreements and the Commission
EDGAR filings on the Certificate Administrator’s Website which are being made available to the general public. The provisions
in this Section shall not limit the Master Servicer’s ability to make accessible certain information regarding the Mortgage
Loans at a website maintained by the Master Servicer. 


 






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Within a reasonable period
of time after the end of each calendar year, the Certificate Administrator shall furnish to each Person who at any time during
the calendar year was a Holder of a Certificate a statement containing the information as to the applicable Class set forth in
clauses (A), (B) and (C) of the description of Distribution Date Statements above aggregated
for such calendar year or applicable portion thereof during which such person was a Certificateholder, together with such other
information as the Certificate Administrator determines to be necessary to enable Certificateholders to prepare their tax returns
for such calendar year. Such obligation of the Certificate Administrator shall be deemed to have been satisfied to the extent that
substantially comparable information shall be provided by the Certificate Administrator pursuant to any requirements of the Code
as from time to time are in force.


 


The Certificate Administrator
shall make available, only to Privileged Persons, the Investor Q&A Forum. The “Investor Q&A Forum” shall
be a service available on the Certificate Administrator’s Website, where Certificateholders and Beneficial Owners may (i)(a) submit
questions to the Certificate Administrator relating to the Distribution Date Statement, (b) submit questions to the Master
Servicer or the Special Servicer, as applicable, relating to the servicing reports prepared by that party and being made available
pursuant to this Section 4.02(a), the Mortgage Loans (or Serviced Whole Loans) or the Mortgaged Properties and (c) submit
questions to the Operating Advisor relating to the Operating Advisor Annual Reports or actions by the Master Servicer or the Special
Servicer as to which the Operating Advisor has consultation rights, whether or not referenced in any Operating Advisor Annual Report
(collectively, “Inquiries”), and (ii) view Inquiries that have been previously submitted and answered,
together with the answers thereto. Upon receipt of an Inquiry for the Operating Advisor, the Master Servicer or the Special Servicer,
the Certificate Administrator shall forward the Inquiry to the Operating Advisor, the Master Servicer or the Special Servicer,
as applicable, in each case within a commercially reasonable period following receipt thereof.


 


Within a commercially
reasonable time following receipt of an Inquiry, the Certificate Administrator, the Operating Advisor, the Master Servicer or the
Special Servicer, as applicable, unless it determines not to answer such Inquiry as provided below, shall reply to the Inquiry,
which reply of the Operating Advisor, the Master Servicer or Special Servicer shall be by e-mail to the Certificate Administrator.
The Certificate Administrator shall post (within a commercially reasonable period following preparation or receipt of such answer,
as the case may be) such Inquiry and the related answer to the Certificate Administrator’s Website. If the Certificate Administrator,
the Operating Advisor, the Master Servicer or the Special Servicer determines, in its respective sole discretion, that (i) any
Inquiry is not of a type described above, (ii) answering any Inquiry (A) would not be in the best interests of the Trust
and/or the Certificateholders, (B) would be in violation of applicable law, this Agreement or the applicable Mortgage Loan
Documents, (C) would materially increase the duties of, or result in significant additional cost or expense to, the Certificate
Administrator, the Operating Advisor, the Master Servicer or the Special Servicer, as applicable, or (D) would reasonably
be expected to result in the waiver of an attorney client privilege or the disclosure of attorney work product or (iii) it
is otherwise, for any reason, not advisable to answer, it shall not be required to answer such Inquiry and, in the case of the
Operating Advisor, the Master Servicer or the Special Servicer, shall promptly notify the Certificate Administrator. The Certificate
Administrator shall notify the Person who submitted such Inquiry in the event that the Inquiry will not be answered. The


 






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Certificate
Administrator shall not be required to post to the Certificate Administrator’s Website any Inquiry or answer thereto that
the Certificate Administrator determines, in its sole discretion, is administrative or ministerial in nature. The Investor Q&A
Forum will not reflect questions, answers and other communications which are not submitted via the Certificate Administrator’s
Website. Answers posted on the Investor Q&A Forum shall be attributable only to the respondent, and no other Person will certify
as to the accuracy, or will have any responsibility or liability for the content of any such information. No party to this Agreement
shall disclose Privileged Information in the Investor Q&A Forum.


 


The Certificate Administrator
shall make available to any Certificateholder and Beneficial Owner that is a Privileged Person, the Investor Registry. The “Investor
Registry” shall be a voluntary service available on the Certificate Administrator’s Website, where Certificateholders
and Beneficial Owners can register and thereafter obtain information with respect to any other Certificateholder or Beneficial
Owner that has so registered. Any person registering to use the Investor Registry will be required to certify that (a) it is a
Certificateholder or a Beneficial Owner and (b) it grants authorization to the Certificate Administrator to make its name and contact
information available on the Investor Registry for at least 45 days from the date of such certification to other registered Certificateholders
and registered Beneficial Owners. Such Person shall then be asked to enter certain mandatory fields such as the individual’s
name, the company name and e-mail address, as well as certain optional fields such as address, phone, and Class(es) of Certificates
owned. If any Certificateholder or Beneficial Owner notifies the Certificate Administrator that it wishes to be removed from the
Investor Registry (which notice may not be within 45 days of its registration), the Certificate Administrator shall promptly remove
it from the Investor Registry. The Certificate Administrator will not be responsible for verifying or validating any information
submitted on the Investor Registry, or for monitoring or otherwise maintaining the accuracy of any information thereon. The Certificate
Administrator may require acceptance of a waiver and disclaimer for access to the Investor Registry.


 


Notwithstanding the foregoing,
in no event shall any provision of this Agreement be construed to require the Master Servicer, the Special Servicer or the Certificate
Administrator to produce any ad hoc or non-standard written reports (in addition to the CREFC® reports, inspection
reports, reports required under each Co-Lender Agreement and other specific periodic reports otherwise required). If the Master
Servicer, the Special Servicer or the Certificate Administrator elects to provide any ad hoc or non-standard reports, it may require
the Person requesting such report to pay a reasonable fee to cover the costs of the preparation thereof.


 


Upon filing with the
IRS, the Certificate Administrator shall furnish to the Holders of the Class R Certificates the IRS Form 1066 for each Trust
REMIC and shall furnish their respective Schedules Q thereto at the times required by the Code or the IRS, and shall provide from
time to time such information and computations with respect to the entries on such forms as any Holder of the Class R Certificates
may reasonably request.


 


The specification of
information to be furnished by the Certificate Administrator in this Section 4.02 (and any other terms of this Agreement
requiring or calling for delivery or reporting of information by the Certificate Administrator to Certificateholders and Beneficial
Owners) shall not limit the Certificate Administrator in furnishing, and the Certificate Administrator is hereby authorized
to furnish, to any Privileged Person any other information


 






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(such other information, collectively, “Additional Information”) with
respect to the Mortgage Loans or Serviced Whole Loans, the Mortgaged Properties or the Trust Fund as may be provided to it by the
Depositor, the Master Servicer or the Special Servicer or gathered by it in any investigation or other manner from time to time,
provided that (A) while there exists any Servicer Termination Event, any such Additional Information shall only be
furnished with the consent or at the request of the Depositor (except pursuant to clause (E) below or to the extent
such information is requested by a Certifying Certificateholder), (B) the Certificate Administrator shall be entitled to indicate
the source of all information furnished by it, and the Certificate Administrator may affix thereto any disclaimer it deems appropriate
in its sole discretion (together with any warnings as to the confidential nature and/or the uses of such information as it may,
in its sole discretion, determine appropriate), (C) the Certificate Administrator may notify any Privileged Person of the
availability of any such information in any manner as it, in its sole discretion, may determine, (D) the Certificate Administrator
shall be entitled (but not obligated) to require payment from each recipient of a reasonable fee for, and its out-of-pocket
expenses incurred in connection with, the collection, assembly, reproduction or delivery of any such Additional Information, and
(E)  the Certificate Administrator shall be entitled to distribute or make available such Additional Information in accordance
with such reasonable rules and procedures as it may deem necessary or appropriate (which may include the requirement that an agreement
that provides such information shall be used solely for purposes of evaluating the investment characteristics or valuation of the
Certificates be executed by the recipient, if and to the extent the Certificate Administrator deems the same to be necessary or
appropriate). Nothing herein shall be construed to impose upon the Certificate Administrator any obligation or duty to furnish
or distribute any Additional Information to any Person in any instance, and the Certificate Administrator shall neither have any
liability for furnishing nor for refraining from furnishing Additional Information in any instance. The Certificate Administrator
shall be entitled (but not required) to request and receive direction from the Depositor as to the manner of delivery of any
such Additional Information, if and to the extent the Certificate Administrator deems necessary or advisable, and to require that
any consent, direction or request given to it pursuant to this Section be made in writing.


 


The Depositor hereby
authorizes the Certificate Administrator to, and the Certificate Administrator shall (to the extent received by the Certificate
Administrator), make available to Bloomberg Financial Markets, L.P., Trepp, LLC, Intex Solutions, Inc., BlackRock Financial Management,
Inc. or such other vendor chosen by the Depositor that submits to the Certificate Administrator a certification in the form of
Exhibit M-3 to this Agreement, all the Distribution Date Statements, CREFC® reports and supplemental
notices delivered or made available pursuant to this Section 4.02(a) to Privileged Persons.


 


(c)             No later than the Business Day prior to each Distribution Date, subject to the penultimate paragraph of this subsection (b),
the Master Servicer shall deliver or cause to be delivered to the Certificate Administrator, the Operating Advisor, the Special
Servicer and any Other Master Servicer in electronic form mutually acceptable to the Certificate Administrator, the Operating Advisor,
the Special Servicer and the Master Servicer the following reports or information (and any other files as may be, or have been,
adopted and promulgated by CREFC® as part of the CREFC® Investor Reporting Package (IRP) from time
to time): (1) a CREFC® REO Status Report, (2) a CREFC® Historical Loan Modification/Forbearance
and Corrected Mortgage Loan Report, (3) CREFC® Total Loan Report, (4) the CREFC® Servicer Watch


 






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List/Portfolio Review Guidelines, (5) the CREFC® Financial File, (6) the CREFC® Property
File, (7) except for the first two Distribution Dates, the CREFC® Comparative Financial Status Report, (8) the CREFC®
Loan Level Reserve/LOC Report, (9) the CREFC® Advance Recovery Report and (10) the CREFC®
Delinquent Loan Status Report.


 


No later than the Business
Day prior to each Distribution Date except for the first two Distribution Dates, the Master Servicer shall deliver to the Certificate
Administrator and the Operating Advisor (by electronic means) the CREFC® Comparative Financial Status Report
for each Mortgage Loan or related Mortgaged Property as of the Determination Date immediately preceding the preparation of such
report for each of the following three periods (but only to the extent the related Mortgagor is required by the Mortgage to deliver
and does deliver, or otherwise agrees to provide and does provide, such information): (a) the most current available year-to-date;
(b) each of the previous two full fiscal years stated separately (to the extent such information is in the Master Servicer’s
possession); and (c) the “base year” (representing the original analysis of information used as of the Cut-Off
Date).


 


No later than 2:00 p.m.,
New York City time, on the second Business Day prior to each Distribution Date, the Master Servicer shall deliver to the Certificate
Administrator and the Operating Advisor a CREFC® Loan Periodic Update File setting forth certain information with
respect to the Mortgage Loans and Mortgaged Properties.


 


The Master Servicer shall
provide to the Certificate Administrator and the Operating Advisor the CREFC® Loan Setup File within 60 days
of the first Distribution Date hereunder to the extent it has received from the Mortgage Loan Sellers one or more spreadsheets
(with the data fields filled) containing the data necessary for the completion of the aggregate pool-wide CREFC®
Loan Setup File.


 


In addition, the Master
Servicer (with respect to a non-Specially Serviced Loan that is not a Non-Serviced Mortgage Loan) or Special Servicer (with respect
to a Specially Serviced Loan that is not, and a REO Property that does not relate to, a Non-Serviced Mortgage Loan), as applicable,
shall prepare with respect to each Mortgaged Property and REO Property:


 


Within 30 days after
receipt of a quarterly operating statement, if any, commencing within 30 days of receipt of such quarterly operating statement
for the quarter ending March 31, 2016, a CREFC® Operating Statement Analysis Report (but only to the extent the
related Mortgagor is required by the Mortgage to deliver and does deliver, or otherwise agrees to provide and does provide, such
information) for such Mortgaged Property or REO Property as of the end of that calendar quarter, provided, however,
that any analysis or report with respect to the first calendar quarter of each year will not be required to the extent provided
in the then-current applicable CREFC® guidelines (it being understood that as of the date of the Prospectus Supplement,
the applicable CREFC® guidelines provide that such analysis or report with respect to the first calendar quarter
(in each year) is not required for a Mortgaged Property unless such Mortgaged Property is analyzed on a trailing 12 month
basis, or if the related Serviced Mortgage Loan is on the CREFC® Servicer Watch List). The Master Servicer (with
respect to non-Specially Serviced Loans) or Special Servicer (with respect to Specially Serviced Loans and REO Properties), as
applicable, shall deliver to the Certificate Administrator, the


 






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Operating Advisor and related Companion Loan Holders by electronic
means the CREFC® Operating Statement Analysis Report upon request; and


 


Within thirty (30) days
after receipt by the Special Servicer (with respect to Specially Serviced Loans and REO Properties) or the Master Servicer (with
respect to non-Specially Serviced Loans) of an annual operating statement for each calendar year, commencing with the calendar
year ending December 31, 2016, a CREFC® NOI Adjustment Worksheet (but only to the extent the related Mortgagor is
required by the Mortgage to deliver and does deliver, or otherwise agrees to provide and does provide, such information), presenting
the computation to “normalize” the full year net operating income and debt service coverage numbers used by the Master
Servicer in preparing the CREFC® Comparative Financial Status Report above. The Special Servicer or the Master Servicer
shall deliver to the Certificate Administrator, the Operating Advisor and related Serviced Companion Loan Holders by electronic
means the CREFC® NOI Adjustment Worksheet upon request.


 


The Certificate Administrator
shall deliver or shall cause to be delivered, upon request, to the Rule 17g-5 Information Provider (for posting to the Rule 17g-5
Information Provider’s Website pursuant to Section 11.13 of this Agreement), to each Certificateholder, to each party
hereto, to any Underwriter and/or to any Initial Purchaser and to each Person that provides the Certificate Administrator with
an Investor Certification a copy of the CREFC® Operating Statement Analysis Report and CREFC® NOI
Adjustment Worksheet most recently performed by the Master Servicer with respect to any Mortgage Loan or Serviced Whole Loan and
delivered to the Certificate Administrator.


 


Upon request (and in
any event, not more frequently than once per month), the Master Servicer shall forward to the Certificate Administrator (as to
the Collection Account), the Operating Advisor, any related Companion Loan Holder (as to the related Serviced Whole Loan Custodial
Account) and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 11.13 of this
Agreement, the Rule 17g-5 Information Provider a statement, setting forth the status of the Collection Account and each Serviced
Whole Loan Custodial Account as of the close of business on such Master Servicer Remittance Date, stating that all remittances
to the Certificate Administrator required by this Agreement to be made by the Master Servicer have been made (or, in the case of
any such required remittance that has not been made by the Master Servicer, specifying the nature and status thereof) and showing,
for the period from the preceding Master Servicer Remittance Date (or, in the case of the first Master Servicer Remittance Date,
from the Cut-Off Date) to such Master Servicer Remittance Date, the aggregate of deposits into and withdrawals from the Collection
Account and each Serviced Whole Loan Custodial Account for each category of deposit specified in Section 3.05(a) and 3.05A
of this Agreement and each category of withdrawal specified in Section 3.06 and 3.06A of this Agreement. The Master
Servicer shall also deliver to the Certificate Administrator and (solely as to a Serviced Whole Loan) the related Companion Loan
Holder, upon reasonable request of the Certificate Administrator or any Companion Loan Holder, any and all additional information
relating to the Mortgage Loans or any Serviced Whole Loans in the possession of the Master Servicer (which information shall be
based upon reports delivered to the Master Servicer by the Special Servicer with respect to Specially Serviced Loans and REO Properties).


 






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Further, the Master Servicer
shall cooperate with the Special Servicer and provide the Special Servicer with the information in the possession of the Master
Servicer reasonably requested by the Special Servicer, in writing, to the extent required to allow the Special Servicer to perform
its obligations under this Agreement with respect to those Mortgage Loans serviced by the Master Servicer.


 


The obligation of the
Master Servicer to deliver the reports required to be delivered by it pursuant to this subsection is subject to the Master Servicer
having received from the Special Servicer in a timely manner the related reports and information in the possession of the Special
Servicer necessary or required to enable the Master Servicer to prepare and deliver such reports. The Master Servicer shall not
be responsible for the accuracy or content of any report, document or information furnished by the Special Servicer to the Master
Servicer pursuant to this Agreement and accepted by the Master Servicer in good faith pursuant to this Agreement.


 


The obligation of the
Special Servicer to deliver the reports required to be delivered by it pursuant to this subsection is subject to the Special Servicer
having received from the Master Servicer in a timely manner the related reports and information in the possession of the Master
Servicer necessary or required to enable the Special Servicer to prepare and deliver such reports. The Special Servicer shall not
be responsible for the accuracy or content of any report, document or information furnished by the Master Servicer to the Special
Servicer pursuant to this Agreement and accepted by the Special Servicer in good faith pursuant to this Agreement.


 


With respect to a Non-Serviced
Mortgage Loan, the Master Servicer shall deliver information comparable to the above-described information to the same Persons
as described above in this Section 4.02(c) and according to the same time frames as described above in this Section 4.02(c),
with reasonable promptness following such Master Servicer’s receipt of such information from the related Other Master Servicer
under the applicable Other Pooling and Servicing Agreement.


 


(d)            Not later than 5:00 p.m. New York time on each Determination Date, the Special Servicer shall forward to the Master
Servicer, for each Specially Serviced Loan and REO Property, a CREFC® Special Servicer Loan File. The Special Servicer
shall also deliver to the Certificate Administrator, upon the reasonable written request of the Certificate Administrator, any
and all additional information in the possession of the Special Servicer relating to the Specially Serviced Loans and the REO Properties.


 


The Special Servicer
shall cooperate with the Master Servicer and provide the Master Servicer with the information in the possession of the Special
Servicer reasonably requested by the Master Servicer, in writing, to the extent required to allow the Master Servicer to perform
its obligations under this Agreement with respect to the Specially Serviced Loans and REO Properties.


 


The Master Servicer may
make available to Privileged Persons copies of any reports or files prepared by the Master Servicer pursuant to this Agreement.
The Master Servicer may make information concerning the Mortgage Loans or Whole Loans available on any website


 






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that it has established.
With respect to a Non-Serviced Mortgage Loan, the Master Servicer shall deliver information comparable to the above-described information
to the extent received from the related Other Master Servicer or the related Other Special Servicer, as applicable, to the same
Persons as described above in this Section 4.02(d) and according to the same time frames as described above in this Section
4.02(d), with reasonable promptness following such Master Servicer’s receipt of such information from the related Other
Master Servicer under the applicable Other Pooling and Servicing Agreement.


 


(e)             The Master Servicer shall withdraw from the Collection Account and pay the CREFC® Intellectual Property Royalty
License Fee to CREFC® in accordance with Section 3.06(a)(vi) on a monthly basis, from funds on deposit in
the Collection Account.


 


Section 4.03     Compliance with Withholding Requirements.


 


(a)             Notwithstanding any other provision of this Agreement, the Paying Agent shall comply with all federal withholding requirements
with respect to payments to Certificateholders and other payees of interest or original issue discount that the Paying Agent reasonably
believes are applicable under the Code. The consent of Certificateholders or payees shall not be required for any such withholding.
In the event the Paying Agent or its agent withholds any amount from interest or original issue discount payments or advances thereof
to any Certificateholder or payee pursuant to federal withholding requirements, the Paying Agent shall indicate the amount withheld
to such Certificateholder or payee. Any amount so withheld shall be treated as having been distributed to such Person for all purposes
of this Agreement.


 


(b)            Each Beneficial Owner and Certificateholder, by the purchase of a Certificate or its acceptance of a beneficial interest
therein, acknowledges that interest on the Certificates will be treated as United States source interest, and, as such, United
States withholding tax may apply. Each such Beneficial Owner and Certificateholder further agrees, upon request, to provide any
certifications that may be required under applicable law, regulations or procedures to evidence its status for United States withholding
tax purposes and understands that if it ceases to satisfy the foregoing requirements or provide requested documentation, payments
to it under the Certificates may be subject to United States withholding tax (without any corresponding gross-up). Without limiting
the foregoing, if a payment made under this Agreement would be subject to United States federal withholding tax imposed by FATCA
if the recipient of such payment were to fail to comply with FATCA (including the requirements of Code Sections 1471(b) or 1472(b),
as applicable), such recipient shall deliver to the Paying Agent, with a copy to each of the Trustee and the Certificate Administrator,
at the time or times prescribed by the Code and at such time or times reasonably requested by the Paying Agent or the Trustee,
such documentation prescribed by the Code (including as prescribed by Code Section 1471(b)(3)(C)(i)) and such additional documentation
reasonably requested by the Paying Agent, the Trustee or the Certificate Administrator to comply with their respective obligations
under FATCA, to determine that such recipient has complied with such recipient’s obligations under FATCA, or to determine
the amount to deduct and withhold from such payment.


 






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Section 4.04     REMIC Compliance.


 


(a)             The parties intend that each Trust REMIC shall constitute, and that the affairs of each Trust REMIC shall be conducted so
as to qualify it as, a “real estate mortgage investment conduit” as defined in, and in accordance with, the REMIC Provisions,
and the provisions hereof shall be interpreted consistently with this intention. In furtherance of such intention, the Certificate
Administrator shall, to the extent permitted by applicable law, act as agent, and is hereby appointed to act as agent, of each
Trust REMIC and shall on behalf of each Trust REMIC: (i) prepare, timely deliver to the Trustee for execution (and the Trustee
shall timely execute) and file, or cause to be prepared and filed, all required Tax Returns for each Trust REMIC, using a calendar
year as the taxable year for each Trust REMIC when and as required by the REMIC Provisions and other applicable federal, state
or local income tax laws; (ii) make an election, on behalf of each Trust REMIC, to be treated as a REMIC on IRS Form 1066
for its first taxable year ending December 31, 2015, in accordance with the REMIC Provisions; (iii) prepare and forward, or
cause to be prepared and forwarded, to the Certificateholders and the IRS and applicable state and local tax authorities all information
reports as and when required to be provided to them in accordance with the REMIC Provisions of the Code; (iv) if the filing
or distribution of any documents of an administrative nature not addressed in clauses (i) through (iii) of this
Section 4.04(a) is then required by the REMIC Provisions in order to maintain the status of each Trust REMIC as a REMIC
or is otherwise required by the Code, prepare, sign and file or distribute, or cause to be prepared and signed and filed or distributed,
such documents with or to such Persons when and as required by the REMIC Provisions or the Code or comparable provisions of state
and local law; (v) obtain a taxpayer identification number for the Upper-Tier REMIC and Lower-Tier REMIC on IRS Form SS-4
and, within thirty days of the Closing Date, furnish or cause to be furnished to the IRS, on IRS Form 8811 or as otherwise
may be required by the Code, the name, title and address of the Person that the holders of the Certificates may contact for tax
information relating thereto (and the Certificate Administrator shall act as the representative of each Trust REMIC for this purpose),
together with such additional information as may be required by such IRS Form, and shall update such information at the time or
times and in the manner required by the Code (and the Depositor agrees within 10 Business Days of the Closing Date to provide any
information reasonably requested by the Master Servicer or the Certificate Administrator and necessary to make such filing); and
(vi) maintain such records relating to each Trust REMIC as may be necessary to prepare the foregoing returns, schedules, statements
or information, such records, for federal income tax purposes, to be maintained on a calendar year and on an accrual basis.


 


The Holder of the largest
Percentage Interest in the Class R Certificates shall be the tax matters person of each Trust REMIC pursuant to Treasury Regulations
Section 1.860F-4(d). If more than one Holder should hold an equal Percentage Interest in the Class R Certificates larger
than that held by any other Holder, the first such Holder to have acquired such Class R Certificates shall be such tax matters
person. The Certificate Administrator shall act as attorney-in-fact and agent for the tax matters person of each Trust REMIC, and
each Holder of a Percentage Interest in the Class R Certificates, by acceptance hereof, is deemed to have consented to the
Certificate Administrator’s appointment in such capacity and agrees to execute any documents required to give effect thereto,
and any fees and expenses incurred by the Certificate Administrator in connection with any audit or administrative or judicial
proceeding shall be paid by the Trust Fund.


 






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The Certificate Administrator
shall not intentionally take any action or intentionally omit to take any action within its control and the scope of its duties
if, in taking or omitting to take such action, the Certificate Administrator knows that such action or omission (as the case may
be) would cause the termination of the REMIC status of either Trust REMIC or the imposition of tax on either Trust REMIC (other
than a tax on income expressly permitted or contemplated to be received by the terms of this Agreement).


 


Notwithstanding any provision
of this paragraph or the three preceding paragraphs to the contrary, the Certificate Administrator shall not be required to take
any action that the Certificate Administrator in good faith believes to be inconsistent with any other provision of this Agreement,
nor shall the Certificate Administrator be deemed in violation of this paragraph if it takes any action expressly required or authorized
by any other provision of this Agreement, and the Certificate Administrator shall have no responsibility or liability with respect
to any act or omission of the Depositor or the Master Servicer which does not enable the Certificate Administrator to comply with
any of clauses (i) through (vi) of the third preceding paragraph or which results in any action contemplated
by clauses (i) through (iii) of the next succeeding sentence. In this regard the Certificate Administrator
shall (i) not allow the occurrence of any “prohibited transactions” within the meaning of Code Section 860F(a),
unless the party seeking such action shall have delivered to the Certificate Administrator an Opinion of Counsel (at such party’s
expense) that such occurrence would not (a) result in a taxable gain, (b) otherwise subject either Trust REMIC to
tax (other than a tax at the highest marginal corporate tax rate on net income from foreclosure property), or (c) cause either
Trust REMIC to fail to qualify as a REMIC for federal income tax purposes; (ii) not allow either Trust REMIC to receive income
from the performance of services or from assets not permitted under the REMIC Provisions to be held by such Trust REMIC (provided,
however, that the receipt of any income expressly permitted or contemplated by the terms of this Agreement shall not be
deemed to violate this clause); and (iii) not permit the creation of any “interests,” within the meaning
of the REMIC Provisions, in the Upper-Tier REMIC other than the Regular Certificates and the Upper-Tier Residual Interest, or in
the Lower-Tier REMIC other than the Lower-Tier Regular Interests and the Lower-Tier Residual Interest. None of the Trustee, the
Master Servicer, the Special Servicer or the Depositor shall be responsible or liable for any failure by the Certificate Administrator
to comply with the provisions of this Section 4.04. The Depositor, the Master Servicer and the Special Servicer shall cooperate
in a timely manner with the Certificate Administrator in supplying any information within the Depositor’s, the Master Servicer’s
or the Special Servicer’s control (other than any confidential information) that is reasonably necessary to enable the
Certificate Administrator to perform its duties under this Section 4.04.


 


(b)            The following assumptions are to be used for purposes of determining the anticipated payments of principal and interest
for calculating the original yield to maturity and original issue discount with respect to the Regular Certificates: (i) each
Mortgage Loan will pay principal and interest in accordance with its terms and scheduled payments will be timely received on their
Due Dates, provided that the Mortgage Loans in the aggregate will prepay in accordance with the Prepayment Assumption; (ii) none
of the Master Servicer, the Special Servicer, the Depositor and the Class R Certificateholder will exercise the right described
in Section 9.01 of this Agreement to cause early termination of the Trust Fund; and (iii) no Mortgage Loan is repurchased
or substituted for by the applicable Mortgage Loan Seller pursuant to Article II of this Agreement.


 






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(c)             The Certificate Administrator’s authority under this Agreement includes the authority to make, and the Certificate
Administrator is hereby directed to make, any elections allowed under the Code (i) to avoid the application of Code Section 6221
(or successor provision) to either Trust REMIC and (ii) to avoid payment by either Trust REMIC under Code Section 6225 (or a successor
provision) of any tax, penalty, interest or other amount imposed under the Code that would otherwise be imposed on any Holder of
a Class R Certificate, past or present. Each Holder of a Class R Certificate agrees, by acquiring such Certificate, to any such
elections.


 


Section 4.05     Imposition of Tax on the Trust REMICs. In the event that any tax, including interest, penalties or assessments, additional
amounts or additions to tax, is imposed on either Trust REMIC, such tax shall be charged against amounts otherwise distributable
to Certificateholders; provided that any taxes imposed on any net income from foreclosure property pursuant to Code Section 860G(d) or
any similar tax imposed by a state or local jurisdiction shall instead be treated as an expense of the related REO Property in
determining Net REO Proceeds with respect to the REO Property (and until such taxes are paid, the Special Servicer from time to
time shall withdraw from the REO Account and transfer to the Certificate Administrator for deposit into the Distribution Accounts
amounts reasonably determined by the Certificate Administrator to be necessary to pay such taxes, and the Certificate Administrator
shall return to the Special Servicer the excess determined by the Certificate Administrator from time to time of the amount in
excess of the amount necessary to pay such taxes); provided that any such tax imposed on net income from foreclosure property
that exceeds the amount in any such reserve shall be retained from Available Funds as provided in Section 3.06(a)(vii) of
this Agreement and the next sentence. Except as provided in the preceding sentence, the Certificate Administrator is hereby
authorized to and shall retain or cause to be retained from the Distribution Account in determining the amount of Available Funds
sufficient funds to pay or provide for the payment of, and to actually pay, such tax as is legally owed by either Trust REMIC (but
such authorization shall not prevent the Certificate Administrator from contesting, at the expense of the Trust Fund, any such
tax in appropriate proceedings, and withholding payment of such tax, if permitted by law, pending the outcome of such proceedings).
The Certificate Administrator is hereby authorized to and shall segregate or cause to be segregated, into a separate non-interest
bearing account, (i) the net income from any “prohibited transaction” under Code Section 860F(a) or
(ii) the amount of any contribution to either Trust REMIC after the Startup Day that is subject to tax under Code Section 860G(d)
and use such income or amount, to the extent necessary, to pay such tax (and return the balance thereof, if any, to the related
Distribution Account). To the extent that any such tax is paid to the IRS, the Certificate Administrator shall retain an equal
amount from future amounts otherwise distributable to the Holders of the Class R Certificates in respect of the related residual
interest and shall distribute such retained amounts to the Holders of Regular Certificates or to the Certificate Administrator
in respect of the Lower-Tier Regular Interests until they are fully reimbursed and then to the Holders of the Class R Certificates
in respect of the related residual interest. None of the Master Servicer, the Special Servicer, the Certificate Administrator or
the Trustee shall be responsible for any taxes imposed on either Trust REMIC except to the extent such tax is attributable to a
breach of a representation or warranty of the Master Servicer, the Special Servicer, the Certificate Administrator or the Trustee
or an act or omission of the Master Servicer, the Special Servicer, the Certificate Administrator or the Trustee in contravention
of this Agreement in both cases, provided, further, that such breach, act or omission could result in liability under
Section 6.03, in the case of the


 






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Master
Servicer or the Special Servicer, as applicable, or Section 4.04 or 8.01, in the case of the Certificate Administrator
or the Trustee. Notwithstanding anything in this Agreement to the contrary, in each such case, the Master Servicer or the Special
Servicer shall not be responsible for the Certificate Administrator’s, the Authenticating Agent’s, the Certificate
Registrar’s, the Paying Agent’s or the Trustee’s breaches, acts or omissions, and the Trustee shall not be responsible
for the breaches, acts or omissions of the Certificate Administrator, the Master Servicer, the Special Servicer, the Authenticating
Agent, the Certificate Registrar or the Paying Agent, and the Certificate Administrator shall not be responsible for the breaches,
acts or omissions of the Trustee, the Master Servicer, the Special Servicer and, in each case if a different entity than the Certificate
Administrator, the Authenticating Agent, the Certificate Registrar or the Paying Agent.


 


Section 4.06     Remittances; P&I Advances.


 


(a)             On the Master Servicer Remittance Date immediately preceding each Distribution Date, the Master Servicer shall:


 


(i)              remit to the Certificate Administrator for deposit in the Lower-Tier Distribution Account an amount equal to the Yield Maintenance
Charges applicable to the Mortgage Loans (but not a Companion Loan) received by the Master Servicer in the Prepayment Period
relating to such Distribution Date (or, in the case of a Non-Serviced Mortgage Loan, received by the Master Servicer as of the
close of business on the Business Day immediately preceding the applicable Master Servicer Remittance Date and not previously so
remitted to the Certificate Administrator);


 


(ii)             remit to the Certificate Administrator for deposit in the Lower-Tier Distribution Account an amount equal to the Available
Funds applicable to the Mortgage Loans (other than the amounts referred to in clause (iv) below and clause (d) of
the definition of “Available Funds”);


 


(iii)            remit to CREFC® the CREFC® Intellectual Property Royalty License Fee; and


 


(iv)            make a P&I Advance by remittance to the Certificate Administrator for deposit into the Lower-Tier Distribution Account,
in an amount equal to the sum of the Applicable Monthly Payments for each Mortgage Loan (including any REO Mortgage Loan and any
Mortgage Loan related to a Whole Loan, but not a Companion Loan) to the extent such amounts were not received on such Mortgage
Loan as of the close of business on the immediately preceding Due Date (without regard to any grace period) (and which delinquent
payment has not been cured as of the Business Day immediately preceding such Master Servicer Remittance Date), except that the
portion of such P&I Advance equal to the CREFC® Intellectual Property Royalty License Fee for each such Mortgage
Loan shall not be remitted to the Certificate Administrator but shall instead be remitted to CREFC®.


 


Neither the Master Servicer
nor the Trustee shall be required or permitted to make an advance for Balloon Payments, Default Interest or Yield Maintenance Charges
or delinquent


 






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monthly
payments on any Companion Loan. The amount of interest required to be advanced in respect of payments of delinquent interest on
any Mortgage Loan as to which an Appraisal Reduction Amount exists will equal (i) the amount of interest required to be advanced
by the Master Servicer without giving effect to such Appraisal Reduction Amount less (ii) an amount equal to the product
of (x) the amount otherwise required to be advanced by the Master Servicer with respect to such delinquent payment of interest
without giving effect to such Appraisal Reduction Amounts, and (y) a fraction, the numerator of which is the Appraisal Reduction
Amount with respect to such Mortgage Loan and the denominator of which is the Stated Principal Balance of such Mortgage Loan as
of the last day of the related Collection Period. Appraisal Reduction Amounts shall not affect the principal portion of any P&I
Advances.


 


To the extent required
under the related Co-Lender Agreement, if a P&I Advance is made with respect to any Mortgage Loan with a related Serviced Companion
Loan, the Master Servicer or Trustee shall notify the Other Master Servicer and the Other Trustee of the amount of P&I Advance
made with respect to such Mortgage Loan within two (2) Business Days of making such P&I Advance.


 


Any amount advanced by
the Master Servicer pursuant to Section 4.06(a)(iv) of this Agreement shall constitute a P&I Advance for all purposes
of this Agreement and the Master Servicer shall be entitled to reimbursement (with interest at the Advance Rate). The Special Servicer
shall have no obligation to make any P&I Advance.


 


The Certificate Administrator
shall notify the Master Servicer and the Trustee by telephone if as of 3:00 p.m., New York City time, on the Master Servicer
Remittance Date, the Certificate Administrator has not received the amount of a required P&I Advance hereunder. If as of 11:00 a.m.,
New York City time, on any Distribution Date the Master Servicer shall not have made the P&I Advance required to have been
made on the related Master Servicer Remittance Date pursuant to Section 4.06(a)(iv) of this Agreement, the Certificate Administrator
shall notify the Trustee and the Trustee shall no later than 1:00 p.m., New York City time, on such Business Day deposit into
the Lower-Tier Distribution Account in immediately available funds an amount equal to the P&I Advances otherwise required to
have been made by the Master Servicer.


 


Neither the Master Servicer
nor the Trustee shall be permitted to make a P&I Advance as to any Monthly Payment on any date on which a P&I Advance is
otherwise required to be made by this Section 4.06 if the Master Servicer, the Special Servicer or the Trustee determines
that such Advance will be a Nonrecoverable Advance. The determination by any Person with an obligation hereunder to make P&I
Advances that it has made (or in the case of a determination by the Special Servicer, that the Master Servicer or the Trustee has
made) a Nonrecoverable Advance or the determination by the Master Servicer, the Special Servicer or the Trustee that any proposed
P&I Advance, if made, would constitute a Nonrecoverable Advance, shall be made by such Person (i) in the case of the Master
Servicer or the Special Servicer, in accordance with the Servicing Standard or (ii) in the case of the Trustee, in accordance
with its good faith business judgment, and, shall be evidenced by an Officer’s Certificate as set forth in Section 4.06(b).
In making such recoverability determination, such Person will be entitled to consider (among other things) the
obligations of the Mortgagor under the terms of the related Mortgage Loan or Whole Loan as it may have been modified, to consider
(among other


 






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things) the related Mortgaged Properties in their “as is” or then-current conditions and occupancies,
as modified by such party’s assumptions regarding the possibility and effects of future adverse change with respect to such
Mortgaged Properties, to estimate and consider (among other things) future expenses and to estimate and consider (among other
things) the timing of recoveries. In addition, any such Person may update or change its recoverability determinations at
any time (but not reverse any other Person’s determination that an Advance is a Nonrecoverable Advance) and may obtain at
the expense of the Trust Fund any analysis, Appraisals or market value estimates or other information for such purposes.


 


The determination by
the Master Servicer or the Special Servicer that a P&I Advance has become a Nonrecoverable P&I Advance or that any proposed
P&I Advance, if made pursuant to this Section 4.06 with respect to any Mortgage Loan (or with respect to any successor
REO Mortgage Loan with respect to any of the foregoing), would constitute a Nonrecoverable P&I Advance, shall be conclusive
and binding on the Master Servicer (in the case of such a determination by the Special Servicer) and the Trustee; provided
that this sentence shall not be construed to entitle the Special Servicer to reverse any other authorized Person’s determination,
or to prohibit any such other authorized Person from making a determination, that a P&I Advance constitutes or would constitute
a Nonrecoverable Advance. If the Master Servicer has failed to make a P&I Advance for reasons other than a determination by
the Master Servicer or Special Servicer that such Advance would be a Nonrecoverable Advance, the Trustee shall make such advance
within the time periods required by this Section 4.06 unless the Trustee, in its good faith business judgment, makes a determination
prior to the times specified in this Section 4.06 that such advance would be a Nonrecoverable Advance.


 


The Master Servicer or
the Trustee, as applicable, shall be entitled to the reimbursement of P&I Advances it makes (together with interest thereon) to
the extent permitted pursuant to Section 3.06(a)(ii) of this Agreement and each of the Master Servicer and Special Servicer
hereby covenants and agrees to promptly seek and effect the reimbursement of such Advances from the related Mortgagors to the extent
permitted by applicable law and the related Mortgage Loan.


 


With respect to P&I
Advances and any Non-Serviced Mortgage Loan, the Master Servicer and the Trustee shall be entitled to rely on the “appraisal
reduction amount” calculated by the related Other Special Servicer or the related Other Master Servicer in accordance with
the terms of the applicable Other Pooling and Servicing Agreement.


 


(b)            The determination by the Master Servicer, the Trustee or the Special Servicer that a P&I Advance has become a Nonrecoverable
P&I Advance or that any proposed P&I Advance, if made pursuant to this Section 4.06 with respect to any Mortgage
Loan (or with respect to any successor REO Mortgage Loan with respect to any of the foregoing), would constitute a Nonrecoverable
P&I Advance, shall be evidenced by an Officer’s Certificate delivered on or prior to the next Master Servicer Remittance
Date to the Trustee (unless it is the Person making the determination), the Controlling Class Representative (prior to the occurrence
and continuance of a Consultation Termination Event), the Master Servicer (unless it is the Person making the determination), the
Special Servicer (unless it is the Person making the determination) and, if the Trustee is making the determination, the Depositor,
setting forth the basis for such determination, together with any other information that supports such


 






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determination together with
a copy of any Appraisal of the related Mortgaged Property or REO Property, as the case may be (which Appraisal shall be an expense
of the Trust, shall take into account any material change in circumstances of which such Person is aware or such Person has received
new information, either of which has a material effect on the value and shall have been conducted in accordance with the standards
of the Appraisal Institute within the twelve (12) months preceding such determination of nonrecoverability), and further accompanied
by related Mortgagor operating statements and financial statements, budgets and rent rolls of the related Mortgaged Property (to
the extent available and/or in such Person’s possession) and any engineers’ reports, environmental surveys or
similar reports that such Person may have obtained and that support such determination. The Master Servicer and the Special Servicer
shall consider Unliquidated Advances with respect to prior P&I Advances for the purpose of nonrecoverability determinations
as if such amounts were unreimbursed P&I Advances.


 


With respect to each
Whole Loan, if the Master Servicer, Special Servicer or Trustee has determined that a P&I Advance with respect to such Mortgage
Loan, would be or has become a Nonrecoverable Advance, the Master Servicer shall provide each Other Master Servicer, Other Special
Servicer and Other Trustee written notice of such determination together with such reports that the Master Servicer delivered to
the Special Servicer or Trustee in connection with notification of its determination of nonrecoverability within the time period
required by the related Co-Lender Agreement.


 


(c)             With respect to any Non-Serviced Mortgage Loan, if (1) the related Other Master Servicer has determined that a proposed
P&I Advance (as defined in the applicable Other Pooling and Servicing Agreement) with respect to a Non-Serviced Mortgage
Loan, if made, or any outstanding P&I advance previously made, would be, or is, as applicable, a “nonrecoverable advance,”
and the related Other Master Servicer has provided written notice of such determination to the Master Servicer, or (2) if
the Master Servicer or the Special Servicer has determined that a P&I Advance with respect to a Non-Serviced Mortgage Loan
would be a Nonrecoverable P&I Advance, then neither the Master Servicer nor the Trustee shall make any additional P&I Advance
with respect to such Non-Serviced Mortgage Loan until the Master Servicer or the Special Servicer, as applicable, has consulted
with the related Other Master Servicer under the applicable Other Pooling and Servicing Agreement and they agree that circumstances
with respect to such Mortgage Loans have changed such that a proposed future P&I Advance would not be a “nonrecoverable
advance.”


 


In connection with any
Non-Serviced Mortgage Loan, any determination by the Master Servicer for such Non-Serviced Mortgage Loan that any P&I Advance
made or to be made with respect to such Non-Serviced Mortgage Loan (or any successor REO Mortgage Loan with respect thereto) is
or, if made, would be a Nonrecoverable P&I Advance may be made independently from any determinations (or the absence of any
determinations) made by the related Companion Loan Holder regarding nonrecoverability of debt service advances on the related Non-Serviced
Companion Loan.


 


(d)            If the Trustee, the Master Servicer or the Special Servicer has received written notice from Moody’s, Fitch, KBRA
or Morningstar to the effect that continuation of the Master Servicer or the Special Servicer in such capacity would result in
the downgrade, qualification or withdrawal of any rating then assigned by Moody’s, Fitch, KBRA or


 






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Morningstar, as applicable,
to any Class of Certificates and citing servicing concerns with such Master Servicer or Special Servicer, as applicable, as the
sole or material factor in such rating action, and such notice is not rescinded within 60 days, then the Trustee, the Master
Servicer or the Special Servicer, as applicable, shall promptly notify the other such parties and the Certificate Administrator,
and the Certificate Administrator shall promptly notify the applicable Companion Loan Holder and the applicable master servicer
of any Companion Loan.


 


ARTICLE
V



THE CERTIFICATES


 


Section 5.01     The
Certificates.


 


The Certificates consist
of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates,
the Class A-SB Certificates, the Class X-A Certificates, the Class X-B Certificates, the Class X-F Certificates,
the Class X-G Certificates, the Class X-NR Certificates, the Class A-S Certificates, the Class B Certificates, the Class C
Certificates, the Class D Certificates, the Class X-D Certificates, the Class E Certificates, the Class F Certificates, the Class
G Certificates, the Class NR Certificates and the Class R Certificates. Each Class of Certificates will be substantially in
the forms annexed hereto as Exhibits A-1 through A-20 respectively with such appropriate insertions, omissions,
substitutions and other variations as are required or permitted by this Agreement or as may, in the reasonable judgment of the
Certificate Registrar, be necessary, appropriate or convenient to comply, or facilitate compliance, with applicable laws, and may
have such letters, numbers or other marks of identification and such legends or endorsements placed thereon as may be required
by law, or as may, consistently herewith, be determined by the officers executing such Certificates, as evidenced by their execution
thereof.


 


(a)             The Public Certificates (other than the Class X-A and Class X-B Certificates) shall be issued in minimum denominations of
$10,000 and integral multiples of $1 in excess thereof. The Private Certificates (other than the Class X-D, Class X-F, Class X-G,
Class X-NR and Class R Certificates) shall be issued in minimum denominations of $100,000 and integral multiples of $1 in
excess thereof. The Class X-A, Class X-B, Class X-D, Class X-F, Class X-G and Class X-NR Certificates shall be issued,
maintained and transferred only in minimum denominations of authorized initial notional amounts of not less than $1,000,000 and
in integral multiples of $1 in excess thereof. If the initial Certificate Principal Balance or initial Notional Amount, as applicable,
of any Class of Regular Certificates does not equal an integral multiple of $1, then a single additional Certificate of such Class
may be issued in a minimum denomination of authorized initial Certificate Principal Balance or initial Notional Amount, as applicable,
that includes the excess of (i) the initial Certificate Principal Balance or initial Notional Amount, as applicable, of such
Class over (ii) the largest integral multiple of $1 that does not exceed such amount. The Class R Certificates shall be issued,
maintained and transferred in minimum percentage interests of 10% of such Class R Certificates and in integral multiples of 1%
in excess thereof.


 


(b)            One authorized signatory shall sign the Certificates for the Certificate Administrator by manual or fax signature. If an
authorized signatory whose signature is on a


 






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Certificate
no longer holds that office at the time the Certificate Administrator countersigns the Certificate, the Certificate shall be valid
nevertheless. A Certificate shall not be valid until an authorized signatory of the Certificate Administrator (who may be the
same officer who executed the Certificate) manually countersigns the Certificate. The signature shall be conclusive evidence that
the Certificate has been executed and countersigned under this Agreement.


 


Section 5.02     Form and Registration.


 


(a)             Each Class of Public Certificates shall be represented by a single, global certificate in definitive, fully registered form
without interest coupons, substantially in the applicable form set forth as an exhibit hereto, which shall be deposited with the
Certificate Registrar or an agent of the Certificate Registrar, as custodian for the Depository, and registered in the name of
the Depository or a nominee of the Depository. The aggregate Certificate Principal Balance of a Global Certificate may from time
to time be increased or decreased by adjustments made on the records of the Certificate Registrar, as custodian for the Depository,
as hereinafter provided.


 


(b)             Unless and until Definitive Certificates are issued in respect of a Class of Global Certificates, beneficial ownership interests
in such Certificates will be maintained and transferred on the book-entry records of the Depository and Depository Participants,
and all references to actions by Holders of such Class of Certificates will refer to action taken by the Depository upon instructions
received from the related registered Holders of Certificates through the Depository Participants in accordance with the Depository’s
procedures and, except as otherwise set forth herein, all references herein to payments, notices, reports and statements to Holders
of such Class of Certificates will refer to payments, notices, reports and statements to the Depository or its nominee as the registered
Holder thereof, for distribution to the related registered Holders of Certificates through the Depository Participants in accordance
with the Depository’s procedures.


 


(c)             No transfer of any Private Certificate shall be made unless that transfer is made pursuant to an effective registration
statement under the Securities Act, and effective registration or qualification under applicable state securities laws, or is made
in a transaction which does not require such registration or qualification. If a transfer is to be made in reliance upon an exemption
from the Securities Act, and under the applicable state securities laws, then:


 


(i)              The Certificates of each Class of the Private Certificates (other than the Class R Certificates) sold in offshore transactions
in reliance on Regulation S under the Securities Act shall initially be represented by a temporary global certificate in definitive,
fully registered form without interest coupons, substantially in the applicable form set forth as an exhibit hereto (each a “Temporary
Regulation S Global Certificate”), which shall be deposited on the Closing Date on behalf of the purchasers of the
Private Certificates represented thereby with the Certificate Registrar, at its principal trust office, as custodian, for the Depository,
and registered in the name of the Depository or the nominee of the Depository for the account of designated agents holding on behalf
of Euroclear and/or Clearstream. Prior to the expiration of the 40-day period commencing on the later of the commencement of the
offering and the Closing Date (the “Restricted


 






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Period”),
beneficial interests in each Temporary Regulation S Global Certificate may be held only through Euroclear or Clearstream.
After the expiration of the Restricted Period, a beneficial interest in a Temporary Regulation S Global Certificate may be
exchanged for an interest in the related permanent global certificate of the same Class of Private Certificates (a “Regulation S
Global Certificate”) in the applicable form set forth as an exhibit hereto in accordance with the procedures set forth
in Section 5.03(f) of this Agreement. During the Restricted Period, distributions due in respect of a beneficial interest
in a Temporary Regulation S Global Certificate shall only be made upon delivery to the Certificate Registrar by Euroclear
or Clearstream, as applicable, of a Non-U.S. Beneficial Ownership Certification. After the expiration of the Restricted Period,
distributions due in respect of any beneficial interests in a Temporary Regulation S Global Certificate shall not be made
to the holders of such beneficial interests unless exchange for a beneficial interest in the Regulation S Global Certificate
of the same Class is improperly withheld or refused. The aggregate Certificate Principal Balance of a Temporary Regulation S
Global Certificate or a Regulation S Global Certificate may from time to time be increased or decreased by adjustments made
on the records of the Certificate Registrar, as custodian for the Depository, as hereinafter provided.


 


On the Closing
Date, the Certificate Administrator shall execute, the Authenticating Agent shall authenticate, and the Certificate Administrator
shall deliver to the Certificate Registrar the Regulation S Global Certificates, which shall be held by the Certificate Registrar
for purposes of effecting the exchanges contemplated by the preceding paragraph.


 


(ii)           The Certificates of each Class of Private Certificates (other than the Class R Certificates) offered and sold to Qualified
Institutional Buyers in reliance on Rule 144A shall be represented by a single, global certificate in definitive, fully registered
form without interest coupons, substantially in the applicable form set forth as an exhibit hereto (each, a “Rule 144A
Global Certificate”), which shall be deposited with the Certificate Registrar or an agent of the Certificate Registrar,
as custodian for the Depository, and registered in the name of the Depository or a nominee of the Depository. The aggregate Certificate
Principal Balance of a Rule 144A Global Certificate may from time to time be increased or decreased by adjustments made on
the records of the Certificate Registrar, as custodian for the Depository, as hereinafter provided.


 


(iii)          The Certificates of each Class of Private Certificates offered and sold in the United States to investors that are Institutional
Accredited Investors that are not Qualified Institutional Buyers and the Class R Certificates (collectively, the “Non-Book
Entry Certificates”) shall be in the form of Definitive Certificates, substantially in the applicable form set forth
as an exhibit hereto, and shall be registered in the name of such investors or their nominees by the Certificate Registrar who
shall deliver the certificates for such Non-Book Entry Certificates to the respective beneficial owners or owners.


 


(d)           Owners of beneficial interests in Global Certificates of any Class shall not be entitled to receive physical delivery of
certificated Certificates unless: (i) the Depository advises the Certificate Registrar in writing that the Depository is no
longer willing or able to discharge properly its responsibilities as depository with respect to the Global Certificates of


 






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such
Class or ceases to be a Clearing Agency, and the Certificate Administrator and the Depositor are unable to locate a qualified
successor within 90 days of such notice; (ii) the Trustee has instituted or has been directed to institute any judicial
proceeding to enforce the rights of the Holders of such Class and the Trustee has been advised by counsel that in connection with
such proceeding it is necessary or appropriate for the Trustee to obtain possession of the Certificates of such Class; or (iii) in
the case of a Private Certificate, all of the applicable requirements of Section 5.03 of this Agreement are satisfied;
provided, however, that under no circumstances will certificated Private Certificates be issued to beneficial owners
of a Temporary Regulation S Global Certificate. Upon notice of the occurrence of any of the events described in clause (i) or
(ii) above with respect to any Certificates of a Class that are in the form of Global Certificates and upon surrender by
the Depository of any Global Certificate of such Class and receipt from the Depository of instructions for reregistration, the
Certificate Registrar shall issue Certificates of such Class in the form of Definitive Certificates (bearing, in the case of a
Definitive Certificate issued for a Rule 144A Global Certificate, the same legends regarding transfer restrictions borne
by such Global Certificate), and thereafter the Certificate Registrar shall recognize the holders of such Definitive Certificates
as Certificateholders under this Agreement.


 


(e)            If any Beneficial Owner wishes to transfer its interest in a Rule 144A Global Certificate to an Institutional Accredited
Investor that is not a Qualified Institutional Buyer, or wishes to transfer its interest in a Regulation S Global Certificate
to a “U.S. person” (as that term is defined in Rule 902(k) under the Securities Act) that is an Institutional
Accredited Investor but not a Qualified Institutional Buyer, then the transferee shall take delivery in the form of a Non-Book
Entry Certificate, subject to the restrictions on the transfer of such Non-Book Entry Certificate in Section 5.03(h) of
this Agreement. No such transfer shall be made and the Certificate Registrar shall not register any such transfer unless such transfer
complies with the provisions of Section 5.03(h) of this Agreement applicable to transfers of Non-Book Entry Certificates.
Upon acceptance for exchange or transfer of a beneficial interest in a Global Certificate for a Non-Book Entry Certificate, as
provided herein, the Certificate Registrar shall endorse on the schedule affixed to the related Global Certificate (or on a continuation
of such schedule affixed to such Global Certificate and made a part thereof) an appropriate notation evidencing the date of such
exchange or transfer and a decrease in the denomination of such Global Certificate equal to the denomination of such Non-Book Entry
Certificate issued in exchange therefor or upon transfer thereof.


 


Section 5.03     Registration, Transfer and Exchange of Certificates.


 


(a)            The Certificate Administrator shall keep or cause to be kept at its principal offices books (the “Certificate Register”)
in which, subject to such reasonable regulations as it may prescribe, the Certificate Administrator shall provide for the registration
of Certificates and of transfers and exchanges of Certificates as herein provided (the Certificate Administrator, in such capacity,
being the “Certificate Registrar”). In such capacities, the Certificate Administrator shall be responsible for,
among other things, (i) maintaining the Certificate Register and a record of the aggregate holdings of Certificates of each
Class of Private Certificates represented by a Temporary Regulation S Global Certificate, a Regulation S Global Certificate
and a Rule 144A Global Certificate and accepting Certificates for exchange and


 






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registration of transfer and (ii) transmitting
to the Depositor, the Master Servicer and the Special Servicer any notices from the Certificateholders.


 


(b)            Subject to the restrictions on transfer set forth in this Article V, upon surrender for registration of transfer
of any Certificate, the Certificate Administrator shall execute, authenticate and deliver, in the name of the designated transferee
or transferees, one or more new Certificates in authorized denominations, in like aggregate interest and of the same Class.


 


(c)            Rule 144A
Global Certificate to Temporary Regulation S Global Certificate. If a holder of a beneficial interest in the
Rule 144A Global Certificate deposited with the Certificate Registrar as custodian for the Depository wishes at any time
during the Restricted Period to exchange its interest in such Rule 144A Global Certificate for an interest in the
Temporary Regulation S Global Certificate of the same Class, or to transfer its interest in such Rule 144A Global
Certificate to an institution that is required to take delivery thereof in the form of an interest in the Temporary
Regulation S Global Certificate of the same Class, such holder may, subject to the rules and procedures of the
Depository, exchange or cause the exchange of such interest for an equivalent beneficial interest in such Temporary
Regulation S Global Certificate. Upon receipt by the Certificate Registrar, as registrar, at its office designated in Section
5.11 of this Agreement, of (1) instructions given in accordance with the Depository’s procedures from a Depository
Participant directing the Certificate Registrar to credit, or cause to be credited, a beneficial interest in the Temporary
Regulation S Global Certificate in an amount equal to the beneficial interest in the Rule 144A Global Certificate
to be exchanged, (2) a written order given in accordance with the Depository’s procedures containing information
regarding the Euroclear or Clearstream account to be credited with such increase and the name of such account and (3) a
certificate in the form of Exhibit E to this Agreement given by the holder of such beneficial interest stating
that the transfer of such interest has been made in compliance with the transfer restrictions applicable to the Global
Certificates and pursuant to and in accordance with Regulation S, then the Certificate Registrar shall instruct the
Depository to reduce, or cause to be reduced, the Certificate Principal Balance of the Rule 144A Global Certificate and
to increase, or cause to be increased, the Certificate Principal Balance of the Temporary Regulation S Global
Certificate by the aggregate Certificate Principal Balance of the beneficial interest in the Rule 144A Global
Certificate to be exchanged, to credit or cause to be credited to the account of the Person specified in such instructions
(who shall be the agent member of Euroclear or Clearstream, or both) a beneficial interest in the Temporary Regulation S
Global Certificate equal to the reduction in the Certificate Principal Balance of the Rule 144A Global Certificate, and
to debit, or cause to be debited, from the account of the Person making such exchange or transfer the beneficial interest in
the Rule 144A Global Certificate that is being exchanged or transferred.


 


(d)            Rule 144A Global Certificate to Regulation S Global Certificate. If a holder of a beneficial interest in
the Rule 144A Global Certificate deposited with the Certificate Registrar as custodian for the Depository wishes at any time
following the Restricted Period to exchange its interest in such Rule 144A Global Certificate for an interest in the Regulation S
Global Certificate of the same Class, or to transfer its interest in such Rule 144A Global Certificate to an institution that
is required to take delivery thereof in the form of an interest in a Regulation S Global Certificate, such holder may, subject
to the rules and procedures of the


 


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Depository,
exchange, or cause the exchange of, such interest for an equivalent beneficial interest in such Regulation S Global Certificate.
Upon receipt by the Certificate Registrar, as registrar, at its office designated in Section 5.11 of this Agreement, of
(1) instructions given in accordance with the Depository’s procedures from a Depository Participant directing the Certificate
Registrar to credit or cause to be credited a beneficial interest in the Regulation S Global Certificate in an amount equal
to the beneficial interest in the Rule 144A Global Certificate to be exchanged, (2) a written order given in accordance with
the Depository’s procedures containing information regarding the participant account of the Depository to be credited with
such increase and (3) a certificate in the form of Exhibit F to this Agreement given by the holder of such beneficial
interest, then the Certificate Registrar shall instruct the Depository to reduce, or cause to be reduced, the Certificate Principal
Balance of the Rule 144A Global Certificate and to increase, or cause to be increased, the Certificate Principal Balance
of the Regulation S Global Certificate by the aggregate Certificate Principal Balance of the beneficial interest in the Rule 144A
Global Certificate to be exchanged, to credit or cause to be credited to the account of the Person specified in such instructions
a beneficial interest in the Regulation S Global Certificate equal to the reduction in the Certificate Principal Balance
of the Rule 144A Global Certificate, and to debit, or cause to be debited, from the account of the Person making such exchange
or transfer the beneficial interest in the Rule 144A Global Certificate that is being exchanged or transferred.


 


(e)            Temporary Regulation S Global Certificate or Regulation S Global Certificate to Rule 144A Global Certificate.
If a holder of a beneficial interest in a Temporary Regulation S Global Certificate or Regulation S Global Certificate
deposited with the Certificate Registrar as custodian for the Depository wishes at any time to exchange its interest in such Temporary
Regulation S Global Certificate or Regulation S Global Certificate for an interest in the Rule 144A Global Certificate
of the same Class, or to transfer its interest in such Temporary Regulation S Global Certificate or Regulation S Global
Certificate to a Person who is required to take delivery thereof in the form of an interest in the Rule 144A Global Certificate,
such holder may, subject to the rules and procedures of Euroclear or Clearstream, as the case may be, and the Depository, exchange
or cause the exchange of such interest for an equivalent beneficial interest in the Rule 144A Global Certificate of the same
Class. Upon receipt by the Certificate Registrar, as registrar, at its office designated in Section 5.11 of this Agreement,
of (1) instructions from Euroclear or Clearstream, if applicable, and the Depository, directing the Certificate Registrar, as registrar,
to credit or cause to be credited a beneficial interest in the Rule 144A Global Certificate equal to the beneficial interest
in the Temporary Regulation S Global Certificate or Regulation S Global Certificate to be exchanged, such instructions
to contain information regarding the participant account with the Depository to be credited with such increase, (2) with respect
to a transfer of an interest in the Regulation S Global Certificate, information regarding the participant account of the
Depository to be debited with such decrease and (3) with respect to a transfer of an interest in the Temporary Regulation S
Global Certificate (but not the Regulation S Global Certificate) for an interest in the Rule 144A Global Certificate
at any time during the Restricted Period, a certificate in the form of Exhibit G to this Agreement given by the holder
of such beneficial interest and stating that the Person transferring such interest in the Temporary Regulation S Global Certificate
reasonably believes that the Person acquiring such interest in the Rule 144A Global Certificate is a Qualified Institutional
Buyer and is obtaining such beneficial interest in a transaction meeting the requirements of Rule 144A, then the Certificate
Registrar shall instruct the Depository to reduce, or cause to be reduced, the


 






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Certificate Principal Balance of the Temporary Regulation S
Global Certificate or Regulation S Global Certificate and to increase, or cause to be increased, the Certificate Principal
Balance of the Rule 144A Global Certificate by the aggregate Certificate Principal Balance of the beneficial interest in the
Temporary Regulation S Global Certificate or Regulation S Global Certificate to be exchanged, and the Certificate Registrar
shall instruct the Depository, concurrently with such reduction, to credit, or cause to be credited, to the account of the Person
specified in such instructions, a beneficial interest in the Rule 144A Global Certificate equal to the reduction in the Certificate
Principal Balance of the Temporary Regulation S Global Certificate or Regulation S Global Certificate and to debit, or
cause to be debited, from the account of the Person making such transfer the beneficial interest in the Temporary Regulation S
Global Certificate or Regulation S Global Certificate that is being transferred.


 


(f)             Temporary Regulation S Global Certificate to Regulation S Global Certificate. Interests in a Temporary
Regulation S Global Certificate as to which the Certificate Registrar has received from Euroclear or Clearstream, as the case
may be, a certificate (a “Non-U.S. Beneficial Ownership Certification”) to the effect that Euroclear or Clearstream,
as applicable, has received a certificate substantially in the form of Exhibit H to this Agreement from the holder
of a beneficial interest in such Temporary Regulation S Global Certificate, shall be exchanged after the Restricted Period,
for interests in the Regulation S Global Certificate of the same Class or Private Certificates. The Certificate Registrar
shall effect such exchange by delivering to the Depository for credit to the respective accounts of such holders, a duly executed
and authenticated Regulation S Global Certificate, representing the aggregate Certificate Principal Balance of interests in
the Temporary Regulation S Global Certificate initially exchanged for interests in the Regulation S Global Certificate.
The delivery to the Certificate Registrar by Euroclear or Clearstream of the certificate or certificates referred to above may
be relied upon by the Depositor and the Certificate Registrar as conclusive evidence that the certificate or certificates referred
to therein has or have been delivered to Euroclear or Clearstream pursuant to the terms of this Agreement and the Temporary Regulation S
Global Certificate. Upon any exchange of interests in the Temporary Regulation S Global Certificate for interests in the Regulation S
Global Certificate, the Certificate Registrar shall endorse the Temporary Regulation S Global Certificate to reflect the reduction
in the Certificate Principal Balance represented thereby by the amount so exchanged and shall endorse the Regulation S Global
Certificate to reflect the corresponding increase in the amount represented thereby. Until so exchanged in full and except as provided
therein, the Temporary Regulation S Global Certificate, and the Certificates evidenced thereby, shall in all respects be entitled
to the same benefits under this Agreement as the Regulation S Global Certificate and Rule 144A Global Certificate authenticated
and delivered hereunder.


 


(g)            Non-Book Entry Certificate to Global Certificate. If a holder of a Non-Book Entry Certificate that is a Private Certificate
(other than a Class R Certificate) wishes at any time to exchange its interest in such Non-Book Entry Certificate for an interest
in a Global Certificate of the same Class, or to transfer all or part of such Non-Book Entry Certificate to a Person who is entitled
to take delivery thereof in the form of an interest in a Global Certificate, such holder may, subject to the rules and procedures
of Euroclear or Clearstream, if applicable, and the Depository, cause the exchange of all or part of such Non-Book Entry Certificate
for an equivalent beneficial interest in the appropriate Global Certificate of the same Class. Upon receipt by the Certificate
Registrar, as registrar, at its office designated in Section 5.11 of this


 






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Agreement, of (1) such Non-Book Entry Certificate,
duly endorsed as provided herein, (2) instructions from such holder directing the Certificate Registrar, as registrar, to credit,
or cause to be credited, a beneficial interest in the applicable Global Certificate equal to the portion of the Certificate Principal
Balance of the Non-Book Entry Certificate to be exchanged, such instructions to contain information regarding the participant account
with the Depository to be credited with such increase and (3) a certificate in the form of Exhibit I to this Agreement
(in the event that the applicable Global Certificate is the Temporary Regulation S Global Certificate), in the form of Exhibit J
to this Agreement (in the event that the applicable Global Certificate is the Regulation S Global Certificate) or in the form
of Exhibit K to this Agreement (in the event that the applicable Global Certificate is the Rule 144A Global Certificate),
then the Certificate Registrar, as registrar, shall cancel, or cause to be canceled, all or part of such Non-Book Entry Certificate,
and shall, if applicable, direct the Certificate Administrator to execute, authenticate and deliver to the transferor a new Non-Book
Entry Certificate equal to the aggregate Certificate Principal Balance of the portion retained by such transferor and shall instruct
the Depository to increase, or cause to be increased, such Global Certificate by the aggregate Certificate Principal Balance of
the portion of the Non-Book Entry Certificate to be exchanged and to credit, or cause to be credited, to the account of the Person
specified in such instructions a beneficial interest in the applicable Global Certificate equal to the Certificate Principal Balance
of the portion of the Non-Book Entry Certificate so canceled.


 


(h)            Exchanges of Non-Book Entry Certificates. If a holder of a Rule 144A Global Certificate, Regulation S Global
Certificate or Non-Book Entry Certificate (other than a Public Certificate) wishes at any time to transfer its interest in such
Rule 144A Global Certificate, Regulation S Global Certificate or Non-Book Entry Certificate to a Person who is required
to take delivery thereof in the form of a Non-Book Entry Certificate, then the Certificate Registrar shall refuse to register such
transfer unless it receives (and upon receipt, may conclusively rely upon): (i) an investment representation letter from the
proposed transferee substantially in the form attached as Exhibit L-4 to this Agreement and (ii) if required by
the Certificate Registrar, an opinion of counsel satisfactory to the Certificate Registrar to the effect that such transfer shall
be made without registration under the Securities Act, together with the written certification(s) as to the facts surrounding such
transfer from the Certificateholder desiring to effect such transfer and/or the proposed transferee on which such opinion of counsel
is based (such opinion of counsel shall not be an expense of the Trust or of the Depositor, the Master Servicer, the Special Servicer,
the Operating Advisor, the Certificate Administrator, the Trustee or the Certificate Registrar in their respective capacities as
such).


 


(i)             Other Exchanges. In the event that a Global Certificate is exchanged for a Definitive Certificate (other than as
otherwise set forth in Section 5.02(d) of this Agreement), such Certificates may be exchanged only in accordance with such
procedures as are substantially consistent with the provisions of clauses (c) through (f) and (h) above (including
the certification requirements intended to ensure that such transfers comply with Rule 144A or Regulation S under the
Securities Act, at the case may be) and such other procedures as may from time to time be adopted by the Certificate Registrar.


 


(j)             Restricted Period. Prior to the termination of the Restricted Period with respect to the issuance of the Certificates,
transfers of interests in the Temporary Regulation S


 






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Global Certificate to U.S. persons (as defined in Regulation S) shall
be limited to transfers made pursuant to the provisions of clause (e) above.


 


(k)            [Reserved]


 


(l)             All Certificates surrendered for registration of transfer and exchange shall be canceled and subsequently destroyed by the
Certificate Registrar in accordance with the Certificate Registrar’s customary procedures.


 


(m)           No ERISA Restricted Certificate or Class R Certificate may be purchased by or transferred to any prospective purchaser
or transferee that is or will be an employee benefit plan or other plan subject to the fiduciary responsibility or prohibited transaction
provisions of ERISA or Code Section 4975 or a governmental plan (as defined in Section 3(32) of ERISA) or other plan
that is subject to any federal, state or local law that is, to a material extent, similar to the foregoing provisions of ERISA
or the Code (“Similar Law”) (each, a “Plan”), or any person acting on behalf of any such
Plan or using the assets of a Plan (within the meaning of 29 C.F.R. Section 2510.3 101, as modified by Section 3(42) of ERISA,
or of applicable Similar Law) to purchase such ERISA Restricted Certificate or Class R Certificate, other than, in the case
of the ERISA Restricted Certificates, an insurance company using the assets of its general account under circumstances whereby
the purchase and holding of such Certificates by such insurance company would be exempt from the prohibited transaction provisions
of ERISA and the Code under Sections I and III of Prohibited Transaction Class Exemption 95-60 (or a Plan subject to
Similar Law where the purchase and holding of such Certificates by such Plan would not constitute a non-exempt violation of Similar
Law). Except in connection with the transfer thereof by an Initial Purchaser or the Depositor, each prospective transferee of an
ERISA Restricted Certificate or Class R Certificate in Non-Book Entry Certificate form shall deliver to the transferor, the
Depositor, the Certificate Registrar, the Certificate Administrator and the Trustee a representation letter, substantially in the
form of Exhibit L-3 to this Agreement, stating that the prospective transferee is not a Plan or a person acting on
behalf of or using the assets of a Plan (within the meaning of 29 C.F.R. Section 2510.3 101, as modified by Section 3(42) of ERISA,
or of applicable Similar Law), other than, in the case of the ERISA Restricted Certificates, an insurance company using the assets
of its general account under circumstances whereby the purchase and holding of such Certificates by such insurance company would
be exempt from the prohibited transaction provisions of ERISA and the Code under Sections I and III of Prohibited Transaction Class Exemption 95-60
(or a Plan subject to Similar Law where the purchase and holding of such Certificates by such Plan would not constitute a non-exempt
violation of Similar Law). No Class A-1, Class A-2, Class A-3, Class A-4, Class A-SB, Class X-A,
Class X-B, Class X-F, Class X-G, Class X-NR, Class A-S, Class B, Class C, Class D, Class X-D or Class E Certificate
and no Certificate which has ceased to be an ERISA Restricted Certificate (because of the proviso in the definition of “ERISA
Restricted Certificate”) may be purchased by or transferred to any prospective purchaser or transferee that is or will be
a Plan, or any person acting on behalf of any such Plan or using the assets of a Plan (within the meaning of 29 C.F.R. Section
2510.3-101, as modified by Section 3(42) of ERISA, or of applicable Similar Law) to purchase such Certificate, unless (A) the
purchaser is an “accredited investor” within the meaning of Rule 501(a)(1) of the Securities Act and (B) the acquisition,
holding and disposition of such Certificate by the purchaser will not constitute or otherwise result in a non-exempt prohibited
transaction under ERISA or Code Section 4975 (or a similar


 






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non-exempt violation of Similar Law). Any attempted or purported
transfer in violation of these transfer restrictions shall be null and void ab initio and shall vest no rights in any purported
transferee and shall not relieve the transferor of any obligations with respect to the applicable Certificates.


 


(n)            Each Person who has or acquires any Residual Ownership Interest shall be deemed by the acceptance or acquisition of such
Residual Ownership Interest to have agreed to be bound by the following provisions and the rights of each Person acquiring any
Residual Ownership Interest are expressly subject to the following provisions:


 


(i)             Each Person acquiring or holding any Residual Ownership Interest shall be a Permitted Transferee and shall not acquire or
hold such Residual Ownership Interest as agent (including a broker, nominee or other middleman) on behalf of any Person that is
not a Permitted Transferee. Any such Person shall promptly notify the Certificate Registrar of any change or impending change in
its status (or the status of the beneficial owner of such Residual Ownership Interest) as a Permitted Transferee. Any acquisition
described in the first sentence of this Section 5.03(n) by a Person who is not a Permitted Transferee or by a Person who
is acting as an agent of a Person who is not a Permitted Transferee shall be void ab initio and of no effect, and the immediately
preceding owner who was a Permitted Transferee shall be restored to registered and beneficial ownership of the Residual Ownership
Interest as soon and as fully as possible.


 


(ii)            No Residual Ownership Interest may be Transferred, and no such Transfer shall be registered in the Certificate Register,
without the express written consent of the Certificate Registrar, and the Certificate Registrar shall not recognize the Transfer,
and such proposed Transfer shall not be effective, without such consent with respect thereto. In connection with any proposed Transfer
of any Residual Ownership Interest, the Certificate Registrar shall, as a condition to such consent, (x) require the proposed
transferee to deliver, and the proposed transferee shall deliver to the Certificate Registrar and to the proposed transferor, an
affidavit in substantially the form attached as Exhibit L-1 to this Agreement (a “Transferee Affidavit”)
of the proposed transferee (A) that such proposed transferee is a Permitted Transferee and (B) stating that (1) the proposed
transferee historically has paid its debts as they have come due and intends to do so in the future, (2) the proposed transferee
understands that, as the holder of a Residual Ownership Interest, it may incur tax liabilities in excess of cash flows generated
by the residual interest, (3) the proposed transferee intends to pay taxes associated with holding the Residual Ownership Interest
as they become due, (4) the proposed transferee will not cause income with respect to the Residual Ownership Interest to be attributable
to a foreign permanent establishment or fixed base, within the meaning of an applicable income tax treaty, of such proposed transferee
or any other U.S. Tax Person, (5) the proposed transferee will not transfer the Residual Ownership Interest to any Person that
does not provide a Transferee Affidavit or as to which the proposed transferee has actual knowledge that such Person is not a Permitted
Transferee or is acting as an agent (including a broker, nominee or other middleman) for a Person that is not a Permitted Transferee,
and (6) the proposed transferee expressly agrees to be bound by and to comply with the provisions of this Section 5.03(n)
and (y) other than in connection with the initial issuance of a Class R Certificate or the Transfer of any Class R Certificate
by


 






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any Initial Purchaser in connection with the initial offering of the Certificates, require a statement from the proposed transferor
substantially in the form attached as Exhibit L-2 to this Agreement (the “Transferor Letter”), that
the proposed transferor has no actual knowledge that the proposed transferee is not a Permitted Transferee and has no actual knowledge
or reason to know that the proposed transferee’s statements in the Transferee Affidavit are false.


 


(iii)           Notwithstanding the delivery of a Transferee Affidavit by a proposed transferee under clause (n)(ii) above,
if a Responsible Officer of the Certificate Registrar has actual knowledge that the proposed transferee is not a Permitted Transferee,
no Transfer to such proposed transferee shall be effected and such proposed Transfer shall not be registered on the Certificate
Register; provided, however, that the Certificate Registrar shall not be required to conduct any independent investigation
to determine whether a proposed transferee is a Permitted Transferee. Upon notice to the Certificate Registrar that there has occurred
a Transfer to any Person that is a Disqualified Organization or an agent thereof (including a broker, nominee or middleman) in
contravention of the foregoing restrictions, and in any event not later than 60 days after a request for information from
the transferor of such Residual Ownership Interest or such agent, the Certificate Registrar and the Certificate Administrator agree
to furnish to the IRS and the transferor of such Residual Ownership Interest or such agent such information necessary to the application
of Code Section 860E(e) as may be required by the Code, including, but not limited to, the present value of the total
anticipated excess inclusions with respect to such Class R Certificate (or portion thereof) for periods after such Transfer. At
the election of the Certificate Registrar, the Certificate Registrar may charge a reasonable fee for computing and furnishing such
information to the transferor or to such agent referred to above; provided, however, that such Persons shall in no
event be excused from furnishing such information.


 


(iv)           The Class R Certificates may only be represented by Definitive Certificates and may only be transferred to and owned by
Qualified Institutional Buyers.


 


Section 5.04     Mutilated, Destroyed, Lost or Stolen Certificates. If (a) any mutilated Certificate is surrendered to the Certificate
Registrar, or the Certificate Registrar receives evidence to its satisfaction of the destruction, loss or theft of any Certificate
and (b) there is delivered to the Certificate Registrar, the Trustee and the Certificate Administrator such security or indemnity
as may be required by it to save it harmless, then, in the absence of actual notice that such Certificate has been acquired by
a bona fide purchaser, the Certificate Registrar shall direct the Certificate Administrator to execute, authenticate and deliver,
in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Certificate, a new Certificate of like tenor and interest
in the Trust Fund. In connection with the issuance of any new Certificate under this Section 5.04, the Certificate Registrar
and the Certificate Administrator may require the payment of a sum sufficient to cover any expenses (including the fees and expenses
of the Certificate Registrar) connected therewith. Any replacement Certificate issued pursuant to this Section 5.04 shall
constitute complete and indefeasible evidence of ownership in the Trust Fund, as if originally issued, whether or not the lost,
stolen or destroyed Certificate shall be found at any time.


 









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Section 5.05     Persons Deemed Owners. The Master Servicer, the Special Servicer, the Operating Advisor, the Trustee, the Certificate
Administrator and the Certificate Registrar, and any agent of any of them, may treat the Person in whose name any Certificate is
registered as the owner of such Certificate for the purpose of receiving distributions as provided in this Agreement and for all
other purposes whatsoever, and neither the Master Servicer, the Special Servicer, the Operating Advisor, the Trustee, the Certificate
Registrar, nor any agent of any of them shall be affected by any notice to the contrary; provided, however, that
to the extent that a party to this Agreement responsible for distributing any report, statement or other information required to
be distributed to Certificateholders has been provided an Investor Certification, such party to this Agreement shall distribute
such report, statement or other information to such Beneficial Owner (or prospective transferee).


 


Section 5.06     Appointment of Paying Agent. The Certificate Administrator may appoint (and, if it does not so appoint, shall act
as) a paying agent for the purpose of making distributions to Certificateholders pursuant to Section 4.01 of this Agreement.
The Certificate Administrator shall cause such Paying Agent, if other than the Certificate Administrator or the Master Servicer,
to execute and deliver to the Master Servicer and the Certificate Administrator an instrument that is consistent in all material
respects with this Agreement and in which such Paying Agent shall agree with the Master Servicer and the Certificate Administrator
that such Paying Agent will hold all sums held by it for the payment to Certificateholders in trust for the benefit of the Certificateholders
entitled thereto until such sums have been paid to the Certificateholders or disposed of as otherwise provided herein. The initial
Paying Agent shall be the Certificate Administrator. The Paying Agent shall at all times (a) have a rating on its unsecured
long-term debt of at least “A2” by Moody’s and “A” by Fitch and (b) have a rating on its unsecured
short-term debt of at least “P-1” by Moody’s (or have such other rating with respect to which the Rating Agencies
have provided a Rating Agency Confirmation).


 


Section 5.07     Access to Certificateholders’ Names and Addresses; Special Notices.


 


(a)           
If any Certifying Certificateholder, the Master Servicer or the Special Servicer (for purposes of this Section 5.07,
an “Applicant”) applies or requests in writing to the Certificate Registrar, and such application or request
states that the Applicant desires to communicate with the Certificateholders, the Certificate Registrar shall promptly furnish
or cause to be furnished to such Applicant a list of the names and addresses of the Certificateholders as of the most recent Record
Date as they appear in the Certificate Register, at the expense of the Applicant.


 


(b)            Every Certificateholder, by receiving and holding its Certificate, agrees with the Certificate Administrator that the Certificate
Administrator and the Certificate Registrar shall not be held accountable in any way by reason of the disclosure of any information
as to the names and addresses of the Certificateholders hereunder, regardless of the source from which such information was derived.


 


(c)           
Upon the written request of any Certifying Certificateholder or a Companion Loan Holder that (a) states that such Certificateholder
or such Companion Loan Holder, as applicable, desires the Certificate Administrator to transmit a notice to all


 






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Certificateholders
stating that such Certificateholder or such Companion Loan Holder, as applicable, wishes to be contacted by other Certificateholders,
setting forth the relevant contact information and briefly stating the reason for the requested contact and (b) provides a
copy of the Special Notice which such Certificateholder or such Companion Loan Holder proposes to transmit, the Certificate Administrator
shall post such request and Special Notice to the Certificate Administrator’s Website and shall mail such request and Special
Notice to all Certificateholders at their respective addresses appearing on the Certificate Register. The costs and expenses of
the Certificate Administrator associated with delivering any such Special Notice shall be borne by the party requesting such Special
Notice. Every Certificateholder, by receiving and holding a Certificate, agrees that neither the Certificate Administrator nor
the Certificate Registrar shall be held accountable by reason of the disclosure of any such Special Notice to Certificateholders,
regardless of the information set forth in such Special Notice.


 


Section 5.08     Actions of Certificateholders.


 


(a)          
Any request, demand, authorization, direction, notice, consent, waiver or other action provided by this Agreement to be
given or taken by Certificateholders may be embodied in and evidenced by one or more instruments of substantially similar tenor
signed by such Certificateholders in person or by agent duly appointed in writing; and except as herein otherwise expressly provided,
such action shall become effective when such instrument or instruments are delivered to the Certificate Administrator and, when
required, to the Depositor, the Master Servicer or the Special Servicer. Proof of execution of any such instrument or of a writing
appointing any such agent shall be sufficient for any purpose of this Agreement and conclusive in favor of the Trustee, the Certificate
Administrator, the Depositor, the Special Servicer and the Master Servicer, if made in the manner provided in this Section.


 


(b)           
The fact and date of the execution by any Certificateholder of any such instrument or writing may be proved in any reasonable
manner which the Certificate Administrator deems sufficient.


 


(c)           
Any request, demand, authorization, direction, notice, consent, waiver or other act by a Certificateholder shall bind every
Holder of every Certificate issued upon the registration of transfer thereof or in exchange therefor or in lieu thereof, in respect
of anything done, or omitted to be done, by the Trustee, the Certificate Administrator, the Depositor, the Special Servicer or
the Master Servicer in reliance thereon, whether or not notation of such action is made upon such Certificate.


 


(d)           
The Certificate Administrator or Certificate Registrar may require such additional proof of any matter referred to in this
Section 5.08 as it shall deem necessary.


 


Section 5.09     Authenticating Agent. The Certificate Administrator may appoint an Authenticating Agent to execute and to authenticate
Certificates. The Authenticating Agent must be acceptable to the Depositor and must be a corporation organized and doing business
under the laws of the United States of America or any state, having a principal office and place of business in a state and city
acceptable to the Depositor, having a combined capital and surplus of at least $15,000,000, authorized under such laws to do a
trust business and subject to supervision or examination by federal or state authorities. The Certificate Administrator shall


 






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serve
as the initial Authenticating Agent and the Certificate Administrator hereby accepts such appointment.


 


Any corporation into
which the Authenticating Agent may be merged or converted or with which it may be consolidated, or any corporation resulting from
any merger, conversion or consolidation to which the Authenticating Agent shall be party, or any corporation succeeding to the
corporate agency business of the Authenticating Agent, shall be the Authenticating Agent without the execution or filing of any
paper or any further act on the part of the Certificate Administrator or the Authenticating Agent.


 


The Authenticating Agent
may at any time resign by giving at least 30 days’ advance written notice of resignation to the Certificate Administrator
and the Depositor. The Certificate Administrator may at any time terminate the agency of the Authenticating Agent by giving written
notice of termination to the Authenticating Agent and the Depositor. Upon receiving a notice of resignation or upon such a termination,
or in case at any time the Authenticating Agent shall cease to be eligible in accordance with the provisions of this Section
5.09, the Certificate Administrator promptly shall appoint a successor Authenticating Agent, which shall be acceptable to the
Depositor, and shall mail notice of such appointment to all Certificateholders. Any successor Authenticating Agent upon acceptance
of its appointment hereunder shall become vested with all the rights, powers, duties and responsibilities of its predecessor hereunder,
with like effect as if originally named as Authenticating Agent herein. No successor Authenticating Agent shall be appointed unless
eligible under the provisions of this Section 5.09.


 


The Authenticating Agent
shall have no responsibility or liability for any action taken by it as such at the direction of the Certificate Administrator.
Any compensation paid to the Authenticating Agent shall be an unreimbursable expense of the Certificate Administrator. The appointment
of an Authenticating Agent shall not relieve the Certificate Administrator from any of its obligations hereunder, and the Certificate
Administrator shall remain responsible for all acts and omissions of the Authenticating Agent.


 


Section 5.10     Appointment of Custodian. The Certificate Administrator may appoint one or more Custodians to hold all or a portion
of the Mortgage Files as agent for the Certificate Administrator, by entering into a Custodial Agreement (in the event the Certificate
Administrator is not the Custodian) that is consistent in all material respects with this Agreement. The Certificate Administrator
shall give prompt written notice to the Depositor of any appointment of a Custodian. The Certificate Administrator agrees to comply
with the terms of each Custodial Agreement and to enforce the terms and provisions thereof against the Custodian for the benefit
of the Certificateholders and the Companion Loan Holders. Each Custodian shall be a depository institution subject to supervision
by federal or state authority, shall have a combined capital and surplus of at least $10,000,000, shall have a long-term debt rating
of at least “Baa1” by Moody’s, “BBB+” by Fitch and if rated by KBRA, a rating by KBRA at least equivalent
to “Baa1” by Moody’s, and shall be qualified to do business in the jurisdiction in which it holds any Mortgage
File. Each Custodial Agreement may be amended only as provided in Section 11.07 of this Agreement. Any compensation paid
to the Custodian shall be an unreimbursable expense of the Certificate Administrator. The Certificate Administrator shall serve
as the initial Custodian and shall be deemed appointed as Custodian at


 






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all times that no other party is so appointed in accordance
with this Section 5.10. The Custodian, if the Custodian is not the Certificate Administrator, shall maintain a fidelity
bond in the form and amount that are customary for securitizations similar to the securitization evidenced by this Agreement, with
the Certificate Administrator named as loss payee. The Custodian shall be deemed to have complied with this provision if one of
its respective Affiliates has such fidelity bond coverage and, by the terms of such fidelity bond, the coverage afforded thereunder
extends to the Custodian. In addition, the Custodian shall keep in force during the term of this Agreement a policy or policies
of insurance covering loss occasioned by the errors and omissions of its officers and employees in connection with its obligations
hereunder in the form and amount that are customary for securitizations similar to the securitization evidenced by this Agreement,
with the Certificate Administrator named as loss payee. All fidelity bonds and policies of errors and omissions insurance obtained
under this Section 5.10 shall be issued by a Qualified Insurer, or by any other insurer with respect to which the Rating
Agencies have provided to the Certificate Administrator a Rating Agency Confirmation. The appointment of a Custodian shall not
relieve the Certificate Administrator from any of its obligations hereunder, and the Certificate Administrator shall remain responsible
for all acts and omissions of the Custodian. In the event the Certificate Administrator is the Custodian, the Custodian may self-insure.


 


Section 5.11     Maintenance of Office or Agency. The Certificate Registrar shall maintain or cause to be maintained an office or
offices or agency or agencies where Certificates may be surrendered for registration of transfer or exchange and where notices
and demands to or upon the Certificate Registrar in respect of the Certificates and this Agreement may be served. The Certificate
Registrar initially designates its office at Sixth Street & Marquette Avenue, Minneapolis, Minnesota 55479-0113 as its office
for such purposes. The Certificate Registrar shall give prompt written notice to the Certificateholders of any change in the location
of the Certificate Register or any such office or agency.


 


ARTICLE
VI



THE DEPOSITOR, THE MASTER SERVICER, THE SPECIAL SERVICER, the

 Operating Advisor and the CONTROLLING CLASS REPRESENTATIVE


 


Section 6.01     Liability of the Depositor, the Master Servicer, the Special Servicer and the Operating Advisor. The Depositor, the
Master Servicer, the Special Servicer and the Operating Advisor each shall be liable in accordance herewith only to the extent
of the obligations specifically imposed by this Agreement. Each of the Master Servicer, the Special Servicer and the Operating
Advisor shall indemnify the Depositor, and any employee, director or officer of the Depositor, the Trust Fund and any holder of
a Serviced Companion Loan and hold the Depositor, any employee, director or officer of the Depositor, the Trust Fund and any holder
of a Serviced Companion Loan harmless against any loss, liability or reasonable expense (including, without limitation, reasonable
attorneys’ fees and expenses) incurred by such parties (i) as a result of any willful misconduct, bad faith, fraud or
negligence in the performance of the duties of the Master Servicer, the Special Servicer or the Operating Advisor, as the case
may be, or by reason of negligent disregard of the Master Servicer’s, the Special Servicer’s or the Operating Advisor’s,
as the case may be, obligations or duties hereunder, or (ii) as a result of the


  



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 breach by the Master Servicer, the Special
Servicer or the Operating Advisor, as the case may be, of any of its representations or warranties contained herein. The Depositor
shall indemnify the Trust Fund and the Master Servicer, the Special Servicer, the Trustee, the Certificate Administrator and the
Operating Advisor, and any employee, member, manager, director or officer of the Master Servicer, the Special Servicer, the Trustee,
the Certificate Administrator or the Operating Advisor and hold the Trust Fund and the Master Servicer, the Special Servicer, the
Trustee, the Certificate Administrator and the Operating Advisor and any employee, member, manager, director or officer of either
the Master Servicer, the Special Servicer, the Trustee or the Operating Advisor harmless against any loss, liability or reasonable
expense (including, without limitation, reasonable attorneys’ fees and expenses) incurred by such parties (i) in connection
with any willful misconduct, bad faith, fraud and/or negligence in the performance of duties of the Depositor or by reason of negligent
disregard of the Depositor obligations or duties hereunder, or (ii) as a result of the breach by the Depositor of any of its
representations or warranties contained herein.


 


Section 6.02     Merger or Consolidation of the Master Servicer, the Special Servicer and the Operating Advisor. Subject to the following
paragraph, each of the Master Servicer, the Special Servicer and the Operating Advisor shall keep in full effect its existence,
rights and good standing as a national banking association, a corporation or a limited liability company, as applicable, under
the laws of the state of its organization and shall not jeopardize its ability to do business in each jurisdiction in which the
Mortgaged Properties are located, to the extent necessary to perform its obligations under this Agreement, or to protect the validity
and enforceability of this Agreement, the Certificates or any of the Mortgage Loans and to perform its respective duties under
this Agreement.


 


Each of the Master Servicer,
the Special Servicer and the Operating Advisor may be merged or consolidated with or into any Person, or transfer all or substantially
all of its assets (which may be limited to all or substantially all of its assets related to commercial mortgage loan servicing
or, in the case of the Operating Advisor, may be limited to all or substantially all of its assets related to acting as an operating
advisor or trust advisor for commercial mortgage securitizations) to any Person, in which case any Person resulting from any merger
or consolidation to which it shall be a party, or any Person succeeding to its business, shall be the successor of the Master Servicer,
the Special Servicer or the Operating Advisor, as applicable, hereunder, and shall be deemed to have assumed all of the liabilities
of the Master Servicer, the Special Servicer or the Operating Advisor, as applicable, hereunder, if each of the Rating Agencies
has provided a Rating Agency Confirmation; provided that the Operating Advisor shall not be required to obtain a Rating
Agency Confirmation from any Rating Agency if the Operating Advisor is merged into or consolidated with an Eligible Operating Advisor
or transfers all or substantially all of its assets to an Eligible Operating Advisor; and provided, further, that
if the Master Servicer, the Special Servicer or the Operating Advisor enters into a merger and the Master Servicer, the Special
Servicer or the Operating Advisor, as applicable, is the surviving entity under applicable law, then the Master Servicer, the Special
Servicer or the Operating Advisor, as applicable, shall not, as a result of the merger, be required to provide a Rating Agency
Confirmation. Notwithstanding the foregoing, no Master Servicer, Special Servicer or Operating Advisor may remain the Master Servicer,
Special Servicer or Operating Advisor, as applicable, under this Agreement after (x) being merged or consolidated with or into
any Person that is a Prohibited Party, or (y) transferring all or substantially all of its assets to any Person if


 






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such Person
is a Prohibited Party, except to the extent (i) the Master Servicer, the Special Servicer or Operating Advisor, as applicable,
is the surviving entity of such merger, consolidation or transfer and has been and continues to be in compliance with its Regulation
AB reporting obligations hereunder or (ii) the Depositor consents to such merger, consolidation or transfer, which consent shall
not be unreasonably withheld.


 


Section 6.03     Limitation on Liability of the Depositor, the Master Servicer, the Special Servicer, the Operating Advisor and Others.
None of the Depositor, the Master Servicer, the Special Servicer, the Operating Advisor or any of the directors, members, managers,
officers, employees or agents of the Depositor, the Master Servicer, the Special Servicer or the Operating Advisor shall be under
any liability to the Trust, the Certificateholders, the Companion Loan Holders or any other Person for any action taken, or for
refraining from the taking of any action, in good faith pursuant to this Agreement, or for errors in judgment; provided,
however, that this provision shall not protect the Depositor, the Master Servicer, the Special Servicer, the Operating Advisor
or any such Person against liability which would otherwise be imposed by reason of (i) any breach of warranty or representation
by such respective party in this Agreement or (ii) any willful misconduct, bad faith, fraud or negligence on the part of such
respective party in the performance of its obligations and duties hereunder or by reason of negligent disregard on the part of
such respective party of its obligations or duties hereunder. The Depositor, the Master Servicer, the Special Servicer, the Operating
Advisor and any director, member, manager, officer, employee or agent of the Depositor, the Master Servicer, the Special Servicer
or the Operating Advisor may rely in good faith on any document of any kind which, prima facie, is properly executed and submitted
by any appropriate Person respecting any matters arising hereunder. The Depositor, the Master Servicer, the Special Servicer, the
Operating Advisor and any director, member, manager, officer, employee or agent of the Depositor, the Master Servicer, the Special
Servicer or the Operating Advisor shall be indemnified and held harmless by the Trust (which indemnification amounts shall be payable
out of the Collection Account or the applicable Serviced Whole Loan Custodial Account if and to the extent with respect to a Serviced
Whole Loan and then out of the Collection Account, provided that, to the extent that the amount relates to a Serviced Whole
Loan, is required under the Co-Lender Agreement to be borne by the holder of a related Companion Loan and is paid from the Collection
Account because funds on deposit in the applicable Serviced Whole Loan Custodial Account are insufficient to pay such indemnification,
then the Master Servicer shall from time to time thereafter use amounts otherwise payable to the holder of such Companion Loan
to deposit into the Collection Account the amount so paid from the Collection Account) against any loss, liability, penalty, fine,
forfeiture, claim, judgment or expense (including reasonable legal fees and expenses) incurred in connection with, or relating
to, this Agreement or the Certificates, other than any loss, liability, penalty, fine, forfeiture, claim, judgment or expense (including
reasonable legal fees and expenses) (i) incurred by reason of willful misconduct, bad faith, fraud or negligence in the performance
of obligations or duties hereunder or by reason of negligent disregard of obligations or duties hereunder, in each case by the
Person being indemnified, (ii) with respect to any such party, resulting from the breach by such party of any of its representations
or warranties contained herein, (iii) specifically required to be borne by the party seeking indemnification, without right
of reimbursement pursuant to the terms hereof or (iv) which constitutes an Advance that is otherwise reimbursable hereunder.
None of the Depositor, the Master Servicer, the Special Servicer or the Operating Advisor shall be under any obligation to appear
in, prosecute or defend any legal action unless such action is related to its


 



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respective duties under this Agreement and in its
opinion does not expose it to any expense or liability for which reimbursement is not reasonably assured; provided, however,
that any of the Depositor, the Master Servicer, the Special Servicer or the Operating Advisor may in its discretion undertake any
such action related to its obligations hereunder which it may deem necessary or desirable with respect to this Agreement and the
rights and duties of the parties hereto and the interests of the Certificateholders hereunder. In such event, the reasonable legal
expenses and costs of such action and any liability resulting therefrom shall be expenses, costs and liabilities of the Trust (payable
out of the Collection Account or the applicable Serviced Whole Loan Custodial Account if and to the extent with respect to a Serviced
Whole Loan and then out of the Collection Account, provided that to the extent that the amount relates to a Serviced Whole
Loan, is required under the related Co-Lender Agreement to be borne by the holder of a related Companion Loan and is paid from
the Collection Account because funds on deposit in the applicable Serviced Whole Loan Custodial Account are insufficient to pay
such indemnification, then the Master Servicer shall from time to time thereafter use amounts otherwise payable to the holder of
such Companion Loan to deposit into the Collection Account the amount so paid from the Collection Account), and the Depositor,
the Master Servicer, the Special Servicer and the Operating Advisor shall be entitled to be reimbursed therefor from the Collection
Account or the applicable Serviced Whole Loan Custodial Account, as applicable, as provided in Section 3.06 and Section 3.06A
of this Agreement.


 


Each Other Securitization
Trust, Other Master Servicer, an Other Special Servicer, an Other Depositor, an Other Trustee, an Other Certificate Administrator,
an Other Operating Advisor, and any of their respective directors, officers, employees or agents (collectively, the “Other
Indemnified Parties”), shall be indemnified by the Trust and held harmless against the Trust’s pro rata
share (subject to the related Co-Lender Agreement) of any and all claims, losses, penalties, fines, forfeitures, legal fees and
related costs, judgments, and any other costs, liabilities, fees and expenses incurred in connection with the servicing and administration
of any Non-Serviced Mortgage Loan and the related Mortgaged Property under the related Other Pooling and Servicing Agreement (but
excluding any such losses allocable to any Non-Serviced Companion Loan), other than any losses incurred by reason of any Other
Indemnified Party’s willful misfeasance, bad faith or negligence in the performance of its obligations or duties or by reason
of negligent disregard of obligations and duties under the applicable Other Pooling and Servicing Agreement and to the extent amounts
on deposit in the “serviced whole loan custodial account” (or such other similar term, as defined in the applicable
Other Pooling and Servicing Agreement) are insufficient for reimbursement of such amounts, the Master Servicer shall, promptly
following notice from the related Other Master Servicer, reimburse each of such applicable Persons for the Trust’s pro
rata share of the insufficiency out of general funds in the Collection Account.


 


Section 6.04     Limitation on Resignation of the Master Servicer, the Special Servicer or the Operating Advisor.


 


(a)           
Each of the Master Servicer, the Special Servicer and the Operating Advisor may assign its respective rights and delegate
its respective duties and obligations under this Agreement; provided that, with respect to any of the Master Servicer, the
Special Servicer or the Operating Advisor: (i) the successor accepting such assignment and delegation (A) shall be an
established mortgage finance entity, bank or other entity regularly engaged in the servicing of


 






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commercial mortgage loans (or,
in the case of the Operating Advisor, an Eligible Operating Advisor), organized and doing business under the laws of any state
of the United States, the District of Columbia or the United States, authorized under such laws to perform the duties of a servicer
of mortgage loans or of an operating advisor, as applicable, or a Person resulting from a merger, consolidation or succession that
is permitted under Section 6.02 of this of this Agreement and, in the case of a Serviced Whole Loan, under the related Co-Lender
Agreement, and (B) shall execute and deliver to the Trustee and the Certificate Administrator an agreement which contains
an assumption by such Person of the due and punctual performance and observance of each covenant and condition to be performed
or observed by the Master Servicer, the Special Servicer or the Operating Advisor, as the case may be, under this Agreement from
and after the date of such agreement; (ii) except in the case of a successor operating advisor that satisfies the requirements
of an Eligible Operating Advisor, each Rating Agency has delivered to the Trustee a Rating Agency Confirmation; (iii) the
Master Servicer, the Special Servicer or the Operating Advisor shall not be released from its obligations under this Agreement
that arose prior to the effective date of such assignment and delegation under this Section 6.04; (iv) the rate at
which the Operating Advisor Fee, the Servicing Fee or Special Servicing Compensation, as applicable (or any component thereof) is
calculated shall not exceed the rate then in effect; and (v) the resigning Master Servicer, Special Servicer or Operating
Advisor, as applicable, shall be responsible for the reasonable costs and expenses of each other party hereto, the Trust and the
Rating Agencies in connection with such transfer. Upon acceptance of such assignment and delegation, the purchaser or transferee
shall be the successor Master Servicer, Special Servicer or Operating Advisor, as applicable, hereunder.


 


(b)          
Except as provided in this Section 6.04 and Section 7.06(e), and subject to the following paragraph, the Master
Servicer, the Special Servicer and the Operating Advisor shall not resign from their respective obligations and duties hereby imposed
on them except upon determination that such duties hereunder are no longer permissible under applicable law; provided that,
on and after the time the Trustee receives notice of resignation by the Master Servicer, the Special Servicer or the Operating
Advisor upon determination that such duties hereunder are no longer permissible under applicable law, the Trustee shall, subject
to the terms and provisions of Section 7.02 of this Agreement as if the resigning party was a Terminated Party, be its successor
in all respects in its capacity as Master Servicer, Special Servicer or Operating Advisor, as applicable, as though the Master
Servicer, the Special Servicer or the Operating Advisor, as the case may be, had received a notice of termination. Any such determination
permitting the resignation of the Master Servicer, the Special Servicer or Operating Advisor, as applicable, shall be evidenced
by an Opinion of Counsel (obtained at the resigning Master Servicer’s, Special Servicer’s or Operating Advisor’s
expense) to such effect delivered to the Trustee and the Certificate Administrator.


 


Except as provided in
the immediately preceding paragraph, no resignation or removal of the Master Servicer, the Special Servicer or the Operating Advisor
as contemplated herein (except in circumstances where no successor Operating Advisor is required to be appointed) shall become
effective until the Trustee or a successor Master Servicer, Special Servicer or Operating Advisor shall have assumed the Master
Servicer’s, the Special Servicer’s or the Operating Advisor’s, as applicable, responsibilities, duties, liabilities
and obligations hereunder. If no successor Master Servicer, Special Servicer or Operating Advisor can be obtained to perform such
obligations for the same compensation to which the terminated Master


 






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Servicer, Special Servicer or Operating Advisor would have
been entitled, additional amounts payable to such successor Master Servicer, Special Servicer or Operating Advisor shall be treated
as a shortfall resulting in Realized Losses; provided that, for so long as no Consultation Termination Event has occurred
and is continuing, the Trustee shall consult with the Controlling Class Representative prior to the appointment of a successor
Master Servicer, Special Servicer or Operating Advisor at a servicing or operating advisor compensation in excess of that permitted
to the terminated Master Servicer, Special Servicer or Operating Advisor, as applicable, and will only be permitted to appoint
such successor Master Servicer, Special Servicer or Operating Advisor at the direction of the Depositor.


 


If the Trustee or an
Affiliate acts pursuant to this Section 6.04 as successor to the resigning Master Servicer, it may reduce the Excess Servicing
Fee Rate to the extent that the Trustee’s or such Affiliate’s compensation as successor Master Servicer would otherwise
be below the market rate servicing compensation. If the Trustee elects to appoint a successor to the resigning Master Servicer
other than itself or an Affiliate pursuant to this Section 6.04, it may reduce the Excess Servicing Fee Rate to the extent
reasonably necessary (in the sole discretion of the Trustee) for the Trustee to appoint a qualified successor Master Servicer that
meets the requirements of this Section 6.04.


 


Section 6.05         
Rights of the Depositor, the Trustee and the Certificate Administrator in Respect of the Master Servicer and Special
Servicer. The Master Servicer and the Special Servicer shall afford the Depositor, the Trustee, the Certificate Administrator and,
subject to Section 11.13 of this Agreement, each Rating Agency, upon reasonable notice, during normal business hours access
to all records maintained by it in respect of its rights and obligations hereunder and access to its officers responsible for such
obligations, if reasonably related to the performance of the obligations of such Person under this Agreement. Upon request, if
reasonably related to the performance of the obligations of such Person under this Agreement, the Master Servicer and the Special
Servicer shall furnish to the Depositor, each of the Underwriters, the Initial Purchasers, the Master Servicer, the Special Servicer,
the Trustee and the Certificate Administrator its most recent publicly available annual financial statements or those of its public
parent. The Depositor may, but is not obligated to, enforce the obligations of the Master Servicer or the Special Servicer hereunder
which are in default and may, but is not obligated to, perform, or cause a designee to perform, any defaulted obligation of such
Person hereunder or exercise its rights hereunder, provided that the Master Servicer and the Special Servicer shall not
be relieved of any of its obligations hereunder by virtue of such performance by the Depositor or its designee. In the event the
Depositor or its designee undertakes any such action, it will be indemnified and reimbursed by the Trust from the Collection Account
as provided in Section 3.06 and Section 6.03 of this Agreement to the extent not recoverable from the Master Servicer
or Special Servicer, as applicable. None of the Depositor, the Trustee, the Certificate Administrator, the Master Servicer (with
respect to the Special Servicer) or the Special Servicer (with respect to the Master Servicer) shall have any responsibility or
liability for any action or failure to act by the Master Servicer or the Special Servicer and neither such Person is obligated
to monitor or supervise the performance of the Master Servicer or the Special Servicer under this Agreement or otherwise. Neither
the Master Servicer nor the Special Servicer shall have any responsibility or liability for any action or failure to act by the
Depositor, the Trustee or the Certificate Administrator and neither such Person is obligated to monitor or


 






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supervise the performance
of the Depositor, the Trustee or the Certificate Administrator under this Agreement or otherwise.


 


Each of the Trustee,
the Certificate Administrator, the Depositor, the Master Servicer, and the Special Servicer shall furnish such reports, certifications
and information as are reasonably requested by the Trustee, the Certificate Administrator, the Depositor, the Master Servicer or
the Special Servicer, as applicable, in order to enable such requesting party to perform its duties hereunder, provided
that for the avoidance of doubt, this shall not require any Person to prepare any reports, Certificates and information not required
to be prepared hereunder.


 


Neither the Master Servicer
nor the Special Servicer shall be under any obligation to disclose confidential or proprietary information pursuant to this Section.


 


Section 6.06     Master Servicer, Special Servicer as Owner of a Certificate. The Master Servicer or an Affiliate of the Master Servicer
or the Special Servicer or an Affiliate of the Special Servicer may become the Holder (or with respect to a Global Certificate,
Beneficial Owner) of any Certificate with the same rights it would have if it were not the Master Servicer or the Special
Servicer or an Affiliate thereof, except as otherwise expressly provided herein. If, at any time during which the Master Servicer
or the Special Servicer or an Affiliate of the Master Servicer or the Special Servicer is the Holder or Beneficial Owner of any
Certificate, the Master Servicer or the Special Servicer proposes to take action (including for this purpose, omitting to take
action) that (i) is not expressly prohibited by the terms hereof and would not, in the Master Servicer’s or the
Special Servicer’s good faith judgment, violate the Servicing Standard, and (ii) if taken, might nonetheless, in the
Master Servicer’s or the Special Servicer’s good faith judgment, be considered by other Persons to violate the Servicing
Standard, the Master Servicer or the Special Servicer may seek the approval of the Certificateholders and any affected Companion
Loan Holder to such action by delivering to the Trustee and the Certificate Administrator a written notice that (i) states
that it is delivered pursuant to this Section 6.06, (ii) identifies the Percentage Interest in each Class of Certificates
beneficially owned by the Master Servicer or the Special Servicer or an Affiliate of the Master Servicer or the Special Servicer,
and (iii) describes in reasonable detail the action that the Master Servicer or the Special Servicer proposes to take. The
Certificate Administrator, upon receipt of such notice, shall forward it to the Certificateholders (other than the Master Servicer
and its Affiliates or the Special Servicer and its Affiliates, as appropriate) together with such instructions for response
as the Certificate Administrator shall reasonably determine. If at any time Certificateholders holding greater than 50% of the
Voting Rights of all Certificateholders (calculated without regard to the Certificates beneficially owned by the Master Servicer
or its Affiliates or the Special Servicer or its Affiliates) and any affected Companion Loan Holder shall have consented in
writing to the proposal described in the written notice, and if the Master Servicer or the Special Servicer shall act as proposed
in the written notice, such action shall be deemed to comply with the Servicing Standard. The Certificate Administrator shall be
entitled to reimbursement from the Master Servicer or the Special Servicer, as applicable, of the reasonable expenses of the Certificate
Administrator incurred pursuant to this paragraph. It is not the intent of the foregoing provision that the Master Servicer or
the Special Servicer be permitted to invoke the procedure set forth herein with respect to routine servicing matters arising hereunder,
except in the case of unusual circumstances.


 






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Section 6.07     Rating
Agency Fees. The Depositor shall pay (or cause to be paid) the annual fees of each Rating Agency including, but not limited
to, surveillance fees.


 


Section 6.08     Termination
of the Special Servicer Without Cause.


 


(a)           
At any time prior to the occurrence and continuance of any Control Termination Event, subject to Section 6.08(i)
of this Agreement, the Controlling Class Representative shall be entitled to terminate the rights (subject to Section 3.12
and Section 6.03 of this Agreement) and obligations of the Special Servicer under this Agreement (exclusive of any Excluded
Loan), with or without cause, upon ten (10) Business Days’ notice to the Special Servicer, the Master Servicer, the Certificate
Administrator and the Trustee and, in the case of a termination of the Special Servicer with respect to a Serviced Whole Loan,
the related Companion Loan Holder. Upon a termination (pursuant to the prior sentence) or a resignation (pursuant to Section
6.04(b) of this Agreement) of the Special Servicer, subject to Section 6.08(i) of this Agreement, the Controlling Class
Representative shall appoint a successor Special Servicer; provided, however, that (i) such successor will meet
the requirements set forth in Section 7.02 of this Agreement, (ii) the Controlling Class Representative shall (at no
expense to the Trust) obtain and deliver to the Certificate Administrator and the Trustee a Rating Agency Confirmation with respect
to such proposed successor acting as a Special Servicer, and (iii) in the case of the appointment of a successor Special Servicer
with respect to a Serviced Whole Loan, the Controlling Class Representative shall (at no expense to the Trust or the related Other
Securitization Trust) obtain and deliver to the certificate administrator (if any) and the trustee for the related Other Securitization
Trust (with a copy to the Certificate Administrator and the Trustee) a Companion Loan Rating Agency Confirmation with respect to
such proposed successor acting as a Special Servicer for the related Companion Loan.


 


Following the occurrence
and during the continuance of a Control Termination Event, and subject to Section 6.08(i) of this Agreement upon (i) the
written direction of Holders of Certificates (other than the Class R Certificates) evidencing not less than 25% of the Voting
Rights of the Certificates requesting a vote to terminate and replace the Special Servicer with a proposed successor Special Servicer,
(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 and (iii) delivery by such Holders to the Certificate Administrator
and the Trustee of a Rating Agency Confirmation with respect to the termination of the existing Special Servicer and the replacement
thereof with the proposed successor (with the reasonable fees and out-of-pocket costs and expenses associated with obtaining such
Rating Agency Confirmation to be an expense of such Holders), the Certificate Administrator shall promptly provide written notice
thereof to all Certificateholders by posting such notice on its internet website and by mailing at their addresses appearing in
the Certificate Register. Upon the written direction of (a) Holders of Regular Certificates evidencing at least 66 2/3% of
a Certificateholder Quorum or (b) Holders of Non-Reduced Certificates evidencing more than 50% of the Voting Rights of each
of Class of Non-Reduced Certificates, (subject to Section 6.08(i) of this Agreement), the Trustee shall terminate all of
the rights (subject to Section 3.12, Section 6.03 and Section 6.08(i) of this Agreement) and obligations of
the Special Servicer under this Agreement, and the proposed successor Special Servicer shall succeed to the duties of the Special
Servicer as if a removal and replacement were occurring pursuant to Section 7.01 and Section 7.02 of this Agreement;
provided that if such written direction is not provided within


 






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180 days of the initial request for a vote to terminate
and replace the Special Servicer, then such written direction shall have no force and effect. The provisions set forth in the foregoing
sentences of this Section 6.08(a) shall be binding upon and inure to the benefit of solely the Certificateholders and the
Trustee as between each other. The Special Servicer shall not have any cause of action based upon or arising from any breach or
alleged breach of such provisions. As between the Special Servicer, on the one hand, and the Certificateholders, on the other,
the Certificateholders shall be entitled in their sole discretion to vote for the termination or not vote for the termination of
the Special Servicer.


 


The Certificate Administrator
shall include on each Distribution Date Statement a statement that each Certificateholder and Beneficial Owner may access notices
on the Certificate Administrator’s Website and each Certificateholder and Beneficial Owner may register to receive e-mail
notifications when such notices are posted on the Certificate Administrator’s Website; provided that the Certificate
Administrator shall be entitled to reimbursement from the requesting Certificateholders for the reasonable expenses of posting
such notices.


 


(b)            At any time after the occurrence and during the continuance of a Consultation Termination Event and subject to Section
6.08(i) of this Agreement, if the Operating Advisor determines that the Special Servicer is not performing its duties as required
hereunder or is otherwise not acting in accordance with the Servicing Standard, the Operating Advisor shall deliver to the Trustee
and the Certificate Administrator, with a copy to the Special Servicer, a written recommendation in the form of Exhibit T
attached hereto (which form may be modified or supplemented from time to time to cure any ambiguity or error or to incorporate
any additional information, subject to compliance of such form with the terms and provisions of this Agreement; provided
that in no event shall the information or any other content included in such written recommendation contravene any provision of
this Agreement) detailing the reasons supporting its position (along with relevant information justifying its recommendation) and
recommending a replacement special servicer meeting the applicable requirements of this Agreement, which recommended special servicer
has agreed to succeed as Special Servicer if appointed in accordance herewith. In such event, the Certificate Administrator shall
promptly post a copy of such recommendation on the Certificate Administrator’s Website and by mail send notice to all Certificateholders,
asking them to vote whether they wish to remove the Special Servicer. Upon (i) the written direction of Holders of each Class
of Non-Reduced Certificates evidencing greater than 50% of the aggregate Voting Rights of each Class of Non-Reduced Certificates
within 180 days of the initial request for a vote and (ii) receipt of Rating Agency Confirmation from each Rating Agency
by the Certificate Administrator following satisfaction of the foregoing clause (i), the Trustee shall (A) subject
to Section 6.08(i) of this Agreement, terminate all of the rights and obligations of the Special Servicer under this Agreement
and appoint the recommended successor Special Servicer and (B) promptly notify the outgoing Special Servicer of the effective
date of such termination. The reasonable fees and out-of-pocket costs and expenses associated with obtaining such Rating Agency
Confirmation and administering such vote shall be an Additional Trust Fund Expense. If the Certificate Administrator does not receive
the required written direction contemplated by clause (i) of the second preceding sentence within 180 days of
the initial request for such vote, then the Trustee shall have no obligation to remove the Special Servicer and such recommendation
shall lapse and have no force or effect. Prior to the appointment of any replacement special servicer, such replacement special
servicer shall have agreed to succeed to the obligations of the Special 


 






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Servicer under this Agreement and to act as the Special
Servicer’s successor hereunder. No penalty or fee shall be payable to the terminated Special Servicer with respect to any
termination pursuant to this Section 6.08(b).


 


(c)           
In no event may a successor Special Servicer be a current or former Operating Advisor or any Affiliate of such current or
former Operating Advisor. Further, such successor must be a Person that (i) satisfies all of the eligibility requirements
applicable to special servicers contained in this Agreement and, in the case of a Serviced Whole Loan, in the related Co-Lender
Agreement, (ii) is not obligated or allowed to pay the Operating Advisor (x) any fees or otherwise compensate the Operating
Advisor in respect of its obligations under this Agreement or (y) for the appointment of the successor Special Servicer or
the recommendation by the Operating Advisor for the replacement Special Servicer to become the Special Servicer, (iii) is
not entitled to waive any compensation from the Operating Advisor and (iv) is not entitled to receive any fee from the Operating
Advisor for its appointment as successor Special Servicer, in each case, unless expressly approved by 100% of the Certificateholders.


 


(d)            The appointment of any such successor Special Servicer shall not relieve the Master Servicer or the Trustee of their respective
obligations to make Advances as set forth herein; provided, however, that the initial Special Servicer specified
in Section 3.21(a) of this Agreement shall not be liable for any actions or any inaction of such successor Special Servicer.
Any termination fee payable to the terminated Special Servicer and any costs incurred by the Trust or the terminated Special Servicer
in connection with the replacement of a Special Servicer shall be paid by the Controlling Class Representative, Certificateholders
or Companion Loan Holder so terminating the Special Servicer and shall not in any event be an expense of the Trust Fund.


 


(e)           
No termination of the Special Servicer and appointment of a successor Special Servicer shall be effective until (i) the
successor Special Servicer shall have executed and delivered to the Trustee and the Certificate Administrator an agreement which
contains an assumption by such Person of the due and punctual performance and observance of each covenant and condition to be performed
or observed by the Special Servicer under this Agreement from and after the date of such agreement and (ii) subject to Section
11.13 of this Agreement, each Rating Agency has delivered to the Trustee and the Certificate Administrator a Rating Agency
Confirmation and, if required pursuant to Section 6.08(a), each Companion Loan Rating Agency has delivered to the Trustee
and the Certificate Administrator and their respective counterparts with respect to the Other Securitization Trust a Companion
Loan Rating Agency Confirmation, in each case with respect to such termination and appointment of a successor.


 


(f)            
Any successor Special Servicer shall be deemed to make the representations and warranties provided for in Section 2.06(a)
of this Agreement mutatis mutandis as of the date of its succession.


 


(g)           
[Reserved.]


 


(h)           
[Reserved.]


 






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(i)             
In the event that the Special Servicer is terminated pursuant to this Section 6.08, the Trustee shall, by notice
in writing to the Special Servicer, terminate all of its rights and obligations under this Agreement and in and to the Mortgage
Loans and the Serviced Whole Loans and the proceeds thereof, other than any rights the Special Servicer may have hereunder as a
Certificateholder and any rights or obligations that accrued prior to the date of such termination (including without limitation
the right to receive all amounts accrued or owing to it under this Agreement, plus interest at the Advance Rate on such amounts
until received to the extent such amounts bear interest as provided in this Agreement, with respect to periods prior to the date
of such termination and the right to the benefits of Section 6.03 of this Agreement and the right to receive ongoing Workout
Fees in accordance with the terms hereof).


 


(j)            
If (1) a replacement special servicer is appointed with respect to a Serviced Whole Loan or any related REO Property in
accordance with Article VII or (2) an Excluded Special Servicer is appointed with respect to an Excluded Special Servicer
Loan, such that there are multiple parties acting as Special Servicer hereunder, then, unless the context clearly requires otherwise:
(i) when used in the context of imposing duties and obligations on the Special Servicer hereunder or the performance of such duties
and obligations, the term “Special Servicer” shall mean (A) the applicable Serviced Whole Loan Special Servicer, insofar
as such duties and obligations relate to the subject Serviced Whole Loan or any related REO Property, (B) the applicable Excluded
Special Servicer, insofar as such duties and obligations relate to the subject Excluded Special Servicer Loan or any related REO
Property, and (C) shall mean the General Special Servicer (as defined below in subsection (i)), in all other cases (provided
that in Section 3.15 and Article VII of this Agreement, the term “Special Servicer” shall mean each of
the Serviced Whole Loan Special Servicer, the Excluded Special Servicers (if any) and the General Special Servicer); (ii) when
used in the context of identifying the recipient of any information, funds, documents, instruments and/or other items, the term
“Special Servicer” shall mean (A) the applicable Serviced Whole Loan Special Servicer, insofar as such information,
funds, documents, instruments and/or other items relate to the subject Serviced Whole Loan or any related REO Property, (B) the
applicable Excluded Special Servicer, insofar as such information, funds, documents, instruments and/or other items relate to the
subject Excluded Special Servicer Loan or any related REO Property and (C) shall mean the General Special Servicer, in all other
cases; (iii) when used in the context of granting the Special Servicer the right to purchase all of the Mortgage Loans and all
other property held by the Trust Fund pursuant to Section 9.01 of this Agreement, the term “Special Servicer”
shall mean the General Special Servicer only; (iv) when used in the context of the Special Servicer being replaced pursuant
to this Section 6.08 by the Controlling Class Representative or the applicable Certificateholders the term “Special
Servicer” shall mean the General Special Servicer, the applicable Serviced Whole Loan Special Servicer or the Excluded Special
Servicer, if applicable; (v) when used in the context of granting the Special Servicer any protections, limitations on liability,
immunities and/or indemnities hereunder, the term “Special Servicer” shall mean each of the Serviced Whole Loan Special
Servicer, the Excluded Special Servicers (if any) and the General Special Servicer; and (vi) when used in the context of requiring
indemnification from, imposing liability on, or exercising any remedies against, the Special Servicer for any breach of a representation,
warranty or covenant hereunder or for any negligence, bad faith or willful misconduct in the performance of duties and obligations
hereunder or any negligent disregard of such duties and obligations or otherwise holding the Special Servicer responsible for any
of the


 






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foregoing, the term “Special Servicer” shall mean the applicable Serviced Whole Loan Special Servicer, the applicable
Excluded Special Servicer or the General Special Servicer, as applicable.


 


(k)             References
in this Agreement to “General Special Servicer” mean the Person performing the duties and obligations of special servicer
with respect to the Mortgage Loans(exclusive of (A) any Serviced Whole Loan or related REO Property as to which a different Serviced
Whole Loan Special Servicer has been appointed with respect thereto and (B) any Excluded Special Servicer Loan or any related
REO Property as to which a different Excluded Special Servicer has been appointed with respect thereto).


 


(l)             Notwithstanding anything to the contrary contained in this Section 6.08, if the Special Servicer has obtained knowledge
that it has become a Borrower Party with respect to any Mortgage Loan or Serviced Whole Loan, then the Special Servicer shall resign
in such capacity with respect to such Excluded Special Servicer Loan. Prior to the occurrence and continuance of a Control Termination
Event, if the Excluded Special Servicer Loan is not also an Excluded Loan, the Controlling Class Representative shall appoint (and
replace with or without cause) the Excluded Special Servicer, as successor to the resigning Special Servicer, for the related Excluded
Special Servicer Loan in accordance with this Agreement. At any time after the occurrence and during the continuance of a Control
Termination Event or if an Excluded Special Servicer Loan is also an Excluded Loan, the resigning Special Servicer shall use reasonable
efforts to appoint the Excluded Special Servicer and shall, at the expense of the Issuing Entity,
petition any court of competent jurisdiction for the appointment of a successor Excluded Special Servicer if one is not appointed
within sixty (60) days of the Special Servicer’s notice of resignation. If a Control Termination Event has occurred and is
continuing, neither the Controlling Class Representative nor any other Controlling Class Certificateholder shall be entitled to
remove or replace the Special Servicer with respect to any Excluded Special Servicer Loan. It shall be a condition to any such
appointment that (i) the Rating Agencies confirm that the appointment would not result in a qualification, downgrade or withdrawal
of any of their then current ratings of the Certificates and the equivalent from each NRSRO hired to provide ratings with respect
to any commercial mortgage-backed securities backed by a Serviced Companion Loan, (ii) the Excluded Special Servicer is a replacement
special servicer meeting the applicable requirements of this Agreement and (iii) the Excluded Special Servicer delivers to the
Depositor and any applicable depositor related to another securitization that includes a Serviced Companion Loan, the information,
if any, required pursuant to Item 6.02 of the Form 8-K Current Report regarding itself in its role as Excluded Special Servicer.


 


If at any time the Person
that had acted as the Special Servicer for any Mortgage Loan or Serviced Whole Loan prior to such Mortgage Loan or Serviced Whole
Loan, as the case may be, becoming an Excluded Special Servicer Loan is no longer a Borrower Party (including, without limitation,
as a result of the related Mortgaged Property becoming REO Property or an assumption of the Excluded Special Servicer Loan) with
respect to such Mortgage Loan or Serviced Whole Loan, as the case may be, (1) the related Excluded Special Servicer shall resign,
(2) such Mortgage Loan or Serviced Whole Loan, as the case may be, shall no longer be an Excluded Special Servicer Loan, (3) such
original Special Servicer shall become the Special Servicer again for such Mortgage Loan or Serviced Whole Loan, as the case may
be, and (4) such original Special Servicer shall be entitled to all Special Servicing Compensation with respect to such Mortgage
Loan or Serviced Whole Loan, as the case may be, earned during such


 






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time on and after it resumes its duties as Special Servicer
with respect to such Mortgage Loan or Serviced Whole Loan, as the case may be.


 


The Excluded Special
Servicer shall perform all of the obligations of the Special Servicer for the related Excluded Special Servicer Loan and will be
entitled to all Special Servicing Compensation with respect to such Excluded Special Servicer Loan earned during such time as the
related Mortgage Loan or Serviced Whole Loan is an Excluded Special Servicer Loan (provided that that Special Servicer shall remain
entitled to all other special servicing compensation with respect all Mortgage Loans and Serviced Whole Loans which are not Excluded
Special Servicer Loans).


 


(m)          
If a Servicing Officer of the Master Servicer, a related Excluded Special Servicer, or the Special Servicer, as applicable,
has actual knowledge that a Mortgage Loan is no longer an Excluded Loan, an Excluded Controlling Class Loan or an Excluded Special
Servicer Loan, as applicable, the Master Servicer, the related Excluded Special Servicer or Special Servicer, as applicable, shall
provide prompt written notice thereof to each of the other parties to this Agreement.


 


Section 6.09      The Controlling Class Representative.


 


(a)           
For so long as no Control Termination Event has occurred and is continuing and exclusive of any Excluded Loan, the Controlling
Class Representative shall be entitled to (1) advise the Special Servicer with respect to all Specially Serviced Loans, (2) advise
the Special Servicer with respect to non-Specially Serviced Loans as to all matters for which the Master Servicer must obtain the
consent or deemed consent of the Special Servicer for a Major Decision, and (3) with respect to any Non-Serviced Mortgage Loan,
exercise consultation and consent rights (if any) and attend annual meetings with an Other Master Servicer and an Other Special
Servicer, in each case, to the extent the holder of a Non-Serviced Mortgage Loan is entitled to such rights pursuant to the related
Co-Lender Agreement. In addition, notwithstanding anything herein to the contrary, except as set forth in, and in any event subject
to Section 6.09(b) and the second and third paragraphs of this Section 6.09(a), both (a) the Master Servicer
shall not be permitted to take any of the actions constituting a Major Decision unless it has obtained the consent of the Special
Servicer, who shall have 15 Business Days (or 60 days with respect to the determination of an Acceptable Insurance Default)
(from the date that the Special Servicer receives the Master Servicer’s written analysis and recommendation and all information
in the Master Servicer’s possession or reasonably available to it that the Special Servicer may reasonably request) to analyze
and make a recommendation regarding such Major Decision (provided that, if the Special Servicer does not consent, or notify
the Master Servicer that it will not consent, to such Major Decision within the required 15 Business Days or 60 days, as applicable,
the Special Servicer shall be deemed to have consented to such Major Decision) and (b) for so long as no Control Termination
Event has occurred and is continuing, the Special Servicer shall not be permitted to consent to the Master Servicer’s taking
any of the actions constituting a Major Decision, nor will the Special Servicer itself be permitted to take any of the actions
constituting a Major Decision as to which the Controlling Class Representative has objected in writing within ten (10) Business
Days (or in the case of a determination of an Acceptable Insurance Default, twenty (20) days) after receipt of the written recommendation
and analysis from the Special Servicer; provided that (i) if such written objection has not been


 






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received by the Special
Servicer within such ten (10) Business Day period or twenty (20) day period, as applicable, then the Controlling Class Representative
will be deemed to have approved such action and (ii) the consent of the Controlling Class Representative shall not be required
in connection with a Major Decision with respect to an Excluded Loan; provided, further, that, in the event that
the Special Servicer or Master Servicer (in the event the Master Servicer is otherwise authorized by this Agreement to take such
action), as applicable, determines that immediate action, with respect to a Major Decision, or any other matter requiring consent
of the Controlling Class Representative prior to the occurrence and continuance of a Control Termination Event in this Agreement,
is necessary to protect the interests of the Certificateholders and, with respect to any Serviced Whole Loan (if applicable), the
related Serviced Companion Loan Holder(s) (as a collective whole as if such Certificateholders and, if applicable, the related
Serviced Companion Loan Holder(s) constituted a single lender), the Special Servicer or Master Servicer, as applicable, may take
any such action without waiting for the Controlling Class Representative’s (or, if applicable, the Special Servicer’s
(but only with respect to a non-Specially Serviced Loan)) response. The Special Servicer is not required to obtain the consent
of the Controlling Class Representative for any Major Decision following the occurrence and during the continuance of a Control
Termination Event; provided that, after the occurrence and during the continuance of a Control Termination Event, the Special
Servicer shall consult with the Controlling Class Representative (other than with respect to any Excluded Loan and until the occurrence
and continuance of a Consultation Termination Event) and the Operating Advisor in connection with any Major Decision and consider
alternative actions recommended by the Controlling Class Representative and the Operating Advisor, but only to the extent such
consultation with, or consent of, the Controlling Class Representative would have been required prior to the occurrence and continuance
of such Control Termination Event; provided that such consultation is not binding on the Special Servicer. Notwithstanding
the foregoing, the Controlling Class Representative shall have no consent or consultation rights with respect to Major Decisions
with respect to any Excluded Loan.


 


In addition, for so long
as no Control Termination Event has occurred and is continuing, the Controlling Class Representative (other than with respect to
any Excluded Loan) may direct the Special Servicer to take, or to refrain from taking, such other actions with respect to a Mortgage
Loan or Serviced Whole Loan, as applicable, as the Controlling Class Representative may deem advisable or as to which provision
is otherwise made herein. Notwithstanding anything herein to the contrary, no such direction, and no objection contemplated by
the preceding paragraph or this paragraph, may require or cause the Master Servicer or the Special Servicer to violate any provision
of any Mortgage Loan Documents, applicable law, any related Co-Lender Agreement or any intercreditor agreement, this Agreement
or the REMIC Provisions, including without limitation each of the Master Servicer’s and the Special Servicer’s obligation
to act in accordance with the Servicing Standard, or expose the Master Servicer, the Special Servicer, the Certificate Administrator,
the Trust or the Trustee to liability, or materially expand the scope of the Master Servicer’s or the Special Servicer’s
responsibilities hereunder or cause the Master Servicer or the Special Servicer to act, or fail to act, in a manner which in the
reasonable judgment of the Master Servicer or the Special Servicer is not in the best interests of the Certificateholders and/or
the Serviced Companion Loan Holders.


 






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In the event the Special
Servicer or Master Servicer, as applicable, determines that a refusal to consent by the Controlling Class Representative or any
advice from the Controlling Class Representative would otherwise cause the Special Servicer or Master Servicer, as applicable,
to violate the terms of any Mortgage Loan Documents, the intercreditor agreement, applicable law, the REMIC Provisions or this
Agreement, including without limitation, the Servicing Standard, the Special Servicer or Master Servicer, as applicable, shall
disregard such refusal to consent or advise and notify in writing the Controlling Class Representative, the Trustee and, for posting
to the Rule 17g-5 Information Provider’s Website pursuant to Section 11.13 of this Agreement, the Rule 17g-5
Information Provider of its determination, including a reasonably detailed explanation of the basis therefor. The taking of, or
refraining from taking, of any action by the Master Servicer or the Special Servicer in accordance with the direction of or approval
of the Controlling Class Representative that does not violate any law or the Servicing Standard or any other provisions of this
Agreement, any related Co-Lender Agreement or any intercreditor agreement will not result in any liability on the part of the Master
Servicer or the Special Servicer.


 


The Controlling Class
Representative will have no liability to the Trust Fund or the Certificateholders for any action taken, or for refraining from
the taking of any action, pursuant to this Agreement, or for error in judgment; provided, however, that the Controlling
Class Representative will not be protected against any liability to any Controlling Class Certificateholder that would otherwise
be imposed by reason of willful misfeasance, bad faith or negligence in the performance of duties or by reason of negligent disregard
of obligations or duties.


 


By its acceptance of
a Certificate, each Certificateholder acknowledges and agrees that: (i) the Controlling Class Representative may have special relationships
and interests that conflict with those of Holders of one or more Classes of Certificates; (ii) the Controlling Class Representative
may act solely in the interests of the Holders of the Controlling Class; (iii) the Controlling Class Representative does not have
any liability or duties to the Holders of any Class of Certificates other than the Controlling Class; (iv) the Controlling Class
Representative may take actions that favor interests of the Holders of the Controlling Class over the interests of the Holders
of one or more other Classes of Certificates; and (v) the Controlling Class Representative shall have no liability whatsoever (other
than to a Controlling Class Certificateholder) for having so acted as set forth in clauses (i)-(iv) of this paragraph,
and no Certificateholder may take any action whatsoever against the Controlling Class Representative or any affiliate, director,
member, officer, employee, shareholder, member, partner, agent or principal thereof for having so acted; provided, however,
that, in the case of a Serviced Whole Loan, the rights of the Controlling Class Representative are subject to the related Co-Lender
Agreement.


 


Any Non-Serviced Whole
Loan Controlling Holder, with respect to a Non-Serviced Whole Loan, shall have no liability to the Trust Fund or the Certificateholders
for any action taken, or for refraining from the taking of any action, or for errors in judgment. By its acceptance of a Certificate,
each Certificateholder acknowledges and agrees that any such Non-Serviced Whole Loan Controlling Holder, with respect to the related
Non-Serviced Whole Loan, may take actions that favor the interests of one or more classes of the certificates issued under the
related Other Pooling and Servicing Agreement including the holders of the controlling class


 






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under such Other Pooling and Servicing
Agreement over other Classes of the Certificates, and that such Non-Serviced Whole Loan Controlling Holder, with respect to such
Non-Serviced Whole Loan, may have special relationships and interests that conflict with those of Holders of some Classes of the
Certificates, that such Non-Serviced Whole Loan Controlling Holder, with respect to such Non-Serviced Whole Loan, may act solely
in the interests of the holders of the controlling class under the related Other Pooling and Servicing Agreement, that such Non-Serviced
Whole Loan Controlling Holder, shall not be liable to any Certificateholder, by reason of its having acted solely in the interests
of the holders of the controlling class under the related Other Pooling and Servicing Agreement, and that the Non-Serviced Whole
Loan Controlling Holder, with respect to such Non-Serviced Whole Loan, shall have no liability whatsoever for having so acted,
and no Certificateholder may take any action whatsoever against such Non-Serviced Whole Loan Controlling Holder, with respect to
such Non-Serviced Whole Loan, or any director, officer, employee, agent or principal thereof for having so acted.


 


(b)           
Notwithstanding anything to the contrary contained herein: (i) after the occurrence and during the continuance of a
Control Termination Event, the Controlling Class Representative shall have no right to consent to any action taken or not taken
by any party to this Agreement, (ii) after the occurrence and during the continuance of a Control Termination Event but prior to
the occurrence and continuance of a Consultation Termination Event, the Controlling Class Representative shall remain entitled
to receive any notices, reports or information to which it is entitled pursuant to this Agreement (other than with respect to any
Excluded Loan), and the Master Servicer, the Special Servicer and any other applicable party shall consult with the Controlling
Class Representative in connection with any action to be taken or refrained from taking to the extent such party would have been
required to obtain the consent of the Controlling Class Representative but for the occurrence of a Control Termination Event as
set forth herein (other than with respect to any Excluded Loan); (iii) after the occurrence and during the continuance of
a Consultation Termination Event, the Controlling Class Representative shall have no consultation or consent rights hereunder and
no right to receive any notices, reports or information (other than notices, reports or information required to be delivered to
all Certificateholders) or any other rights as Controlling Class Representative; and (iv) none of the rights of the Controlling
Class Representative will apply with respect to an Excluded Loan.


 


(c)           
Notwithstanding anything to the contrary herein, neither the Master Servicer nor the Special Servicer shall take or refrain
from taking any action pursuant to instructions or based upon advice from a Companion Loan Holder that would cause any one of them
to violate applicable law, the terms of the related Serviced Whole Loan, the related Co-Lender Agreement, this Agreement, including
the Servicing Standard, or the REMIC Provisions or that would (i) expose the Master Servicer, the Special Servicer, the Depositor,
a Mortgage Loan Seller, the Trust Fund, the Trustee, the Operating Advisor, the Certificate Administrator or their respective Affiliates,
officers, directors, employees or agents to any claim, suit or liability, (ii) materially expand the scope of the Master Servicer’s
or the Special Servicer’s responsibilities, or (iii) cause the Master Servicer or the Special Servicer to act, or fail
to act, in a manner that is not in the best interests of the Certificateholders or the Servicing Standard.


 


(d)           
Each Certificateholder and Beneficial Owner of a Control Eligible Certificate is hereby deemed to have agreed by virtue
of its purchase of such Certificate (or beneficial ownership interest in such Certificate) to provide its name and address to the


 






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Certificate Administrator and to notify the Certificate Administrator of the transfer of any Control Eligible Certificate (or the
beneficial ownership of any Control Eligible Certificate), the selection of a Controlling Class Representative or the resignation
or removal thereof. Any such Certificateholder (or Beneficial Owner) or its designee at any time appointed Controlling Class Representative
is hereby deemed to have agreed by virtue of its purchase of a Control Eligible Certificate (or the beneficial ownership interest
in a Control Eligible Certificate) to notify the Certificate Administrator when such Certificateholder (or Beneficial Owner) or
designee is appointed Controlling Class Representative and when it is removed or resigns. Upon receipt of such notice, the
Certificate Administrator shall notify the Special Servicer, the Master Servicer, the Operating Advisor and the Trustee of the
identity of the Controlling Class Representative, any resignation or removal thereof and/or any new Holder or Beneficial Owner
of a Control Eligible Certificate. In addition, upon the request (which may be by email) of the Master Servicer, the Special Servicer,
the Operating Advisor or the Trustee, as applicable, the Certificate Administrator shall provide (on a reasonably prompt basis)
the identity of each Companion Loan Holder, the then-current Controlling Class and a list of the Certificateholders (or Beneficial
Owners, if applicable, at the expense of the Trust if such expense arises in connection with an event as to which the Controlling
Class Representative or the Controlling Class has consent or consultation rights pursuant to this Agreement or in connection with
a request made by the Operating Advisor in connection with its obligation under Section 3.28(d)(ii) of this Agreement to
deliver a copy of the Operating Advisor Annual Report to the Controlling Class Representative, and otherwise at the expense of
the requesting party) to such requesting party, and each of the Master Servicer, Special Servicer, Operating Advisor and the Trustee
shall be entitled to rely on such information so provided by the Certificate Administrator and shall be entitled to assume that
the identity of the Controlling Class Representative has not changed absent notice of a replacement of the Controlling Class Representative
by a majority of the Controlling Class, or the resignation of the then-current Controlling Class Representative.


 


In the event of a change
in the Controlling Class, the Certificate Administrator shall promptly contact Eightfold Real Estate Capital, L.P., or, if applicable,
any successor Controlling Class Representative or Controlling Class Certificateholder(s), and determine whether such entity
is the Holder (or Beneficial Owner) of at least a majority of the Controlling Class (in effect after such change in Controlling
Class) by Certificate Principal Balance. If at any time that Eightfold Real Estate Capital, L.P. or any successor Controlling Class
Representative or Controlling Class Certificateholder(s) is no longer the Holder (or Beneficial Owner) of at least a majority of
the Controlling Class by Certificate Principal Balance and the Certificate Administrator has neither (i) received notice of
the then-current Controlling Class Certificateholders of at least a majority of the Controlling Class by Certificate Principal
Balance nor (ii) received notice of a replacement Controlling Class Representative pursuant to this Agreement, then a Control
Termination Event and a Consultation Termination Event shall both be deemed to have occurred and shall be deemed to continue until
such time as the Certificate Administrator receives either such notice. The Certificate Administrator shall promptly notify the
Master Servicer and the Special Servicer of the occurrence of a deemed Control Termination Event and/or a deemed Consultation Termination
Event in accordance with the immediately preceding sentence.


 






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Upon receipt of notice
of a change in Controlling Class Representative, the Certificate Administrator shall promptly forward notice thereof to each other
party to this Agreement.


 


(e)           
Once a Controlling Class Representative has been selected pursuant to clause (c) above, each of the Master
Servicer, the Special Servicer, the Operating Advisor, the Depositor, the Certificate Administrator, the Trustee and each other
Certificateholder (or Beneficial Owner, if applicable) shall be entitled to rely on such selection unless a majority of the
Certificateholders of the Controlling Class, by Certificate Principal Balance, or such Controlling Class Representative shall
have notified the Certificate Administrator, the Master Servicer and each other Certificateholder of the Controlling Class, in
writing, of the resignation of such Controlling Class Representative or the selection of a new Controlling Class Representative.
Upon receipt of written notice of, or other knowledge of, the resignation of a Controlling Class Representative, the Certificate
Administrator shall request the Certificateholders of the Controlling Class to select a new Controlling Class Representative.


 


(f)            
If at any time a book-entry certificate belongs to the Controlling Class, the Certificate Administrator shall notify the
related Beneficial Owner or Beneficial Owners (through the Depository, unless the Certificate Administrator shall have been previously
provided with the name and address of such Beneficial Owner or Beneficial Owners) of such event and shall request that it be informed
of any change in the identity of the related Beneficial Owner from time to time.


 


(g)           
Until it receives notice to the contrary, each of the Master Servicer, the Special Servicer, the Operating Advisor, the
Depositor and the Trustee and the Certificate Administrator shall be entitled to rely on the most recent notification with respect
to the identity of the Certificateholders of the Controlling Class and the Controlling Class Representative.


 


(h)          
Notwithstanding anything to the contrary contained herein at any time when the Class F Certificates is the Controlling
Class, the Holder of more than 50% of the Controlling Class Certificates (by Certificate Principal Balance) may waive its
right to act as or appoint a Controlling Class Representative and to exercise any of the rights of the Controlling Class Representative
or cause the exercise of any of the rights of the Controlling Class Representative set forth in this Agreement, by irrevocable
written notice delivered to the Depositor, Certificate Administrator, Trustee, Master Servicer, Special Servicer and Operating
Advisor (any such Holder or group of affiliated Holders that makes such an election, the “Opting-Out Party”).
Any such waiver shall remain effective, and a Control Termination Event and a Consultation Termination Event shall be deemed to
exist, with respect to such Holder and such Class until such time as the Opting-Out Party has (i) sold a majority of the Class F
Certificates (by outstanding Certificate Principal Balance) to an unaffiliated third party and (ii) certified to the Depositor,
Certificate Administrator, Trustee, Master Servicer, Special Servicer and Operating Advisor that (a) the Opting-Out Party
retains no direct or indirect voting rights with respect to the Class F Certificates that it does not own, (b) there
is no voting agreement between the Opting-Out Party and the transferee and (c) the Opting-Out Party retains no direct or indirect
economic interest in the Class F Certificates (such sale and certification, a “Class F Transfer”). Following
any such Class F Transfer, the successor holder of more than 50% of the Class F Certificates (by outstanding Certificate
Principal Balance), if the Class F


 






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Certificates are the Controlling Class Certificates, shall again have the rights of the
Controlling Class Representative as set forth herein (including the rights to appoint a Controlling Class Representative or cause
the exercise of the rights of the Controlling Class Representative) without regard to any prior waiver by the predecessor Certificateholder.
Such successor Certificateholder shall also have the right as provided in this Section 6.09(h) to irrevocably waive its
right to act as or appoint a Controlling Class Representative and to exercise any of the rights of the Controlling Class Representative
or to cause the exercise of any of the rights of the Controlling Class Representative as set forth in this Agreement. No such successor
Certificateholder described above in this paragraph shall have any consent rights with respect to any Mortgage Loan that became
a Specially Serviced Loan prior to the Class F Transfer and had not also become a Corrected Mortgage Loan prior to such Class F
Transfer until such time as such Mortgage Loan becomes a Corrected Mortgage Loan.


 


ARTICLE
VII



DEFAULT


 


Section 7.01     
Servicer Termination Events.


 


(a) 
          “Servicer Termination Event,” wherever used
herein, means any one of the following events:


 


(i)            
(A) any failure by the Master Servicer to make any deposit or payment required to be made by the Master Servicer to
the Collection Account or any Serviced Whole Loan Custodial Account or make a required remittance to any Serviced Companion Loan
Holder on the day and by the time such deposit or remittance is required to be made under the terms of this Agreement, which failure
is not remedied within one (1) Business Day or (B) any failure by the Master Servicer to deposit into, or remit to the Certificate
Administrator for deposit into, any Distribution Account any amount required to be so deposited or remitted, which failure is not
remedied by 11:00 a.m. (New York City time) on the relevant Distribution Date; or


 


(ii)           
any failure by the Special Servicer to deposit into any REO Account within two (2) Business Days after such deposit is required
to be made, or to remit to the Master Servicer for deposit into the Collection Account, or any Serviced Whole Loan Custodial Account,
as applicable, any amount required to be so deposited or remitted by the Special Servicer pursuant to, and within one (1) Business
Day after the time specified by, the terms of this Agreement; or


 


(iii)          
any failure on the part of the Master Servicer or the Special Servicer, as applicable, duly to observe or perform in any
material respect any of its other covenants or obligations contained in this Agreement which failure continues unremedied for a
period of 30 days (10 days in the case of the Master Servicer’s failure to make a Property Advance or 20 days
in the case of a failure to pay the premium for any insurance policy required to be maintained under this Agreement or such shorter
period (not less than two (2) Business Days) as may be required to avoid the commencement of foreclosure proceedings for unpaid
real estate taxes or the lapse of insurance, as applicable) after the


 






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date on which written notice of such failure, requiring the
same to be remedied, shall have been given to the Master Servicer or the Special Servicer, as the case may be, by any other party
hereto, or to the Master Servicer or the Special Servicer, as the case may be, with a copy to each other party to this Agreement,
by the Holders of Certificates of any Class evidencing, as to such Class, not less than 25% of the Voting Rights allocable to such
Class or, if affected thereby, by a Serviced Companion Loan Holder; provided, however, that if any such failure is
capable of being cured and the Master Servicer or Special Servicer, as applicable, is diligently pursuing such cure, the 30-day
cure period will be extended an additional 60 days; provided that the Master Servicer, or Special Servicer, as applicable,
has commenced to cure such failure within the initial 30-day period and has certified that it has diligently pursued, and is continuing
to pursue, a full cure; or


 


(iv)  
       any breach on the part of the Master Servicer or the Special Servicer of
any representation or warranty contained in this Agreement, which materially and adversely affects the interests of any Class
of Certificateholders or any Serviced Companion Loan Holder, as applicable, and which continues unremedied for a period of
30 days after the date on which notice of such breach, requiring the same to be remedied, has been given to the Master
Servicer or the Special Servicer, as the case may be, by the Depositor, the Certificate Administrator or the Trustee, or to
the Master Servicer, the Special Servicer, the Depositor, the Certificate Administrator and the Trustee by the Holders of
Certificates entitled to not less than 25% of the Voting Rights or, if affected thereby, by a Serviced Companion Loan Holder; provided, however,
that if such breach is capable of being cured and the Master Servicer or Special Servicer, as applicable, is diligently
pursuing such cure, such 30-day period will be extended an additional 60 days; provided that the Master Servicer,
or Special Servicer, as applicable, has commenced to cure such failure within the initial 30-day period and has certified
that it has diligently pursued, and is continuing to pursue, a full cure; or


 


(v)           a decree or order of a court or agency or supervisory authority having jurisdiction in the premises in an involuntary case
under any present or future federal or state bankruptcy, insolvency or similar law for the appointment of a conservator, receiver,
liquidator, trustee or similar official in any bankruptcy, insolvency, readjustment of debt, marshaling of assets and liabilities
or similar proceedings, or for the winding-up or liquidation of its affairs, shall have been entered against the Master Servicer
or the Special Servicer, as applicable, and such decree or order shall have remained in force undischarged, undismissed or unstayed
for a period of 60 days; or


 


(vi)           the Master Servicer or the Special Servicer, as applicable, shall consent to the appointment of a conservator, receiver,
liquidator, trustee or similar official in any bankruptcy, insolvency, readjustment of debt, marshaling of assets and liabilities
or similar proceedings of or relating to the Master Servicer or the Special Servicer or of or relating to all or substantially
all of its property; or


 


(vii)          the
Master Servicer or the Special Servicer, as applicable, shall admit in writing its inability to pay its debts generally as they
become due, file a petition to take advantage of any applicable bankruptcy, insolvency or reorganization statute, make an


 






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assignment
for the benefit of its creditors, voluntarily suspend payment of its obligations or take any corporate action in furtherance of
the foregoing; or


 


(viii)         either
Moody’s or KBRA has (i) qualified, downgraded or withdrawn its rating or ratings of one or more Classes of Certificates,
or (ii) placed one or more Classes of Certificates on “watch status” in contemplation of rating downgrade or withdrawal
and, in the case of either of clauses (i) or (ii), publicly citing servicing concerns with the Master Servicer or any Special
Servicer, as applicable, as the sole or material factor in such rating action (and such qualification, downgrade, withdrawal or
“watch status” placement has not been withdrawn by such Rating Agency, within 60 days of such event); or


 


(ix)            a
servicing officer of the Master Servicer obtains knowledge that the Master Servicer has ceased to have a commercial master servicer
rating of at least “CMS3” from Fitch and that rating is not reinstated within 60 days or, with respect to any
Special Servicer, a servicing officer of the Special Servicer obtains knowledge that the Special Servicer has ceased to have a
commercial special servicer rating of at least “CSS3” from Fitch and that rating is not reinstated within 60 days,
as the case may be; or


 


(x)           
a servicing officer of the Master Servicer or the Special Servicer, as applicable, obtains knowledge that the Master Servicer
or the Special Servicer, as applicable, has failed to maintain a ranking by Morningstar equal to or higher than “MOR CS3”
as a master servicer or special servicer, as applicable, and the Master Servicer or the Special Servicer, as applicable, is not
reinstated to that ranking within 60 days (provided that if Morningstar has not issued a ranking with respect to such Master
Servicer or Special Servicer, as applicable, then the following shall constitute a Servicer Termination Event: Morningstar has
(i) qualified, downgraded or withdrawn its ratings of one or more Classes of Certificates, or (ii) placed one or more Classes of
Certificates on “watch status” in contemplation of rating downgrade or withdrawal and, in the case of either clauses
(i) or (ii), publicly citing servicing concerns with the Master Servicer or the Special Servicer, as applicable, as
the sole or material factor in such rating action (and such qualification, downgrade, withdrawal or “watch status”
placement has not been withdrawn by Morningstar within 60 days of such event)); or


 


(xi)            the
Master Servicer or the Special Servicer, as applicable, or any primary servicer or Sub-Servicer appointed by the Master Servicer
or the Special Servicer after the Closing Date (but excluding any Sub-Servicer set forth on Exhibit S), shall fail
to deliver during any period in which the Trust or the Other Securitization Trust is subject to the reporting requirements of
the Exchange Act the items required to be delivered by this Agreement by the time required under Article X after any applicable
grace periods (any primary servicer or Sub-Servicer that defaults in accordance with this Section 7.01(a)(xi) shall be
terminated at the direction of the Depositor);


 


then, and in each and every such case,
so long as a Servicer Termination Event is continuing and shall not have been remedied, either (i) the Trustee may or (ii) upon
the written direction of the Holders of Certificates evidencing at least 25% of the aggregate Voting Rights of all Certificates
(or, solely in the case of the related Serviced Whole Loan, at the direction of an affected


 






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Serviced Companion Loan Holder) to
the Trustee, then the Trustee shall terminate the Master Servicer or the Special Servicer, as applicable. Notwithstanding anything
to the contrary, it shall not be a Servicer Termination Event with respect to the pool of Mortgage Loans under clauses (i),
(ii), (iii), (iv), (viii), (ix), (x) or (xi) above if the failure, default or
event only has an adverse effect on a Serviced Companion Loan, a Serviced Companion Loan Holder or a rating on any Serviced Companion
Loan Securities, but shall be a Servicer Termination Event with respect to the related Serviced Companion Loan and any related
Serviced Companion Loan Holder shall: (i) in the case of any such failure, default or event on the part of the Master Servicer,
have the remedies set forth in Section 7.01(d) with respect to the Servicer Termination Event with respect to the related
Serviced Companion Loan; and (ii) with respect to any such failure, default or event on the part of the Special Servicer, be able
to require termination of the Special Servicer with respect to, but only with respect to, the related Serviced Whole Loan.


 


In the event that the
Master Servicer is also the Special Servicer and the Master Servicer is terminated as provided in this Section 7.01, the
Master Servicer shall also be terminated as Special Servicer.


 


(b)            If the Master Servicer receives notice of termination under Section 7.01(c) solely due to a Servicer Termination
Event under Section 7.01(a)(viii), Section 7.01(a)(ix) or Section 7.01(a)(x) and if the Master Servicer to
be terminated pursuant to Section 7.01(c) provides the Trustee with the appropriate “request for proposal” materials
within five (5) Business Days following such termination notice, then the Master Servicer shall continue to service as Master
Servicer hereunder until a successor Master Servicer is selected in accordance with this Section 7.01(b). Upon receipt of
the “request for proposal” materials, Trustee shall promptly thereafter (using such “request for proposal”
materials provided by the Master Servicer pursuant to Section 7.01(c)) solicit good faith bids for the rights to service
the Mortgage Loans and the Serviced Whole Loans under this Agreement from at least three (3) Persons qualified to act as a
successor Master Servicer hereunder in accordance with Section 6.02 (any such Person so qualified, a “Qualified Bidder”) or,
if three (3) Qualified Bidders cannot be located, then from as many persons as the Trustee can determine are Qualified Bidders;
provided that the Master Servicer shall supply the Trustee with the names of Persons from whom to solicit such bids; and provided,
further, that the Trustee shall not be responsible if less than three (3) or no Qualified Bidders submit bids for the
right to service the Mortgage Loans under this Agreement. The offer proposal shall require any Successful Bidder (as defined below),
as a condition of such offer, to enter into this Agreement as successor Master Servicer, and to agree to be bound by the terms
hereof, within 45 days after the notice of termination of the Master Servicer. The Trustee shall select the Qualified Bidder with
the highest cash offer (the “Successful Bidder”) to act as successor Master Servicer hereunder; provided,
however, that if the Trustee does not receive a Rating Agency Confirmation from each Rating Agency within 10 days after
the selection of such Successful Bidder, then the Trustee shall repeat the offer process described above (but subject to the above-described
45-day time period) until such confirmation is obtained. The Trustee shall request the Successful Bidder to enter into this
Agreement as successor Master Servicer pursuant to the terms hereof no later than 45 days after notice of the termination of the
Master Servicer.


 


Upon the assignment and
acceptance of master servicing rights hereunder (subject to the terms of Section 3.12 of this Agreement) to and by
the Successful Bidder, the Trustee shall remit or cause to be remitted to the Master Servicer to be terminated pursuant to Section
7.01(c)


 






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of
this Agreement, the amount of such cash offer received from the Successful Bidder (net of “out-of-pocket” expenses
incurred in connection with obtaining such offer and transferring servicing).


 


The Master Servicer to
be terminated pursuant to Section 7.01(c) of this Agreement shall be responsible for all out-of-pocket expenses incurred
in connection with the attempt to sell its rights to service the Mortgage Loans and the Serviced Whole Loans, which expenses are
not reimbursed to the party that incurred such expenses pursuant to the preceding paragraph.


 


If the Successful Bidder
has not entered into this Agreement as successor Master Servicer within the above-described time period or no Successful Bidder
was identified within the above-described time period, the Master Servicer to be terminated pursuant to Section 7.01(c)
shall reimburse the Trustee for all reasonable “out-of-pocket” expenses incurred by the Trustee in connection with
such offer process and the Trustee shall have no further obligations under this Section 7.01(b). The Trustee thereafter
may act or may select a successor to act as Master Servicer hereunder in accordance with Section 7.02.


 


(c)           
In the event that the Master Servicer or the Special Servicer is terminated pursuant to this Section 7.01, the Trustee
shall, by notice in writing to the Master Servicer or the Special Servicer, as the case may be (the “Terminated Party”),
terminate all of its rights and obligations under this Agreement and in and to the Mortgage Loans and Serviced Whole Loans and
the proceeds thereof, other than any rights the Master Servicer or Special Servicer may have hereunder as a Certificateholder and
any rights or obligations that accrued prior to the date of such termination (including the right to receive all amounts accrued
or owing to it under this Agreement, plus interest at the Advance Rate on such amounts until received to the extent such amounts
bear interest as provided in this Agreement, with respect to periods prior to the date of such termination and the right to the
benefits of Section 6.03 and subsection (b) above notwithstanding any such termination). On or after the receipt
by the Terminated Party of such written notice, all of its authority and power under this Agreement, whether with respect to the
Certificates (except that the Terminated Party shall retain its rights as a Certificateholder in the event and to the extent that
it is a Certificateholder) or the Mortgage Loans and Serviced Whole Loans or otherwise, shall pass to and be vested in the Trustee
pursuant to and under this Section and, without limitation, the Trustee is hereby authorized and empowered to execute and deliver,
on behalf of and at the expense of the Terminated Party, as attorney-in-fact or otherwise, any and all documents and other instruments,
and to do or accomplish all other acts or things necessary or appropriate to effect the purposes of such notice of termination,
whether to complete the transfer and endorsement or assignment of the Mortgage Loans and Serviced Whole Loans and related documents,
or otherwise. The Master Servicer and the Special Servicer each agrees that, in the event it is terminated pursuant to this Section
7.01, to promptly (and in any event no later than ten Business Days subsequent to such notice) provide, at its own expense,
the Trustee (or the successor Master Servicer selected by the Trustee pursuant to Section 7.01(b) of this Agreement or the
successor Master Servicer or Special Servicer, as applicable, otherwise appointed pursuant to Section 7.02 of this Agreement)
with all documents and records requested by the Trustee (or the successor Master Servicer selected by the Trustee pursuant to Section
7.01(b) of this Agreement or the successor Master Servicer or Special Servicer, as applicable, otherwise appointed pursuant
to Section 7.02 of this Agreement) to enable the Trustee or other successor to


 






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its
responsibilities hereunder to assume its functions hereunder, and to cooperate with the Trustee and the successor to its responsibilities
hereunder in effecting the termination of its responsibilities and rights hereunder, including, without limitation, the transfer
to the successor Master Servicer or successor Special Servicer or the Trustee, as applicable, for administration by it of all
cash amounts which shall at the time be or should have been credited by the Master Servicer or the Special Servicer to the Collection
Account, any Serviced Whole Loan Custodial Account, any REO Account or Lockbox Account shall thereafter be received with respect
to the Mortgage Loans and Serviced Whole Loans, and shall promptly provide the Trustee or such successor Master Servicer or Special
Servicer (which may include the Trustee), as applicable, all documents and records reasonably requested by it, such documents
and records to be provided in such form as the Trustee or such successor Master Servicer or Special Servicer shall reasonably
request (including electromagnetic form), to enable it to assume the Master Servicer’s or Special Servicer’s function
hereunder. All reasonable costs and expenses actually incurred by the Trustee, the Certificate Administrator or the successor
Master Servicer or successor Special Servicer in connection with transferring Mortgage Files, Servicing Files and related information,
records and reports to the successor Master Servicer or Special Servicer and amending this Agreement to reflect (as well as providing
appropriate notices to Mortgagors, ground lessors, insurers and other applicable third parties regarding) such succession as successor
Master Servicer or successor Special Servicer pursuant to this Section 7.01 shall be paid by the predecessor Master Servicer
or the Special Servicer, as applicable, upon presentation of reasonable documentation of such costs and expenses. If the predecessor
Master Servicer or Special Servicer (as the case may be) has not reimbursed the Trustee, the Certificate Administrator or
the successor Master Servicer or Special Servicer for such expenses within 90 days after the presentation of reasonable documentation,
such expense shall be reimbursed by the Trust Fund; provided that the Terminated Party shall not thereby be relieved of
its liability for such expenses.


 


(d)            Notwithstanding
Section 7.01(a) and Section 7.01(c), if (1) any Servicer Termination Event on the part of the Master Servicer affects
a Serviced Companion Loan, the related Serviced Companion Loan Holder or the rating on a Class of the related Serviced Companion
Loan Securities, and the Master Servicer is not otherwise terminated in accordance with Section 7.01(c), or (2) a Servicer
Termination Event on the part of the Master Servicer affects only a Serviced Companion Loan, the related Serviced Companion Loan
Holder or the rating on a Class of Serviced Companion Loan Securities, then the Master Servicer may not be terminated in accordance
with Section 7.01(c), but, upon the written direction of the Serviced Companion Loan Holder, the Master Servicer will be
required to appoint, within 30 days of such direction, a sub-servicer (or, if any Serviced Whole Loan is currently being sub-serviced,
to replace, within 30 days of the Trustee’s request, the then-current sub-servicer with a new sub-servicer). In connection
with the Master Servicer’s appointment of any sub-servicer at the direction of a Companion Loan Holder in accordance with
this Section 7.01(d), the Master Servicer shall obtain at its own expense a Companion Loan Rating Agency Confirmation from
each Companion Loan Rating Agency, which shall be delivered and addressed to the related Companion Loan Holder and to the Trustee.
The related sub-servicing agreement shall provide that any sub-servicer appointed by the Master Servicer at the direction of a
Companion Loan Holder in accordance with this Section 7.01(d) shall be responsible for all duties, and shall be entitled
to all compensation (other than the Excess Servicing Fee Right), of the Master Servicer under this Agreement with respect to the
related Serviced Whole Loan, except that the Master


 






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Servicer
shall be entitled to retain a portion of the Servicing Fee for the Mortgage Loan that is part of the related Serviced Whole Loan
calculated at 0.0% per annum with respect to such Mortgage Loan (and any related REO Mortgage Loan). Such sub-servicing
agreement (a) may be terminated without cause and without payment of any fee and (b) shall also provide that such sub-servicer
shall agree to become the master servicer under a separate servicing agreement for the applicable Serviced Whole Loan in the event
that any Serviced Whole Loan is no longer to be serviced and administered hereunder, which separate servicing agreement shall
contain servicing and administration, limitation of liability, indemnification and servicing compensation provisions substantially
similar to the corresponding provisions of this Agreement, except for the fact that the applicable Serviced Whole Loan and the
related Mortgaged Properties shall be the sole assets serviced and administered thereunder and the sole source of funds thereunder.
If any sub-servicer appointed by the Master Servicer at the direction of a Companion Loan Holder in accordance with this Section
7.01(d) shall at any time resign or be terminated, the Master Servicer shall be required to promptly appoint a substitute
sub-servicer and obtain a Rating Agency Confirmation. In the event a successor Master Servicer is acting hereunder and that successor
Master Servicer desires to terminate the sub-servicer appointed under this Section 7.01(d), the terminated Master Servicer
that was responsible for the Servicer Termination Event that led to the appointment of such sub-servicer shall be responsible
for all costs incurred in connection with such termination, including the payment of any termination fee.


 


(e)           
If the Trustee, the Certificate Administrator or the Master Servicer has received notice from Moody’s, Fitch, KBRA
or Morningstar that the Master Servicer no longer is an approved master servicer then such party shall promptly notify the others
and the Special Servicer, and the Certificate Administrator shall notify the related Companion Loan Holder of the same.


 


Section 7.02     Trustee to Act; Appointment of Successor. On and after the time the Master Servicer or the Special Servicer receives
a notice of termination pursuant to Section 7.01, the Trustee shall, subject to the following provisions of this Section 7.02,
be its successor in all respects in its capacity as Master Servicer or Special Servicer under this Agreement and the transactions
set forth or provided for herein and, except as provided herein, shall be subject to all the responsibilities, duties, limitations
on liability and liabilities relating thereto and arising thereafter placed on the Master Servicer or Special Servicer by the terms
and provisions hereof; provided, however, that (i) the Trustee shall have no responsibilities, duties, liabilities
or obligations with respect to any act or omission of the Master Servicer or Special Servicer and (ii) any failure to perform,
or delay in performing, such duties or responsibilities caused by the Terminated Party’s failure to provide, or delay in
providing, records, tapes, disks, information or moneys shall not be considered a default by such successor hereunder. The Trustee,
as successor Master Servicer or successor Special Servicer, shall be indemnified to the full extent provided the Master Servicer
or Special Servicer, as applicable, under this Agreement prior to the Master Servicer’s or the Special Servicer’s termination.
The appointment of a successor Master Servicer or successor Special Servicer shall not affect any liability of the predecessor
Master Servicer or Special Servicer which may have arisen prior to its termination as Master Servicer or Special Servicer. The
Trustee shall not be liable for any of the liabilities, representations and warranties of the Master Servicer or Special Servicer
herein or in any related document or agreement, for any acts or omissions of the predecessor Master Servicer or predecessor Special
Servicer or for any losses incurred in respect of any Permitted Investment by the Master Servicer pursuant to


 






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Section
3.07 of this Agreement nor shall the Trustee be required to purchase any Mortgage Loan or Serviced Whole Loan hereunder. As
compensation therefor, the Trustee (or any other successor Master Servicer or Special Servicer assuming the obligations of the
Master Servicer or the Special Servicer, as applicable) as successor Master Servicer or successor Special Servicer shall be entitled
to the Servicing Fee or Special Servicing Compensation, as applicable, and all funds relating to the Mortgage Loans and any related
Serviced Companion Loans that accrue after the date of the Trustee’s succession to which the Master Servicer or Special
Servicer would have been entitled if the Master Servicer or Special Servicer, as applicable, had continued to act hereunder. In
the event any Advances made by the Master Servicer and the Trustee shall at any time be outstanding, or any amounts of interest
thereon shall be accrued and unpaid, all amounts available to repay Advances and interest hereunder shall be applied entirely
to the Advances made by the Trustee (and the accrued and unpaid interest thereon), until such Advances and interest shall have
been repaid in full. Notwithstanding the above, the Trustee may, if it shall be unwilling to so act, or shall, if it is unable
to so act, or if the Holders of Certificates entitled to at least 25% of the aggregate Voting Rights so request in writing to
the Trustee, or if the Rating Agencies do not provide Rating Agency Confirmations with respect to the Trustee so acting, promptly
appoint, or petition a court of competent jurisdiction to appoint, an established mortgage loan servicing institution for which
a Rating Agency Confirmation from each Rating Agency has been obtained (at the expense of the terminated Master Servicer or Special
Servicer, as applicable, or, if the expense is not so recovered, at the expense of the Trust Fund), as the successor to the Master
Servicer or Special Servicer, as applicable, hereunder in the assumption of all or any part of the responsibilities, duties or
liabilities of the Master Servicer or Special Servicer hereunder; provided that, for so long as no Control Termination
Event has occurred or is continuing the Controlling Class Representative shall have the right to approve any such successor Special
Servicer. No appointment of a successor to the Master Servicer or Special Servicer hereunder shall be effective until the assumption
by such successor of all the Master Servicer’s or Special Servicer’s responsibilities, duties and liabilities hereunder.
Pending appointment of a successor to the Master Servicer (or the Special Servicer if the Special Servicer is also the Master
Servicer) hereunder, unless the Trustee shall be prohibited by law from so acting, the Trustee shall act in such capacity
as herein above provided. Pending the appointment of a successor to the Special Servicer, unless the Master Servicer is also the
Special Servicer, the Master Servicer shall act in such capacity. In connection with such appointment and assumption described
herein, the Trustee may make such arrangements for the compensation of such successor out of payments on Mortgage Loans and Companion
Loans as it and such successor shall agree; provided, however, that no such compensation shall be in excess of that
permitted the Terminated Party hereunder; provided, further, that if no successor to the Terminated Party can be
obtained to perform the obligations of such Terminated Party hereunder, additional amounts shall be paid to such successor and
such amounts in excess of that permitted the Terminated Party shall be treated as Realized Losses; provided, further,
that, for so long as no Consultation Termination Event has occurred and is continuing, the Trustee shall consult with the Controlling
Class Representative prior to the appointment of a successor to the Terminated Party at such amounts in excess of that permitted
the Terminated Party. The Depositor, the Trustee, the Master Servicer or Special Servicer and such successor shall take such action,
consistent with this Agreement, as shall be necessary to effectuate any such succession.


 


If the Trustee or an
Affiliate acts pursuant to this Section 7.02 as successor to the terminated Master Servicer, it may reduce the Excess Servicing
Fee Rate to the extent that the


 






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Trustee’s or such Affiliate’s compensation as successor Master Servicer would otherwise
be below the market rate servicing compensation. If the Trustee elects to appoint a successor to the terminated Master Servicer
other than itself or an Affiliate pursuant to this Section 7.02, it may reduce the Excess Servicing Fee Rate to the extent
reasonably necessary (in the sole discretion of the Trustee) for the Trustee to appoint a qualified successor Master Servicer that
meets the requirements of this Section 7.02.


 


Section 7.03     Notification to Certificateholders.


 


(a)           
Upon any termination pursuant to Section 7.01 above or appointment of a successor to the Master Servicer or the Special
Servicer, the Certificate Administrator shall give prompt written notice thereof to Certificateholders at their respective addresses
appearing in the Certificate Register, to the Companion Loan Holders and electronically, for posting to the Rule 17g-5 Information
Provider’s Website pursuant to Section 11.13 of this Agreement, to the Rule 17g-5 Information Provider.


 


(b)            Within
30 days after the occurrence of any Servicer Termination Event or Operating Advisor Termination Event of which a Responsible
Officer of the Certificate Administrator has actual knowledge, the Certificate Administrator shall transmit by mail to all Holders
of Certificates, any affected Companion Loan Holder (to the extent the Certificate Administrator has received the notice information
for such Companion Loan Holder after a request therefor) and electronically, for posting to the Rule 17g-5 Information Provider’s
Website pursuant to Section 11.13 of this Agreement, to the Rule 17g-5 Information Provider notice of such Servicer
Termination Event or Operating Advisor Termination Event, unless such Servicer Termination Event or Operating Advisor Termination
Event shall have been cured or waived.


 


Section 7.04     Other
Remedies of Trustee. During the continuance of any Servicer Termination Event, so long as such Servicer Termination Event
shall not have been remedied, the Trustee, in addition to the rights specified in Section 7.01, shall have the right, in
its own name as trustee of an express trust, to take all actions now or hereafter existing at law, in equity or by statute to
enforce its rights and remedies and to protect the interests, and enforce the rights and remedies, of the Certificateholders and
the Companion Loan Holders (including the institution and prosecution of all judicial, administrative and other proceedings and
the filing of proofs of claim and debt in connection therewith). In such event, the legal fees, expenses and costs of such action
and any liability resulting therefrom shall be expenses, costs and liabilities of the defaulting Master Servicer or Special Servicer,
as applicable. If the Master Servicer or Special Servicer, as applicable, fails to remedy, after the presentation of reasonable
documentation, the Trustee shall be entitled to be reimbursed for such expenses, costs and liability from the Collection Account
or the Serviced Whole Loan Custodial Account, as applicable, as provided in Section 3.06 and Section 3.06A
of this Agreement; provided that the Master Servicer or the Special Servicer, as applicable, shall not be relieved of such
liability for such expenses, costs and liabilities. Except as otherwise expressly provided in this Agreement, no remedy provided
for by this Agreement shall be exclusive of any other remedy, and each and every remedy shall be cumulative and in addition to
any other remedy and no delay or omission to exercise any right or remedy shall impair any such right or remedy or shall be deemed
to be a waiver of any Servicer Termination Event of the Master Servicer or the Special Servicer.


 






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Section 7.05     Waiver of Past Servicer Termination Events and Operating Advisor Termination Events; Termination. The Holders of
Certificates evidencing not less than 66-2/3% of the aggregate Voting Rights of the Certificates (and, if such Servicer Termination
Event is on the part of a Special Servicer, with respect to a Serviced Whole Loan only, by each affected Serviced Companion Loan
Holder) may, on behalf of all Holders of Certificates, waive any Servicer Termination Event on the part of the Master Servicer,
Special Servicer or any Operating Advisor Termination Event on the part of the Operating Advisor in the performance of its obligations
hereunder and its consequences, except a Servicer Termination Event in connection with making any required deposits (including,
with respect to the Master Servicer, P&I Advances) to or payments from the Collection Account, a Serviced Whole Loan Custodial
Account or the Lower-Tier Distribution Account or in remitting payments as received, in each case in accordance with this Agreement.
Upon any such waiver of a past default, such default shall cease to exist, and any Servicer Termination Event or Operating Advisor
Termination Event arising therefrom shall be deemed to have been remedied for every purpose of this Agreement. No such waiver shall
extend to any subsequent or other default or impair any right consequent thereon. Any costs and expenses incurred by the Certificate
Administrator in connection with such default and prior to such waiver shall be reimbursed by the Master Servicer, the Special
Servicer or the Operating Advisor, as applicable, promptly upon demand therefor and if not reimbursed to the Certificate Administrator
within 90 days of such demand, from the Trust Fund; provided that the Trust Fund shall be reimbursed by the Master
Servicer, the Special Servicer or the Operating Advisor, as applicable, to the extent such amounts are reimbursed to the Certificate
Administrator from the Trust Fund. Notwithstanding the foregoing, (a) a Servicer Termination Event under any of Section
7.01(a)(i) and Section 7.01(a)(ii) of this Agreement may be waived only with the consent of all of the Certificateholders
of the affected Classes, and (b) a Servicer Termination Event under Section 7.01(a)(xi) of this Agreement may be waived
only with the consent of the Depositor, together with (in the case of each of clauses (a) and (b)) the consent
of each Serviced Companion Loan Holder, if any, that is affected by such Servicer Termination Event.


 


The foregoing paragraph
notwithstanding, if the Holders representing at least the requisite percentage of the Voting Rights allocated to each affected
Class of Certificates desire to waive a Servicer Termination Event by the Master Servicer, but a Companion Loan Holder related
to a Serviced Whole Loan (if adversely affected thereby) does not wish to waive that Servicer Termination Event, then those Certificateholders
may still waive that Servicer Termination Event, and the applicable Companion Loan Holder will be entitled to request that the
Master Servicer appoint, within 60 days of the applicable Companion Loan Holder’s request, a sub-servicer (or, if the applicable
Serviced Whole Loan is currently being subserviced, to replace, within 60 days of the applicable Companion Loan Holder’s
request, the then-current sub-servicer with a new sub-servicer) with respect to the applicable Serviced Whole Loan. In connection
with the Master Servicer’s appointment of a sub-servicer at the request of a Companion Loan Holder in accordance with this
Section 7.05, the Master Servicer shall obtain a Rating Agency Confirmation from each Rating Agency at the expense of the
Companion Loan Holder. The related sub-servicing agreement shall provide that any sub-servicer appointed by the Master Servicer
at the request of a Companion Loan Holder in accordance with this Section 7.05 shall be responsible for all duties, and
shall be entitled to all compensation (other than the Excess Servicing Fee Right), of the Master Servicer under this Agreement
with respect to the applicable Serviced Whole Loan, except that the Master Servicer shall be entitled to retain a


 






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portion
of the master servicing fee for the related Mortgage Loan calculated at 0.0% per annum. Such Sub-Servicing Agreement (a)
may be terminated without cause and without the payment of any fee and (b) shall also provide that such sub-servicer shall
become the master servicer under a separate servicing agreement for the applicable Serviced Whole Loan in the event that any Serviced
Whole Loan is no longer to be serviced and administered hereunder, which separate servicing agreement shall contain servicing
and administration, limitation of liability, indemnification and servicing compensation provisions substantially similar to the
corresponding provisions of this Agreement, except for the fact that the applicable Serviced Whole Loan and the related Mortgaged
Properties shall be the sole assets serviced and administered thereunder and the sole source of funds thereunder. Such sub-servicer
(a) may be terminated without cause and without the payment of any fee and (b) shall meet the requirements of Section
3.01 of this Agreement. If any sub-servicer appointed by the Master Servicer at the request of a Companion Loan Holder in
accordance with this Section 7.05 shall at any time resign or be terminated, the Master Servicer shall be required to promptly
appoint a substitute sub-servicer with respect to which a Rating Agency Confirmation, which shall be delivered and addressed to
the related Companion Loan Holder and to the Trustee, has been obtained at the expense of the applicable resigning or terminated
sub-servicer (and any applicable Sub-Servicing Agreement shall so provide), and if the resigning or terminated sub-servicer fails
to cover such expense, the Master Servicer shall do so. In the event a successor Master Servicer is acting hereunder and that
successor Master Servicer desires to terminate the sub-servicer appointed under this Section 7.05, the terminated Master
Servicer that was responsible for the Servicer Termination Event that led to the appointment of such sub-servicer shall be responsible
for all costs incurred in connection with such termination, including the payment of any termination fee.


 


Section 7.06      Termination of the Operating Advisor.


 


(a)           
An “Operating Advisor Termination Event” means any one of the following events whether it shall be voluntary
or involuntary or be effected by operation of law or pursuant to any judgment, decree or order of any court or any order, rule
or regulation of any administrative or governmental body:


 


(i)           
any failure by the Operating Advisor to observe or perform in any material respect any of its covenants or agreements or
the material breach of its representations or warranties under this Agreement, which failure shall continue unremedied for a period
of thirty (30) days after the date on which written notice of such failure shall have been given to the Operating Advisor by the
Trustee or to the Operating Advisor and the Trustee by the Holders of Certificates having greater than 25% of the aggregate Voting
Rights of all then-outstanding Certificates; provided, however, that with respect to any such failure which is not
curable within such 30-day period, the Operating Advisor shall have an additional cure period of thirty (30) days to effect such
cure so long as it has commenced to cure such failure with the initial 30-day period and has provided the Trustee and the Certificate
Administrator with an Officer’s Certificate certifying that it has diligently pursued, and is continuing to pursue, such
cure;


 


(ii)          
any failure by the Operating Advisor to perform in accordance with the Operating Advisor Standard which failure shall continue
unremedied for a period of thirty (30) days;


 






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(iii)         
any failure by the Operating Advisor to be an Eligible Operating Advisor, which failure shall continue unremedied for a
period of thirty (30) days;


 


(iv)         
a decree or order of a court or agency or supervisory authority having jurisdiction in the premises in an involuntary case
under any present or future federal or state bankruptcy, insolvency or similar law for the appointment of a conservator or receiver
or liquidator in any insolvency, readjustment of debt, marshaling of assets and liabilities or similar proceedings, or for the
winding-up or liquidation of its affairs, shall have been entered against the Operating Advisor, and such decree or order shall
have remained in force undischarged or unstayed for a period of sixty (60) days;


 


(v)           
the Operating Advisor shall consent to the appointment of a conservator or receiver or liquidator or liquidation committee
in any insolvency, readjustment of debt, marshaling of assets and liabilities, voluntary liquidation, or similar proceedings of
or relating to the Operating Advisor or of or relating to all or substantially all of its property; or


 


(vi)  
        the Operating Advisor shall admit in writing its inability to pay its debts
generally as they become due, file a petition to take advantage of any applicable insolvency or reorganization statute, make
an assignment for the benefit of its creditors, or voluntarily suspend payment of its obligations.


 


Upon receipt by the Certificate
Administrator of notice of the occurrence of any Operating Advisor Termination Event, the Certificate Administrator shall promptly
provide written notice to all Certificateholders electronically by posting such notice on its internet website and by mail, unless
the Certificate Administrator has received notice that it has been remedied. If an Operating Advisor Termination Event shall occur
then, and in each and every such case, so long as such Operating Advisor Termination Event shall not have been remedied, either
the Trustee (i) may or (ii) upon the written direction of holders of Certificates evidencing not less than 25% of the
Voting Rights of each Class of Non-Reduced Certificates, the Trustee shall, terminate all of the rights and obligations of the
Operating Advisor under this Agreement, (other than any rights or obligations that accrued prior to such termination, including
accrued and unpaid compensation, and indemnification rights arising out of events occurring prior to such termination), by notice
in writing to the Operating Advisor. Notwithstanding anything herein to the contrary, the Depositor shall have the right, but not
the obligation, to notify the Certificate Administrator and the Trustee of any Operating Advisor Termination Event of which the
Depositor becomes aware.


 


(b)           
Upon (i) the written direction of holders of Certificates evidencing not less than 15% of the Voting Rights of the
Non-Reduced Certificates requesting a vote to terminate and replace the Operating Advisor with a proposed successor operating advisor
that is an Eligible Operating Advisor 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
shall promptly provide written notice thereof to the Operating Advisor and to all Certificateholders by (i) posting such notice
on its internet website, and (ii) mailing such notice to all Certificateholders at their addresses appearing in the Certificate
Register and to the Operating Advisor. Upon the written direction of holders of


 






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Certificates
evidencing more than 50% of the Voting Rights of the Non-Reduced Certificates that exercise their right to vote (provided
that Holders of at least 50% of the Voting Rights of the Non-Reduced Certificates exercise their right to vote), the Trustee shall
terminate all of the rights and obligations of the Operating Advisor under this Agreement (other than any rights or obligations
that accrued prior to such termination, including accrued and unpaid compensation, and indemnification rights arising out of events
that occurred prior to such termination) by written notice to the Operating Advisor, and the proposed successor operating advisor
shall be appointed. The provisions set forth in the foregoing sentences of this Section 7.06(b) shall be binding upon and
inure to the benefit of solely the Certificateholders and the Trustee as between each other. The Operating Advisor shall not have
any cause of action based upon or arising from any breach or alleged breach of such provisions. As between the Operating Advisor,
on the one hand, and the Certificateholders, on the other, the Certificateholders shall be entitled in their sole discretion to
vote for the termination or not vote for the termination of the Operating Advisor. The Certificate Administrator shall include
on each Distribution Date Statement a statement that each Certificateholder and Beneficial Owner may access such notices on the
Certificate Administrator’s Website and each Certificateholder and Beneficial Owner may register to receive e-mail notifications
when such notices are posted on the Certificate Administrator’s Website; provided that the Certificate Administrator
shall be entitled to reimbursement from the requesting Certificateholders for the reasonable expenses of posting such notices.


 


(c)           
On or after the receipt by the Operating Advisor of such written notice of termination, subject to the foregoing, all of
its authority and power under this Agreement shall be terminated and, without limitation, the terminated Operating Advisor shall
execute any and all documents and other instruments, and do or accomplish all other acts or things reasonably necessary or appropriate
to effect the purposes of such notice of termination. As soon as practicable, but in no event later than 15 Business Days after
(1) the Operating Advisor resigns pursuant to Section 6.04 of this Agreement (excluding any resignation under the circumstances
contemplated in Section 6.04(b) where no successor Operating Advisor is required to be appointed) or (2) the Trustee delivers
such written notice of termination to the Operating Advisor, the Trustee shall appoint a successor Operating Advisor that is an
Eligible Operating Advisor, which successor Operating Advisor may be an Affiliate of the Trustee and shall be the proposed Operating
Advisor in the case of a termination pursuant to Section 7.06(b) of this Agreement; provided, however, that
if the Trustee is the successor Master Servicer or successor Special Servicer, neither the Trustee nor any of its Affiliates shall
be the successor Operating Advisor. The Trustee shall provide written notice of the appointment of a successor Operating Advisor
to the Master Servicer, the Special Servicer, the Operating Advisor, the Certificate Administrator, the Controlling Class Representative
and each Certificateholder within one Business Day of such appointment. Except as contemplated by Section 7.06(b) of this
Agreement, the appointment of a successor Operating Advisor shall not be subject to the vote, consent or approval of the holder
of any Class of Certificates.


 


The Operating Advisor
shall not at any time be the Depositor, the Master Servicer, the Special Servicer, a Sponsor or an Affiliate of any of them. If
any of such entities becomes the Operating Advisor, including by means of an Affiliation arising after the date hereof, the Operating
Advisor shall immediately resign or cause an assignment under Section 6.04 of this Agreement and the Trustee shall appoint
a successor Operating Advisor subject to and in accordance with this Section 7.06(c), which successor Operating Advisor
may be an


 






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Affiliate
of the Trustee. Notwithstanding the foregoing, if the Trustee is unable to find a successor Operating Advisor within 30 days
of the termination of the Operating Advisor, the Depositor shall be permitted to find a replacement. In the event the Operating
Advisor is either (i) required to resign due to the Depositor, the Master Servicer, the Special Servicer, the Controlling
Class Representative, a Sponsor or an Affiliate thereof becoming the Operating Advisor or (ii) terminated pursuant to this
Section 7.06, then, unless and until a replacement Operating Advisor is appointed, no party shall act as the Operating
Advisor and the provisions in this Agreement relating to consultation with respect to the Operating Advisor shall not be applicable
until a replacement Operating Advisor is appointed hereunder.


 


(d)            Upon any resignation or termination of the Operating Advisor and, if applicable, appointment of a successor to the Operating
Advisor, the Trustee shall, as soon as possible, give written notice thereof to the Rating Agencies, the Special Servicer, the
Master Servicer, the Certificate Administrator (who shall, as soon as possible, give written notice thereof to the Certificateholders),
the Depositor and, prior to the occurrence and continuance of a Consultation Termination Event, the Controlling Class Representative
and, for posting to the Rule 17g-5 Information Provider’s Website pursuant to Section 11.13 of this Agreement,
the Rule 17g-5 Information Provider. In the event that the Operating Advisor resigns or is terminated, all of its rights and
obligations under this Agreement shall terminate, other than any rights or obligations that accrued prior to such resignation or
termination, including accrued and unpaid compensation, and indemnification rights arising out of events occurring prior to such
resignation or termination).


 


(e)           
Notwithstanding the foregoing, the Operating Advisor may resign from its obligations and duties under this Agreement, without
payment of any penalty, at any time (a) the aggregate Certificate Principal Balances of the Class A-1, Class A-2, Class A-3, Class
A-4, Class A-SB, Class A-S, Class B, Class C, Class D and Class E Certificates have been reduced to zero, or (b) the aggregate
Stated Principal Balance of the Mortgage Loans in the Trust is equal to or less than 1% of the aggregate Cut-off Date Principal
Balance of the Mortgage Loans; provided that no successor operating advisor shall be required to be appointed in connection with,
or as a condition to, such resignation.


 


ARTICLE
VIII



CONCERNING THE TRUSTEE and The Certificate Administrator


 


Section 8.01    
Duties of the Trustee and the Certificate Administrator.


 


(a)           
The Trustee, prior to the occurrence of a Servicer Termination Event of which a Responsible Officer of the Trustee has actual
knowledge and after the curing or waiver of all Servicer Termination Events which may have occurred, undertakes to perform such
duties and only such duties as are specifically set forth in this Agreement and no permissive right of the Trustee shall be construed
as a duty. During the continuance of a Servicer Termination Event of which a Responsible Officer of the Trustee has actual knowledge,
the Trustee, subject to the provisions of Section 7.02 and Section 7.04 of this Agreement, shall exercise such of
the rights and powers vested in it by this Agreement, and use the same degree of care and skill in its exercise, as a prudent person
would exercise or use under the circumstances in the conduct of


 






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such
person’s own affairs. The Certificate Administrator undertakes to perform at all times such duties and only such duties
as are specifically set forth in this Agreement and no permissive right of the Certificate Administrator shall be construed as
a duty.


 


(b)            Each of the Trustee and the Certificate Administrator, upon receipt of any resolutions, certificates, statements, opinions, reports,
documents, orders or other instruments furnished to the Trustee or the Certificate Administrator, as applicable, which are specifically
required to be furnished pursuant to any provision of this Agreement, shall examine them to determine whether they conform on
their face to the requirements of this Agreement to the extent specifically set forth herein; provided, however,
that neither the Trustee nor the Certificate Administrator shall be responsible for the accuracy or content of any such resolution,
certificate, statement, opinion, report, document, order or other instrument provided to it hereunder if accepted in good faith.
If any such instrument is found not to conform on its face to the requirements of this Agreement in a material manner, the Trustee
or the Certificate Administrator, as applicable, shall request a corrected instrument, and if the instrument is not corrected
to the Trustee’s or the Certificate Administrator’s, as applicable, reasonable satisfaction, the Certificate Administrator
(if the Certificate Administrator requested the corrected instrument or upon direction from the Trustee if the Trustee requested
the corrected instrument) will provide notice thereof to the Certificateholders.


 


(c)           
Neither the Trustee, the Certificate Administrator nor any of their respective officers, directors, employees, agents or
“control” persons within the meaning of the Securities Act shall have any liability arising out of or in connection
with this Agreement, provided that, subject to Section 8.02 of this Agreement, no provision of this Agreement shall
be construed to relieve the Trustee or the Certificate Administrator, as applicable, or any such person, from liability for its
own negligent action, its own negligent failure to act or its own willful misconduct or its own bad faith; and provided,
further, that:


 


(i)            
Prior to the occurrence of a Servicer Termination Event or Operating Advisor Termination Event of which a Responsible Officer
of the Trustee has actual knowledge, and after the curing or waiver of all such Servicer Termination Events which may have occurred,
the duties and obligations of the Trustee shall be determined solely by the express provisions of this Agreement, neither the Trustee
nor the Certificate Administrator shall be liable except for the performance of such duties and obligations as are specifically
set forth in this Agreement, no implied covenants or obligations shall be read into this Agreement against the Trustee or the Certificate
Administrator and, in the absence of bad faith on the part of the Trustee or the Certificate Administrator, the Trustee or the
Certificate Administrator, as applicable, may conclusively rely, as to the truth of the statements and the correctness of the opinions
expressed therein, upon any resolutions, certificates, statements, reports, opinions, documents, orders or other instruments furnished
to the Trustee or the Certificate Administrator, as applicable, that conform on their face to the requirements of this Agreement
without responsibility for investigating the contents thereof;


 


(ii)           
Neither the Trustee nor the Certificate Administrator shall be personally liable for an error of judgment made in good faith
by a Responsible Officer or


 






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Responsible Officers, unless it shall be proved that the Trustee or the Certificate Administrator,
as applicable, was negligent in ascertaining the pertinent facts;


 


(iii)           Neither
the Trustee nor the Certificate Administrator shall be personally liable with respect to any action taken, suffered or omitted
to be taken by it in good faith in accordance with the direction of Holders of Certificates entitled to greater than 50% of the
Percentage Interests (or such other percentage as is specified herein) of each affected Class, or of the aggregate Voting Rights
of the Certificates, relating to the time, method and place of conducting any proceeding for any remedy available to the Trustee
or the Certificate Administrator, as applicable, or exercising any trust or power conferred upon the Trustee or the Certificate
Administrator, as applicable, under this Agreement;


 


(iv)           Neither
the Trustee, the Certificate Administrator nor any of their respective directors, officers, employees, agents or control persons
shall be responsible for any act or omission of any Custodian, Paying Agent or Certificate Registrar that is not the same Person
as, or an Affiliate of, the Trustee or the Certificate Administrator, as applicable, and that is selected other than by the Trustee
or the Certificate Administrator, as applicable, performed or omitted in compliance with any custodial or other agreement, or
any act or omission of the Master Servicer, Special Servicer, the Depositor, the Operating Advisor or any other third Person,
including, without limitation, in connection with actions taken pursuant to this Agreement;


 


(v)          
Neither the Trustee nor the Certificate Administrator shall be under any obligation to appear in, prosecute or defend any
legal action unless such action is incidental to its respective duties as Trustee or Certificate Administrator, as applicable,
in related with this Agreement (and, if it does, all reasonable legal expenses and costs of such action shall be expenses and costs
of the Trust Fund) and in its opinion does not expose it to any expense or liability for which reimbursement is not reasonably
assured, and the Trustee or the Certificate Administrator, as applicable, shall be entitled to be reimbursed therefor from the
Collection Account, unless such legal action arises (i) as a result of any willful misconduct, bad faith, fraud or negligence
in the performance of duties of the Trustee or the Certificate Administrator, as the case may be, or by reason of negligent disregard
of the Trustee’s or the Certificate Administrator’s, as the case may be, obligations or duties hereunder, or (ii) as
a result of the breach by the Trustee or the Certificate Administrator, as the case may be, of any of its representations or warranties
contained in Section 2.07 or Section 2.08 herein; provided, however, that the Trustee or the Certificate
Administrator may in its discretion undertake any such action related to its obligations hereunder which it may deem necessary
or desirable with respect to this Agreement and the rights and duties of the parties hereto and the interests of the Certificateholders
hereunder; and


 


(vi)           Neither
the Trustee nor the Certificate Administrator shall be charged with knowledge of any act, failure to act or breach of any
Person upon the occurrence of which the Trustee or the Certificate Administrator, as applicable, may be required to act,
unless a Responsible Officer of the Trustee or the Certificate Administrator, as applicable, obtains actual knowledge of such
failure. Each of the Trustee and the Certificate Administrator shall be deemed to have actual knowledge of the Master


 






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Servicer’s or the Special Servicer’s failure to provide scheduled reports, certificates and statements when and
as required to be delivered to the Trustee or the Certificate Administrator, as applicable, pursuant to this Agreement.


 


None of the provisions
contained in this Agreement shall require the Trustee or the Certificate Administrator, in its capacity as Trustee or the Certificate
Administrator, as applicable, to expend or risk its own funds, or otherwise incur financial liability in the performance of any
of its duties hereunder, or in the exercise of any of its rights or powers, if in the opinion of the Trustee or the Certificate
Administrator, as applicable, the repayment of such funds or adequate indemnity against such risk or liability is not reasonably
assured to it, and none of the provisions contained in this Agreement shall in any event require the Trustee or the Certificate
Administrator, as applicable, to perform, or, with respect to the Trustee, be responsible for the manner of performance of, any
of the obligations of the Master Servicer, the Special Servicer or the Operating Advisor under this Agreement, except, with respect
to the Trustee, during such time, if any, as the Trustee shall be the successor to, and be vested with the rights, duties, powers
and privileges of, the Master Servicer or the Special Servicer in accordance with the terms of this Agreement. Neither the Trustee
nor the Certificate Administrator shall be required to post any surety or bond of any kind in connection with its performance of
its obligations under this Agreement and neither the Trustee nor the Certificate Administrator shall be liable for any loss on
any investment of funds pursuant to this Agreement (other than any funds invested with it in its commercial capacity or at its
discretion).


 


(d)            The
Operating Advisor, the Master Servicer, the Special Servicer or the Trustee may at any time request from the Certificate Administrator
written confirmation of whether a Consultation Termination Event or a Control Termination Event occurred during the previous calendar
year and the Certificate Administrator shall deliver such confirmation, based on information in its possession, to the requesting
party within 15 days of such request. Further, based on information in its possession, the Certificate Administrator shall notify
the Operating Advisor, the Master Servicer and the Special Servicer, without any request for such notice from the Operating Advisor,
the Master Servicer or the Special Servicer, within 10 days of the commencement or cessation of any Consultation Termination Event
or Control Termination Event.


 


Section 8.02      Certain Matters Affecting the Trustee and the Certificate Administrator.


 


(a)           
Except as otherwise provided in Section 8.01 of this Agreement:


 


(i)             Each of the Trustee and the Certificate Administrator may request and/or rely upon and shall be protected in acting or refraining
from acting upon any resolution, Officer’s Certificate, certificate of auditors or any other certificate, statement, instrument,
opinion, report, notice, request, consent, order, appraisal, bond or other paper or document reasonably believed by it to be genuine
and to have been signed or presented by the proper party or parties and neither the Trustee nor the Certificate Administrator shall
have any responsibility to ascertain or confirm the genuineness of any such party or parties;


 






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(ii)           
Each of the Trustee and the Certificate Administrator may consult with counsel and any Opinion of Counsel shall be full
and complete authorization and protection in respect of any action taken or suffered or omitted by it hereunder in good faith and
in accordance with such Opinion of Counsel;


 


(iii)           (A)       Neither the Trustee nor the Certificate Administrator shall be under any obligation to institute, conduct or defend
any litigation hereunder or in relation hereto at the request, order or direction of any of the Certificateholders, pursuant to
the provisions of this Agreement, unless such Certificateholders shall have offered to the Trustee or the Certificate Administrator,
as applicable, reasonable security or indemnity satisfactory to it against the costs, expenses and liabilities which may be incurred
therein or thereby;


 


 (B)         the right of the Trustee or the Certificate Administrator, as applicable, to perform any discretionary act enumerated in
this Agreement shall not be construed as a duty, and neither the Trustee nor the Certificate Administrator shall be answerable
for other than its negligence or willful misconduct in the performance of any such act; and


 


 (C)         provided
that subject to the foregoing clause (A), nothing contained herein shall relieve the Trustee of the obligations,
upon the occurrence of a Servicer Termination Event (which has not been cured or waived) of which a Responsible Officer of the
Trustee has actual knowledge, to exercise such of the rights and powers vested in it by this Agreement, and to use the same degree
of care and skill in their exercise, as a prudent person would exercise or use under the circumstances in the conduct of such
person’s own affairs;


 


(iv)           Neither
the Trustee, the Certificate Administrator nor any of their respective directors, officers, employees, Affiliates, agents or “control”
persons within the meaning of the Securities Act shall be personally liable for any action taken, suffered or omitted by it in
good faith and reasonably believed by the Trustee or the Certificate Administrator, as applicable, to be authorized or within
the discretion or rights or powers conferred upon it by this Agreement;


 


(v)           
Neither the Trustee nor the Certificate Administrator shall be bound to make any investigation of matters arising under
this Agreement or into the facts or matters stated in any resolution, certificate, statement, instrument, opinion, report, notice,
request, consent, order, approval, bond or other paper or document, unless requested in writing to do so by Holders of Certificates
entitled to at least 25% (or such other percentage as is specified herein) of the Percentage Interests of any affected Class; provided,
however, that if the payment within a reasonable time to the Trustee or the Certificate Administrator, as applicable, of
the costs, expenses or liabilities likely to be incurred by it in the making of such investigation is, in the opinion of the Trustee
or the Certificate Administrator, as applicable, not reasonably assured to the Trustee or the Certificate Administrator, as applicable,
by the security afforded to it by the terms of this Agreement, the Trustee or the Certificate Administrator, as applicable, may
require reasonable indemnity against such costs, expense, or liability as a condition to taking any


 






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such action. The reasonable
expense of every such investigation shall be paid by the Master Servicer, the Special Servicer or the Operating Advisor, as applicable,
if a Servicer Termination Event or Operating Advisor Termination Event shall have occurred and be continuing relating to the Master
Servicer, the Special Servicer or the Operating Advisor, respectively and if such investigation results from such Servicer Termination
Event or Operating Advisor Termination Event, and otherwise by the Certificateholders requesting the investigation;


 


(vi)           Each of the Trustee and the Certificate Administrator may execute any of the trusts or powers hereunder or perform any duties
hereunder either directly or by or through agents or attorneys but shall not be relieved of its obligations hereunder; provided
that the Trustee or the Certificate Administrator, as the case may be, may not perform any duties hereunder through any Person
that is a Prohibited Party; and


 


(vii)          For
purposes of this Agreement, the Trustee or the Certificate Administrator, as applicable, shall have notice of an event only when
a Responsible Officer of the Trustee or the Certificate Administrator, as applicable, has received written notice or obtains actual
knowledge of such event.


 


(b)            Following
the Startup Day, neither the Trustee nor the Certificate Administrator shall, except as expressly required by any provision of
this Agreement, accept any contribution of assets to the Trust Fund unless the Trustee or the Certificate Administrator, as applicable,
shall have received an Opinion of Counsel (the costs of obtaining such opinion to be borne by the Person requesting such contribution)
to the effect that the inclusion of such assets in the Trust Fund will not cause either Trust REMIC to fail to qualify as a REMIC,
at any time that any Certificates are outstanding or subject either Trust REMIC to any tax under the REMIC Provisions or other
applicable provisions of federal, state and local law or ordinances.


 


(c)           
All rights of action under this Agreement or under any of the Certificates, enforceable by the Trustee or the Certificate
Administrator, as applicable, may be enforced by it without the possession of any of the Certificates, or the production thereof
at the trial or other proceeding relating thereto, and any such suit, action or proceeding instituted by the Trustee shall be brought
in its name for the benefit of all the Holders of such Certificates, subject to the provisions of this Agreement.


 


Neither the Trustee nor
the Certificate Administrator shall have any duty to conduct any affirmative investigation as to the occurrence of any condition
requiring the repurchase of any Mortgage Loan by the Depositor pursuant to this Agreement or the eligibility of any Mortgage Loan
for purposes of this Agreement.


 


Other than in the case
of actual fraud (as determined by a non-appealable final court order), neither the Trustee nor the Certificate Administrator shall
be liable for special, punitive, indirect or consequential loss or damage of any kind whatsoever (including but not limited to
lost profits), even if the Trustee or the Certificate Administrator has been advised of the likelihood of such loss or damage and
regardless of the form of action.


 






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(d)            Neither the Trustee nor the Certificate Administrator shall be responsible for delays or failures in performance resulting
from acts beyond its control (such acts include but are not limited to acts of God, strikes, lockouts, riots and acts of war).


 


(e)           
In order to comply with the laws, rules, regulations and executive orders in effect from time to time applicable to banking
institutions, including those relating to the funding of terrorist activities and money laundering (“Applicable Laws”),
the Certificate Administrator or the Trustee, as applicable, is required to obtain, verify and record certain information relating
to individuals and entities which maintain a business relationship with the Certificate Administrator or the Trustee, as applicable.
Accordingly, each of the parties agrees to provide to the Trustee, upon its request from time to time such identifying information
and documentation as may be available for such party in order to enable the Certificate Administrator and the Trustee to comply
with Applicable Laws.


 


(f)            Each
of the Certificate Administrator, Custodian, Rule 17g-5 Information Provider, Authenticating Agent, Paying Agent and Certificate
Registrar shall be entitled to the same rights, indemnities, immunities, privileges and protections afforded to the Trustee hereunder
in the same manner as if such party were the named Trustee herein.


 


Section 8.03     Neither
the Trustee Nor the Certificate Administrator Is Liable for Certificates or Mortgage Loans. The recitals contained herein
and in the Certificates shall not be taken as the statements of the Trustee, the Certificate Administrator, the Master Servicer,
the Special Servicer or the Operating Advisor, and the Trustee, the Certificate Administrator, the Master Servicer, the Special
Servicer and the Operating Advisor assume no responsibility for their correctness. The Trustee, the Certificate Administrator,
the Master Servicer, the Special Servicer and the Operating Advisor make no representations or warranties as to the validity or
sufficiency of this Agreement, of the Certificates or any prospectus used to offer the Certificates for sale or the validity,
enforceability or sufficiency of any Mortgage Loan or related document. Neither the Trustee nor the Certificate Administrator
shall at any time have any responsibility or liability for or with respect to the legality, validity and enforceability of any
Mortgage, any Mortgage Loan, or the perfection and priority of any Mortgage or the maintenance of any such perfection and priority,
or for or with respect to the sufficiency of the Trust Fund or its ability to generate the payments to be distributed to Certificateholders
under this Agreement. Without limiting the foregoing, neither the Trustee nor the Certificate Administrator shall be liable or
responsible for: the existence, condition and ownership of any Mortgaged Property; the existence of any hazard or other insurance
thereon (other than if the Trustee shall assume the duties of the Master Servicer or the Special Servicer pursuant to Section
7.02 of this Agreement, in the Trustee’s capacity as Master Servicer or Special Servicer) or the enforceability
thereof; the existence of any Mortgage Loan or the contents of the related Mortgage File on any computer or other record thereof
(other than if the Trustee shall assume the duties of the Master Servicer or the Special Servicer pursuant to Section 7.02
of this Agreement, in the Trustee’s capacity as Master Servicer or Special Servicer); the validity of the assignment
of any Mortgage Loan to the Trust Fund or of any intervening assignment; the completeness of any Mortgage File (except for its
review thereof pursuant to Section 2.02); the performance or enforcement of any Mortgage Loan (other than if the Trustee
shall assume the duties of the Master Servicer or the Special Servicer pursuant to Section 7.02 of this Agreement, in the
Trustee’s capacity as Master Servicer or Special Servicer); the compliance by the Depositor, the Master Servicer, the Special
Servicer


 






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or
the Operating Advisor with any warranty or representation made under this Agreement or in any related document or the accuracy
of any such warranty or representation prior to the Trustee’s receipt of notice or other discovery of any non-compliance
therewith or any breach thereof; any investment of moneys by or at the direction of the Master Servicer or any loss resulting
therefrom (other than if the Trustee shall assume the duties of the Master Servicer or the Special Servicer pursuant to Section
7.02 of this Agreement, in the Trustee’s capacity as Master Servicer or Special Servicer), it being understood that
the Trustee shall remain responsible for any Trust Fund property that it may hold in its individual capacity; the acts or omissions
of any of the Depositor, the Master Servicer, the Special Servicer or the Operating Advisor (other than if the Trustee shall assume
the duties of the Master Servicer or the Special Servicer pursuant to Section 7.02 of this Agreement, in the Trustee’s
capacity as Master Servicer or Special Servicer) or any Sub-Servicer or any Mortgagor; any action of the Master Servicer,
the Special Servicer or the Operating Advisor (other than if the Trustee shall assume the duties of the Master Servicer or the
Special Servicer pursuant to Section 7.02 of this Agreement, in the Trustee’s capacity as Master Servicer or Special
Servicer) or any Sub-Servicer taken in the name of the Trustee except to the extent such action is taken at the express written
direction of the Trustee; the failure of the Master Servicer or the Special Servicer or any Sub-Servicer to act or perform any
duties required of it on behalf of the Trust Fund or the Trustee as applicable hereunder; or any action by or omission of the
Trustee taken at the instruction of the Master Servicer or the Special Servicer (other than if the Trustee shall assume the duties
of the Master Servicer or the Special Servicer pursuant to Section 7.02 of this Agreement, in the Trustee’s capacity
as Master Servicer or Special Servicer) unless the taking of such action is not permitted by the express terms of this Agreement;
provided, however, that the foregoing shall not relieve the Trustee or the Certificate Administrator, as applicable,
of its obligation to perform its duties as specifically set forth in this Agreement. Neither the Trustee nor the Certificate Administrator
shall be accountable for the use or application by the Depositor of any of the Certificates or of the proceeds of the sale of
such Certificates, or for the use or application of any funds paid to the Depositor, the Master Servicer or the Special Servicer
in respect of the assignment of the Mortgage Loans or deposited in or withdrawn from the Collection Account, the Lower-Tier Distribution
Account, the Upper-Tier Distribution Account, the Lockbox Account, the Escrow Accounts, the Interest Reserve Account, the Excess
Liquidation Proceeds Reserve Account or any other account maintained by or on behalf of the Master Servicer or the Special Servicer,
other than any funds held by the Trustee or the Certificate Administrator, as applicable. Neither the Trustee nor the Certificate
Administrator shall have responsibility for filing any financing or continuation statement in any public office at any time or
to otherwise perfect or maintain the perfection of any security interest or lien granted to it hereunder (unless in the case of
the Trustee, the Trustee shall have become the successor Master Servicer) or to record this Agreement. In making any calculation
hereunder which includes as a component thereof the payment or distribution of interest for a stated period at a stated rate “to
the extent permitted by applicable law,” the Trustee or the Certificate Administrator, as applicable, shall assume that
such payment is so permitted unless a Responsible Officer of the Trustee or the Certificate Administrator, as applicable, has
actual knowledge, or receives an Opinion of Counsel (at the expense of the Person asserting the impermissibility) to the effect
that such payment is not permitted by applicable law.


 


Section 8.04     Trustee
and Certificate Administrator May Own Certificates. The Trustee, the Certificate Administrator and any agent of the Trustee
or the Certificate


 






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Administrator,
each, in its individual capacity or any other capacity, may become the owner or pledgee of Certificates, and may deal with the
Depositor and the Master Servicer in banking transactions, with the same rights it would have if it were not Trustee, the Certificate
Administrator or such agent, as the case may be.


 


Section 8.05     Payment
of Trustee/Certificate Administrator Fees and Expenses; Indemnification.


 


(a)            As
compensation for the performance of its duties hereunder, the Trustee shall be paid its portion of the Trustee/Certificate Administrator
Fee, which shall cover recurring and otherwise reasonably anticipated expenses of the Trustee. As compensation for the performance
of its duties hereunder, the Certificate Administrator shall be paid its portion of the Trustee/Certificate Administrator Fee,
which shall cover recurring and otherwise reasonably anticipated expenses of the Certificate Administrator. The Certificate Administrator
shall pay the Trustee the Trustee’s portion of the Trustee/Certificate Administrator Fee. The Trustee/Certificate Administrator
Fee shall be paid monthly on a Mortgage Loan-by-Mortgage Loan basis. The Trustee/Certificate Administrator Fee (which in each
case shall not be limited by any provision of law in regard to the compensation of a trustee of an express trust) shall constitute
the Trustee’s and the Certificate Administrator’s sole form of compensation for all services rendered by each of them
in the execution of the trusts hereby created and in the exercise and performance of any of the powers and duties of the Trustee
or the Certificate Administrator, as applicable, hereunder. No Trustee/Certificate Administrator Fee shall be payable with respect
to any Companion Loan. In the event that the Trustee assumes the servicing responsibilities of the Master Servicer or the Special
Servicer hereunder pursuant to or otherwise arising from the resignation or removal of the Master Servicer or the Special Servicer,
the Trustee shall be entitled to the compensation to which the Master Servicer or the Special Servicer, as the case may be, would
have been entitled.


 


(b)            Each
of the Trustee and the Certificate Administrator shall be paid or reimbursed by the Trust Fund upon its request for all reasonable
expenses, disbursements and, except for Advances otherwise reimbursable hereunder, advances incurred or made by the Trustee or
the Certificate Administrator, as applicable, pursuant to and in accordance with any of the provisions of this Agreement (including
the reasonable compensation and the expenses and disbursements of its counsel and of all persons not regularly in its employ)
to the extent such payments are “unanticipated expenses” as described in clause (d) below, except
any such expense, disbursement or advance as may arise from its negligence, bad faith or willful misconduct; provided,
however, that, subject to Section 8.01 and Section 8.02 of this Agreement, neither the Trustee nor the Certificate
Administrator shall refuse to perform any of its duties hereunder solely as a result of the failure to be paid the Trustee/Certificate
Administrator Fee or the Trustee’s expenses or the Certificate Administrator’s expenses, as applicable.


 


The Master Servicer and
the Special Servicer covenant and agree to pay or reimburse the Trustee for the reasonable out-of-pocket expenses incurred or made
by the Trustee in connection with any transfer of the servicing responsibilities of the Master Servicer or the Special Servicer,
respectively, hereunder, pursuant to or otherwise arising from the resignation or removal of the Master Servicer or the Special
Servicer, in accordance with any of the provisions of this Agreement (and including the reasonable fees and expenses and disbursements
of its


 






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counsel
and all other persons not regularly in its employ), except any such expenses as may arise from the negligence or bad faith of
the Trustee.


 


(c)          
Each of the Paying Agent, Authenticating Agent, the Certificate Administrator, the Certificate Registrar, the Custodian,
the Trustee, the Depositor, the Master Servicer and the Special Servicer (each, an “Indemnifying Party”) shall
indemnify the Trust, the Trustee, the Certificate Administrator, the Certificate Registrar, the Custodian and their respective
Affiliates and each of the directors, officers, employees and agents of the Paying Agent, the Authenticating Agent, the Trust,
the Trustee, the Certificate Administrator, the Certificate Registrar, the Custodian and their respective Affiliates (each, an
“Indemnified Party”), and hold each of them harmless against any and all claims, losses, damages, penalties,
fines, forfeitures, reasonable and necessary legal fees and related costs, judgments, and any other costs, fees and expenses that
the Indemnified Party may sustain in connection with this Agreement (including, without limitation, reasonable fees and disbursements
of counsel incurred by the Indemnified Party in any action or proceeding between the Indemnifying Party and the Indemnified Party
or between the Indemnified Party and any third party or otherwise) resulting from each such Indemnifying Party’s respective
willful misconduct, bad faith, fraud and/or negligence in the performance of each of its respective duties hereunder or by reason
of negligent disregard of its respective obligations and duties hereunder. Each of the Paying Agent, the Authenticating Agent,
the Trustee, the Paying Agent, the Certificate Registrar, the Custodian and the Certificate Administrator shall indemnify each
of the Master Servicer and the Special Servicer and its Affiliates and each of the directors, officers, employees and agents of
each of the Master Servicer and the Special Servicer and its Affiliates (each, a “Servicer Indemnified Party”),
and hold each of them harmless against any and all claims, losses, damages, penalties, fines, forfeitures, reasonable and necessary
legal fees and related costs, judgments, and any other costs, fees and expenses that the Servicer Indemnified Party may sustain
in connection with this Agreement (including, without limitation, reasonable fees and disbursements of counsel incurred by the
Servicer Indemnified Party in any action or proceeding between the Trustee, the Paying Agent, Authenticating Agent, the Certificate
Registrar, the Custodian or the Certificate Administrator, as applicable, and the Servicer Indemnified Party or between the Servicer
Indemnified Party and any third party or otherwise) related to the Trustee’s, Authenticating Agent, the Paying Agent’s,
the Certificate Registrar’s, the Custodian’s or the Certificate Administrator’s respective willful misconduct,
bad faith, fraud and/or negligence in the performance of each of its respective duties hereunder or by reason of negligent disregard
of its respective obligations and duties hereunder. Each of the Authenticating Agent, the Paying Agent, the Certificate Registrar,
the Custodian, the Certificate Administrator and the Trustee shall indemnify the Depositor, any employee, director or officer of
the Depositor, and the Trust Fund and hold the Depositor, any employee, director or officer of the Depositor, and the Trust Fund
harmless against any loss, liability or reasonable expense (including, without limitation, reasonable attorneys’ fees and
expenses) incurred by such parties (i) as a result of any willful misconduct, bad faith, fraud or negligence in the performance
of duties of the Authenticating Agent, the Paying Agent, the Certificate Registrar, the Custodian, the Certificate Administrator
or the Trustee, as the case may be, or by reason of negligent disregard of the Authenticating Agent, the Paying Agent’s,
the Certificate Registrar’s, the Custodian’s, the Certificate Administrator’s or the Trustee’s, as the
case may be, obligations or duties hereunder, or (ii) as a result of the breach by the Authenticating Agent, the Paying Agent,
the Certificate Registrar, the


 






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Custodian,
the Certificate Administrator or the Trustee, as the case may be, of any of its representations or warranties contained herein.


 


(d)          
The Trust Fund shall indemnify each Indemnified Party from, and hold it harmless against, any and all claims, losses, damages,
penalties, fines, forfeitures, reasonable and necessary legal fees and related costs, judgments, and any other costs, fees and
expenses that the Indemnified Party may sustain in connection with this Agreement (including, without limitation, reasonable fees
and disbursements of counsel and of all persons not regularly in its employ incurred by the Indemnified Party in any action or
proceeding between the Trust Fund and the Indemnified Party or between the Indemnified Party and any third party or otherwise) arising
in respect of this Agreement or the Certificates, in each case to the extent and only to the extent, such payments are expressly
reimbursable under this Agreement, or are unanticipated expenses (as defined below), other than (i) those resulting from the
negligence, fraud, bad faith or willful misconduct, or negligent disregard of obligations and duties hereunder, of the Indemnified
Party and (ii) except to the extent such amounts are not paid pursuant to this Section 8.05, those as to which such
Indemnified Party is entitled to indemnification pursuant to Section 8.05(c). The term “unanticipated expenses”
shall include any fees, expenses and disbursements of the Trustee or the Certificate Administrator or any separate trustee or co-trustee
or certificate administrator appointed hereunder, only to the extent such fees, expenses and disbursements were not reasonably
anticipated as of the Closing Date, and the losses, liabilities, damages, claims or incremental expenses (including reasonable
attorneys’ fees) incurred or, except in the case of an Advance otherwise reimbursable hereunder, advanced by an Indemnified
Party in connection with (i) a default under any Mortgage Loan and (ii) any litigation arising out of this Agreement,
including, without limitation, under Section 2.03, Section 3.10, the third paragraph of Section 3.11, Section
4.05 and Section 7.01 of this Agreement. The right of reimbursement of the Indemnified Parties under this Section
8.05(d) shall be senior to the rights of all Certificateholders.


 


(e)           
Notwithstanding anything herein to the contrary, this Section 8.05 shall survive the termination or maturity of this
Agreement or the resignation or removal of the Trustee or the Certificate Administrator, as applicable, as regards rights accrued
prior to such resignation or removal and (with respect to any acts or omissions during their respective tenures) the resignation,
removal or termination of the Master Servicer, the Special Servicer, the Paying Agent, the Authenticating Agent, the Certificate
Registrar or the Custodian.


 


(f)            
This Section 8.05 shall be expressly construed to include, but not be limited to, such indemnities, compensation,
expenses, disbursements, advances, losses, liabilities, damages and the like, as may pertain or relate to any environmental law
or environmental matter.


 


Section 8.06     Eligibility
Requirements for the Trustee and the Certificate Administrator. Each of the Trustee and the Certificate Administrator hereunder
shall at all times (i) be a corporation or association organized and doing business under the laws of any state or the United
States of America, authorized under such laws to exercise corporate trust powers and to accept the trust conferred under this
Agreement, (ii) have a combined capital and surplus of at least $50,000,000, (iii) (a) have a rating on its unsecured long term
debt of at least “A2” by Moody’s and, if rated by KBRA, an equivalent rating by KBRA , and (b) have a rating
on its


 






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unsecured
short-term debt of at least “P-1” by Moody’s and, if rated by KBRA, a rating by KBRA at least equivalent to
“P-1” by Moody’s, or have such other rating(s) with respect to which the Rating Agencies have provided a Rating
Agency Confirmation, (iv) be subject to supervision or examination by federal or state authority, (v) not be an Affiliate of the
Master Servicer (except during any period when the Trustee has assumed the duties of the Master Servicer pursuant to Section
7.02) and (vi) not be an entity that is a Prohibited Party. If a corporation or association publishes reports of condition
at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for purposes
of this Section the combined capital and surplus of such corporation shall be deemed to be its combined capital and surplus as
set forth in its most recent report of condition so published. In the event that the place of business from which the Trustee
or the Certificate Administrator, as applicable, administers the Trust Fund is a state or local jurisdiction that imposes a tax
on the Trust Fund or the net income of either Trust REMIC (other than a tax corresponding to a tax imposed under the REMIC Provisions) the
Trustee or the Certificate Administrator, as applicable, shall elect either to (i) resign immediately in the manner and with
the effect specified in Section 8.07, (ii) pay such tax from its own funds and continue as Trustee or Certificate
Administrator, as applicable, or (iii) administer the Trust Fund from a state and local jurisdiction that does not impose
such a tax. In case at any time the Trustee or the Certificate Administrator shall cease to be eligible in accordance with the
provisions of this Section, the Trustee or the Certificate Administrator, as applicable, shall resign immediately in the manner
and with the effect specified in Section 8.07.


 


Section 8.07    Resignation and Removal of the Trustee or the Certificate Administrator. Either the Trustee or the Certificate Administrator
may at any time resign and be discharged from the trusts hereby created by giving written notice thereof to the Depositor, the
Master Servicer, the Special Servicer, the Certificate Administrator (as applicable), the Trustee (as applicable), the Operating
Advisor, the Certificate Holders, the Companion Loan Holders and, for posting to the Rule 17g-5 Information Provider’s
Website pursuant to Section 11.13 of this Agreement, the Rule 17g-5 Information Provider. Upon such notice of resignation,
the Master Servicer shall promptly appoint a successor Trustee or the Certificate Administrator, as applicable, with respect to
which the Rating Agencies have provided a Rating Agency Confirmation to the resigning Trustee or Certificate Administrator, as
applicable, and the successor Trustee or Certificate Administrator, as applicable. If no successor Trustee or Certificate Administrator,
as applicable, shall have been so appointed and have accepted appointment within 30 days after the giving of such notice of
resignation, the resigning Trustee or Certificate Administrator, as applicable, may petition any court of competent jurisdiction
for the appointment of a successor Trustee or Certificate Administrator, as applicable. The Trustee or the Certificate Administrator,
as applicable, will bear all reasonable costs and expenses of each other party hereto and each Rating Agency in connection with
its resignation (including, but not limited to, the costs of assigning Mortgage Loans by reason of change in Trustee).


 


If at any time either
the Trustee or the Certificate Administrator shall cease to be eligible in accordance with the provisions of Section 11.06
and shall fail to resign after written request therefor by the Depositor or Master Servicer, or if at any time either the Trustee
or the Certificate Administrator shall become incapable of acting, or shall be adjudged bankrupt or insolvent, or a receiver of
the Trustee or the Certificate Administrator, as applicable, or of its property shall be appointed, or any public officer shall
take charge or control of the Trustee or the Certificate Administrator, as applicable, or of its property or affairs for the purpose
of


 






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rehabilitation,
conservation or liquidation, then the Depositor may remove the Trustee or the Certificate Administrator, as applicable, and promptly
appoint a successor Trustee or the Certificate Administrator, as applicable, by written instrument, which shall be delivered to
the Trustee or the Certificate Administrator, as applicable, so removed and to the successor Trustee or Certificate Administrator,
as applicable. The Holders of Certificates entitled to more than 50% of the Voting Rights of all of the Certificates may at any
time remove the Trustee or the Certificate Administrator and appoint a successor Trustee or the Certificate Administrator, as
applicable, by written instrument or instruments, in five originals, signed by such Holders or their attorneys-in-fact duly authorized,
one complete set of which instruments shall be delivered to the Depositor, one complete set to the Master Servicer, one complete
set to the Trustee (in connection with the removal of the Certificate Administrator), one complete set to the Certificate Administrator
(in connection with the removal of the Trustee), one complete set to the Trustee or Certificate Administrator, as applicable,
so removed and one complete set to the successor Trustee or Certificate Administrator, as applicable, so appointed and a copy
thereof shall be delivered to the Companion Loan Holders.


 


In the event that the
Trustee or the Certificate Administrator is terminated or removed pursuant to this Section 8.07, all of its rights and obligations
under this Agreement and in and to the Mortgage Loans or Serviced Whole Loans shall be terminated, other than any rights or obligations
that accrued prior to the date of such termination or removal (including the right to receive all fees, expenses and other amounts
(including Advances and any accrued interest thereon) accrued or owing to it under this Agreement, with respect to periods prior
to the date of such termination or removal, and no termination without cause shall be effective until the payment of such amounts
to the Trustee or the Certificate Administrator, as applicable). The Trustee or the Certificate Administrator, as applicable, will
bear all reasonable costs and expenses of each other party hereto and each Rating Agency in connection with its termination or
removal; provided that if the Trustee or Certificate Administrator, as applicable, is terminated without cause by the holders
of Certificates evidencing aggregate Voting Rights of more than 50% of the Voting Rights of all Certificates as provided in the
immediately preceding paragraph, then such holders will be required to pay all the reasonable costs and expenses (including, but
not limited to, reasonable attorney’s fees and expenses) of the Trustee or Certificate Administrator, as applicable, necessary
to effect the transfer of the rights and obligations of the Trustee or Certificate Administrator, as applicable, to a successor
Trustee or Certificate Administrator.


 


Any resignation or removal
of the Trustee or the Certificate Administrator and appointment of a successor Trustee or Certificate Administrator, as applicable,
pursuant to any of the provisions of this Section 8.07 shall not become effective until acceptance of appointment by the
successor Trustee or successor Certificate Administrator, as applicable, as provided in Section 8.08.


 


Upon the resignation,
assignment, merger, consolidation, or transfer of the Trustee or its business to a successor or upon the termination of the Trustee,
the outgoing Trustee shall (subject to the terms of the third paragraph of this Section 8.07) at its own expense, ensure
that prior to consummation of such action or as part of its transfer of duties to any successor (to the extent such Loan Document
was assigned or endorsed to the Trustee), (A) the original executed Note(s) for each Mortgage Loan, is endorsed (without recourse,
representation or


 






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warranty,
express or implied) to the order of the successor, as trustee for the registered holders of CSAIL 2015-C4 Commercial Mortgage
Trust, Commercial Mortgage Pass-Through Certificates, Series 2015-C4” or in blank and further showing a complete, unbroken
chain of endorsement from the originator (if such originator is not the applicable Mortgage Loan Seller) (or, alternatively, if
the original executed Note(s) have been lost, a lost note affidavit and indemnity with a copy of such Note(s)), and (B) in
the case of the other Mortgage Loan Documents, are assigned (and, other than in connection with the removal of the Trustee without
cause, recorded as appropriate) to such successor, and such successor shall review the documents delivered to it or the Custodian
with respect to each Mortgage Loan, and certify in writing that, as to each Mortgage Loan then subject to this Agreement, such
endorsement and assignment has been made. The outgoing Trustee shall provide copies of the documentation provided for in items
(A) and (B) above to the Master Servicer, in each case to the extent such copies are not already in the Master Servicer’s
possession. If the Trustee is removed without cause, the Mortgage Loan Documents identified in clause (B) of the preceding
sentence shall, if appropriate, be recorded by the successor trustee if so required by the Master Servicer or the Special Servicer
and at the expense of the Trust for so long as no Control Termination Event is continuing, with the consent of the Controlling
Class Representative, and during the continuance of a Control Termination Event, after consultation with the Controlling Class
Representative.


 


Section 8.08     Successor Trustee or Successor Certificate Administrator.


 


(a)            Any
successor Trustee or Certificate Administrator appointed as provided in Section 8.07 of this Agreement shall execute, acknowledge
and deliver to the Depositor, the Master Servicer, the Special Servicer and to the predecessor Trustee or Certificate Administrator,
as applicable, as the case may be, instruments accepting their appointment hereunder, and thereupon the resignation or removal
of the predecessor Trustee or Certificate Administrator, as applicable, shall become effective and such successor Trustee or Certificate
Administrator, as applicable, without any further act, deed or conveyance, shall become fully vested with all the rights, powers,
duties and obligations of its predecessor hereunder, with the like effect as if originally named as Trustee or Certificate Administrator,
as applicable, herein, provided that a Rating Agency Confirmation shall be obtained from each Rating Agency with respect
to the appointment of such successor Trustee or Certificate Administrator. The predecessor Certificate Administrator shall deliver
to the successor Certificate Administrator all Mortgage Files and related documents and statements held by it hereunder. The Depositor,
the Master Servicer, the Special Servicer, the Operating Advisor and the predecessor Trustee or Certificate Administrator, as
applicable, shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and
certainly vesting and confirming in the successor Trustee or Certificate Administrator, as applicable, all such rights, powers,
duties and obligations. No successor Trustee or Certificate Administrator shall accept appointment as provided in this Section
8.08 unless at the time of such acceptance such successor Trustee or Certificate Administrator, as applicable, shall be eligible
under the provisions of Section 8.06.


 


Upon acceptance of appointment
by a successor Trustee or Certificate Administrator, as applicable, as provided in this Section 8.08, the Depositor shall
mail notice of the succession of such Trustee or Certificate Administrator, as applicable, hereunder to all Holders of Certificates
at their addresses as shown in the Certificate Register and to the Companion Loan Holders. If the Depositor fails to mail such
notice within 10 days after


 






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acceptance
of appointment by the successor Trustee or Certificate Administrator, the successor Trustee or Certificate Administrator, as applicable,
shall cause such notice to be mailed at the expense of the Depositor.


 


(b)            Any
successor Trustee or Certificate Administrator appointed pursuant to this Agreement shall satisfy the eligibility requirements
set forth in Section 8.06 hereof.


 


Section 8.09     Merger
or Consolidation of the Trustee or the Certificate Administrator. Any entity into which the Trustee or the Certificate Administrator
may be merged or converted, or with which the Trustee or the Certificate Administrator, as applicable, may be consolidated, or
any entity resulting from any merger, conversion or consolidation to which the Trustee or the Certificate Administrator, as applicable,
shall be a party, or any entity succeeding to the corporate trust business of the Trustee or the Certificate Administrator, as
applicable, shall be the successor of the Trustee or the Certificate Administrator, as applicable, hereunder, provided such entity
shall be eligible under the provisions of Section 8.06 without the execution or filing of any paper or any further act
on the part of any of the parties hereto, anything herein to the contrary notwithstanding.


 


Section 8.10     Appointment
of Co-Trustee or Separate Trustee. Notwithstanding any other provisions hereof, at any time, for the purpose of meeting any
legal requirements of any jurisdiction in which any part of the Trust Fund or property securing the same may at the time be located,
the Depositor and the Trustee acting jointly shall have the power and shall execute and deliver all instruments to appoint one
or more Persons approved by the Trustee to act (at the expense of the Trustee) as co-trustee or co-trustees, jointly with
the Trustee, or separate trustee or separate trustees, of all or any part of the Trust Fund, and to vest in such Person or Persons,
in such capacity, such title to the Trust Fund, or any part thereof, and, subject to the other provisions of this Section 8.10,
such powers, duties, obligations, rights and trusts as the Depositor and the Trustee may consider necessary or desirable. If the
Depositor shall not be in existence or shall not have joined in such appointment within 15 days after the receipt by it of a request
so to do, or in case a Servicer Termination Event shall have occurred and be continuing, the Trustee alone shall have the power
to make such appointment. Except as required by applicable law, the appointment of a co-trustee or separate trustee shall not
relieve the Trustee of its responsibilities, obligations and liabilities hereunder. No co-trustee or separate trustee hereunder
shall be required to meet the terms of eligibility as a successor Trustee under Section 8.06 hereunder and no notice to
Holders of Certificates of the appointment of co-trustee(s) or separate trustee(s) shall be required under Section
8.08 hereof.


 


In the case of any appointment
of a co-trustee or separate trustee pursuant to this Section 8.10, all rights, powers, duties and obligations conferred
or imposed upon the Trustee shall be conferred or imposed upon and exercised or performed by the Trustee and such separate trustee
or co-trustee jointly (it being understood that such separate trustee or co-trustee is not authorized to act separately without
the Trustee joining in such act), except to the extent that under any law of any jurisdiction in which any particular act or acts
are to be performed (whether as Trustee hereunder or as successor to the Master Servicer hereunder), the Trustee shall be incompetent
or unqualified to perform such act or acts, in which event such rights, powers, duties and obligations (including the holding of
title to the Trust Fund or any portion thereof in any


 






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such
jurisdiction) shall be exercised and performed by such separate trustee or co-trustee solely at the direction of the Trustee.


 


The Depositor and the
Trustee acting jointly may at any time accept the resignation of or remove any separate trustee or co-trustee, or if the separate
trustee or co-trustee is an employee of the Trustee, the Trustee acting alone may accept the resignation of or remove any separate
trustee or co-trustee.


 


Any notice, request or
other writing given to the Trustee shall be deemed to have been given to each of the then separate trustees and co-trustees, as
effectively as if given to each of them. Every instrument appointing any separate trustee or co-trustee shall refer to this Agreement
and the conditions of this Article VIII. Every such instrument shall be filed with the Trustee. Each separate trustee
and co-trustee, upon its acceptance of the trusts conferred, shall be vested with the estates or property specified in its instrument
of appointment, either jointly with the Trustee or separately, as may be provided therein, subject to all the provisions of this
Agreement, specifically including every provision of this Agreement relating to the conduct of, affecting the liability of, or
affording protection to, the Trustee. In no event shall any such separate trustee or co-trustee be entitled to any provision relating
to the conduct of, affecting the liability of, or affording protection to, such separate trustee or co-trustee that imposes a standard
of conduct less stringent than that imposed on the Trustee hereunder, affording greater protection than that afforded to the Trustee
hereunder or providing a greater limit on liability than that provided to the Trustee hereunder.


 


Any separate trustee
or co-trustee may, at any time, constitute the Trustee its agent or attorney-in-fact, with full power and authority, to the extent
not prohibited by law, to do any lawful act under or in respect of this Agreement on its behalf and in its name. If any separate
trustee or co-trustee shall die, become incapable of acting, resign or be removed, all of its estates, properties, rights, remedies
and trusts shall vest in and be exercised by the Trustee, to the extent permitted by law, without the appointment of a new or successor
trustee.


 


Section 8.11     Access
to Certain Information.


 


(a)           
The Certificate Administrator and the Custodian shall afford to any Privileged Person (including the Operating Advisor and
the Controlling Class Representative) access to any documentation (other than any Privileged Information) regarding the Mortgage
Loans or the other assets of the Trust Fund that are in its possession or within its control. Such access shall be afforded without
charge but only upon reasonable prior written request and during normal business hours at the offices of the Certificate Administrator
or the Custodian.


 


(b)            The
Certificate Administrator shall maintain at its offices (and, upon reasonable prior written request and during normal business
hours, shall make available, or cause to be made available) for review by any Privileged Person originals and/or copies of the
following items (to the extent such items were prepared by or delivered to the Certificate Administrator in electronic format):


 


(i)             
the Prospectus and the Prospectus Supplement;


 






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(ii)           
this Agreement, each Sub-Servicing Agreement delivered to the Certificate Administrator since the Closing Date (if any),
any Loan Purchase Agreement and any amendments and exhibits hereto or thereto;


 


(iii)           all
Certificate Administrator reports made available to holders of each relevant class of Certificates since the Closing Date;


 


(iv)           all
Distribution Date Statements and all CREFC® reports actually delivered or otherwise made available to Certificateholders
pursuant to Section 4.02 of this Agreement since the Closing Date;


 


(v)           the
annual assessments as to compliance (in the case of the Master Servicer and the Special Servicer) and the Officer’s Certificates
delivered by the Master Servicer and the Special Servicer to the Certificate Administrator since the Closing Date pursuant to
Section 10.08 of this Agreement;


 


(vi)           the
annual independent public accountants’ servicing report caused to be delivered by the Master Servicer and the Special Servicer
to the Certificate Administrator since the Closing Date pursuant to Section 10.09 of this Agreement;


 


(vii)          the
most recent inspection report prepared by or on behalf of the Master Servicer or the Special Servicer, as applicable, and delivered
to the Certificate Administrator in respect of each Mortgaged Property pursuant to Section 3.18 of this Agreement;


 


(viii)         any
and all notices and reports delivered to the Certificate Administrator with respect to any Mortgaged Property as to which the
environmental testing contemplated by Section 3.10(e) of this Agreement revealed that neither of the conditions set forth
in clauses (i) and (ii) thereof was satisfied;


 


(ix)            the Mortgage File, including any and all modifications, waivers and amendments of the terms of the Mortgage Loans (or the
Serviced Whole Loans) entered into or consented to by the Master Servicer, the Special Servicer, an Other Master Servicer or an
Other Special Servicer and delivered to the Certificate Administrator pursuant to Section 3.24 of this Agreement;


 


(x)           
the summary of each Final Asset Status Report delivered to the Certificate Administrator pursuant to Section 3.21(b)
of this Agreement and the annual, quarterly and monthly operating statements, if any, collected by or on behalf of the Master Servicer
or the Special Servicer, as applicable, and delivered to the Certificate Administrator for each Mortgaged Property, together with
the other information specified in Section 4.02(c) of this Agreement;


 


(xi)            any
and all Officer’s Certificates and other evidence delivered to or by the Certificate Administrator to support the Master
Servicer’s, Special Servicer’s or the Trustee’s, as the case may be, determination that any Advance was (or,
if made, would be) a Nonrecoverable Advance;


 






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(xii)           notice
of termination or resignation of the Master Servicer, the Special Servicer, the Operating Advisor, the Certificate Administrator,
the Trustee, an Other Master Servicer, an Other Special Servicer, an Other Operating Advisor, an Other Certificate Administrator
or an Other Trustee (and appointments of successors thereto), only if notice of such termination or resignation is delivered to
the Certificate Administrator;


 


(xiii)         notice
of any request by at least 25% of the Voting Rights of the Certificates to terminate and replace the Special Servicer or notice
of any request by at least 15% of the Voting Rights of the Non-Reduced Certificates to terminate and replace the Operating Advisor;


 


(xiv)         all Special Notices;


 


(xv)          any
Third Party Reports (or updates of Third Party Reports) delivered to the Certificate Administrator in electronic format; and


 


(xvi)         any
other information that may be necessary to satisfy the requirements of subsection (d)(4)(i) of Rule 144A.


 


The Certificate Administrator
shall provide, or cause to be provided, copies of any and all of the foregoing items upon reasonable written request of any of
the parties set forth in the previous sentence.


 


The Certificate Administrator
may require payment from a Beneficial Owner or prospective purchaser for the reasonable costs and expenses of providing the copies
and may also require a confirmation executed by the requesting Person, in a form reasonably acceptable to the Certificate
Administrator, to the effect that such Person is a Beneficial Owner or prospective purchaser of Certificates, is requesting the
information solely for use in evaluating its investment in the Certificates and will otherwise keep the information confidential.
Certificateholders, by the acceptance of their Certificates, shall be deemed to have agreed to keep this information confidential.


 


The Certificate Administrator
shall not be liable for providing or disseminating information in accordance with the terms of this Agreement.


 


Section 8.12     Compliance
with the Patriot Act. In order to comply with the laws, rules, regulations and executive orders in effect from time to time
applicable to banking institutions, including those relating to the funding of terrorist activities and money laundering (“Applicable
Patriot Act Laws”), each of the Trustee, the Certificate Administrator, the Special Servicer and the Master Servicer
is required to obtain, verify and record certain information relating to individuals and entities which maintain a business relationship
with the Trustee, the Certificate Administrator, the Special Servicer or the Master Servicer, as applicable. Accordingly, each
of the parties to this Agreement agrees to provide to the Trustee, the Certificate Administrator, the Special Servicer and the
Master Servicer, upon its respective reasonable request from time to time such identifying information and documentation as may
be available for such party in order to enable the Trustee, the Certificate Administrator, the Special Servicer and the Master
Servicer to comply with Applicable Patriot Act Laws.


 






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ARTICLE
IX



TERMINATION; OPTIONAL MORTGAGE LOAN PURCHASE


 


Section 9.01     Termination;
Optional Mortgage Loan Purchase.


 


(a)          The respective obligations and responsibilities of the Master Servicer, the Special Servicer, the Depositor, the Operating
Advisor, the Certificate Administrator and the Trustee created hereby with respect to the Certificates, the Mortgage Loans and
the Serviced Companion Loans (other than the obligation to make certain payments and to send certain notices to Certificateholders
as hereinafter set forth and to make any required remittances to the Serviced Companion Loan Holders in the month in which the
final Distribution Date occurs) shall terminate immediately following the earlier to occur of (i) the purchase by the Holders
of the Controlling Class, the Special Servicer, the Master Servicer or the Holders of the Class R Certificates of all the
Mortgage Loans and REO Properties (or interests therein) then included in the Trust Fund pursuant to subsection (c),
(ii) the voluntary exchange by the Remaining Certificateholder of its Certificates for all the Mortgage Loans and REO Properties
(or interests therein) then included in the Trust Fund pursuant to subsection (h) and (iii) the final payment or other
liquidation (or any advance with respect thereto) of the last Mortgage Loan or REO Property (or interest therein) contained in
the Trust Fund; provided, however, that in no event shall the trust created hereby continue beyond the expiration
of twenty-one years from the death of the last survivor of the descendants of Joseph P. Kennedy, the late ambassador of the United
States to the United Kingdom, living on the date hereof. All such payments as contemplated by the preceding paragraph shall be
deposited into the Collection Account by the Master Servicer or Special Servicer, as applicable promptly following receipt thereof.


 


(b)          In connection with a termination contemplated by Section 9.01(a) of this Agreement, the Trust REMICs outstanding
shall be terminated and the assets of the Trust Fund with respect to the Lower-Tier REMIC shall be sold or otherwise disposed of
in connection therewith, pursuant to a “plan of complete liquidation” within the meaning of Code Section 860F(a)(4)(A) providing
for the actions contemplated by the provisions hereof pursuant to which the applicable Notice of Termination is given and requiring
that the assets of the Lower-Tier REMIC shall be sold for cash and that each such Trust REMIC shall terminate on a Distribution
Date occurring not more than 90 days following the date of adoption of the plan of complete liquidation. For purposes of this
Section 9.01(b), the Notice of Termination given pursuant to Section 9.01(c) shall constitute the adoption of
the plan of complete liquidation as of the date such notice is given, which date shall be specified by the Certificate Administrator
in the final federal income tax returns of each Trust REMIC. Notwithstanding the termination of the Trust REMICs, or the Trust
Fund, the Certificate Administrator shall be responsible for filing the final Tax Returns for the Trust REMICs for the period ending
with such termination, and shall maintain books and records with respect to the Trust REMICs for the period for which it maintains
its own tax returns or other reasonable period.


 


(c)          The Holders of the Controlling Class representing greater than 50% of the Certificate Principal Amount of the Controlling
Class may (or, if such Holders do not, the Special Servicer, or if neither such Holders nor the Special Servicer do, the Master
Servicer or, if neither such Holders nor the Special Servicer nor the Master Servicer does, any Holders of the


 






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Class R Certificates
representing greater than a 50% Percentage Interest in such Class, may) effect an early termination of the Trust Fund, upon not
less than 30 days’ prior notice given to the Depositor, the Trustee, the Certificate Administrator, the Special Servicer
and Master Servicer (whereupon the Master Servicer shall notify the Companion Loan Holders) any time on or after the Early Termination
Notice Date specifying the Anticipated Termination Date, by purchasing on such date all, but not less than all, of the Mortgage
Loans (and in the case of the Serviced Whole Loans, subject to certain rights of the related Companion Loan Holder provided for
in the related Co-Lender Agreement) then included in the Trust Fund, and all property or interests in property acquired by the
Trust Fund in respect of any Mortgage Loan, at a purchase price, payable in cash, equal to (i) the sum of (A) the aggregate
Purchase Price (excluding the amount described in clause (e) of the definition Purchase Price) of all the Mortgage
Loans (exclusive of REO Mortgage Loans) included in the Trust Fund, (B) the Appraised Value of the Trust’s portion
of each REO Property, if any, included in the Trust Fund, as determined by the Special Servicer (such Appraisals in clause (i)(B) shall
be obtained by the Special Servicer and prepared by an Appraiser in accordance with MAI standards) and (C) the reasonable
out-of-pocket expenses of the Master Servicer (unless the Master Servicer is the purchaser of such Mortgage Loans), the Special
Servicer (unless the Special Servicer is the purchaser of such Mortgage Loans), the Trustee and the Certificate Administrator,
as applicable, with respect to such termination, minus (ii) solely in the case where the Master Servicer or the Special Servicer
is effecting such purchase, the aggregate amount of unreimbursed Advances made by such party, together with any interest accrued
and payable to the Master Servicer or the Special Servicer, as applicable, in respect of such Advances and any unpaid Servicing
Fees or Special Servicing Fees, as applicable, remaining outstanding (which items will be deemed to have been paid or reimbursed
to the purchasing Master Servicer or the Special Servicer, as applicable, in connection with such purchase).


 


The Holders of the Controlling
Class representing greater than 50% of the Certificate Principal Balance of the Controlling Class may (or, if such Holders do not,
the Special Servicer, or if neither such Holders nor the Special Servicer do, the Master Servicer or, if neither such Holders nor
the Special Servicer nor the Master Servicer does, any Holder of a Class R Certificate representing greater than a 50% Percentage
Interest in such Class, may also) effect such termination as provided in the prior paragraph if such party first notifies the Controlling
Class Representative and each Certifying Certificateholder, or, in the case of a termination by the Holder of a Class R Certificate,
notifies the Certificate Administrator (who shall notify each of the Controlling Class Representative, each Certifying Certificateholder
and the Master Servicer) of its intention to do so in writing within 30 days following the Early Termination Notice Date.
All costs and expenses incurred by any and all parties to this Agreement or by the Trust Fund in connection with the purchase of
the Mortgage Loans and other assets of the Trust Fund pursuant to this Section 9.01(c) shall be borne by the party exercising
its purchase rights hereunder. The Certificate Administrator shall be entitled to rely conclusively on any determination made by
an Appraiser pursuant to this subsection (c).


 


(d)          If the Trust Fund has not been previously terminated pursuant to subsection (c) or subsection (h) of
this Section 9.01, the Certificate Administrator shall determine as soon as practicable the Distribution Date on which the
Certificate Administrator reasonably anticipates, based on information with respect to the Mortgage Loans previously provided to
it, that the final distribution will be made (i) to the Holders of outstanding Regular


 






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Certificates,
and to the Trustee in respect of the Lower-Tier Regular Interests, notwithstanding that such distribution may be insufficient
to distribute in full an amount equal to the remaining Certificate Principal Balance of each such Certificate or Lower-Tier Regular
Interest, as the case may be, together with amounts required to be distributed on such Distribution Date pursuant to Section
4.01 of this Agreement or (ii) if no such Regular Certificates are then-outstanding, to the Holders of the Class R
Certificates of any amount remaining in the Collection Account, the Lower-Tier Distribution Account, the Upper-Tier Distribution
Account or the Excess Liquidation Proceeds Reserve Account, in either case, following the later to occur of (a) the receipt
or collection of the last payment due on any Mortgage Loan included in the Trust Fund or (b) the liquidation or disposition
pursuant to Section 3.17 of this Agreement of the last asset held by the Trust Fund.


 


(e)          Notice of any termination of the Trust Fund pursuant to this Section 9.01 shall be mailed by the Certificate Administrator
to affected Certificateholders and each Rating Agency (with a copy to the Master Servicer, the Special Servicer and, for posting
to the Rule 17g-5 Information Provider’s Website pursuant to Section 11.13 of this Agreement, the Rule 17g-5
Information Provider) at their addresses shown in the Certificate Register as soon as practicable after the Certificate Administrator
shall have received, given or been deemed to have received a Notice of Termination but in any event not more than thirty days,
and not less than ten days, prior to the Anticipated Termination Date. The notice mailed by the Certificate Administrator to affected
Certificateholders shall:


 


(i)           specify the Anticipated Termination Date on which the final distribution is anticipated to be made to Holders of Certificates
of the Classes specified therein;


 


(ii)          specify the amount of any such final distribution, if known; and


 


(iii)         state that the final distribution to Certificateholders will be made only upon presentation and surrender of Certificates
at the office of the Paying Agent therein specified.


 


If the Trust Fund is
not terminated on any Anticipated Termination Date for any reason, the Certificate Administrator shall promptly mail notice thereof
to each affected Certificateholder.


 


(f)           Any funds not distributed on the Termination Date because of the failure of any Certificateholders to tender their Certificates
shall be set aside and held in trust for the account of the appropriate non-tendering Certificateholders, whereupon the Trust Fund
shall terminate. If any Certificates as to which notice of the Termination Date has been given pursuant to this Section 9.01
shall not have been surrendered for cancellation within six months after the time specified in such notice, the Certificate Administrator
shall mail a second notice to the remaining Certificateholders, at their last addresses shown in the Certificate Register, to surrender
their Certificates for cancellation in order to receive, from such funds held, the final distribution with respect thereto. If
within one year after the second notice any Certificate shall not have been surrendered for cancellation, the Certificate Administrator
may, directly or through an agent, take appropriate steps to contact the remaining Certificateholders concerning surrender of their
Certificates. The costs and expenses of maintaining such funds and of


 






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contacting
Certificateholders shall be paid out of the assets which remain held. If within two years after the second notice any Certificates
shall not have been surrendered for cancellation, the Paying Agent shall pay, to the extent permitted by applicable law, to the
Class R Certificateholders all amounts distributable to the Holders thereof. No interest shall accrue or be payable to any
Certificateholder on any amount held as a result of such Certificateholder’s failure to surrender its Certificate(s) for
final payment thereof in accordance with this Section 9.01.


 


(g)          For purposes of this Section 9.01, the Remaining Certificateholder shall have the first option to terminate the Trust
Fund pursuant to subsection (h), and then the Holders of the Controlling Class, and then the Special Servicer, and then the Master
Servicer, and then the Holder of the Class R Certificates, in each of the last four cases, pursuant to subsection (c).


 


(h)          Following the date on which the Class X-A, Class X-B and Class X-D Notional Amounts and the aggregate Certificate
Principal Balance of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-SB, Class A-S, Class B, Class C, Class D
and Class E Certificates are reduced to zero, the Remaining Certificateholder shall have the right to exchange all of its Certificates,
including the Class X Certificates (but excluding the Class R Certificates) for all of the Mortgage Loans (and if a Non-Serviced
Mortgage Loan is no longer a “Mortgage Loan” due to the fact that the related Mortgaged Property has been foreclosed
upon under the applicable Other Pooling and Servicing Agreement, the related REO Mortgage Loan) and each REO Property remaining
in the Trust Fund as contemplated by clause (ii) of Section 9.01(a) by giving written notice to all the
parties hereto no later than 60 days prior to the anticipated date of exchange; provided that such Remaining Certificateholder
shall pay the Master Servicer an amount equal to (i) the product of (A) the Prime Rate, (B) the aggregate Certificate Principal
Balance of the then-outstanding Principal Balance Certificates as of the day of the exchange and (C) three, divided by (ii) 360.
In the event that the Remaining Certificateholder elects to exchange all of its Certificates (other than the Class R Certificates)
for all of the Mortgage Loans and each REO Property remaining in the Trust Fund in accordance with the preceding sentence, such
Remaining Certificateholder, not later than the Termination Date, shall deposit in the Collection Account an amount in immediately
available funds equal to all amounts due and owing to the Depositor, the Master Servicer, the Special Servicer, the Operating Advisor,
the Certificate Administrator and the Trustee hereunder through the date of the liquidation of the Trust Fund that may be withdrawn
from the Collection Account, but only to the extent that such amounts are not already on deposit in the Collection Account. Upon
confirmation that such final deposits have been made and following the surrender of all remaining Certificates (other than the
Class R Certificates) by the Remaining Certificateholder on the Termination Date, the Custodian shall, upon receipt of a Request
for Release from the Master Servicer, release or cause to be released to the Remaining Certificateholder or any designee thereof,
the Mortgage Files for the remaining Mortgage Loans and shall execute all assignments, endorsements and other instruments furnished
to it by the Remaining Certificateholder as shall be necessary to effectuate transfer of the Mortgage Loans and REO Properties
remaining in the Trust Fund, and the Trust Fund shall be liquidated in accordance with this Section 9.01. Thereafter, the
Trust Fund and the respective obligations and responsibilities under this Agreement of the Depositor, the Master Servicer, the
Special Servicer, the Operating Advisor, the Certificate Administrator and the Trustee (other than the making of certain payments
to Certificateholders and Companion Loan Holders, sending of certain notices, preparing and filing tax returns and maintenance
of books


 






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and records),
shall terminate. Such transfers shall be subject to any rights of any Sub-Servicers to service (or to perform select servicing
functions with respect to) the Mortgage Loans. For federal income tax purposes, the Remaining Certificateholder shall be deemed
to have purchased the assets of the Lower-Tier REMIC for an amount equal to the remaining Certificate Principal Balance of its
remaining Certificates (other than the Class R Certificates), plus accrued and unpaid interest with respect thereto, and the Certificate
Administrator shall credit such amounts against amounts distributed in respect of the Lower-Tier Regular Interests and such Certificates.
The remaining Mortgage Loans and REO Properties are deemed distributed to the Remaining Certificateholder in liquidation of the
Trust Fund pursuant to this Section 9.01.


 


ARTICLE
X



EXCHANGE ACT REPORTING AND REGULATION AB COMPLIANCE


 


Section 10.01     Intent
of the Parties; Reasonableness.


 


(a)          The parties hereto acknowledge and agree that the purpose of Article X of this Agreement is to facilitate compliance
by the Depositor and any Other Depositor with the provisions of Regulation AB and the related rules and regulations of the Commission.
The Depositor shall not, and no Other Depositor may, exercise its rights to request delivery of information or other performance
under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act
and the Sarbanes-Oxley Act. The parties hereto acknowledge that interpretations of the requirements of Regulation AB may change
over time due to interpretive guidance provided by the Commission or its staff, and agree to comply with reasonable requests made
by the Depositor, or any Other Depositor, in good faith for delivery of information under these provisions on the basis of such
evolving interpretations of Regulation AB. In connection with the CSAIL 2015-C4 Commercial Mortgage Trust, Commercial Mortgage
Pass-Through Certificates, Series 2015-C4, and any Serviced Companion Loan Securities, each of the parties to this Agreement shall
cooperate fully with the Depositor and the Certificate Administrator, any Other Depositor and any Other Exchange Act Reporting
Party, as applicable, to deliver to the Depositor or Other Depositor, as applicable (including any of its assignees or designees),
any and all statements, reports, certifications, records and any other information in its possession or reasonably available to
it and necessary in the reasonable good faith determination of the Depositor or the Certificate Administrator, any Other Depositor
or any Other Exchange Act Reporting Party, as applicable, to permit the Depositor or any Other Depositor, as applicable, to comply
with the provisions of Regulation AB, together with such disclosures relating to the Master Servicer, the Special Servicer, the
Operating Advisor, the Custodian, the Certificate Administrator and the Trustee, as applicable, and any Sub-Servicer, or the servicing
of the Mortgage Loans, reasonably believed by the Depositor or any Other Depositor, as applicable, to be necessary in order to
effect such compliance.


 


(b)          Succession; Subcontractors Reasonableness. For so long as the Trust or any Other Securitization Trust is subject
to the reporting requirements of the Exchange Act (in addition to any requirements contained in Section 10.06 of this Agreement)
in connection with the succession to the Master Servicer, the Special Servicer or any Sub-Servicer as servicer or Sub-Servicer
(to the extent such Sub-Servicer is a “servicer” as contemplated by Item 1108(a)(2) of Regulation AB) under this Agreement
by any Person (i) into which the Master Servicer, the


 






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Special Servicer
or such Sub-Servicer may be merged or consolidated, or (ii) which may be appointed as a successor to the Master Servicer,
the Special Servicer or any such Sub-Servicer, the Master Servicer (other than if pursuant to an appointment under Section
7.01 or Section 7.02 of this Agreement) or the Special Servicer, as applicable, shall provide to the Depositor, as
well as any Other Depositor as to which the applicable Companion Loan is affected, at least five (5) Business Days prior
to the effective date of such succession or appointment as long as such disclosure prior to such effective date would not be violative
of any applicable law or confidentiality agreement, and otherwise no later than one (1) Business Day after such effective date
of succession, (x) written notice to the Depositor and each such Other Depositor of such succession or appointment and (y) in
writing and in form and substance reasonably satisfactory to the Depositor and each such Other Depositor, all information relating
to such successor servicer reasonably requested by the Depositor or any such Other Depositor in order to comply with its reporting
obligation under Item 6.02 of Form 8-K pursuant to the Exchange Act (if such reports under the Exchange Act are required
to be filed under the Exchange Act).


 


(c)          For so long as the Trust or any Other Securitization Trust is subject to the reporting requirements of the Exchange Act,
each of the Master Servicer, the Special Servicer, the Sub-Servicer, the Custodian and the Certificate Administrator (each of the
Master Servicer, the Special Servicer, the Custodian and the Certificate Administrator and each Sub-Servicer, for purposes of this
Section 10.01(c) and Section 10.01(d), a “Servicer”) is permitted to utilize one or more Subcontractors
to perform certain of its obligations hereunder. Such Servicer shall promptly upon request provide to the Depositor, as well as
any Other Depositor as to which the applicable Companion Loan is affected, a written description (in form and substance satisfactory
to the Depositor and each such Other Depositor) of the role and function of each Subcontractor that is a Servicing Function Participant
utilized by such Servicer during the preceding calendar year, specifying (i) the identity of such Subcontractor, and (ii) which
elements of the Servicing Criteria will be addressed in assessments of compliance provided by each such Subcontractor. Each Servicer
shall cause any Subcontractor determined to be a Servicing Function Participant used by such Servicer for the benefit of the Depositor
to comply with the provisions of Section 10.08 and Section 10.09 of this Agreement to the same extent as if such
Subcontractor were such Servicer. Such Servicer shall obtain from each such Subcontractor (or, in the case of each Sub-Servicer
set forth on Exhibit S, shall use commercially reasonable efforts to cause such Sub-Servicer) and deliver to the applicable
Persons any assessment of compliance report and related accountant’s attestation required to be delivered by such Subcontractor
under Section 10.08 and Section 10.09 of this Agreement, in each case, as and when required to be delivered.


 


(d)          For so long as the Trust or any Other Securitization Trust is subject to the reporting requirements of the Exchange Act,
notwithstanding the foregoing, if a Servicer engages a Subcontractor in connection with the performance of any of its duties under
this Agreement, such Servicer shall be responsible for determining whether such Subcontractor is a “servicer” within
the meaning of Item 1101 of Regulation AB and whether such Subcontractor meets the criteria in Item 1108(a)(2)(i), (ii) or
(iii) of Regulation AB. If a Servicer determines, pursuant to the preceding sentence, that such Subcontractor is a “servicer”
within the meaning of Item 1101 of Regulation AB and meets the criteria in Item 1108(a)(2)(i), (ii) or (iii) of Regulation
AB, then such Subcontractor shall be deemed to be a Sub-Servicer for purposes of this Agreement, and the engagement of such Sub-Servicer
shall not be effective unless and until notice is given to the Depositor and the Certificate Administrator, as well as any Other
Depositor as to which the


 






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applicable
Companion Loan is affected, of any such Sub-Servicer and Sub-Servicing Agreement. No Sub-Servicing Agreement (other than such
agreements set forth on Exhibit S hereto) shall be effective until five (5) Business Days after such written notice
is received by the Depositor and the Certificate Administrator and each such Other Depositor. Such notice shall contain all information
reasonably necessary, and in such form as may be necessary, to enable the Certificate Administrator, as well as any Other Exchange
Act Reporting Party as to which the applicable Companion Loan is affected, to accurately and timely report the event under Item
6.02 of Form 8-K pursuant to Section 10.06 of this Agreement (if such reports under the Exchange Act are required
to be filed under the Exchange Act).


 


(e)          For so long as the Trust or any Other Securitization Trust is subject to the reporting requirements of the Exchange Act,
in connection with the succession to the Trustee or Certificate Administrator under this Agreement by any Person (i) into which
the Trustee or Certificate Administrator may be merged or consolidated, or (ii) which may be appointed as a successor to the Trustee
or Certificate Administrator, the Trustee or Certificate Administrator, as applicable, shall notify the Depositor and each Other
Depositor, at least ten (10) Business Days prior to the effective date of such succession or appointment (or if such prior notice
would be violative of applicable law or any applicable confidentiality agreement, no later than the time required under Section
10.06 of this Agreement) and shall furnish pursuant to Section 10.06 of this Agreement to the Depositor and each Other
Depositor in writing and in form and substance reasonably satisfactory to the Depositor and each Other Depositor, all information
reasonably necessary for the Certificate Administrator and Trustee and each Other Exchange Act Reporting Party to accurately and
timely report, the event under Item 6.02 of Form 8-K pursuant to Section 10.06 of this Agreement (if such reports under
the Exchange Act are required to be filed under the Exchange Act).


 


Section 10.02     Filing Obligations.


 


(a)          The Master Servicer, the Special Servicer, the Certificate Administrator and the Trustee shall (and shall cause (or, in
the case of a Mortgage Loan Seller Sub-Servicer, shall use commercially reasonable efforts to cause) each Additional Servicer and
Servicing Function Participant utilized thereby to) reasonably cooperate with the Depositor and each Other Depositor in connection
with the satisfaction of the Trust’s and each Other Securitization Trust’s reporting requirements under the Exchange
Act. Pursuant to Section 10.03, Section 10.04 and Section 10.06, the Certificate Administrator shall prepare
for execution by the Depositor any Forms 10-D, 10-K and 8-K required by the Exchange Act, in order to permit the timely filing
thereof, and the Certificate Administrator shall file (via the Commission’s Electronic Data Gathering and Retrieval System)
such Forms executed by the Depositor. In the event that the Certificate Administrator is unable to timely file with the Commission
or deliver to any Other Depositor or Other Exchange Act Reporting Party as to which the applicable Companion Loan is affected,
all or any required portion of any Form 8-K, 10-D or 10-K required to be filed by this Agreement because required disclosure
information was either not delivered to it or delivered to it after the delivery deadlines set forth in this Agreement, the Certificate
Administrator shall promptly as soon as practicable, but in no event later than twenty-four (24) hours after determination (but
if the next calendar day is not a Business Day, then in no event later than 10:00 a.m., New York time, on the next Business Day),
notify the Depositor, such Other Depositor or Other Exchange Act Reporting Party thereof. In the case of Forms 10-D and 10-K,


 






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the Depositor
and the Certificate Administrator will thereupon cooperate to prepare and file a Form 12b-25 and a Form 10-D/A or Form 10-K/A,
as applicable, pursuant to Rule 12b-25 of the Exchange Act. In the case of Form 8-K, the Certificate Administrator will,
upon receipt of all required Form 8-K Disclosure Information, include such disclosure information on the next succeeding
Form 10-D to be filed for the Trust. In the event that any previously filed Form 8-K or Form 10-K needs to be amended,
the Certificate Administrator will notify the Depositor thereof, and such other parties as needed and the parties hereto will
cooperate with the Certificate Administrator to prepare any necessary Form 8-K/A or Form 10-K/A. In the event that any
previously filed Form 10-D needs to be amended, the Certificate Administrator shall notify the Depositor thereof, and such
other parties as needed, and the parties hereto shall cooperate to prepare any necessary Form 10-D/A. Any Form 12b-25
or any amendment to Form 8-K, Form 10-D or Form 10-K shall be signed by an officer of the Depositor. The parties
to this Agreement acknowledge that the performance by the Certificate Administrator of its duties under this Section 10.02
related to the timely preparation and filing of Form 12b-25 or any amendment to Form 8-K, Form 10-D or Form 10-K
is contingent upon such parties observing all applicable deadlines in the performance of their duties under this Article X.
The Certificate Administrator shall have no liability for any loss, expense, damage, or claim arising out of or with respect to
any failure to properly prepare, arrange for execution and/or timely file any such Form 12b-25 or any amendments to Form 8-K,
Form 10-D or Form 10-K, where such failure results from the Certificate Administrator’s inability or failure to
receive, on a timely basis, any information from any other party hereto needed to prepare, arrange for execution or file such
Form 12b-25 or any amendments to Forms 8-K, Form 10-D or Form 10-K, not resulting from its own negligence,
bad faith or willful misconduct.


 


Section 10.03     Form
10-D Filings.


 


Within 15 calendar days
after each Distribution Date (subject to permitted extensions under the Exchange Act), the Certificate Administrator shall prepare
and file on behalf of the Trust any Form 10-D then required by the Exchange Act, in form and substance as then required by
the Exchange Act. The Certificate Administrator shall file each Form 10-D with a copy of the related Distribution Date Statement
attached thereto; provided that the Certificate Administrator shall redact from such Distribution Date Statement any information
relating to the ratings of the Certificates and the identity of the Rating Agencies. Any disclosure in addition to the Distribution
Date Statement that is required to be included on Form 10-D (“Additional Form 10-D Disclosure”) shall,
pursuant to the following paragraph, be (i) reported by the parties set forth on Exhibit U to this Agreement to the
Depositor, the Certificate Administrator and each Other Depositor and Other Exchange Act Reporting Party to which such Additional
Form 10-D Disclosure is relevant for Exchange Act reporting purposes and (ii) approved by the Depositor and each such Other
Depositor, and the Certificate Administrator will have no duty or liability for any failure hereunder to determine or prepare any
Additional Form 10-D Disclosure absent such reporting, direction and approval. For so long as the Trust or any Other Securitization
Trust is subject to the reporting requirements of the Exchange Act, within one (1) Business Day after the related Distribution
Date (using commercially reasonable efforts), but in no event later than noon (New York City time) on the third Business Day after
the related Distribution Date, (i) certain parties to this Agreement, as set forth on Exhibit U to this Agreement,
shall be required to provide to the Certificate Administrator, the Depositor, and each Other Exchange Act Reporting Party and Other
Depositor to which the particular Additional


 






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Form 10-D
Disclosure is relevant for Exchange Act reporting purposes, to the extent a Servicing Officer or Responsible Officer thereof has
knowledge thereof (other than information required by Item 1117 of Regulation AB as to such party which shall be reported
if actually known by any Servicing Officer or Responsible Officer, as the case may be or any lawyer in the in-house legal department
of such party) in EDGAR-Compatible Format (to the extent available to such party in such format), or in such other format as otherwise
agreed upon by the Certificate Administrator, the Depositor and each such Other Exchange Act Reporting Party, each such Other
Depositor and such parties, the form and substance of the Additional Form 10-D Disclosure, if applicable, (ii) the parties
listed on Exhibit U to this Agreement shall include with such Additional Form 10-D Disclosure application to
such party and shall cause each Sub-Servicer (or, in the case of each Sub-Servicer set forth on Exhibit S, shall use
commercially reasonable efforts to cause such Sub-Servicer) and Subcontractor of such party to the extent required under Regulation AB
to provide, and if received, include, an Additional Disclosure Notification in the form attached as Exhibit W to this
Agreement and (iii) the Depositor shall approve, as to form and substance, or disapprove, as the case may be, the inclusion
of the Additional Form 10-D Disclosure on Form 10-D. The Certificate Administrator has no duty under this Agreement
to monitor or enforce the performance by the parties listed on Exhibit U to this Agreement of their duties under this
paragraph or proactively solicit or procure from such parties any Additional Form 10-D Disclosure information. The Depositor
will be responsible for any reasonable fees assessed or expenses incurred by the Certificate Administrator in connection with
including any Additional Form 10-D Disclosure on Form 10-D pursuant to this paragraph.


 


The Certificate Administrator
shall include in any Form 10-D filed by it with respect to the Trust (i) the information required by Rule 15Ga-1(a)
of the Exchange Act concerning all assets of the Trust that were subject of a demand for the repurchase of, or the substitution
of a Qualified Substitute Mortgage Loan for, a Mortgage Loan contemplated by Section 2.03(a) of this Agreement, (ii) a
reference to the most recent Form ABS-15G filed by the Depositor and the Commission’s assigned “Central Index Key”
for the Depositor, which information the Depositor shall deliver to the Certificate Administrator, and (iii) a reference to
the most recent Form ABS-15G filed by each Mortgage Loan Seller and the Commission’s assigned “Central Index Key”
for each such filer, which information each Mortgage Loan Seller is required to deliver to the Certificate Administrator pursuant
to Section 6(i) of the applicable Loan Purchase Agreement.


 


(a)          After preparing the Form 10-D, the Certificate Administrator shall forward electronically a copy of the Form 10-D
to the Depositor for review. Within two (2) Business Days after receipt of such copy, but no later than the 9th calendar
day after the related Distribution Date or, if the 9th calendar day after the related Distribution Date is not a Business
Day, the immediately preceding Business Day, the Depositor shall notify the Certificate Administrator in writing (which may be
furnished electronically) of any changes to or approval of such Form 10-D. Within two (2) Business Days after receipt of such
copy, but no later than two (2) Business Days prior to the 15th calendar day after the related Distribution Date, an
officer of the Depositor shall sign the Form 10-D and return an electronic or fax copy of such signed Form 10-D (with
an original executed hard copy to follow by overnight mail) to the Certificate Administrator. Upon receipt of such signed Form 10-D
(in electronic form or by fax copy), the Certificate Administrator shall deem such report to be approved by the Depositor and shall
proceed with filing such report with the Commission. If a Form 10-D cannot be filed on time or


 






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if a previously
filed Form 10-D needs to be amended, the Certificate Administrator will follow the procedures set forth in Section 10.02(a)
of this Agreement. Promptly after filing with the Commission, the Certificate Administrator will make available on its internet
website a final executed copy of each Form 10-D prepared and filed by the Certificate Administrator. The signing party at
the Depositor can be contacted at Credit Suisse First Boston Mortgage Securities Corp., 11 Madison Avenue, New York, New York
10010 Attention: Chuck Lee, fax number: (212) 322-0965, email: chuck.lee@credit-suisse.com, with copies to: Credit Suisse, Commercial
Real Estate & CMBS, One Madison Ave, 9th Floor, New York, New York 10010 Sarah Nelson, fax number: (212) 743-2823, email:
sarah.nelson@credit-suisse.com. The parties to this Agreement acknowledge that the performance by the Certificate Administrator
of its duties under this Section 10.03 related to the timely preparation and filing of Form 10-D is contingent upon
such parties observing all applicable deadlines in the performance of their duties under this Section 10.03. The Certificate
Administrator shall have no liability for any loss, expense, damage, or claim arising out of or with respect to any failure to
properly prepare, arrange for execution and/or timely file such Form 10-D, where such failure results because required disclosure
information was either not delivered to the Certificate Administrator or delivered to the Certificate Administrator after the
delivery deadlines set forth in this Agreement, not resulting from its own negligence, bad faith or willful misconduct.


 


(b)          Form 10-D requires the registrant to indicate (by checking “yes” or “no”) that it “(1)
has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the preceding 12 months (or for
such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements
for the past 90 days.” The Depositor hereby instructs the Certificate Administrator, with respect to each Form 10-D,
to check “yes” for each item unless the Certificate Administrator has received prior written notice (which may be furnished
electronically) from the Depositor that the answer should be “no” for an item which notice shall be delivered to the
Certificate Administrator no later than the day on which the Depositor provided its signature for such filing pursuant to Section
10.03(a) of this Agreement.


 


Section 10.04     Form 10-K Filings.


 


(a)          Within 90 days after the end of each fiscal year of the Trust (it being understood that the fiscal year of the Trust
ends on December 31 of each year) or such earlier date as may be required by the Exchange Act (the “10-K Filing Deadline”),
commencing within 90 days after December 31, 2015, the Certificate Administrator shall prepare and file on behalf of the Trust
any Form 10-K then required by the Exchange Act, in form and substance as then required by the Exchange Act. Each such Form 10-K
shall include the following items, in each case to the extent they have been delivered to the Certificate Administrator (in the
form required by this Agreement) within the applicable time frames set forth in this Agreement:


 


(i)           an annual compliance statement for each certifying Person and each Additional Servicer engaged by each certifying Person
or the Special Servicer, as described under Section 10.07; provided that the related signature pages may be delivered
separately from such compliance statement,


 






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(ii)           (A)     the annual reports on assessment of compliance with Servicing Criteria for each Reporting Servicer, as described under
Section 10.08, and


 


(B)     if any such report on assessment of compliance with Servicing Criteria described under Section 10.08 identifies any
material instance of noncompliance, disclosure identifying such instance of noncompliance, or if such report on assessment of compliance
with Servicing Criteria described under Section 10.08 is not included as an exhibit to such Form 10-K, disclosure that
such report is not included and an explanation why such report is not included,


 


(iii)         (A)     the registered public accounting firm attestation report for each Reporting Servicer, as described under Section
10.09, and


 


(B)     if
any registered public accounting firm attestation report described under Section 10.09 identifies any material instance
of noncompliance, disclosure identifying such instance of noncompliance, or if any such registered public accounting firm attestation
report is not included as an exhibit to such Form 10-K, disclosure that such report is not included and an explanation why
such report is not included, and


 


(iv)         a certification in the form attached to this Agreement as Exhibit X, with such changes as may be necessary or
appropriate as a result of changes promulgated by the Commission (the “Sarbanes-Oxley Certification”), which
shall, except as described below, be signed by the senior officer of the Depositor in charge of securitization; provided
that the related signature pages may be delivered separately.


 


Any disclosure or information
in addition to (i) through (iv) above that is required to be included on Form 10-K (“Additional Form 10-K Disclosure”)
shall, pursuant to the following paragraph, be (i) reported by the parties set forth on Exhibit V to this Agreement
to the Depositor and the Certificate Administrator and any Other Depositor and Other Exchange Act Reporting Party to which such
Additional Form 10-K Disclosure is relevant for Exchange Act reporting purposes and (ii) approved by the Depositor and such
Other Depositor, and the Certificate Administrator will have no duty or liability for any failure hereunder to determine or prepare
any Additional Form 10-K Disclosure, absent such reporting, direction and approval.


 


Not later than the end
of each fiscal year for which the Trust is required to file a Form 10-K, the Master Servicer, the Special Servicer, the Certificate
Administrator, the Custodian, the Operating Advisor and the Trustee shall provide the other parties to this Agreement and the Mortgage
Loan Sellers with written notice of the name and address of each Servicing Function Participant retained by such party, if any,
during such fiscal year. Not later than the end of each fiscal year for which the Trust is required to file a Form 10-K, the
Certificate Administrator shall, upon request (which can be in the form of electronic mail and which may be continually effective),
provide to each Mortgage Loan Seller written notice of any change in the identity of any party to this Agreement, including the
name and address of any new party to this Agreement.


 






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For so long as the Trust
or any Other Securitization Trust is subject to the reporting requirements of the Exchange Act, no later than March 1, commencing
in March 2016, (i) the parties listed on Exhibit V to this Agreement shall be required to provide (and (i) with
respect to any Servicing Function Participant of such party that is a Mortgage Loan Seller Sub-Servicer, shall use commercially
reasonable efforts to cause such Servicing Function Participant to provide, and (ii) with respect to any other Servicing Function
Participant of such party (other than any party to this Agreement), shall cause such Servicing Function Participant to provide)
to the Certificate Administrator, the Depositor and each Other Exchange Act Reporting Party and Other Depositor to which the particular
Additional Form 10-K Disclosure is relevant for Exchange Act reporting purposes, to the extent a Servicing Officer or a Responsible
Officer, as the case may be, thereof has actual knowledge (other than information required by Item 1117 of Regulation AB as
to such party which shall be reported if actually known by any Servicing Officer or Responsible Officer, as the case may be or
any lawyer in the in-house legal department of such party), in EDGAR-Compatible Format (to the extent available to such party in
such format) or in such other format as otherwise agreed upon by the Certificate Administrator, the Depositor, each such Other
Exchange Act Reporting Party, each such Other Depositor and such providing parties, the form and substance of any Additional Form
10-K Disclosure described on Exhibit V to this Agreement applicable to such party, (ii) the parties listed on
Exhibit V to this Agreement shall include with such Additional Form 10-K Disclosure applicable to such party and
shall cause each Sub-Servicer (or, in the case of each Sub-Servicer set forth on Exhibit S, shall use commercially
reasonable efforts to cause such Sub-Servicer) and Subcontractor of such party to the extent required under Regulation AB to provide,
and if received, include, an Additional Disclosure Notification in the form attached as Exhibit W to this Agreement,
and (iii) the Depositor will approve, as to form and substance, or disapprove, as the case may be, the inclusion of the Additional
Form 10-K Disclosure on Form 10-K. The Certificate Administrator has no duty under this Agreement to monitor or enforce
the performance by the parties listed on Exhibit V to this Agreement of their duties under this paragraph or proactively
solicit or procure from such parties any Additional Form 10-K Disclosure information. The Depositor will be responsible for
any reasonable fees assessed and expenses incurred by the Certificate Administrator in connection with including any Additional
Form 10-K Disclosure on Form 10-K pursuant to this paragraph.


 


After preparing a Form 10-K,
the Certificate Administrator shall forward electronically a preliminary copy of the Form 10-K to the Depositor for review
no later than March 15 in the year immediately following the year as to which such Form 10-K relates, or, if March 15
is not a Business Day, on the immediately following Business Day. Within three (3) Business Days after receipt of such copy, the
Depositor shall notify the Certificate Administrator in writing (which may be furnished electronically) of any changes or approval
to such preliminary Form 10-K. The Certificate Administrator shall provide a complete Form 10-K to the Depositor for
review no later than March 21 in the year immediately following the year as to which such Form 10-K relates, or if March 21
is not a Business Day, on the immediately following Business Day. Within three (3) Business Days after receipt of such complete
Form 10-K, the Depositor shall notify the Certificate Administrator in writing (which may be furnished electronically) of
any changes or approval to such complete Form 10-K. No later than 5:00 p.m. (New York City time) on the third Business Day
prior to the 10-K Filing Deadline, a senior officer of the Depositor shall sign the Form 10-K and return an electronic or
fax copy of such signed Form 10-K (with an original executed hard copy to follow by overnight mail) to the


 






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Certificate
Administrator. Upon receipt of such signed Form 10-K (in electronic form or by fax copy), the Certificate Administrator shall
deem such report to be approved by the Depositor and shall proceed with filing such report with the Commission. If a Form 10-K
cannot be filed on time or if a previously filed Form 10-K needs to be amended, the Certificate Administrator will follow
the procedures set forth in Section 10.02(a). Promptly after filing with the Commission, the Certificate Administrator
will make available on the Certificate Administrator’s Website a final executed copy of each Form 10-K prepared and
filed by the Certificate Administrator. The signing party at the Depositor can be contacted at Credit Suisse First Boston Mortgage
Securities Corp., 11 Madison Avenue, New York, New York 10010 Attention: Chuck Lee, fax number: (212) 322-0965, email: chuck.lee@credit-suisse.com,
with copies to: Credit Suisse, Commercial Real Estate & CMBS, One Madison Ave, 9th Floor, New York, New York 10010 Sarah Nelson,
fax number: (212) 743-2823, email: sarah.nelson@credit-suisse.com. The parties to this Agreement acknowledge that the performance
by the Certificate Administrator of its duties under this Section 10.04 related to the timely preparation and filing of
Form 10-K is contingent upon the parties to this Agreement (and any Additional Servicer or Servicing Function Participant
engaged or utilized, as applicable, by any such parties) observing all applicable deadlines in the performance of their duties
under this Section 10.04. The Certificate Administrator shall have no liability for any loss, expense, damage, claim arising
out of or with respect to any failure to properly prepare, arrange for execution and/or timely file such Form 10-K, where
such failure results because required disclosure information was either not delivered to the Certificate Administrator or delivered
to the Certificate Administrator after the delivery deadlines set forth in this Agreement, not resulting from its own negligence,
bad faith or willful misconduct.


 


(b)          Form 10-K requires the registrant to indicate (by checking “yes” or “no”) that it “(1)
has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the preceding 12 months (or for
such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements
for the past 90 days.” The Depositor hereby instructs the Certificate Administrator, with respect to each Form 10-K,
to check “yes” for each item unless the Certificate Administrator has received prior written notice (which may be furnished
electronically) from the Depositor that the answer should be “no” for an item which notice shall be delivered to the
Certificate Administrator no later than the day on which the Depositor provided its signature for such filing pursuant to Section
10.04(a) of this Agreement.


 


Section 10.05     Sarbanes-Oxley Certification. Each Form 10-K shall include a Sarbanes-Oxley Certification in the form attached
to this Agreement as Exhibit X required to be included therewith pursuant to the Sarbanes-Oxley Act. The Certificate
Administrator, the Master Servicer, the Special Servicer and the Operating Advisor shall provide (and (i) with respect to
any Servicing Function Participant of such party that is a Mortgage Loan Seller Sub-Servicer, shall use commercially reasonable
efforts to cause such Servicing Function Participant to provide, and (ii) with respect to any other Servicing Function Participant
of such party (other than any party to this Agreement), shall cause such Servicing Function Participant to provide) to the Person
who signs the Sarbanes-Oxley Certification (the “Certifying Person”) no later than March 15 in the year
following the year as to which such Form 10-K relates or, if March 15 is not a Business Day, on the immediately following
Business Day, a certification in the form attached to this Agreement as Exhibit Y-1, Exhibit Y-2, Exhibit Y-3
and Exhibit Y-4, as


 






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applicable,
on which the Certifying Person, the entity for which the Certifying Person acts as an officer, and such entity’s officers,
directors and Affiliates (collectively with the Certifying Person, “Certification Parties”) can reasonably
rely. With respect to any Non-Serviced Mortgage Loan serviced under the related Other Pooling and Servicing Agreement, the Certificate
Administrator will use commercially reasonable efforts to procure a Sarbanes-Oxley back-up certification similar in form and substance
to the applicable certification from the related Other Master Servicer, the related Other Special Servicer, the related Other
Paying Agent and the related Other Trustee. In the event any Reporting Servicer is terminated or resigns pursuant to the terms
of this Agreement, or any applicable Sub-Servicing Agreement or primary servicing agreement, as the case may be, such Reporting
Servicer shall provide a certification to the Certifying Person pursuant to this Section 10.05 with respect to the period
of time it was subject to this Agreement or the applicable sub-servicing or primary servicing agreement, as the case may be.


 


Section 10.06     Form
8-K Filings. Within four (4) Business Days after the occurrence of an event requiring disclosure on Form 8-K (each such
event, a “Reportable Event”), and if requested by the Depositor, the Certificate Administrator shall prepare
and file on behalf of the Trust any Form 8-K, as required by the Exchange Act and shall provide notice thereof to Form10K.Compliance@cwt.com,
provided that the Depositor shall file the initial Form 8-K in connection with the issuance of the Certificates. Any
disclosure or information related to a Reportable Event or that is otherwise required to be included on Form 8-K (“Form 8-K
Disclosure Information”) that is approved by the Depositor shall, pursuant to the following paragraph, be reported by
the applicable parties set forth on Exhibit Z to this Agreement to the Depositor, the Certificate Administrator, and
each Other Depositor and Other Exchange Act Reporting Party to which such Form 8-K Disclosure Information is relevant for Exchange
Act reporting purposes, and the Certificate Administrator will have no duty or liability for any failure hereunder to determine
or prepare any Form 8-K Disclosure Information or any Form 8-K, absent such reporting, direction and approval.


 


For so long as the Trust
or any Other Securitization Trust is subject to the reporting requirements of the Exchange Act, to the extent a Servicing Officer
or Responsible Officer thereof has actual knowledge of such event (other than Item 1117 of Regulation AB as to such party
which shall be reported if actually known by any Servicing Officer or Responsible Officer, as the case may be or any lawyer in
the in-house legal department of such party), within one (1) Business Day after the occurrence of a Reportable Event (using commercially
reasonable efforts), but in no event later than 1:00 p.m. (New York City time) on the second Business Day after the occurrence
of a Reportable Event, (i) the parties set forth on Exhibit Z to this Agreement shall be required to provide (and
(i) with respect to any Servicing Function Participant of such party that is a Mortgage Loan Seller Sub-Servicer, shall use
commercially reasonable efforts to cause such Servicing Function Participant to provide, and (ii) with respect to any other
Servicing Function Participant of such party (other than any party to this Agreement), shall cause such Servicing Function Participant
to provide) to the Depositor, the Certificate Administrator and each Other Depositor and Other Exchange Act Reporting Party to
which the particular Form 8-K Disclosure Information is relevant for Exchange Act reporting purposes, in EDGAR-Compatible Format
(to the extent available to such party in such format) or in such other format as otherwise agreed upon by the Depositor, the Certificate
Administrator, each such Other Depositor, each such Other Exchange Act Reporting Party and such providing


 






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parties any
Form 8-K Disclosure Information described on Exhibit Z to this Agreement as applicable to such party, if applicable
(ii) the parties listed on Exhibit Z to this Agreement shall include with such Form 8-K Disclosure Information
applicable to such party and shall cause each Sub-Servicer (or, in the case of each Sub-Servicer set forth on Exhibit S,
shall use commercially reasonable efforts to cause such Sub-Servicer) and Subcontractor of such party to the extent required under
Regulation AB to provide, and if received, include, an Additional Disclosure Notification in the form attached hereto as Exhibit W,
and (iii) the Depositor will approve, as to form and substance, or disapprove, as the case may be, the inclusion of the Form 8-K
Disclosure Information on Form 8-K. The Certificate Administrator has no duty under this Agreement to monitor or enforce
the performance by the parties listed on Exhibit V of their duties under this paragraph or proactively solicit or
procure from such parties any Form 8-K Disclosure Information. The Depositor will be responsible for any reasonable fees
assessed or expenses incurred by the Certificate Administrator in connection with including any Form 8-K Disclosure Information
on Form 8-K pursuant to this paragraph.


 


After preparing the Form 8-K,
the Certificate Administrator shall forward electronically a copy of the Form 8-K to the Depositor for review no later than
1:00 p.m. (New York City time) on the third Business Day after the Reportable Event (but in no event earlier than 24 hours after
having received approved Form 8-K Disclosure Information pursuant to the immediately preceding paragraph). Promptly, but no
later than the close of business on the third Business Day after the Reportable Event, the Depositor shall notify the Certificate
Administrator in writing (which may be furnished electronically) of any changes to or approval of such Form 8-K. No later
than noon on the fourth Business Day after the Reportable Event, a duly authorized representative of the Depositor shall sign the
Form 8-K and return an electronic or fax copy of such signed Form 8-K (with an original executed hard copy to follow
by overnight mail) to the Certificate Administrator. If a Form 8-K cannot be filed on time or if a previously filed Form 8-K
needs to be amended, the Certificate Administrator will follow the procedures set forth in Section 10.02(a) of this Agreement.
Promptly after filing with the Commission, the Certificate Administrator will, make available on its internet website a final executed
copy of each Form 8-K, to the extent such Form 8-K has been prepared and filed by the Certificate Administrator. The
signing party at the Depositor can be contacted at Credit Suisse First Boston Mortgage Securities Corp., 11 Madison Avenue, New
York, New York 10010 Attention: Chuck Lee, fax number: (212) 322-0965, email: chuck.lee@credit-suisse.com, with copies to: Credit
Suisse, Commercial Real Estate & CMBS, One Madison Ave, 9th Floor, New York, New York 10010 Sarah Nelson, fax number: (212)
743-2823, email: sarah.nelson@credit-suisse.com. The parties to this Agreement acknowledge that the performance by the Certificate
Administrator of its duties under this Section 10.06 related to the timely preparation and filing of Form 8-K is contingent
upon such parties observing all applicable deadlines in the performance of their duties under this Section 10.06. The Certificate
Administrator shall have no liability for any loss, expense, damage, claim arising out of or with respect to any failure to properly
prepare and/or timely file such Form 8-K, where such failure results from the Certificate Administrator’s inability
or failure to receive, on a timely basis, any information from the parties to this Agreement needed to prepare, arrange for execution
or file such Form 8-K, not resulting from its own negligence, bad faith or willful misconduct.


 


In the case of a Form
8-K that is filed by or on behalf of the Trust as a result of the termination, removal, resignation or any other replacement of
the Master Servicer, the


 






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Special Servicer,
the Trustee or the Certificate Administrator under this Agreement, the proposed successor Master Servicer, Special Servicer, Trustee
or Certificate Administrator, as applicable, shall, as a condition to such succession and at the reasonable expense of the same
party or parties required to pay the costs and expenses relating to such termination, removal, resignation or other replacement
pursuant to this Agreement, provide to the Certificate Administrator and the Depositor on or before the date of such proposed
succession the following: (i) any information (including, but not limited to, disclosure information) required for the Trust to
comply in a timely manner with applicable filing requirements under Items 1.01 and 6.02 of Form 8-K and (ii) such opinion(s) of
counsel, certifications and/or indemnification agreement(s) with respect to such information that are substantially similar to
those delivered by the initial Master Servicer, the Special Servicer, the Trustee or the Certificate Administrator, as the case
may be, or their respective counsel, in connection with the information concerning such party in the Prospectus Supplement and/or
any other disclosure materials relating to this Trust.


 


Section 10.07     
Annual Compliance Statements. The Master Servicer, the Special Servicer, the Custodian and the Certificate Administrator
shall furnish (and the Master Servicer, the Special Servicer, the Custodian and the Certificate Administrator (i) with respect
to any Additional Servicer of such party that is a Mortgage Loan Seller Sub-Servicer, shall use commercially reasonable efforts
to cause such Additional Servicer to furnish, and (ii) with respect to any other Additional Servicer of such party (other
than any party to this Agreement), shall cause such Additional Servicer to furnish) (each such Additional Servicer and each of
the Master Servicer, the Special Servicer and the Certificate Administrator, a “Certifying Servicer”) to the
Depositor, the Certificate Administrator, in the case of a Companion Loan that is part of an Other Securitization Trust, the applicable
Other Depositor and Other Exchange Act Reporting Party, and the Operating Advisor (only in the case of an Officer’s Certificate
furnished by the Special Servicer and after the occurrence and during the continuance of a Control Termination Event) on or before
March 15 of each year, in an EDGAR Compatible Format, commencing in March 2016, an Officer’s Certificate stating,
as to the signer thereof, that (A) a review of such Certifying Servicer’s activities during a reporting period consisting
of the preceding calendar year or portion thereof and of such Certifying Servicer’s performance under this Agreement, or
the applicable Sub-Servicing Agreement or primary servicing agreement in the case of an Additional Servicer, has been made under
such officer’s supervision and (B) to the best of such officer’s knowledge, based on such review, such Certifying
Servicer has fulfilled all its obligations under this Agreement, or the applicable Sub-Servicing Agreement or primary servicing
agreement in the case of an Additional Servicer, in all material respects throughout such reporting period, or, if there has been
a failure to fulfill any such obligation in any material respect, specifying each such failure known to such officer and the nature
and status thereof. The Master Servicer and the Special Servicer shall, and the Master Servicer and the Special Servicer shall
cause (or, in the case of an Additional Servicer that is a Mortgage Loan Seller Sub-Servicer, shall use its commercially reasonable
efforts to cause) each Additional Servicer hired by it to, forward a copy of each such statement to, prior to the occurrence and
continuance of a Consultation Termination Event, the Controlling Class Representative and, for posting to the Rule 17g-5 Information
Provider’s Website pursuant to Section 11.13 of this Agreement, the Rule 17g-5 Information Provider. Promptly
after receipt of each such Officer’s Certificate, the Depositor (and, in the case of a Companion Loan that is part of an
Other Securitization Trust, the applicable Other Depositor and Other Exchange Act Reporting Party) may review each such Officer’s
Certificate and, if applicable, consult with the Certifying Servicer, as applicable, as to


 






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the nature
of any failures by such Certifying Servicer, respectively, or any related Additional Servicer with which the Master Servicer or
the Special Servicer, as applicable, has entered into a servicing relationship with respect to the Mortgage Loans or the Companion
Loans in the fulfillment of any Certifying Servicer’s obligations hereunder or under the applicable sub-servicing or primary
servicing agreement. The obligations of each Certifying Servicer under this Section apply to each Certifying Servicer that serviced
a Mortgage Loan or Companion Loan during the applicable period, whether or not the Certifying Servicer is acting in such capacity
at the time such Officer’s Certificate is required to be delivered.


 


With respect to any Non-Serviced
Mortgage Loan serviced under the applicable Other Pooling and Servicing Agreement, the Certificate Administrator shall request,
and upon receipt deliver to the Depositor, from the related Other Master Servicer, the related Other Special Servicer, the related
Other Trustee, the related Other Paying Agent or the related Other Certificate Administrator an Officer’s Certificate in
form and substance similar to the Officer’s Certificate described in this Section or such other form as is set forth in the
applicable Other Pooling and Servicing Agreement. The Certificate Administrator shall notify the Depositor if such Officer’s
Certificate has been requested from an Other Master Servicer, Other Special Servicer, Other Trustee, Other Paying Agent or Other
Certificate Administrator but has not been delivered within 3 Business Days.


 


Section 10.08     Annual
Reports on Assessment of Compliance with Servicing Criteria.


 


On or before March 15
of each year commencing in March 2016, the Master Servicer, the Special Servicer, the Custodian, the Certificate Administrator
and the Operating Advisor, each at its own expense, shall furnish in an EDGAR Compatible Format (and each of the preceding parties,
as applicable, (i) with respect to any Servicing Function Participant of such party that is a Mortgage Loan Seller Sub-Servicer,
shall use commercially reasonable efforts to cause such Servicing Function Participant to furnish, and (ii) with respect to
any other Servicing Function Participant of such party (other than any party to this Agreement), shall cause such Servicing Function
Participant to furnish) (the Master Servicer, the Special Servicer, the Certificate Administrator, the Custodian, the Operating
Advisor and any Servicing Function Participant, as the case may be, a “Reporting Servicer”) to the Certificate
Administrator, the Trustee, in the case of a Serviced Companion Loan that is part of an Other Securitization Trust, the applicable
Other Depositor and Other Exchange Act Reporting Party, the Custodian, the Operating Advisor (only in the case of a report furnished
by the Special Servicer and after the occurrence and during the continuance of a Control Termination Event) and the Depositor,
a report on an assessment of compliance with the Relevant Servicing Criteria that contains (A) a statement by such Reporting
Servicer of its responsibility for assessing compliance with the Relevant Servicing Criteria, (B) a statement that such Reporting
Servicer used the Servicing Criteria to assess compliance with the Relevant Servicing Criteria, (C) such Reporting Servicer’s
assessment of compliance with the Relevant Servicing Criteria during and as of
the end of the fiscal year covered by the Form 10-K required to be filed pursuant to Section 10.04 of this Agreement,
including, if there has been any material instance of noncompliance with the Relevant Servicing Criteria, a discussion of each
such failure and the nature and status thereof, and (D) a statement that a registered public accounting firm has issued an
attestation report on such Reporting Servicer’s assessment of compliance with the Relevant Servicing Criteria during


 






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and
as of the end of such period. Copies of all compliance reports delivered pursuant to this Section 10.08 shall be provided
to any Certificateholder, upon the written request thereof, by the Certificate Administrator. Each such report shall be addressed
to the Depositor and each Other Depositor (if addressed) and signed by an authorized officer of the applicable company, and shall
address each of the Relevant Servicing Criteria specified on a certification substantially in the form of Exhibit O
to this Agreement delivered to the Depositor on the Closing Date. Promptly after receipt of each such report, (i) the Depositor
and each Other Depositor may review each such report and, if applicable, consult with the each Reporting Servicer as to the nature
of any material instance of noncompliance with the Relevant Servicing Criteria, and (ii) the Certificate Administrator shall
confirm that the assessments, taken individually address the Relevant Servicing Criteria for each party as set forth on Exhibit O
to this Agreement and notify the Depositor of any exceptions.


 


(a)          On the Closing Date, the Master Servicer, the Special Servicer, the Custodian, the Certificate Administrator and the Operating
Advisor each acknowledge and agree that Exhibit O to this Agreement sets forth the Relevant Servicing Criteria for
such party.


 


(b)          No later than the end of each fiscal year for the Trust, the Master Servicer, the Special Servicer, the Custodian, the Certificate
Administrator and the Operating Advisor shall notify the Certificate Administrator, the Depositor, each Other Exchange Act Reporting
Party and each Other Depositor as to the name of each Servicing Function Participant utilized by it, and the Certificate Administrator
shall notify the Depositor and each Other Depositor as to the name of each Servicing Function Participant utilized by it, during
such fiscal year, and each such notice will specify what specific Servicing Criteria will be addressed in the report on assessment
of compliance prepared by such Servicing Function Participant. When the Master Servicer, the Special Servicer, the Certificate
Administrator, the Custodian, the Operating Advisor and any Servicing Function Participant submit their assessments pursuant to
Section 10.08(a) of this Agreement, such parties will also at such time include the assessment (and related attestation
pursuant to Section 10.09 of this Agreement) of each Servicing Function Participant engaged by it. The fiscal year for the
Trust shall be January 1 through and including December 31 of each calendar year.


 


(c)          In the event the Master Servicer, the Special Servicer, the Custodian, the Certificate Administrator or the Operating Advisor
is terminated or resigns pursuant to the terms of this Agreement, such party shall provide, and each such party shall cause (or,
if the Servicing Function Participant is a Mortgage Loan Seller Sub-Servicer, shall use commercially reasonable efforts to cause)
any Servicing Function Participant of such party to provide (and the Master Servicer, the Special Servicer and the Certificate
Administrator shall, with respect to any Servicing Function Participant that resigns or is terminated under any applicable servicing
agreement, cause such Servicing Function Participant (or, in the case of each Servicing Function Participant that is a Mortgage
Loan Seller Sub-Servicer, shall use commercially reasonable efforts to cause such Servicing Function Participant) to provide) an
annual assessment of compliance pursuant to this Section 10.08, coupled with an attestation as required in Section 10.09
of this Agreement with respect to the period of time that the Master Servicer or the Special Servicer was subject to this Agreement
or the period of time that the applicable Servicing Function Participant was subject to such other servicing agreement.


 






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With respect to any Non-Serviced
Mortgage Loan serviced under the applicable Other Pooling and Servicing Agreement, the Certificate Administrator shall obtain,
and upon receipt deliver to the Depositor, an annual report on assessment of compliance as described in this Section 10.08 and
an attestation as described in Section 10.09 from the related Other Master Servicer, Other Special Servicer, Other Trustee,
Other Paying Agent or Other Certificate Administrator and in form and substance similar to the annual report on assessment of compliance
described in this Section 10.08 and the attestation described in Section 10.09. The Certificate Administrator
shall notify the Depositor if such annual report on assessment of compliance has been requested from an Other Master Servicer,
Other Special Servicer, Other Trustee, Other Paying Agent or Other Certificate Administrator but has not been delivered within
3 Business Days.


 


Section 10.09     
Annual Independent Public Accountants’ Servicing Report. On or before March 15 of each year, commencing
in March 2016, the Master Servicer, the Special Servicer, the Custodian, the Certificate Administrator and the Operating Advisor,
each at its own expense, shall cause (and each of the preceding parties, as applicable, (i) with respect to any Servicing
Function Participant of such party that is a Mortgage Loan Seller Sub-Servicer, shall use commercially reasonable efforts to cause
such Servicing Function Participant to cause, and (ii) with respect to any other Servicing Function Participant of such party
(other than any party to this Agreement), shall cause such Servicing Function Participant to cause) a registered public accounting
firm (which may also render other services to the Master Servicer, the Special Servicer, the Certificate Administrator, the Custodian,
the Operating Advisor or the applicable Servicing Function Participant, as the case may be) and that is a member of the American
Institute of Certified Public Accountants to furnish a report to the Certificate Administrator in an EDGAR Compatible Format, in
the case of a Companion Loan that is part of an Other Securitization Trust, the applicable Other Depositor and Other Exchange Act
Reporting Party, the Custodian, the Operating Advisor (only in the case of a report furnished on behalf of the Special Servicer
and after the occurrence and during the continuance of a Control Termination Event) and the Depositor and, prior to the occurrence
and continuance of a Consultation Termination Event, the Controlling Class Representative and, for posting to the Rule 17g-5
Information Provider’s Website pursuant to Section 11.13 of this Agreement, the Rule 17g-5 Information Provider,
to the effect that (i) it has obtained a representation regarding certain matters from the management of such Reporting Servicer,
which includes an assertion that such Reporting Servicer has complied with the Relevant Servicing Criteria and (ii) on the
basis of an examination conducted by such firm in accordance with standards for attestation engagements issued or adopted by the
Public Company Accounting Oversight Board, it is expressing an opinion as to whether such Reporting Servicer’s compliance
with the Relevant Servicing Criteria was fairly stated in all material respects, or it is not expressing an overall opinion regarding
such Reporting Servicer’s assessment of compliance with the Relevant Servicing Criteria. In the event that an overall opinion
cannot be expressed, such registered public accounting firm shall state in such report why it was unable to express such an opinion.
Each such related accountant’s attestation report shall be made in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation
S-X under the Securities Act and the Exchange Act. Such report must be available for general use and not contain restricted use
language. Copies of such statement will be provided to any Certificateholder, upon the written request thereof, by the Certificate
Administrator. Promptly after receipt of such report from the Master Servicer, the Special Servicer, the Certificate Administrator,
the Custodian, the Operating Advisor or any Servicing


 






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Function
Participant, (i) the Depositor and each Other Depositor may review the report and, if applicable, consult with the Master
Servicer, the Special Servicer, the Custodian, the Certificate Administrator or the Operating Advisor as to the nature of any
defaults by the Master Servicer, the Special Servicer, the Certificate Administrator, the Custodian, the Operating Advisor or
any Servicing Function Participant with which it has entered into a servicing relationship with respect to the Mortgage Loans
or the Companion Loans, as the case may be, in the fulfillment of any of the Master Servicer’s, the Special Servicer’s,
the Certificate Administrator’s, the Custodian’s, the Operating Advisor’s or the applicable Servicing Function
Participants’ obligations hereunder or under the applicable sub servicing or primary servicing agreement, and (ii) the
Certificate Administrator shall confirm that each accountants’ attestation report submitted pursuant to this Section relates
to an assessment of compliance meeting the requirements of Section 10.08 of this Agreement and notify the Depositor of
any exceptions.


 


Section 10.10     Significant
Obligors.


 


(a)          It is hereby acknowledged that the Mortgaged Property related to the Fairmont Orchid Mortgage Loan is a Significant Obligor,
and, accordingly, Item 6 of Form 10-D and Item 1112(b)(1) of Form 10-K provide for the inclusion of updated net operating income
from such Mortgaged Property, as required by Item 1112(b)(1) of Regulation AB, (i) on each Form 10-D to be filed by the Trust (on
a quarterly basis) on or before the related Significant Obligor NOI Quarterly Filing Deadline or (ii) on each Form 10-K filed by
the Trust, as applicable. The parties hereto acknowledge that the dates on which financial statements are required to be delivered
to the related lender under the related Mortgage Loan documents is thirty (30) days following the end of each fiscal quarter of
the related Mortgagor or seventy-five (75) days following the end of each fiscal year of the related Mortgagor, as applicable,
as set forth in Section 13.6(a) of the related loan agreement.


 


With respect to the Significant
Obligor, solely to the extent that the Master Servicer is in receipt of the updated financial statements of the Significant Obligor
for any calendar quarter (other than the fourth calendar quarter of any calendar year) from the Mortgagor or the Special Servicer,
as applicable, beginning for the calendar quarter ending March 31, 2016, or the updated financial statements of the Significant
Obligor for any calendar year, beginning for the calendar year ending December 31, 2015, as applicable, the Master Servicer shall
deliver to the Certificate Administrator, on or prior to the day that occurs two (2) Business Days prior to the related Significant
Obligor NOI Quarterly Filing Deadline or seven (7) Business Days prior to the related Significant Obligor NOI Yearly Filing Deadline,
as applicable, (A) if such financial statement receipt occurs twelve (12) or more Business Days prior to the related Significant
Obligor NOI Quarterly Filing Deadline or seventeen (17) or more Business Days prior to the related Significant Obligor NOI Yearly
Filing Deadline, as applicable, such financial statements of the Significant Obligor, together with the net operating income of
such Significant Obligor for the applicable period as calculated by the Master Servicer in accordance with CREFC®
guidelines and (B) if such financial statement receipt occurs less than twelve (12) Business Days prior to the related Significant
Obligor NOI Quarterly Filing Deadline or less than seventeen (17) Business Days prior to the related Significant Obligor NOI Yearly
Filing Deadline, as applicable, such financial statements of the Significant Obligor, together with the net operating income of
such Significant Obligor for the applicable period as reported by the related Mortgagor in such financial statements.


 






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If the Master Servicer
does not receive financial information satisfactory to comply with Item 6 of Form 10-D or Item 1112(b)(1) of Form 10-K,
as the case may be, of the Significant Obligor with respect to the Fairmont Orchid Mortgage Loan within ten (10) Business Days
after the date such financial information is required to be delivered under the related Loan Documents, the Master Servicer shall
notify the Depositor (and the Master Servicer shall cause each applicable Sub-Servicing Agreement to require any related Sub-Servicer
to notify the Depositor) that it has not received them. The Master Servicer shall use efforts consistent with the Servicing Standard
(taking into account, in addition, the ongoing reporting obligations of the Depositor under the Exchange Act) to obtain the periodic
financial statements of the related Borrower under the related Mortgage Loan Documents.


 


The Master Servicer shall
(and shall cause each applicable Sub-Servicing Agreement to require any related Sub-Servicer to) retain written evidence of each
instance in which it (or a Sub-Servicer) attempts to contact the Borrower related to the Fairmont Orchid Mortgage Loan to obtain
the required financial information and is unsuccessful and, within five (5) Business Days prior to the date in which a Form 10-D
or Form 10-K, as applicable, is required to be filed with respect to the Trust, shall forward an Officer’s Certificate
evidencing its attempts to obtain this information to the Certificate Administrator and the Depositor.


 


If the Certificate Administrator
has not received financial information satisfactory to comply with Item 6 of Form 10-D or Item 1112(b)(1) of Form 10-K,
as the case may be, it shall include the following statement with respect to Item 6 on the related Form 10-D with respect
to the Trust or Item 1112(b)(1) on the related Form 10-K with respect to the Trust: “The information required for this
[Item 6] [Item 1112(b)(1)] rests with a person or entity which is not affiliated with the registrant. Oral and written requests
have been made on behalf of the registrant, to the extent required under the related pooling and servicing agreement, to obtain
the information required for this [Item 6] [Item 1112(b)(1)], and the registrant has been unable to obtain such information to
include on this [Form 10-D] [Form 10-K] by the related filing deadline. The information is therefore being omitted herefrom
in reliance on Rule 12b-21 under the Securities Exchange Act of 1934, as amended” or such other statement as directed by
the Depositor.


 


(b)          With respect to any Mortgaged Property that secures a Serviced Companion Loan that the applicable Other Depositor has notified
the Master Servicer in writing is a “significant obligor” (within the meaning of Item 1101(k) of Regulation AB) with
respect to an Other Securitization Trust that includes such Serviced Companion Loan and of the distribution date under the Other
Pooling and Servicing Agreement, solely to the extent that the Master Servicer is in receipt of the updated financial statements
of the Significant Obligor for any calendar quarter (other than the fourth calendar quarter of any calendar year) from the Mortgagor
or the Special Servicer, as applicable, beginning with the first calendar quarter following receipt of such notice from the Other
Depositor, or the updated financial statements of the Significant Obligor for any calendar year, beginning for the calendar year
following such notice from the Other Depositor, as applicable, the Master Servicer shall deliver to the Other Depositor and Other
Trustee, on or prior to the day that occurs two (2) Business Days prior to the related Significant Obligor NOI Quarterly Filing
Deadline or seven (7) Business Days prior to the related Significant Obligor NOI Yearly Filing Deadline, as applicable, (A) if
such financial statement receipt occurs twelve (12) or more Business Days prior to the related Significant


 






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Obligor NOI
Quarterly Filing Deadline or seventeen (17) or more Business Days prior to the related Significant Obligor NOI Yearly Filing Deadline,
as applicable, such financial statements of the Significant Obligor, together with the net operating income of such Significant
Obligor for the applicable period as calculated by the Master Servicer in accordance with CREFC® guidelines and
(B) if such financial statement receipt occurs less than twelve (12) Business Days prior to the related Significant Obligor NOI
Quarterly Filing Deadline or less than seventeen (17) Business Days prior to the related Significant Obligor NOI Yearly Filing
Deadline, as applicable, such financial statements of the Significant Obligor, together with the net operating income of such
Significant Obligor for the applicable period as reported by the related Mortgagor in such financial statements.


 


If the Master Servicer
does not receive financial information satisfactory to comply with Item 6 of Form 10-D or Item 1112(b)(1) of Form 10-K, as the
case may be, of such “significant obligor” within ten Business Days after the date such financial information is required
to be delivered under the related Mortgage Loan Documents, the Master Servicer shall notify the Other Depositor with respect to
such Other Securitization Trust that includes the related Companion Loan (and shall cause each applicable Sub-Servicing Agreement
to require any related Sub-Servicer to notify such Other Depositor) that it has not received them. The Master Servicer shall use
efforts consistent with the Servicing Standard (taking into account, in addition, the ongoing reporting obligations of such Other
Depositor under the Exchange Act) to obtain the periodic financial statements of the related Mortgagor under the related Mortgage
Loan Documents.


 


The Master Servicer shall
(and shall cause each applicable Sub-Servicing Agreement to require any related Sub-Servicer to) retain written evidence of each
instance in which it (or a Sub-Servicer) attempts to contact the Mortgagor related to such “significant obligor” to
obtain the required financial information and is unsuccessful and, within five (5) Business Days prior to the date in which a Form
10-D or Form 10-K, as applicable, is required to be filed with respect to the Other Securitization Trust, shall forward an Officer’s
Certificate evidencing its attempts to obtain this information to the Other Exchange Act Reporting Party and Other Depositor related
to such Other Securitization Trust. This Officer’s Certificate should be addressed to the certificate administrator at its
corporate trust office, as specified in the related Other Pooling and Servicing Agreement.


 


Section 10.11     Indemnification.
Each of the Master Servicer, the Special Servicer, the Certificate Administrator and the Trustee shall indemnify and hold harmless
each Certification Party, the Depositor, each Other Depositor and any employee, director or officer of the Depositor or any Other
Depositor from and against any claims, losses, damages, penalties, fines, forfeitures, legal fees and expenses and related costs,
judgments and other costs and expenses incurred by such indemnified party, including any reasonable out-of-pocket legal or other
expenses incurred by such indemnified party in connection with investigating or defending any such action or claim, and arising
out of (i) an actual breach by the Master Servicer, the Special Servicer, the Certificate Administrator or the Trustee, as
the case may be, of its obligations under this Article X, (ii) negligence, bad faith or willful misconduct on the part of
the Master Servicer, the Special Servicer, the Certificate Administrator or the Trustee, as applicable, in the performance of
such obligations, or (iii) delivery of any Deficient Exchange Act Deliverable regarding, and delivered by or on behalf of, such
party.


 






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The Master Servicer,
the Special Servicer and the Certificate Administrator shall cause each Servicing Function Participant of such party that is not
a Mortgage Loan Seller Sub-Servicer (and with respect to any Servicing Function Participant of such party that is a Mortgage Loan
Seller Sub-Servicer, shall use commercially reasonable efforts to cause such Servicing Function Participant) to indemnify and hold
harmless each Certification Party, the Depositor, each Other Depositor, each Companion Loan Holder and any employee, director or
officer of the Depositor, any Other Depositor or any Companion Loan Holder from and against any and all claims, losses, damages,
penalties, fines, forfeitures, legal fees and expenses and related costs, judgments and any other costs, fees and expenses incurred
by such indemnified party, including any reasonable out-of-pocket legal or other expenses incurred by such indemnified party in
connection with investigating or defending any such action or claim, and arising out of (i) a breach of its obligations to
provide any of the annual compliance statements or annual servicing criteria compliance reports or attestation reports pursuant
to the applicable sub-servicing or primary servicing agreement or (ii) negligence, bad faith or willful misconduct on its
part in the performance of such obligations, (iii) any failure by a Servicer (as defined in Section 10.01(c)) to identify
a Servicing Function Participant pursuant to Section 10.01(d), or (iv) delivery of any Deficient Exchange Act Deliverable
regarding, and delivered by or on behalf of, such party.


 


In addition, each of
the Master Servicer, the Special Servicer, the Operating Advisor, the Custodian, the Certificate Administrator and the Trustee
shall cooperate (and require each Servicing Function Participant and Additional Servicer retained by it to cooperate under the
applicable Sub-Servicing Agreement) with the Depositor as necessary for the Depositor to conduct any reasonable due diligence necessary
to evaluate and assess any material instances of non-compliance disclosed in any of the deliverables required by the applicable
reporting requirements under the Securities Act, the Exchange Act, the Sarbanes-Oxley Act and the rules and regulations promulgated
thereunder (“Reporting Requirements”).


 


In connection with comments
provided to the Depositor from the Commission or its staff regarding information (x) delivered by the Master Servicer, the Special
Servicer, the Operating Advisor, the Custodian, the Certificate Administrator, the Trustee, a Servicing Function Participant or
an Additional Servicer, as applicable (“Affected Reporting Party”), (y) regarding such Affected Reporting Party,
and (z) prepared by such Affected Reporting Party or any registered public accounting firm, attorney or other agent retained by
such Affected Reporting Party to prepare such information, which information is contained in a report filed by the Depositor under
the Reporting Requirements and which comments are received subsequent to the Depositor’s filing of such report, the Depositor shall
promptly provide to such Affected Reporting Party any such comments which relate to such Affected Reporting Party. Such Affected
Reporting Party shall be responsible for timely preparing a written response to the Commission or its staff for inclusion in the
Depositor’s response to the Commission or its staff, unless such Affected Reporting Party elects, with the consent of the
Depositor (which consent shall not be unreasonably denied, withheld or delayed), to directly communicate with the Commission or
its staff and negotiate a response and/or resolution with the Commission or its staff; provided, however, that if
an Affected Reporting Party is a Servicing Function Participant or Additional Servicer retained by the Master Servicer, the Master
Servicer shall receive copies of all material communications pursuant to this Section 10.11. If such election is made,
the applicable Affected Reporting Party shall be responsible for directly negotiating such response and/or resolution with the
Commission or its staff in a timely manner; provided that (i) such


 






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Affected
Reporting Party shall use reasonable efforts to keep the Depositor informed of its progress with the Commission or its staff and
copy the Depositor on all correspondence with the Commission or its staff and provide the Depositor with the opportunity to participate
(at the Depositor’s expense) in any telephone conferences and meetings with the Commission or its staff and (ii) the Depositor
shall cooperate with any Affected Reporting Party in order to authorize such Affected Reporting Party and its representatives
to respond to and negotiate directly with the Commission or its staff with respect to any comments from the Commission or its
staff relating to such Affected Reporting Party and to notify the Commission or its staff of such authorization. The Depositor
and the Affected Reporting Party shall cooperate and coordinate with one another with respect to any requests made to the Commission
or its staff for extension of time for submitting a response or compliance. All respective reasonable out-of-pocket costs and
expenses incurred by the Depositor (including reasonable legal fees and expenses of outside counsel to the Depositor) in connection
with the foregoing (other than those costs and expenses required to be at the Depositor’s expense as set forth above) and
any amendments to any reports filed with the Commission or its staff related thereto shall be promptly paid by the applicable
Affected Reporting Party upon receipt of an itemized invoice from the Depositor. Each of the Master Servicer, the Special Servicer,
the Operating Advisor, the Custodian, the Certificate Administrator and the Trustee shall (i) with respect to any initial
Sub-Servicer engaged by it that is a Servicing Function Participant or Additional Servicer, use commercially reasonable efforts
to cause such party to, and (ii) with respect to each other Additional Servicer and each Servicing Function Participant with
which, in each case, it has entered into a servicing relationship with respect to the Mortgage Loans, cause such party to, comply
with the foregoing by inclusion of similar provisions in the related sub-servicing or similar agreement.


 


If the indemnification
provided for herein is unavailable or insufficient to hold harmless any Certification Party, the Depositor, any Other Depositor
or any employee, director or officer of the Depositor or any Other Depositor, then the Master Servicer, the Special Servicer, the
Certificate Administrator, the Trustee, the Additional Servicer or other Servicing Function Participant (the “Performing
Party”) shall contribute to the amount paid or payable to the indemnified party as a result of the losses, claims, damages
or liabilities of the indemnified party in such proportion as is appropriate to reflect the relative fault of the indemnified party
on the one hand and the Performing Party on the other in connection with a breach of the Performing Party’s obligations pursuant
to Section 10.05, Section 10.07, Section 10.08, or Section 10.09 (or breach of its obligations under
the applicable sub-servicing or primary servicing agreement to provide any of the annual compliance statements or annual servicing
criteria compliance reports or attestation reports) or the Performing Party’s negligence, bad faith or willful misconduct
in connection therewith. The Master Servicer, the Special Servicer and the Certificate Administrator shall cause each Servicing
Function Participant of such party that is not a Mortgage Loan Seller Sub-Servicer (and with respect to any Servicing Function
Participant of such party that is a Mortgage Loan Seller Sub-Servicer, shall use commercially reasonable efforts to cause such
Servicing Function Participant) to agree to the foregoing indemnification and contribution obligations. This Section 10.11
shall survive the termination of this Agreement or the earlier resignation or removal of the Master Servicer, the Special Servicer
or the Certificate Administrator.


 






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Section 10.12     Amendments. This Article X may be amended by the parties hereto pursuant to Section 11.07 of this Agreement
for purposes of complying with Regulation AB, the Securities Act or the Exchange Act and/or to conform to standards developed within
the commercial mortgage-backed securities market and the Sarbanes-Oxley Act or for purposes of designating the Certifying Person
without any Opinions of Counsel, Officer’s Certificates, Rating Agency Confirmations or the consent of any Certificateholder,
notwithstanding anything to the contrary contained in this Agreement.


 


Section 10.13     Regulation
AB Notices. With respect to any notice required to be delivered by the Certificate Administrator to the Depositor pursuant
to this Article X, the Certificate Administrator may deliver such notice, notwithstanding any contrary provision in this
Agreement, via fax to Credit Suisse First Boston Mortgage Securities Corp., 11 Madison Avenue, New York, New York 10010 Attention:
Chuck Lee, fax number: (212) 322-0965, email: chuck.lee@credit-suisse.com, with copies to: Credit Suisse, Commercial Real Estate
& CMBS, One Madison Ave, 9th Floor, New York, New York 10010 Sarah Nelson, fax number: (212) 743-2823, email: sarah.nelson@credit-suisse.com.


 


Section 10.14     Termination of the Certificate Administrator. Notwithstanding anything to the contrary contained in this Agreement,
the Depositor may terminate the Certificate Administrator upon five (5) Business Days’ notice if the Certificate Administrator
fails to comply with any of its obligations under this Article X; provided that (a) such termination shall not
be effective until a successor Certificate Administrator shall have accepted the appointment, (b) the Certificate Administrator
may not be terminated if (i) it cannot perform its obligations due to its failure to properly prepare or file on a timely
basis any Form 8-K, Form 10-K or Form 10-D or any amendments to such forms or any Form 12b-25 where such failure
results from the Certificate Administrator’s inability or failure to receive, within the exact time frames set forth in this
Agreement any information, approval, direction or signature from any other party hereto needed to prepare, arrange for execution
or file any such Form 8-K, Form 10-K or Form 10-D or any amendments to such forms or any Form 12b-25 not resulting
from its own negligence, bad faith or willful misconduct, or (ii) following the Certificate Administrator’s failure
to comply with any of such obligations under this Article X on or prior to the dates by which such obligations are to be
performed pursuant to, and as set forth in, such Sections, the Certificate Administrator subsequently complies with such obligations
before the Depositor gives written notice to it that it is terminated in accordance with this Section 10.14 and (c) the
Certificate Administrator may not be terminated if the Certificate Administrator’s failure to comply does not cause it to
fail in its obligations to timely file the related Form 8-K, Form 10-D or Form 10-K, as the case may be, by the
related deadline for filing such Form 8-K, Form 10-D or Form 10-K, then the Depositor shall cease to have the right
to terminate the Certificate Administrator under this Section 10.14 on the date on which such Form 8-K, Form 10-D
or Form 10-K is so filed.


 


Section 10.15    
Termination of the Master Servicer or the Special Servicer. Notwithstanding anything to the contrary contained in
this Agreement, the Depositor may terminate each of the Master Servicer or the Special Servicer, as the case may be, upon five
(5) Business Days’ notice if the Master Servicer or the Special Servicer, as applicable, fails to comply with any of its
respective obligations under this Article X; provided that such termination


 






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shall not
be effective until a successor master servicer or special servicer, as applicable, shall have accepted the appointment.


 


Section 10.16    
Termination of Sub-Servicing Agreements. For so long as the Trust or any Other Securitization Trust is subject to
the reporting requirements of the Exchange Act, each of the Master Servicer, the Special Servicer, the Certificate Administrator
and the Trustee, as applicable, shall (i) cause each Sub-Servicing Agreement to which it is a party to entitle the Depositor to
terminate such agreement (without compensation, termination fee or the consent of any other Person) at any time following any failure
of the applicable Sub-Servicer to deliver any Exchange Act reporting items that such Sub-Servicer is required to deliver under
Regulation AB or as otherwise contemplated by this Article X and (ii) promptly notify the Depositor following any failure
of the applicable Sub-Servicer to deliver any Exchange Act reporting items that such Sub-Servicer is required to deliver under
Regulation AB or as otherwise contemplated by this Article X. The Depositor is hereby authorized to exercise the rights
described in clause (i) of the preceding sentence in its sole discretion. The rights of the Depositor to terminate a Sub-Servicing
Agreement as aforesaid shall not limit any right Master Servicer, the Special Servicer, the Certificate Administrator or the Trustee,
as applicable, may have to terminate such Sub-Servicing Agreement.


 


Section 10.17     
Notification Requirements and Deliveries in Connection with Securitization of a Companion Loan.


 


(a)               
Any other provision of this Article X to the contrary notwithstanding, including, without limitation, any deadlines
for delivery set forth in this Article X, in connection with the requirements contained in this Article X that provide
for the delivery of information and other items to, and the cooperation with, the Other Depositor and Other Exchange Act Reporting
Party of any Other Securitization Trust that includes a Companion Loan, no party hereunder shall be obligated to provide any such
items to or cooperate with such Other Depositor or Other Exchange Act Reporting
Party until the Other Depositor or Other Exchange Act Reporting Party of such Other Securitization Trust has provided each party
hereto with not less than 30 days written notice (or, in each case, such shorter period as required for such Other Depositor or
Other Exchange Act Reporting Party to comply with related filing obligations, provided that (i) such Other Depositor or Other
Exchange Act Reporting Party, as applicable, has provided written notice as soon as reasonably practicable and, concurrently with
such written notice, obtain verbal confirmation of receipt of such written notice, in each case, in accordance with Section
11.04 of this Agreement and (ii) such period shall not be less than 3 Business Days) (which shall only be required to
be delivered once), setting forth the contact information for such Person(s) and, except as regards the deliveries and cooperation
contemplated by Section 10.07, Section 10.08 and Section 10.09 of this Agreement, (i) stating that such Other
Securitization Trust is subject to the reporting requirements of the Exchange Act, and (ii) specifying in reasonable detail the
information and other items not otherwise specified in this Agreement that are requested to be delivered; provided that
if Exchange Act reporting is being requested, such Other Depositor or Other Exchange Act Reporting Party is only required to provide
a single written notice to such effect; provided, further, that this notice requirement does not apply to any Companion
Loan that is included in any Other Securitization Trust as of the Closing Date. Any reasonable cost and expense of the Master
Servicer, Special Servicer, Operating Advisor, Custodian, Trustee and Certificate Administrator in cooperating with such Other
Depositor or Other Exchange Act


 






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Reporting
Party of such Other Securitization Trust (above and beyond their expressed duties hereunder) shall be the responsibility of such
Other Depositor or Other Securitization Trust. The parties hereto shall have the right to confirm in good faith with the Other
Depositor of such Other Securitization Trust as to whether applicable law requires the delivery of the items identified in this
Article X to such Other Depositor and Other Exchange Act Reporting Party of such Other Securitization Trust prior to providing
any of the reports or other information required to be delivered under this Article X in connection therewith and (i) upon
such confirmation, the parties shall comply with the deadlines for delivery set forth in this Article X with respect to
such Other Securitization Trust or (ii) in the absence of such confirmation, the parties shall not be required to deliver such
items; provided that no such confirmation will be required in connection with any delivery of the items contemplated by
Section 10.07, Section 10.08 and Section 10.09 of this Agreement. Such confirmation shall be deemed given
if the Other Depositor or Other Exchange Act Reporting Party for the Other Securitization Trust provides a written statement to
the effect that the Other Securitization Trust is subject to the reporting requirements of the Exchange Act and the appropriate
party hereto receives such written statement. The parties hereunder shall also have the right to require that such Other Depositor
provide them with the contact details of such Other Depositor, Other Exchange Act Reporting Party and any other parties to the
Other Pooling and Servicing Agreement relating to such Other Securitization Trust. Each of the Master Servicer, the Special Servicer,
the Certificate Administrator and the Trustee shall, upon reasonable prior written request given in accordance with the terms
of Section 10.17(a) above, timely provide (to the extent the reasonable cost thereof is paid or caused to be paid by the
related Mortgage Loan Seller and subject to a right of the Master Servicer, Special Servicer, the Certificate Administrator or
Trustee, as the case may be, to review and approve such disclosure materials), to a holder of a related Serviced Companion Loan,
such party’s description contained in the Prospectus Supplement (updated as appropriate by the Master Servicer, the Special
Servicer, Certificate Administrator or Trustee, as applicable, at the reasonable cost of the related Mortgage Loan Seller) for
inclusion in the disclosure materials relating to any securitization of a Serviced Companion Loan.


 


(b)          The Master Servicer, the Special Servicer, the Certificate Administrator and the Trustee, upon reasonable prior written
request given in accordance with the terms of Section 10.17(a) above, shall each timely provide (to the extent the reasonable
cost thereof is paid or caused to be paid by the related Mortgage Loan Seller) to the Other Depositor and any underwriters with
respect to any securitization transaction that includes a Serviced Companion Loan such opinion(s) of counsel, certifications and/or
indemnification agreement(s) with respect to the updated description referred in Section 10.17(a) with respect to such party,
substantially identical to those, if any, delivered by the Master Servicer, the Special Servicer, the Trustee or the Certificate
Administrator, as the case may be, or their respective counsel, in connection with the information concerning such party in the
Prospectus Supplement and/or any other disclosure materials relating to this Trust (updated as deemed appropriate by the Master
Servicer, the Special Servicer, the Trustee or the Certificate Administrator, or their respective legal counsel, as the case may
be). None of the Master Servicer, the Special Servicer, the Trustee or the Certificate Administrator shall be obligated to deliver
any such item with respect to the securitization of a Serviced Companion Loan if it did not deliver a corresponding item with respect
to this Trust.


 






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(c)          Each of the Master Servicer, the Special Servicer, the Trustee and the Certificate Administrator, upon reasonable prior
written request given in accordance with the terms of Section 10.17(a) above, shall provide (to the extent the reasonable
cost thereof is paid or caused to be paid by the applicable party set forth below in the second or third paragraph, as applicable,
of this Section 10.17(c)) to the applicable Other Depositor and the applicable Other Trustee under the Other Pooling and
Servicing Agreement related to any Other Securitization Trust the following: (i) any information (including, but not limited to,
disclosure information) required for such Other Securitization Trust to comply in a timely manner with applicable filing requirements
under Items 1.01 and 6.02 of Form 8-K and (ii) such opinion(s) of counsel, certifications and/or indemnification agreement(s) with
respect to such information that are substantially similar to those delivered by the Master Servicer, the Special Servicer, the
Trustee or the Certificate Administrator, as the case may be, or their respective counsel, in connection with the information concerning
such party in the Prospectus Supplement and/or any other disclosure materials relating to this Trust.


 


In the case of a Form
8-K that is filed by or on behalf of an Other Securitization Trust in connection with the closing of this 2015-C4 securitization
transaction, the reasonable cost of the information, opinion(s) of counsel, certifications and indemnification agreement(s) provided
by or on behalf of the Master Servicer, the Special Servicer, the Certificate Administrator or the Trustee, as the case may be,
pursuant to this Section 10.17(c) shall be paid or caused to be paid by the applicable Mortgage Loan Seller that transferred
the related Serviced Companion Loan to the related Other Depositor for inclusion in such Other Securitization Trust.


 


In the case of a Form
8-K that is filed by or on behalf of an Other Securitization Trust as a result of the termination, removal, resignation or any
other replacement of the Master Servicer, the Special Servicer, the Trustee or the Certificate Administrator under this Agreement,
the reasonable cost of the information, opinion(s) of counsel, certifications and indemnification agreement(s) provided by or on
behalf of the Master Servicer, the Special Servicer, the Certificate Administrator or the Trustee, as the case may be, pursuant
to this Section 10.17(c) shall be paid or caused to be paid by the same party or parties required to pay the costs and expenses
relating to such termination, removal, resignation or other replacement pursuant to this Agreement.


 


Section 10.18     
Termination of Exchange Act Filings with Respect to the Trust. On or prior to January 30th of the first year in which
the Depositor shall provide notice to the Certificate Administrator of its ability under applicable law, to suspend its Exchange
Act filings with respect to the Trust, the Certificate Administrator shall prepare and file a Form 15 Suspension Notification relating
to the automatic suspension of reporting in respect of the Trust under the Exchange Act or any other form necessary to be filed
with the Commission to suspend such reporting obligations. With respect to any reporting period occurring after the filing of such
form, the obligations of the parties to this Agreement under Section 10.03, Section 10.04, Section 10.05,
Section 10.06 and Section 10.07, solely insofar as they relate to the Trust, shall be suspended. The Certificate
Administrator shall provide prompt notice to the Mortgage Loan Sellers and all other parties hereto that such form has been filed.
If, after the filing of a Form 15 Suspension Notification or other applicable form, the Depositor shall provide notice to the Certificate
Administrator that it is required to resume its Exchange Act filings with respect to the Trust, the Certificate Administrator shall
recommence preparing and filing reports on Forms 10-


 






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K, 10-D and
8-K with respect to the Trust as required pursuant to Section 10.03, Section 10.04, Section 10.05, Section
10.06 and Section 10.07, and all parties’ obligations under this Article X shall recommence.


 


ARTICLE
XI



MISCELLANEOUS PROVISIONS


 


Section 11.01    
Counterparts. This Agreement may be executed simultaneously in any number of counterparts, each of which counterparts
shall be deemed to be an original, and such counterparts shall constitute but one and the same instrument. Delivery of an executed
counterpart of a signature page of this Agreement in Portable Document Format (PDF) or by fax transmission shall be as effective
as delivery of a manually executed original counterpart of this Agreement.


 


Section 11.02    
Limitation on Rights of Certificateholders. The death or incapacity of any Certificateholder shall not operate to
terminate this Agreement or the Trust Fund, nor entitle such Certificateholder’s legal representatives or heirs to claim
an accounting or to take any action or proceeding in any court for a partition or winding up of the Trust Fund, nor otherwise affect
the rights, obligations and liabilities of the parties hereto or any of them.


 


No Certificateholder
shall have any right to vote (except as expressly provided for herein) or in any manner otherwise control the operation and
management of the Trust Fund, or the obligations of the parties hereto, nor shall anything herein set forth, or contained in the
terms of the Certificates, be construed so as to constitute the Certificateholders from time to time as partners or members of
an association; nor shall any Certificateholder be under any liability to any third person by reason of any action taken by the
parties to this Agreement pursuant to any provision hereof.


 


No Certificateholder
shall have any right to institute any suit, action or proceeding in equity or at law upon or under or with respect to this Agreement,
the Certificates, any Mortgage Loan or Serviced Whole Loan, unless such Holder previously shall have given to the Trustee a written
notice of default and of the continuance thereof, as hereinbefore provided, and unless also the Holders of at least 25% of the
Voting Rights of any Class of Certificates affected thereby shall have made written request upon the Trustee (with a copy to the
Certificate Administrator) to institute such action, suit or proceeding in its own name as Trustee hereunder and shall have offered
to the Trustee such reasonable indemnity as it may require against the costs, expenses and liabilities to be incurred therein or
thereby, and the Trustee, for 60 days after its receipt of such notice, request and offer of indemnity, shall have neglected or
refused to institute any such action, suit or proceeding. It is understood and intended, and expressly covenanted by each Certificateholder
with every other Certificateholder and the Trustee, that no one or more Holders of Certificates of any Class shall have any right
in any manner whatever by virtue of any provision of this Agreement or the Certificates to affect, disturb or prejudice the rights
of the Holders of any other of such Certificates, or to obtain or seek to obtain priority over or preference to any other such
Holder, which priority or preference is not provided for herein, or to enforce any right under this Agreement or the Certificates,
except in the manner herein or therein provided and for the equal, ratable and common benefit of all Holders of Certificates of


 






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such Class.
For the protection and enforcement of the provisions of this Section, each and every Certificateholder and the Trustee shall be
entitled to such relief as can be given either at law or in equity.


 


Section 11.03     
Governing Law. THIS AGREEMENT AND ANY CLAIM, CONTROVERSY OR DISPUTE ARISING UNDER OR RELATED TO THIS AGREEMENT, THE
RELATIONSHIP OF THE PARTIES TO THIS AGREEMENT, AND/OR THE INTERPRETATION AND ENFORCEMENT OF THE RIGHTS AND DUTIES OF THE PARTIES
TO THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE INTERNAL LAWS AND DECISIONS OF THE STATE OF NEW YORK,
WITHOUT REGARD TO THE CHOICE OF LAW RULES THEREOF. THE PARTIES HERETO INTEND THAT THE PROVISIONS OF SECTION 5-1401 OF THE NEW YORK
GENERAL OBLIGATIONS LAW SHALL APPLY TO THIS AGREEMENT.


 


Section 11.04    
Notices. Unless otherwise specifically provided in this Agreement, any communications provided for or permitted hereunder
shall be in writing and, unless otherwise expressly provided herein, shall be deemed to have been duly given if personally delivered
at or mailed by registered mail, postage prepaid (except for notices to the Trustee or the Certificate Administrator which shall
be deemed to have been duly given only when received) or only with respect to any addressee of any party to which an electronic
email address is set forth below, sent by electronic mail containing language requesting the recipient to confirm receipt thereof,
to: (i) in the case of the Depositor, Credit Suisse First Boston Mortgage Securities Corp., 11 Madison Avenue, New York, New
York 10010 Attention: Chuck Lee, fax number: (212) 322-0965, email: chuck.lee@credit-suisse.com, with copies to: Credit Suisse,
Commercial Real Estate & CMBS, One Madison Ave, 9th Floor, New York, New York 10010 Sarah Nelson, fax number: (212) 743-2823,
email: sarah.nelson@credit-suisse.com; (ii) in the case of the Master Servicer, Wells Fargo Bank, National Association, Commercial
Mortgage Servicing, MAC D1086, 550 South Tryon Street, 14th Floor, Charlotte, North Carolina 28202, Attention: CSAIL 2015-C4 Asset
Manager, fax number: (704) 715-0036, with a copy to Wells Fargo Bank, National Association, Legal Department, 301 South College
Street, TW-30, D1053-300, Charlotte, North Carolina 28202-6000, Attention: Commercial Mortgage Servicing Legal Support, fax number:
(704) 383-3663, with a copy to K&L Gates LLP, Hearst Tower, 214 North Tryon Street, Charlotte, North Carolina 28202, Attention:
Stacy G. Ackermann, fax number: (704) 353-3190, and with respect to e-mail pursuant to Section 11.06 and Section 11.13 of this
Agreement, at RAInvRequests@wellsfargo.com and with respect to notices and emails relating to Section 4.02 of this Agreement, at
REAM_InvestorRelations@wellsfargo.com; (iii) in the case of the Special Servicer, Midland Loan Services, a Division of PNC Bank,
National Association, 10851 Mastin Street, Overland Park, Kansas 66210, Attention: Executive Vice President – Division Head,
fax number: (913) 253-9001, and with respect to e-mail pursuant to Section 11.06 and Section 11.13 of this Agreement,
at NoticeAdmin@midlandls.com (with a copy to AskMidland@midlandls.com) and for all other notices, at NoticeAdmin@midlandls.com,
with a copy to Stinson Leonard Street LLP, 1201 Walnut Street, Suite 2900, Kansas City, Missouri 64106-2150, fax number: (816)
412-9338, Attention: Kenda K. Tomes, email: kenda.tomes@stinson.com; (iv) in the case of the Trustee, Wilmington Trust, National
Association, 1100 North Market Street, Wilmington, Delaware, 19890, Attention: CMBS Trustee – CSAIL 2015-C4, Facsimile number:
(302) 636-4140; Email: cmbstrustee@wilmingtontrust.com, and with respect to email pursuant to Section 11.06 and


 






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Section 11.13
of this Agreement, at cmbstrustee@wilmingtontrust.com, and with respect to any notice or delivery of information under Article
X of this Agreement, by fax to (302) 636-4140 and by email to cmbstrustee@wilmingtontrust.com; (v) in the case of the Certificate
Administrator and the Custodian, for certificate transfer purposes, Wells Fargo Bank, National Association, Sixth Street and Marquette
Avenue, Minneapolis, Minnesota 55479-0113, Attention: CMBS – CSAIL 2015-C4, and for all other purposes, Wells Fargo Bank,
National Association, 9062 Old Annapolis Road, Columbia, Maryland 21045, Attention: Corporate Trust Services – CSAIL 2015-C4,
e-mail: cts.cmbs.bond.admin@wellsfargo.com and trustadministrationgroup@wellsfargo.com, and with respect to notices or delivery
of information pursuant to Article X hereof, with a copy to cts.sec.notifications@wellsfargo.com and Fax: 410-715-2380, Attention:
SEC Notifications; (vi) in the case of the Operating Advisor, Pentalpha Surveillance LLC, 375 N. French Road, Suite 100,
Amherst, New York 14228, Attention: Don Simon, Chief Operating Officer, with copies sent contemporaneously via e-mail to don.simon@pentalphasurveillance.com
and notices@pentalphasurveillance.com, with a copy to Bass, Berry & Sims PLC, 150 Third Avenue South, Nashville, Tennessee
37201, Attention: Jay H. Knight, email: jknight@bassberry.com; (vii) in the case of the Rating Agencies, (a) Moody’s Investors
Service, Inc., 7 World Trade Center, New York, New York 10007, Attention: Commercial Mortgage Surveillance Group, fax number:
(212) 553-0300, (b) Fitch Ratings, Inc., One State Street Plaza, 28th Floor, New York, New York 10004, Attention: US CMBS Surveillance,
fax number: (212) 635-0295, email: cmbs.surveillance@fitchratings.com, (c) Kroll Bond Rating Agency, Inc., 845 Third
Avenue, 4th Floor, New York, New York 10022, Attention: CMBS Surveillance, fax number: (646) 731- 2395 and (d) Morningstar
Credit Ratings, LLC, 220 Gibraltar Road, Suite 300, Horsham, PA 19044, Attention: CMBS Surveillance, e-mail: cmbsratings@morningstar.com;
(viii) in the case of the Mortgage Loan Sellers, (a) Column Financial, Inc., 11 Madison Avenue, 4th Floor, New York, New York
10010, Attention: N. Dante La Rocca, Facsimile: (646) 935-8520, Email: dante.larocca@credit-suisse.com, with a copy to: Column
Financial, Inc., 11 Madison Avenue, 4th Floor, New York, New York 10010, Attention: Sarah Nelson, Esq.; (b) MC-Five Mile Commercial
Mortgage Finance LLC, 1330 Avenue of the Americas, New York, New York 10019, Attention: Matthew Philip, Managing Director, Email:
mphilip@mcfivemile.com, with a copy to: Polsinelli, 900 W. 48th Place, Suite 900, Kansas City, Missouri 64112, Attention:
Casandra Carpenter; (c) BSPCC, 9 West 57th Street, Suite 4920, New York, New York 10019, Attention: Micah Goodman and David Glenn;
(d) The Bancorp Bank, 712 Fifth Avenue, 8th Floor, New York, New York 10019, Attention: Ron Wechsler, e-mail: with an electronic
copy emailed to rwechsler@thebancorp.com, (e) Walker & Dunlop Commercial Property Funding I CS, LLC, 535 Madison Avenue, 12th
Floor, New York, New York 10022, Attention: Carlos R. Piñeiro, Esq., Senior Vice President & Chief Legal Officer, Phone:
(212) 953-7302, (ix) in the case of the Underwriters and/or Initial Purchasers, (a) Credit Suisse Securities (USA) LLC, 11 Madison
Avenue, New York, New York 10010, Attention: Chuck Lee, email: chuck.lee@credit-suisse.com, with a copy to: Credit Suisse Securities
(USA) LLC, One Madison Ave, 9th Floor, New York, New York 10010 Attention: Sarah Nelson, Legal and Compliance Department, fax
number: (212) 743-2823, email: sarah.nelson@credit-suisse.com; (b) Wells Fargo Securities, LLC, 375 Park Avenue, 2nd Floor, J0127-023,
New York, New York 10152, Attention: A.J. Sfarra, facsimile number: (212) 214-8970, with a copy to: Wells Fargo Law Department
, D1053 300, 301 South College St., Charlotte, North Carolina 28288, Attention: Jeff D. Blake, Esq., facsimile number: (704) 715-2378;
(c) Drexel Hamilton, LLC, 77 Water Street, New York, New


 






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York 10005, Attention: John D. Kerin, Director of Debt Syndicate, Facsimile:
(646) 412-1500 and (d) Mischler Financial Group, Inc. 1111 Bayside Drive, Suite 100, Newport Beach, California 92625, Attention:
Doyle L. Holmes; and (i) in the case of the Controlling Class Representative, Eightfold Real Estate Capital, L.P., 1111 Lincoln
Road, Suite 802, Miami Beach, Florida 33139, Attention: Brian Tageson, email: btageson@eightfold.com, or as to each such Person
such other address or e-mail address as may hereafter be furnished by such Person to the parties hereto in writing. Any communication
required or permitted to be delivered to a Certificateholder shall be deemed to have been duly given when mailed first class,
postage prepaid, to the address of such Holder as shown in the Certificate Register. Any communication required or permitted to
be delivered to a Beneficial Owner shall be deemed to have been duly given to the extent delivered through the Depository. Any
notice so mailed within the time prescribed in this Agreement shall be conclusively presumed to have been duly given, whether
or not the Certificateholder receives such notice.


 


The obligation of any
party to this Agreement to deliver any notices, reports or other information to any Other Depositor, Other Servicer, Other Special
Servicer, Other Trustee or Other 17g-5 Information Provider shall be effective in each case only to the extent such party to this
Agreement has received notice of the identity and contact information of such Other Depositor, Other Servicer, Other Special Servicer,
Other Trustee or Other 17g-5 Information Provider, as applicable. Any such party may conclusively rely on the name and contact
information provided by the related Other Depositor, Other Servicer, Other Special Servicer, Other Trustee or Other 17g-5 Information
Provider, as applicable, and shall be entitled to assume that the identity and contact information for such Other Depositor, Other
Servicer, Other Special Servicer, Other Trustee or Other 17g-5 Information Provider, as applicable, has not changed, absent receipt
of written notice from such Other Depositor, Other Servicer, Other Special Servicer, Other Trustee or Other 17g-5 Information Provider,
or a replacement thereof under the applicable Other Pooling and Servicing Agreement, of a change with respect to the identity and
contact information for such Other Depositor, Other Servicer, Other Special Servicer, Other Trustee or Other 17g-5 Information
Provider, or a replacement thereof under the applicable Other Pooling and Servicing Agreement, as applicable.


 


Section 11.05     
Severability of Provisions. If any one or more of the covenants, agreements, provisions or terms of this Agreement
shall be for any reason whatsoever held invalid, then, to the extent permitted by applicable law, such covenants, agreements, provisions
or terms shall be deemed severable from the remaining covenants, agreements, provisions or terms of this Agreement and shall in
no way affect the validity or enforceability of the other provisions of this Agreement or of the Certificates or the rights of
the Holders thereof.


 


Section 11.06     
Notice to the Rule 17g-5 Information Provider, the Depositor and Each Rating Agency.


 


(a)          The
Certificate Administrator shall use its commercially reasonable efforts to promptly prepare a written notice, and provide such
notice by e-mail to the Rule 17g-5 Information Provider (if the Certificate Administrator is for any reason not the Rule 17g-5
Information Provider) and the Depositor, with respect to each of the following items of which a Responsible Officer of the Certificate
Administrator has actual knowledge, and the Rule 17g-5


 






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Information
Provider shall promptly upload such notice or information to the Rule 17g-5 Information Provider’s Website pursuant
to the procedures set forth in Section 11.13:


 


(i)           any material change or amendment to this Agreement;


 


(ii)          the occurrence of any Servicer Termination Event that has not been cured;


 


(iii)         the merger, consolidation, resignation or termination of the Master Servicer, Special Servicer, the Trustee or the Certificate
Administrator or any Other Master Servicer, Other Special Servicer or Other Trustee;


 


(iv)         the repurchase of, or substitution of, Mortgage Loans pursuant to Section 2.03;


 


(v)          the final payment to any Class of Certificateholders; and


 


(vi)         any change in the location of the Interest Reserve Account, the Excess Liquidation Proceeds Reserve Account or any Distribution
Account.


 


(b)          The Master Servicer or the Special Servicer shall promptly furnish by e-mail (or any other form of electronic delivery reasonably
acceptable to the Master Servicer or the Special Servicer, as applicable, and the Rule 17g-5 Information Provider) to the
Rule 17g-5 Information Provider and the Depositor copies of the following (to the extent not already delivered or made available
pursuant to the terms of this Agreement), and the Rule 17g-5 Information Provider shall promptly upload such documents to
the Rule 17g-5 Information Provider’s 17g-5 Website, and the Rule 17g-5 Information Provider shall, promptly following
the posting of such documents to the Rule 17g-5 Information Provider’s Website, notify, or cause notification of, each
Registered Rating Agency (other than any Registered Rating Agency that has indicated to the Rule 17g-5 Information Provider
of its election to not receive such notification) by electronic mail of the posting of such documents, which electronic mail may
be automatically generated by the Rule 17g-5 Information Provider’s Website:


 


(i)           each of its annual statements as to compliance described in Section 10.08 of this Agreement;


 


(ii)          each of its annual independent public accountants’ servicing reports described in Section 10.09 of this Agreement;


 


(iii)         a copy of each operating and other financial statements, rent rolls, occupancy reports, and sales reports to the extent
such information is required to be delivered under a Mortgage Loan, in each case to the extent collected pursuant to Section
4.02; and


 


(iv)         upon request, each inspection report prepared in connection with any inspection conducted pursuant to Section 3.18
of this Agreement.


 


(c)          The Certificate Administrator shall promptly furnish by e-mail (or any other form of electronic delivery reasonably acceptable
to the Certificate Administrator and the


 






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Rule 17g-5
Information Provider) to the Rule 17g-5 Information Provider (if the Certificate Administrator is for any reason not the
Rule 17g-5 Information Provider) and the Depositor copies of the items set forth in Section 8.11(b) of this Agreement
(to the extent not already delivered or made available pursuant to the terms of this Agreement and to the extent such items were
prepared by or delivered to the Certificate Administrator in electronic format), and the Rule 17g-5 Information Provider
shall promptly upload such documents to the Rule 17g-5 Information Provider’s Website pursuant to the procedures set
forth in Section 11.13.


 


Section 11.07     
Amendment. This Agreement or any Custodial Agreement may be amended from time to time by the Depositor, the Master
Servicer, the Special Servicer, the Operating Advisor, the Certificate Administrator and the Trustee, without the consent of any
of the Certificateholders or, as applicable, any Companion Loan Holder:


 


(i)           to cure any ambiguity to the extent that it does not adversely affect any holders of Certificates or any Serviced Companion
Loan Holder;


 


(ii)          to correct or supplement any of its provisions which may be inconsistent with any other provisions of this Agreement or
with the description thereof in the Prospectus or the Prospectus Supplement or to correct any error;


 


(iii)         to change the timing and/or nature of deposits in the Collection Account, the Excess Liquidation Proceeds Reserve Account,
any Distribution Account or any REO Account, provided that (A) the Master Servicer Remittance Date shall in no event
be later than the Business Day prior to the related Distribution Date and (B) the change would not adversely affect in any
material respect the interests of any Certificateholder or Serviced Companion Loan Holder, as evidenced by an opinion of counsel
(at the expense of the party requesting the amendment);


 


(iv)         to modify, eliminate or add to any of its provisions (A) to the extent necessary to maintain the qualification of either
Trust REMIC as a REMIC or to avoid or minimize the risk of imposition of any tax on the Trust Fund, provided that the Trustee
and the Certificate Administrator have received an opinion of counsel (at the expense of the party requesting the amendment) to
the effect that (1) the action is necessary or desirable to maintain such qualification or to avoid or minimize such risk
and (2) the action will not adversely affect in any material respect the interests of any holder of the Certificates or, if
applicable, any Serviced Companion Loan Holder, (B) to restrict (or to remove any existing restrictions with respect to) the
transfer of the Class R Certificates, provided that the Depositor has determined that the amendment will not give rise to
any tax with respect to the transfer of the Class R Certificates to a non-Permitted Transferee or (C) to the extent necessary
to comply with the Investment Company Act, the Exchange Act, Regulation AB, and/or any related regulatory actions and/or interpretations;


 


(v)          to make any other provisions with respect to matters or questions arising under this Agreement or any other change, provided
that the amendment will not adversely affect in any material respect the interests of any Certificateholder or, if applicable,
any Serviced Companion Loan Holder, as evidenced by an opinion of counsel;


 






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(vi)         to modify the procedures herein relating to Rule 17g-5; provided that such modification does not increase the
obligations of the Trustee, the Certificate Administrator, the Operating Advisor, the Master Servicer or the Special Servicer without
such party’s consent (which consent may not be withheld unless such modification would materially adversely affect such party
or materially increase such party’s obligations under this Agreement); provided, further, that notice of such
modification is provided to all parties to this Agreement; and


 


(vii)        to amend or supplement any provision of this Agreement to the extent necessary to maintain the ratings assigned to each
Class of Certificates by any of the Rating Agencies, provided that the amendment will not adversely affect in any material
respect the interests of any Certificateholder or, if applicable, any Serviced Companion Loan Holder;


 


provided that no amendment pursuant
to any of clauses (i)-(vii) above may be made that would (i) reduce the consent or consultation rights
or the right to receive information under this Agreement of the Controlling Class Representative without the consent of the Controlling
Class Representative; (ii) reduce the consultation rights or the right to receive information under this Agreement of the Operating
Advisor without the consent of the Operating Advisor; (iii) change in any manner the obligations or rights of any Mortgage Loan
Seller (or WDCPF, as applicable) under this Agreement or the applicable Loan Purchase Agreement without the consent of the affected
Mortgage Loan Seller; (iv) change in any manner the obligations or rights of any Underwriter or Initial Purchaser, without the
consent of the affected Underwriter or Initial Purchaser, or (v) adversely affect any Companion Loan Holder in its capacity as
such without its consent. Expenses incurred with respect to any amendment shall be borne by the party requesting such amendment,
unless the Master Servicer, Special Servicer or Trustee is requesting an amendment for the benefit of the Certificateholders, then
such expense will be borne by the Trust.


 


This Agreement or any
Custodial Agreement may also be amended from time to time by a writing signed by each of the Depositor, the Master Servicer, the
Special Servicer, the Operating Advisor, the Certificate Administrator and the Trustee with the consent of the Holders of Certificates
representing not less than 66-2/3% of the aggregate Percentage Interests of each Class of Certificates affected by the amendment
for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Agreement or
of modifying in any manner the rights of the Certificateholders; provided, however, that no such amendment shall:


 


(i)           reduce in any manner the amount of, or delay the timing of, payments received on the Mortgage Loans (or Serviced Whole Loans,
if applicable) which are required to be distributed on a Certificate of any Class without the consent of the Holder of that Certificate,
or that are required to be distributed to any holder of a Serviced Companion Loan without the consent of that Holder;


 


(ii)          reduce the aforesaid percentage of Certificates of any Class the Holders of which are required to consent to the amendment
or remove the requirement to obtain the consent of any Serviced Companion Loan Holder without the consent of the Holders of


 






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all Certificates
of that Class then-outstanding or the consent of each Serviced Companion Loan Holder, as applicable;


 


(iii)         change in any manner the obligations or rights of any Mortgage Loan Seller (or WDCPF, as applicable) under this Agreement
or a Loan Purchase Agreement without the consent of the affected Mortgage Loan Seller;


 


(iv)         change the definition of “Servicing Standard” without either (1) consent of 100% of the holders of the Certificates
or (2) Rating Agency Confirmation;


 


(v)          without the consent of 100% of the Certificateholders of the Class or Classes of Certificates adversely affected thereby,
change (a) the percentages of Voting Rights of Certificateholders which are required to consent to any action or inaction
under this Agreement, (b) the right of the Certificateholders to remove the Special Servicer pursuant to this Agreement or
(c) the right of the Certificateholders to terminate the Operating Advisor pursuant to this Agreement;


 


(vi)         adversely affect any Companion Loan Holder in its capacity as such without its consent;


 


(vii)        adversely affect the Controlling Class Representative without the consent of 100% of the Controlling Class Certificateholders;
or


 


(viii)       change in any manner the obligations or rights of any Underwriter or Initial Purchaser, without the consent of the affected
Underwriter or Initial Purchaser.


 


In the event that neither
the Depositor nor any successor thereto, if any, is in existence, any amendment under this Section 11.07 shall be effective
with the consent of the Trustee, the Operating Advisor, the Certificate Administrator, the Special Servicer and the Master Servicer,
in writing, and to the extent required by this Section, the Certificateholders or the Companion Loan Holders, the Mortgage Loan
Sellers, the Underwriters and/or the Initial Purchasers, as applicable. Promptly after the execution of any amendment, the Master
Servicer shall forward a copy thereof to the Trustee, the Operating Advisor, the Certificate Administrator, the Special Servicer,
each Companion Loan Holder, each Mortgage Loan Seller, each Underwriter, each Initial Purchaser and the Certificate Administrator
and shall furnish a copy of such amendment to each Certificateholder, as applicable, and, for posting to the Rule 17g-5 Information
Provider’s Website pursuant to Section 11.13 of this Agreement, the Rule 17g-5 Information Provider. It shall
not be necessary for the consent of Certificateholders or the Companion Loan Holders, the Mortgage Loan Sellers, the Underwriters
or the Initial Purchasers, as applicable, under this Section 11.07 to approve the particular form of any proposed amendment,
but it shall be sufficient if such consent shall approve the substance thereof. The method of obtaining such consents and of evidencing
the authorization of the execution thereof by Certificateholders or the Companion Loan Holders, the Mortgage Loan Sellers, the
Underwriters or the Initial Purchasers, as applicable, shall be subject to such reasonable regulations as the Trustee may prescribe;
provided, however, that such method shall always be by affirmation and in writing.


 






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Notwithstanding any contrary
provision of this Agreement, no amendment shall be made to this Agreement or any Custodial Agreement unless, if requested by the
Master Servicer, the Special Servicer, the Trustee and/or the Certificate Administrator, such party shall have received an Opinion
of Counsel, at the expense of the party requesting such amendment (or, if such amendment is required by any Rating Agency to maintain
the rating issued by it or requested by the Trustee or the Certificate Administrator for any purpose described in clause (i) or
(ii) of the first sentence of this Section, then at the expense of the Trust Fund), to the effect that such amendment will
not cause either Trust REMIC to fail to qualify as a REMIC at any time that any Certificates are outstanding, and will not cause
a tax to be imposed on either Trust REMIC under the REMIC Provisions (other than a tax at the highest marginal corporate tax rate
on net income from foreclosure property). Prior to the execution of any amendment to this Agreement or any Custodial Agreement,
the Trustee, the Certificate Administrator, the Special Servicer and the Master Servicer may request and shall be entitled to rely
conclusively upon an Opinion of Counsel, at the expense of the party requesting such amendment (or, if such amendment is required
by any Rating Agency to maintain the rating issued by it or requested by the Trustee or the Certificate Administrator for any purpose
described in clause (i), (ii), (iii) or (v) (which do not modify or otherwise relate
solely to the obligations, duties or rights of the Trustee or the Certificate Administrator, as applicable) of the first sentence
of this Section, then at the expense of the Trust) stating that the execution of such amendment is authorized or permitted by this
Agreement, and that all conditions precedent to such amendment are satisfied. Each of the Trustee and the Certificate Administrator
may, but shall not be obligated to, enter into any such amendment which affects the Trustee’s or the Certificate Administrator’s,
as applicable, own rights, duties or immunities under this Agreement. The party requesting an amendment to this Agreement shall,
provide to the Rule 17g-5 Information Provider, for posting on the Rule 17g-5 Information Provider’s Website pursuant
to Section 11.13 of this Agreement, prior written notice of such proposed amendment.


 


Section 11.08     Confirmation of Intent. The Depositor intends that the conveyance of the Depositor’s right, title and interest
in and to the Mortgage Loans pursuant to this Agreement shall constitute a sale and not a pledge of security for a loan. If such
conveyance is deemed to be a pledge of security for a loan, however, the Depositor intends that the rights and obligations of the
parties to such loan shall be established pursuant to the terms of this Agreement. The Depositor also intends and agrees that,
in such event, (i) the Depositor shall be deemed to have granted to the Trustee (in such capacity) a first priority security
interest in the Depositor’s entire right, title and interest in and to the assets comprising the Trust Fund, including without
limitation, the Mortgage Loans, all principal and interest received or receivable with respect to the Mortgage Loans (other than
principal and interest payments due and payable prior to the Cut-Off Date and Principal Prepayments received prior to the Cut-Off
Date), all amounts held from time to time in the Collection Account, each Distribution Account, the Interest Reserve Account and,
if established, the Excess Liquidation Proceeds Reserve Account and the REO Account, and all reinvestment earnings on such amounts,
and all of the Depositor’s right, title and interest in and to any Insurance Proceeds related to such Mortgage Loans and
(ii) this Agreement shall constitute a security agreement under applicable law. This Section 11.08 shall constitute
notice to the Trustee pursuant to any of the requirements of the applicable UCC.


 






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Section 11.09     Third-Party Beneficiaries. Except as provided in the next sentence, no Persons other than a party to this Agreement,
any Companion Loan Holder (unless it is the Mortgagor under the applicable Companion Loan or an Affiliate thereof) and any Certificateholder,
shall have any rights with respect to the enforcement of any of the rights or obligations hereunder. Any Underwriter or Initial
Purchaser (with respect to its rights to receive any documents, certifications, information and/or indemnification hereunder and
its rights under Section 2.02, Section 5.03 and Section 11.07 of this Agreement), any Companion Loan Holder,
any Mortgage Loan Seller (with respect to its rights under Section 2.03, Section 2.03(b), Section 2.03(c),
Section 3.09(d)(i), Section 10.04, Section 11.05 and Section 11.07 of this Agreement and its rights
as a Privileged Person), any Other Depositor and Other Exchange Act Reporting Party (with respect to its rights under Article X
of this Agreement) and, subject to Section 11.02 of this Agreement, any Certificateholder (which are intended third-party
beneficiaries of this Agreement) shall have the right to enforce their respective rights and obligations hereunder (in the
case of any Companion Loan Holder, to the extent they affect the related Companion Loan and provided that such Companion
Loan Holder is not the Mortgagor under the related Companion Loan or an Affiliate thereof) as if each such Person was a party hereto.


 


Without limiting the
foregoing, the parties to this Agreement specifically state that no Mortgagor, property manager or other party to a Mortgage Loan
is an intended third-party beneficiary of this Agreement.


 


Section 11.10     Request by Certificateholders or Companion Loan Holders. Where information or reports are required to be delivered
to a Certificateholder or a Companion Loan Holder, as applicable, upon request pursuant to the terms of this Agreement, such request
can be in the form of a single blanket request by a Certificateholder or a Companion Loan Holder, as applicable, to the Certificate
Administrator, the Master Servicer or the Special Servicer, as applicable, and, with respect to such Certificateholder or a Companion
Loan Holder, as applicable, such request shall be deemed to relate to each date such report or information may be requested. The
notice shall set forth the applicable Sections where such reports and information are requested.


 


Section 11.11     Waiver
of Jury Trial. THE PARTIES HERETO HEREBY WAIVE, TO THE FULLEST EXTENT PERMITTED BY LAW, THE RIGHT TO TRIAL BY JURY IN ANY
ACTION, PROCEEDING OR COUNTERCLAIM, WHETHER IN CONTRACT, TORT OR OTHERWISE, RELATING DIRECTLY OR INDIRECTLY TO THIS AGREEMENT
OR THE TRANSACTIONS CONTEMPLATED HEREBY.


 


Section 11.12     Submission
to Jurisdiction. EACH OF THE PARTIES HERETO IRREVOCABLY (I) SUBMITS TO THE JURISDICTION OF THE COURTS OF THE STATE OF NEW
YORK AND THE FEDERAL COURTS OF THE UNITED STATES OF AMERICA FOR THE SOUTHERN DISTRICT OF NEW YORK FOR THE PURPOSE OF ANY ACTION
OR PROCEEDING RELATING TO THIS AGREEMENT; (II) WAIVES, TO THE FULLEST EXTENT PERMITTED BY LAW, THE DEFENSE OF AN INCONVENIENT
FORUM IN ANY ACTION OR PROCEEDING IN ANY SUCH COURT; (III) AGREES THAT A FINAL JUDGMENT IN ANY ACTION OR PROCEEDING IN ANY SUCH
COURT SHALL BE CONCLUSIVE AND MAY BE ENFORCED IN ANY OTHER JURISDICTION BY SUIT ON THE JUDGMENT OR IN ANY OTHER MANNER PROVIDED
BY LAW; AND


 






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(IV) CONSENTS
TO SERVICE OF PROCESS UPON IT BY MAILING A COPY THEREOF BY CERTIFIED MAIL ADDRESSED TO IT AS PROVIDED FOR NOTICES HEREUNDER AND
AGREES THAT NOTHING HEREIN SHALL AFFECT THE RIGHT TO EFFECT SERVICE OF PROCESS IN ANY MANNER PERMITTED BY LAW.


 


Section 11.13     Exchange Act Rule 17g-5 Procedures.


 


(a)          Except as otherwise provided in Section 11.06 of this Agreement or this Section 11.13 or otherwise in this
Agreement or as required by law, none of the Master Servicer, the Special Servicer, the Certificate Administrator, the Trustee,
the Operating Advisor or the Custodian shall provide any information directly to, or communicate with, either orally or in writing,
any Rating Agency regarding the Certificates or the Mortgage Loans relevant to the Rating Agencies’ surveillance of the Certificates
or the Mortgage Loans, including, but not limited to, providing responses to inquiries from a Rating Agency regarding the Certificates
or the Mortgage Loans relevant to such Rating Agency’s surveillance of the Certificates. To the extent that a Rating Agency
makes an inquiry or initiates communications with the Master Servicer, the Special Servicer, the Certificate Administrator, the
Trustee, the Operating Advisor or the Custodian regarding the Certificates or the Mortgage Loans relevant to such Rating Agency’s
surveillance of the Certificates, all responses to such inquiries or communications from such Rating Agency shall be made in writing
by the responding party and shall be provided to the Rule 17g-5 Information Provider as provided in this Section 11.13,
whereupon the Rule 17g-5 Information Provider shall promptly post such written response to the Rule 17g-5 Information
Provider’s Website following receipt (or, if the responding party is the Rule 17g-5 Information Provider, promptly following
preparation) of such response, in accordance with the procedures set forth in this Section 11.13.


 


(b)          To the extent that any of the Master Servicer, the Special Servicer, the Certificate Administrator, the Trustee, the Operating
Advisor or the Custodian is required to provide any information to, or communicate with, any Rating Agency in accordance with its
obligations under this Agreement, the Master Servicer, the Special Servicer, the Certificate Administrator, the Trustee, the Operating
Advisor or the Custodian, as applicable, shall provide such information or communication to the Rule 17g-5 Information Provider
electronically as provided in this Section 11.13, whereupon the Rule 17g-5 Information Provider shall upload such information
or communication to the Rule 17g-5 Information Provider’s Website in accordance with the procedures set forth in this Section
11.13. The foregoing shall include any Rating Agency Confirmation request made pursuant to this Agreement, which shall be in
writing, with a cover letter indicating the nature of the request and shall include all information the requesting party believes
is reasonably necessary for the applicable Rating Agency to make its decision.


 


(c)          The Master Servicer, the Special Servicer, the Certificate Administrator, the Trustee and the Operating Advisor shall be
permitted to (but not obligated to) orally communicate with the Rating Agencies regarding any of the Mortgage Loan documents and
any other matter related to the Mortgage Loans, the related Mortgaged Properties, the related Mortgagors or any other matters relating
to this Agreement or the related Intercreditor Agreement; provided that such party summarizes the information provided to
the Rating Agencies in such communication in writing and provides the 17g-5 Information Provider with


 






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such written
summary in accordance with the procedures set forth in this Section 11.13 the same day such communication takes place;
provided, further that the summary of such oral communications shall not identify which Rating Agency the communication
was with. The 17g-5 Information Provider shall post such written summary on the 17g-5 Information Provider’s Website in
accordance with the procedures set forth in this Section 11.13.


 


(d)          The Master Servicer or the Special Servicer, as applicable, may, but shall not be obligated to, provide bulk information
that relates to two or more transactions to the Rule 17g-5 Information Provider. Any such information shall be posted by the Rule
17g-5 Information Provider and the Rule 17g-5 Information Provider may, but shall not be obligated to post such information in
accordance with the timeframe provided in Section 11.13(e) below. The Master Servicer or the Special Servicer, as applicable,
shall not send such information directly to the Rating Agencies until the Rule 17g-5 Information Provider notifies it that such
information has been posted to the Rule 17g-5 Information Provider’s Website.


 


(e)          Except as provided in Section 11.13(d) above, information provided to the Rule 17g-5 Information Provider will be
posted on the same Business Day of receipt provided that such information is received by 2:00 p.m. (eastern time) or, if received
after 2:00 p.m., on the next Business Day by 12:00 p.m. (eastern time). If a Rating Agency requests access to the 17g-5 Information
Provider’s Website, access shall be granted by the 17g-5 Information Provider on the same Business Day provided that such request
is made prior to 2:00 p.m., New York City time on such Business Day, or, if received after 2:00 p.m., New York City time, on the
following Business Day; provided, however, any information delivered pursuant to Section 11.13(d) shall be posted
in accordance with Section 11.13(d). The Rule 17g-5 Information Provider shall notify any party that delivers information
to the Rule 17g-5 Information Provider under this Agreement that such information was received and that it has been posted. The
Rule 17g-5 Information Provider shall notify each Person that has signed up for access to the Rule 17g-5 Information Provider’s
Website in respect of the transaction governed by this Agreement each time an additional document is posted to the Rule 17g-5 Information
Provider’s Website and such notice shall specifically identify such document in the subject line or otherwise in the body of the
email. The Rule 17g-5 Information Provider shall send such notice to such Person’s email address provided by and used by such Person
for the purpose of accessing the Rule 17g-5 Information Provider’s Website, including a general email address if such general email
address has been provided to the Rule 17g-5 Information Provider in connection with a completed NRSRO Certification in the form
of Exhibit M-5 hereto. In the event that any information is delivered or posted in error, each of the Certificate Administrator
and the Rule 17g-5 Information Provider may remove such information from their respective websites.


 


(f)           Each
of the Rule 17g-5 Information Provider, the Master Servicer, the Special Servicer, the Certificate Administrator, the Trustee,
the Operating Advisor and the Custodian (each, an “Indemnifying Party”) hereby expressly agrees to indemnify
and hold harmless the Depositor and its respective officers, directors, shareholders, members, managers, employees, agents, Affiliates
and controlling persons, and the Trust Fund (each, an “Indemnified Party”), from and against any and all losses,
liabilities, damages, claims, judgments, costs, fees, penalties, fines, forfeitures or other expenses (including reasonable legal
fees and expenses), joint or several, to which any such Indemnified Party may become subject, under the Securities Act, the Exchange
Act or otherwise, pursuant to a third-party claim, insofar as such losses,





 






    	-365-



    	 



    

 


liabilities,
damages, claims, judgments, costs, fees, penalties, fines, forfeitures or other expenses (including reasonable legal fees and
expenses) arise out of or are based upon (i) such Indemnifying Party’s breach of Section 11.06, Section 11.13(a),
Section 11.13(b), Section 11.13(c), Section 11.13(d), Section 11.13(e), Section 11.13(i) or
Section 11.13(j) of this Agreement or (ii) a determination by any Rating Agency that it cannot reasonably rely on
representations made by the Depositor or any Affiliate thereof pursuant to Rule 17g-5(a)(3), to the extent caused by any
such breach referred to in clause (i) above by the applicable Indemnifying Party and will reimburse such Indemnified
Party for any legal or other expenses reasonably incurred by such Indemnified Party in connection with investigating or defending
any such action or claim, as such expenses are incurred. The Depositor shall notify each of the Master Servicer and the Special
Servicer in writing of any change in the identity or contact information of the Rule 17g-5 Information Provider (if it is
not also the Certificate Administrator).


 


(g)          None
of the Master Servicer, the Special Servicer, the Certificate Administrator (unless the Certificate Administrator is acting in
the capacity of the Rule 17g-5 Information Provider), the Trustee, the Operating Advisor or the Custodian shall have any
liability for (i) the Rule 17g-5 Information Provider’s failure to post information provided by the Master Servicer,
the Special Servicer, the Certificate Administrator, the Trustee, the Operating Advisor or the Custodian in accordance with the
terms of this Agreement, (ii) any malfunction or disabling of the Rule 17g-5 Information Provider’s Website or
(iii) such party’s failure to perform any of its obligations under this Agreement regarding providing information or
communication to the Rating Agencies that are required to be performed after the Rule 17g-5 Information Provider posts the
related information or communication if the Rule 17g-5 Information Provider fails to notify such party that it has posted
such information or communication on the Rule 17g-5 Information Provider’s Website.


 


(h)          None of the foregoing restrictions in this Section 11.13 prohibit or restrict oral or written communications, or
providing information, between the Master Servicer or the Special Servicer, on the one hand, and any Rating Agency, on the other
hand, with regard to (i) such Rating Agency’s review of the ratings it assigns to the Master Servicer or the Special
Servicer, as applicable, (ii) such Rating Agency’s approval of the Master Servicer or the Special Servicer, as applicable,
as a commercial mortgage master, special or primary servicer or (iii) such Rating Agency’s evaluation of the Master Servicer’s
or the Special Servicer’s, as applicable, servicing operations in general; provided, however, that the Master
Servicer or the Special Servicer, as applicable, shall not provide any information relating to the Certificates or the Mortgage
Loans to such Rating Agency in connection with such review and evaluation by such Rating Agency unless: (x) borrower, property
or deal specific identifiers are redacted; (y) such information has already been provided to the Rule 17g-5 Information Provider
and has been uploaded on to the Rule 17g-5 Information Provider’s Website; or (z) the Rating Agency has confirmed that
it does not intend to use such information in undertaking credit rating surveillance.


 


(i)           The Rule 17g-5 Information Provider shall establish and maintain the Rule 17g-5 Information Provider’s Website
in the form of a password-protected Internet Website in accordance with this Section 11.13 and Section 11.06 of this
Agreement.


 






    	-366-



    	 



    

 


(j)           The Rule 17g-5 Information Provider shall post on the Rule 17g-5 Information Provider’s Website and make available
solely to the Depositor, the Rating Agencies and other NRSROs, the following items, to the extent such items are delivered to it
in an electronic document format suitable for website posting (and the parties required to deliver the following information to
the Rule 17g-5 Information Provider agree to do so in such format) via electronic mail at 17g5informationprovider@wellsfargo.com,
specifically with a subject reference of “CSAIL 2015-C4” and an identification of the type of information being provided
in the body of such electronic mail (or via any alternative electronic mail address following notice to the parties hereto or any
other delivery method established or approved by the Rule 17g-5 Information Provider if or as may be necessary or beneficial):


 


(A)    all items delivered to the Rule 17g-5 Information Provider pursuant to Section 11.06;


 


(B)     all information and communications delivered to the Rule 17g-5 Information Provider pursuant to Section 11.13(a)
and (b); and


 


(C)     any other
information delivered to the Rule 17g-5 Information Provider pursuant to this Agreement.


 


The Rule 17g-5 Information
Provider shall have no obligation or duty to verify, confirm or otherwise determine whether the information being delivered is
accurate, complete, conforms to the transaction, or otherwise is or is not anything other than what it purports to be. If any information
is delivered or posted in error, the Rule 17g-5 Information Provider may remove it from the Rule 17g-5 Information Provider’s
Website. The Certificate Administrator and the Rule 17g-5 Information Provider have not obtained and shall not be deemed to
have obtained actual knowledge of any information only by receipt and posting to the Rule 17g-5 Information Provider’s Website.
Access will be provided by the Rule 17g-5 Information Provider to (i) the Rating Agencies upon registration at the Rule 17g-5
Information Provider’s Website as a user thereof and (ii) other NRSROs upon registration at the Rule 17g-5 Information Provider’s
Website as a user thereof and receipt by the Rule 17g-5 Information Provider of an NRSRO Certification (which certification
may be submitted via e-mail to the Rule 17g-5 Information Provider). Questions regarding delivery of information to the Rule 17g-5
Information Provider may be directed to (866) 846-4526 and 17g5informationprovider@ wellsfargo.com (or to such other telephone
number or e-mail address as the Rule 17g-5 Information Provider may designate).


 


In connection with providing
access to the Rule 17g-5 Information Provider’s Website, the Rule 17g-5 Information Provider may require registration
and the acceptance of a disclaimer. The Rule 17g-5 Information Provider shall not be liable for the dissemination of information
in accordance with the terms of this Agreement, makes no representations or warranties as to the accuracy or completeness of such
information being made available, and assumes no responsibility for such information. The Rule 17g-5 Information Provider
shall not be liable for its failure to make any information available to the Rating Agencies or other NRSROs unless such information
was delivered to the Rule 17g-5 Information Provider at the e-mail address set forth herein (or by any other form of electronic
delivery reasonably acceptable to Rule 17g-5 Information Provider pursuant to the terms of this Agreement), with a subject


 






    	-367-



    	 



    

 


heading of
“CSAIL 2015-C4” and sufficient detail to indicate that such information is required to be posted on the Rule 17g-5
Information Provider’s Website. In connection with notifying a Registered Rating Agency of any information posted to the Rule 17g-5
Information Provider’s Website, the Rule 17g-5 Information Provider shall only be responsible for sending such notices to
the electronic mail address of such Registered Rating Agency as provided by such Registered Rating Agency upon its registration
as user of the Rule 17g-5 Information Provider’s Website or upon any subsequent update of such electronic mail address made
by such Registered Rating Agency through the Rule 17g-5 Information Provider’s Website, and the Rule 17g-5 Information
Provider shall not be responsible for sending any notices to any electronic mail address of any Registered Rating Agency that
is not provided to the Rule 17g-5 Information in the manner described in this sentence.


 


The 17g-5 Information
Provider shall make available, only to the Depositor and NRSROs, the Rating Agency Q&A Forum and Document Request Tool. The
“Rating Agency Q&A Forum and Document Request Tool” shall be a service available on the 17g-5 Information
Provider’s Website, where NRSROs may (i) submit questions to the Certificate Administrator relating to any Distribution Date
Statements, or submit questions to the Master Servicer or the Special Servicer, as applicable, relating to the reports prepared
by such parties (each such submission, a “Rating Agency Inquiry”), and (ii) view Rating Agency Inquiries that
have been previously submitted and answered, together with the responses thereto. In addition, NRSROs may use the forum to submit
requests (each such submission also, a “Rating Agency Inquiry”) to the Master Servicer for loan-level reports and other
related information. Upon receipt of a Rating Agency Inquiry for the Master Servicer or the Special Servicer, the 17g-5 Information
Provider shall forward the Rating Agency Inquiry to the appropriate person, in each case within a commercially reasonable period
of time following receipt thereof. Following receipt of a Rating Agency Inquiry from the 17g-5 Information Provider, the Master
Servicer or the Special Servicer, as applicable, unless it determines not to answer such Rating Agency Inquiry as provided below,
shall reply by email to the 17g-5 Information Provider. The 17g-5 Information Provider shall post (within a commercially reasonable
period of time following receipt of such response) such Rating Agency Inquiry with the related response thereto (or such reports,
as applicable) to the Rating Agency Q&A Forum and Document Request Tool. Any reports posted by the 17g-5 Information Provider
in response to an inquiry may be posted on a separate website or web page accessible by a link on the 17g-5 Information Provider’s
Website. If the Certificate Administrator, the Trustee, the Master Servicer or the Special Servicer determines, in its respective
sole discretion, that (i) answering any Rating Agency Inquiry would be in violation of applicable law, the Servicing Standard,
this Agreement or any Mortgage Loan documents, (ii) answering any Rating Agency Inquiry would or is reasonably expected to result
in a waiver of an attorney-client privilege, or the disclosure of attorney work product, or (iii) (A) answering any Rating Agency
Inquiry would materially increase the duties of, or result in significant additional cost or expense to, the Certificate Administrator,
the Trustee, the Master Servicer or the Special Servicer, as applicable, and (B) the Certificate Administrator, the Trustee, the
Master Servicer or the Special Servicer, as applicable, determines in accordance with the Servicing Standard (or in good faith,
in the case of the Trustee) that the performance of such duties or the payment of such costs and expenses is beyond the scope of
its duties in its capacity as Certificate Administrator, Trustee, Servicer or Special Servicer, as applicable, under this Agreement,
it shall not be required to answer such Rating Agency Inquiry and shall promptly notify the 17g-5 Information Provider by email
of such determination. The 17g-5 Information Provider shall promptly


 






    	-368-



    	 



    

 


thereafter
post the Rating Agency Inquiry with the reason it was not answered to the Rating Agency Q&A Forum and Document Request Tool.
The 17g-5 Information Provider will not be liable for the failure by any other such Person to so answer. Questions posted on the
Rating Agency Q&A Forum and Document Request Tool shall not be attributed to the submitting NRSRO. Answers posted on the Rating
Agency Q&A Forum and Document Request Tool will be attributable only to the respondent, and shall not be deemed to be answers
from any other person. None of the Initial Purchasers, the Depositor, nor any of their respective Affiliates will certify to any
of the information posted in the Rating Agency Q&A Forum and Document Request Tool and no such party shall have any responsibility
or liability for the content of any such information. The 17g-5 Information Provider shall not be required to post to the 17g-5
Information Provider’s Website any Rating Agency Inquiry or answer thereto that the 17g-5 Information Provider determines,
in its sole discretion, is administrative or ministerial in nature. The Rating Agency Q&A Forum and Document Request Tool
will not reflect questions, answers and other communications that are not submitted via the 17g-5 Information Provider’s
Website.


 


(k)          In connection with the delivery by the Master Servicer or the Special Servicer to the Rule 17g-5 Information Provider
of any information, report, notice or document for posting to the Rule 17g-5 Information Provider’s Website, the Rule 17g-5
Information Provider shall provide electronic confirmation to the Master Servicer or the Special Servicer, as applicable, of when
such information, report, notice or other document has been posted to the Rule 17g-5 Information Provider’s Website,
and, except as provided in Section 11.13(d), the Master Servicer or the Special Servicer, as applicable, may (but is not
obligated to) send such information, report, notice or other document to the applicable Rating Agency so long as such information,
report, notice or document was (i) previously provided to the Rule 17g-5 Information Provider or (ii) is simultaneously provided
to the Rule 17g-5 Information Provider.


 


Section 11.14     Cooperation with the Mortgage Loan Sellers with Respect to Rights Under the Loan Agreements. It is expressly agreed
and understood that, notwithstanding the assignment of the Mortgage Loan Documents, it is expressly intended that the Mortgage
Loan Sellers get the benefit of any securitization indemnification provisions in the Mortgage Loan Documents. Therefore, the Depositor,
Master Servicer, Special Servicer and Trustee hereby agree to reasonably cooperate with any Mortgage Loan Seller at the sole reasonable
expense of such Mortgage Loan Seller with respect to the benefits of the provisions of any section of a Loan Agreement or securitization
cooperation agreement related to indemnification of the lender and/or its affiliates with respect to any securitization of the
related Mortgage Loan, including, without limitation, reassignment to the related Mortgage Loan Seller of such sections, but no
other portion of the Mortgage Loan Documents, to permit the related Mortgage Loan Seller and its respective affiliates to enforce
such provisions for their respective benefits; provided that none of the Depositor, Master Servicer, Special Servicer or
Trustee shall be required to take any action that is inconsistent with the Servicing Standard, would violate applicable law, the
terms and provisions of this Agreement or the Mortgage Loan Documents, would adversely affect any Certificateholder, would cause
either Trust REMIC to fail to qualify as a REMIC for federal income tax purposes, or would result in the imposition of a “prohibited
transaction” or “prohibited contribution” tax under the REMIC Provisions. To the extent that the Trustee is required
to execute any document facilitating an assignment under this Section 11.14, such document shall be in form and substance
reasonably acceptable to the Trustee.


 






    	-369-



    	 



    

 


Section 11.15     PNC
Bank, National Association. PNC Bank, National Association, by execution hereof by its division, Midland Loan Services, a
Division of PNC Bank, National Association, acknowledges and agrees that this Agreement is binding upon and enforceable against
PNC Bank, National Association to the full extent of the obligations set forth herein with respect to Midland Loan Services, a
Division of PNC Bank, National Association.


 


[Signature Pages Follow]


 






    	-370-



    

 



 


 



IN WITNESS WHEREOF, the
parties hereto have caused their names to be signed hereto by their respective officers thereunto duly authorized all as of the
day and year first above written.


 





	 	 	 
	 	CREDIT SUISSE FIRST BOSTON MORTGAGE SECURITIES CORP., as Depositor
	 	 	 
	 	By:	/s/ Charles Y. Lee
	 	 	Name: Charles Y. Lee
	 	 	Title: Vice President
	 	 	 
	 	WELLS FARGO BANK, NATIONAL ASSOCIATION, as Master Servicer
	 	 	 
	 	By:	/s/ Cynthia L. Schwartz
	 	 	Name:  Cynthia L. Schwartz
	 	 	Title: Director
	 	 	 
	 	MIDLAND LOAN SERVICES, A DIVISION OF PNC BANK, NATIONAL ASSOCIATION, as Special Servicer
	 	 	 
	 	By:	/s/ David A. Eckels
	 	 	Name:  David A. Eckels
	 	 	Title: Senior Vice President
	 	 	 
	 	WELLS FARGO BANK, NATIONAL ASSOCIATION, as Certificate Administrator
	 	 	 
	 	By:	/s/ Stacey Gross
	 	 	Name:  Stacey Gross
	 	 	Title: Vice President




 


 


CSAIL 2015-C4:
POOLING AND SERVICING AGREEMENT






     


     


    




 


 





	 	 	 
	 	WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee
	 	 	 
	 	By:	/s/ Dorri Costello
	 	 	Name: Dorri Costello
	 	 	Title: Vice President
	 	 	 
	 	PENTALPHA SURVEILLANCE LLC, as Operating Advisor
	 	 	 
	 	By:	/s/ James Callahan
	 	 	Name: James Callahan
	 	 	Title: Executive Director and Solely as an 
 Authorized
    Signatory for Pentalpha

Surveillance LLC










 


 


CSAIL 2015-C4:
POOLING AND SERVICING AGREEMENT


     


     


    





 








 


	STATE OF NEW YORK	)
	 	) ss:
	COUNTY OF NEW YORK  )	 


 


                    On
this 16th day of November, 2015, before me, the undersigned, a Notary Public in and for the State of New York, duly
commissioned and sworn, personally appeared Charles Y. Lee, to me known who, by me duly sworn, did depose and acknowledge before
me and say that he is a Vice President of Credit Suisse First Boston Mortgage Securities Corp., a Delaware corporation, the corporation
described in and that executed the foregoing instrument; and that he signed his name thereto under authority of the board of directors
of said Delaware corporation and on behalf of such Delaware corporation.


 


                    WITNESS
my hand and seal hereto affixed the day and year first above written. 


	 	 
	 	/s/ DAVID S TLUSTY
	 	Notary Public in and for the
	 	State of
	 	 
	 	DAVID S TLUSTY
		NOTARY PUBLIC-STATE OF NEW YORK
	 	No. 02TL6313133
	My Commission expires:	Qualified in New York County
	 	My Commission Expires October 14, 2018
	[NOTARIAL SEAL]	 


 


CSAIL 20I5-C4:
POOLING AND SERVICING AGREEMENT


 




    	 



    	 



    

  


	STATE OF NORTH CAROLINA  	)
	 	): ss.
	COUNTY OF MECKLENBURG	)


 


On this 16 day of November, 2015, personally
appeared before me Cynthia L. Schwartz, to me known (or proved to me on the basis of satisfactory evidence) to be a Director of
Wells Fargo Bank, National Association, a national banking association, that executed the within and foregoing instrument, and
acknowledged that said instrument to be the free and voluntary act and deed of said entity, for the uses and purposes therein
mentioned, and on oath stated that she was authorized to execute said instrument, and that by her signature on the instrument
the entity upon behalf of which she acted, executed the instrument. 


	 	 	 
	 	/s/ ERICA L. SMITH	 
	 	Notary 	 
	 	Name: 	 


  


	 	 	 
	My Commission expires:	erica l. smith	 
	 	notary public	 
	 	Gaston County	 
	 	North Carolina	 
	 	My Commission Expires 7/15/2017	 


 


CSAIL 2015-C4:
POOLING AND SERVICING AGREEMENT


 




    	 



    	 



    

 


	STATE OF KANSAS	)
	 	)  ss:
	COUNTY OF JOHNSON  	)


 


On this
16th day of November, 2015, before me, the undersigned, a Notary Public in and for the State of Kansas, duly commissioned and
sworn, personally appeared David A. Eckels, to me known who, by me duly sworn, did depose and acknowledge before me and say that
he is a Senior Vice President of Midland Loan Services, a Division of PNC Bank, National Association, the entity described in
and that executed the foregoing instrument; and that he signed his name thereto under authority of the board of directors of said
entity and on behalf of such entity.


 


WITNESS
my hand and seal hereto affixed the day and year first above written.


 


	 	/s/
    BRENT KINDER
	 	Notary Public in and for the
	 	State of Kansas
	 	 
	 	BRENT KINDER
	 	NOTARY PUBLIC - State of Kansas
	 	My Appt. Exp. January 30,  2018


 


CSAIL
2015-C4: POOLING AND SERVICING AGREEMENT


 






    	 



    	 



    

 





	STATE OF DELAWARE	)
	 	)  ss:
	COUNTY OF NEW CASTLE 	)


 


On this
12th day of November, 2015, before me, the undersigned, a Notary Public in and for the State of Delaware, duly commissioned
and sworn, personally appeared Dorri Costello, to me known who, by me duly sworn, did depose and acknowledge before me and say
that she is a Vice President of Wilmington Trust, National Association, a national banking association, the entity described in
and that executed the foregoing instrument; and that she signed her name thereto under authority of the board of directors of
said entity and on behalf of such entity.


 


WITNESS
my hand and seal hereto affixed the day and year first above written.


 


	 	/s/
    CHRISTINA M. BADER
	 	Notary Public in and for the
	 	State of Delaware


 


	My Commission expires: 4-15-2016	CHRISTINA M BADER
	 	My Commission Expires:
	[NOTARIAL SEAL]	NOTARY
	 	PUBLIC
	 	4-15-2016
	 	STATE OF DELAWARE


 


CSAIL
2015-C4: POOLING AND SERVICING AGREEMENT


 






    	 



    	 



    

 



	State of: Maryland	)	 
	 	)	ss:
	County of: Howard	)	 


 


On
the 13th day of November, 2015, before me, a notary public in and for said State, personally appeared Stacey Gross, known to me
to be a Vice President of Wells Fargo Bank, N.A., one of the corporations that executed the within instrument, and also know to
me to be the person who executed it on behalf of said corporation, and acknowledged to me that such corporation executed the within
instrument.


 


IN WITNESS WHEREOF,
I have hereunto set my hand and affixed my official seal the day and year in this certificate first above written.


	 	 
	 	/s/ AMY MARTIN
	 	Notary Public
	 	 
	 	AMY MARTIN 

NOTARY PUBLIC 

ANNE ARUNDEL COUNTY 

MARYLAND

My Commission Expires 2-22-2017


 


CSAIL
2015-C4 – POOLING AND SERVICING AGREEMENT


 



    	 



    	 



    

 


	State of Connecticut  	)	 
	 	) 	ss:
	County of FAIRFIELD	)	 


 


On
this 16th day of November, 2015, before me, the undersigned, a Notary Public in and for the State of Connecticut, duly
commissioned and sworn, personally appeared James Callahan, to me known who, by me duly sworn, did depose and acknowledge before
me and say that he is an executive of Pentalpha Surveillance LLC, a Delaware limited liability company, the executive described
in and that executed the foregoing instrument; and that he signed his name thereto under authority of the board of directors of
said company and on behalf of such company.



 


WITNESS
my hand and seal hereto affixed the day and year first above written.


	 	 
	 	/s/ MELONIE S. WILLIAMS
	 	Notary Public in and for the 

State of Connecticut


 


My Commission expires: 7-31-2019


 


	[NOTARIAL SEAL]	MELONIE S. WILLIAMS

    Notary Public

    Connecticut

    My Commission Expires July 31, 2019	 


 


CSAIL 2015-C4:
 POOLING AND SERVICING AGREEMENT


 



    	 



    	 



    

 







EXHIBIT
A-1


 


CSAIL 2015-C4
COMMERCIAL MORTGAGE TRUST,

COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES

SERIES 2015-C4, CLASS A-1


 


[UNLESS THIS CERTIFICATE IS PRESENTED BY
AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), TO THE CERTIFICATE REGISTRAR
FOR REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN
SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER
ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE
BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.]1


 


[TRANSFERS OF THIS GLOBAL CERTIFICATE
SHALL BE LIMITED TO TRANSFERS IN WHOLE, BUT NOT IN PART, TO NOMINEES OF DTC OR A SUCCESSOR THEREOF OR SUCH SUCCESSOR’S NOMINEE,
AND TRANSFERS OF BENEFICIAL INTERESTS IN THIS GLOBAL CERTIFICATE SHALL BE LIMITED TO TRANSFERS MADE IN ACCORDANCE WITH THE RESTRICTIONS
SET FORTH IN THE POOLING AND SERVICING AGREEMENT REFERRED TO BELOW.]2


 


THIS CERTIFICATE DOES NOT REPRESENT AN
INTEREST IN OR OBLIGATION OF THE DEPOSITOR, THE SPONSORS, THE ORIGINATORS, THE MASTER SERVICER, THE SPECIAL SERVICER, THE TRUSTEE,
THE CERTIFICATE ADMINISTRATOR, THE OPERATING ADVISOR, THE CONTROLLING CLASS REPRESENTATIVE, THE COMPANION LOAN HOLDERS, THE UNDERWRITERS
OR ANY OF THEIR RESPECTIVE AFFILIATES. NEITHER THE CERTIFICATES NOR THE UNDERLYING MORTGAGE LOANS ARE INSURED OR GUARANTEED BY
ANY GOVERNMENTAL AGENCY OR INSTRUMENTALITY OR PRIVATE INSURER.


 


PRINCIPAL PAYMENTS IN RESPECT OF THIS CERTIFICATE
ARE DISTRIBUTABLE AS SET FORTH IN THE POOLING AND SERVICING AGREEMENT. ACCORDINGLY, THE OUTSTANDING CERTIFICATE PRINCIPAL AMOUNT
OF THIS CERTIFICATE AT ANY TIME MAY BE LESS THAN THE INITIAL CERTIFICATE PRINCIPAL AMOUNT SET FORTH BELOW.


 


THIS CERTIFICATE REPRESENTS A “REGULAR
INTEREST” IN A “REAL ESTATE MORTGAGE INVESTMENT CONDUIT,” AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS
860G(a)(1) AND 860D OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED.


 





 



 


		1	Legend required as long
as DTC is the Depository under the Pooling and Servicing Agreement.



 


		2	Global Certificate legend.




 




    	A-1-1



    	 



    

 


CSAIL 2015-C4
COMMERCIAL MORTGAGE TRUST,

COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES

SERIES 2015-C4, CLASS A-1


 


	Pass-Through Rate:  2.0102%	 	 
	 	 	 
	First Distribution Date: December 17, 2015	 	Cut-Off Date:  With respect to each Mortgage Loan, the Due Date in November, 2015 for that Mortgage Loan (or, in the case of any Mortgage Loan that has its first Due Date in December, 2015, the date that would have been its Due Date in November, 2015 under the terms of that Mortgage Loan if a monthly payment were scheduled to be due in that month).
	 	 	 
	Aggregate Initial Certificate Principal Amount of the Class A-1 Certificates:  $39,813,000	 	 
	 	 	 





	
        CUSIP:  12635R
AU2 
	 	Initial Certificate Principal Amount of this Certificate: $[   ]
	 	 	 
	ISIN:      US12635RAU23



	 	 
	Common Code: 132561729	 	 
	 	 	 
	No.:  A-1-1	 	 


 


This certifies that
[           ] is the registered owner of a beneficial ownership interest
in a Trust Fund, including the distributions to be made with respect to the Class A-1 Certificates. The Trust Fund, described
more fully below, consists primarily of a pool of Mortgage Loans secured by first liens on commercial, multifamily and manufactured
housing community properties and held in trust by the Trustee and serviced by the Master Servicer. The Trust Fund was created,
and the Mortgage Loans are to be serviced, pursuant to the Pooling and Servicing Agreement (as defined below). The Holder of this
Certificate, by virtue of the acceptance hereof, assents to the terms, provisions and conditions of the Pooling and Servicing Agreement
and is bound thereby. In the event that there is any conflict between any provision of this Certificate and any provision of the
Pooling and Servicing Agreement, such provision of this Certificate shall be superseded to the extent of such inconsistency. Also
issued under the Pooling and Servicing Agreement are the Class A-2, Class A-3, Class A-4, Class A-SB, Class X-


 






    	A-1-2



    	 



    

 


A,
Class X-B, Class X-F, Class X-G, Class X-NR, Class A-S, Class B, Class C, Class D, Class X-D, Class E, Class F,
Class G, Class NR and Class R Certificates (together with the Class A-1 Certificates, the “Certificates”;
the Holders of Certificates issued under the Pooling and Servicing Agreement are collectively referred to herein as “Certificateholders”).


 


This Certificate is
issued pursuant to, and in accordance with, the terms of a Pooling and Servicing Agreement dated as of November 1, 2015 (the “Pooling
and Servicing Agreement”), by and among Credit Suisse First Boston Mortgage Securities Corp., as Depositor, Wells Fargo
Bank, National Association, as Certificate Administrator, Wilmington Trust, National Association, as Trustee, Pentalpha Surveillance
LLC, as Operating Advisor, Wells Fargo Bank, National Association, as Master Servicer, and Midland Loan Services, a Division of
PNC Bank, National Association, as Special Servicer. To the extent not defined herein, capitalized terms used herein shall have
the meanings assigned thereto in the Pooling and Servicing Agreement.


 


This Certificate represents
a “regular interest” in a “real estate mortgage investment conduit,” as those terms are defined, respectively,
in Sections 860G(a)(1) and 860D of the Internal Revenue Code of 1986, as amended.


 


The Certificate Administrator
makes no representation or warranty as to any of the statements contained herein or the validity or sufficiency of the Certificates
or the Mortgage Loans and has executed this Certificate in its limited capacity as Certificate Administrator under the Pooling
and Servicing Agreement.


 


Pursuant to the terms
of the Pooling and Servicing Agreement, the Certificate Administrator will distribute (other than the final distribution on any
Certificate), on the 4th Business Day following the determination date of each month, commencing in December 2015 (each such date,
a “Distribution Date”), to the Person in whose name this Certificate is registered as of the related Record
Date, an amount equal to such Person’s pro rata share (based on the Percentage Interest represented by this Certificate)
of that portion of the aggregate amount of principal and interest then distributable, if any, allocable to the Class A-1 Certificates
for such Distribution Date, all as more fully described in the Pooling and Servicing Agreement. Holders of this Certificate may
be entitled to Yield Maintenance Charges, as provided in the Pooling and Servicing Agreement.


 


Interest accrued on
this Certificate during an Interest Accrual Period, plus the aggregate unpaid Interest Shortfall with respect to this Certificate,
if any, will be payable on the related Distribution Date to the extent provided in the Pooling and Servicing Agreement. The “Interest
Accrual Period” with respect to any Distribution Date and with respect to the Class A-1 Certificates is the calendar
month preceding the month in which such Distribution Date occurs and is assumed to consist of 30 days.


 


All distributions
(other than the final distribution on any Certificate) will be made by the Certificate Administrator to the persons in whose names
the Certificates are registered at the close of business on each Record Date, which will be the close of business on the last day
of the month immediately preceding the month in which such Distribution Date occurs, or if such day is not a Business Day, the
immediately preceding Business Day. Distributions are required to be made (a) by wire transfer of immediately available funds to
the account of such Certificateholder at a bank or other entity located in the United States and having appropriate facilities
therefor, if


 






    	A-1-3



    	 



    

 


such
Certificateholder provides the Certificate Administrator with wiring instructions no less than five Business Days prior to the
related Record Date, or otherwise (b) by check mailed to such Certificateholder. The final distribution on each Certificate shall
be made in like manner, but only upon presentment and surrender of such Certificate at the office of the Certificate Administrator
or its agent (which may be the Paying Agent or the Certificate Registrar acting as such agent) that is specified in the notice
to Certificateholders of such final distribution.


 


Any funds not distributed
on the Termination Date because of the failure of any Certificateholders to tender their Certificates shall be set aside and held
in trust for the account of the appropriate non-tendering Certificateholders, whereupon the Trust Fund shall terminate. If any
Certificates as to which notice of the Termination Date has been given pursuant to Section 9.01 of the Pooling and Servicing Agreement
shall not have been surrendered for cancellation within six months after the time specified in such notice, the Certificate Administrator
shall mail a second notice to the remaining Certificateholders, at their last addresses shown in the Certificate Register, to surrender
their Certificates for cancellation in order to receive, from such funds held, the final distribution with respect thereto. If
within one year after the second notice any Certificate shall not have been surrendered for cancellation, the Certificate Administrator
may, directly or through an agent, take appropriate steps to contact the remaining Certificateholders concerning surrender of their
Certificates. The costs and expenses of maintaining such funds and of contacting Certificateholders shall be paid out of the assets
which remain held. If within two years after the second notice any Certificates shall not have been surrendered for cancellation,
the Paying Agent shall pay to the Class R Certificateholders all amounts distributable to the Holders thereof. No interest
shall accrue or be payable to any Certificateholder on any amount held as a result of such Certificateholder’s failure to
surrender its Certificate(s) for final payment thereof in accordance with Section 9.01 of the Pooling and Servicing Agreement.


 


This Certificate is
limited in right of payment to, among other things, certain collections and recoveries in respect of the Mortgage Loans, as more
specifically set forth herein and in the Pooling and Servicing Agreement.


 


As provided in the
Pooling and Servicing Agreement, the Trust Fund includes: (i) such Mortgage Loans as from time to time are subject to the Pooling
and Servicing Agreement, together with the Mortgage Files relating thereto; (ii) all scheduled or unscheduled payments on or collections
in respect of the Mortgage Loans due after the Cut Off Date (or with respect to a Qualified Substitute Mortgage Loan, the Due Date
in the month of substitution); (iii) any REO Property (but in the case of each Whole Loan, only to the extent of the Trust’s
interest in the related REO Property); (iv) all revenues received in respect of any REO Property (but in the case of each Whole
Loan, only to the extent of the Trust’s interest in the revenues received in respect of such REO Property); (v) the Master
Servicer’s and the Trustee’s rights, in each case on behalf of the Trust, under the insurance policies with respect
to the Mortgage Loans required to be maintained pursuant to the Pooling and Servicing Agreement and any proceeds thereof; (vi)
the Trustee’s rights on behalf of the Trust in any Assignment of Leases and any security agreements; (vii) the Trustee’s
rights on behalf of the Trust under any indemnities or guaranties given as additional security for any Mortgage Loan; (viii) all
of the Trustee’s and the Certificate Administrator’s rights, in each case on behalf of the Trust, in the Escrow Accounts
and Lockbox Accounts and all proceeds of the Mortgage Loans deposited in the Collection Account, each


 






    	A-1-4



    	 



    

 


Distribution
Account, the Interest Reserve Account, the Excess Liquidation Proceeds Reserve Account and any REO Account, including any reinvestment
income thereon; (ix) the Trustee’s rights on behalf of the Trust in any environmental indemnity agreements relating to the
Mortgaged Properties; (x) the Depositor’s rights under the Loan Purchase Agreements to the extent assigned to the Trustee
pursuant to Section 2.01 of the Pooling and Servicing Agreement and (xi)  the Lower-Tier Regular Interests.


 


This Certificate does
not purport to summarize the Pooling and Servicing Agreement, and reference is made to the Pooling and Servicing Agreement for
the interests, rights, benefits, obligations and duties evidenced hereby, and the limitations thereon, and the rights, duties and
immunities of the Certificate Administrator and Trustee.


 


As provided in the
Pooling and Servicing Agreement, subject to certain restrictions on transfer set forth therein, upon surrender for registration
of transfer of any Certificate, the Certificate Administrator shall execute, authenticate and deliver, in the name of the designated
transferee or transferees, one or more new Certificates in authorized denominations, in like aggregate interest and of the same
Class.


 


Prior to due presentation
of this Certificate for registration of transfer, the Master Servicer, the Special Servicer, the Operating Advisor, the Trustee,
the Certificate Administrator, the Certificate Registrar, and any agent of the Master Servicer, the Special Servicer, the Operating
Advisor, the Trustee, the Certificate Administrator or the Certificate Registrar may treat the Person in whose name any Certificate
is registered as the owner of such Certificate for the purpose of receiving distributions as provided in the Pooling and Servicing
Agreement and for all other purposes whatsoever, and none of the Master Servicer, the Special Servicer, the Operating Advisor,
the Trustee, the Certificate Administrator, the Certificate Registrar, or any agent of the Master Servicer, the Special Servicer,
the Operating Advisor, the Trustee, the Certificate Administrator or the Certificate Registrar shall be affected by any notice
to the contrary.


 


The Pooling and Servicing
Agreement or any Custodial Agreement may be amended from time to time by the Depositor, the Master Servicer, the Special Servicer,
the Operating Advisor, the Certificate Administrator and the Trustee, without the consent of any of the Certificateholders or,
as applicable, any Companion Loan Holder:


 


		(i)	to cure any ambiguity to the extent that it does not adversely affect any holders of Certificates
or any Serviced Companion Loan Holder;



 


		(ii)	to correct or supplement any of its provisions which may be inconsistent with any other provisions
of the Pooling and Servicing Agreement or with the description thereof in the Prospectus or the Prospectus Supplement or to correct
any error;



 


		(iii)	to change the timing and/or nature of deposits in the Collection Account, the Excess Liquidation
Proceeds Reserve Account, any Distribution Account or any REO Account, provided that (A) the Master Servicer Remittance
Date shall in no event be later than the Business Day prior to the related Distribution Date and (B) the change would not
adversely 



 






    	A-1-5



    	 



    

 


	 	 	affect in any material respect the interests of any Certificateholder or Serviced Companion Loan Holder, as evidenced
by an opinion of counsel (at the expense of the party requesting the amendment);



 


		(iv)	to modify, eliminate or add to any of its provisions (A) to the extent necessary to maintain
the qualification of either Trust REMIC as a REMIC or to avoid or minimize the risk of imposition of any tax on the Trust Fund,
provided that the Trustee and the Certificate Administrator have received an opinion of counsel (at the expense of the party
requesting the amendment) to the effect that (1) the action is necessary or desirable to maintain such qualification or to
avoid or minimize such risk and (2) the action will not adversely affect in any material respect the interests of any holder of
the Certificates or, if applicable, any Serviced Companion Loan Holder, (B) to restrict (or to remove any existing restrictions
with respect to) the transfer of the Class R Certificates, provided that the Depositor has determined that the amendment
will not give rise to any tax with respect to the transfer of the Class R Certificates to a non-Permitted Transferee or (C) to
the extent necessary to comply with the Investment Company Act, the Exchange Act, Regulation AB, and/or any related regulatory
actions and/or interpretations;



 


		(v)	to make any other provisions with respect to matters or questions arising under the Pooling and
Servicing Agreement or any other change, provided that the amendment will not adversely affect in any material respect the
interests of any Certificateholder or, if applicable any Serviced Companion Loan Holder, as evidenced by an opinion of counsel;



 


		(vi)	to modify the procedures in the Pooling and Servicing Agreement relating to Rule 17g-5; provided
that such modification does not increase the obligations of the Trustee, the Certificate Administrator, the Operating Advisor,
the Master Servicer or the Special Servicer without such party’s consent (which consent may not be withheld unless such modification
would materially adversely affect such party or materially increase such party’s obligations under the Pooling and Servicing
Agreement); provided, further that notice of such modification is provided to all parties to the Pooling and Servicing
Agreement; and



 


		(vii)	to amend or supplement any provision of the Pooling and Servicing Agreement to the extent necessary
to maintain the ratings assigned to each Class of Certificates by any of the Rating Agencies, provided that the amendment
will not adversely affect in any material respect the interests of any Certificateholder or, if applicable, any Serviced Companion
Loan Holder;



 


provided that
no amendment pursuant to any of clauses (i)-(vii) above may be made that would (i) reduce the consent or consultation
rights or the right to receive information under the Pooling and Servicing Agreement of the Controlling Class Representative without
the consent of the Controlling Class Representative; (ii) reduce the consultation rights or the right to receive


 






    	A-1-6



    	 



    

 


information
under the Pooling and Servicing Agreement of the Operating Advisor without the consent of the Operating Advisor; (iii) change
in any manner the obligations or rights of any Mortgage Loan Seller under the Pooling and Servicing Agreement or the applicable
Loan Purchase Agreement without the consent of the affected Mortgage Loan Seller; (iv) change in any manner the obligations or
rights of any Underwriter or Initial Purchaser, without the consent of the affected Underwriter or Initial Purchaser; or (v) adversely
affect any Companion Loan Holder in its capacity as such without its consent. Expenses incurred with respect to any amendment
shall be borne by the party requesting such amendment, unless the Master Servicer, Special Servicer or Trustee is requesting an
amendment for the benefit of the Certificateholders, then such expense will be borne by the Trust.


 


The Pooling and Servicing
Agreement or any Custodial Agreement may also be amended from time to time by a writing signed by each of the Depositor, the Master
Servicer, the Special Servicer, the Operating Advisor, the Certificate Administrator and the Trustee with the consent of the Holders
of Certificates representing not less than 66-2/3% of the aggregate Percentage Interests of each Class of Certificates affected
by the amendment for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of
the Pooling and Servicing Agreement or of modifying in any manner the rights of the Certificateholders; provided, however,
that no such amendment shall:


 


		(i)	reduce in any manner the amount of, or delay the timing of, payments received on the Mortgage Loans
(or Serviced Whole Loans, if applicable) which are required to be distributed on a Certificate of any Class without the consent
of the Holder of that Certificate, or that are required to be distributed to any holder of a Serviced Companion Loan without the
consent of that holder;



 


		(ii)	reduce the aforesaid percentage of Certificates of any Class the Holders of which are required
to consent to the amendment or remove the requirement to obtain the consent of any Serviced Companion Loan Holder without the consent
of the Holders of all Certificates of that Class then-outstanding or the consent of each Serviced Companion Loan Holder, as applicable;



 


		(iii)	change in any manner the obligations or rights of any Mortgage Loan Seller under the Pooling and
Servicing Agreement or a Loan Purchase Agreement without the consent of the affected Mortgage Loan Seller;



 


		(iv)	change the definition of “Servicing Standard” without either (1) consent of 100% of
the holders of the Certificates or (2) Rating Agency Confirmation;



 


		(v)	without the consent of 100% of the Certificateholders of the Class or Classes of Certificates adversely
affected thereby, change (a) the percentages of Voting Rights of Certificateholders which are required to consent to any action
or inaction under the Pooling and Servicing Agreement, (b) the right of the Certificateholders to remove the Special Servicer
pursuant to the Pooling and Servicing Agreement or (c) the right 



 






    	A-1-7



    	 



    

 


	 	 	of the Certificateholders to terminate the Operating Advisor
pursuant to the Pooling and Servicing Agreement;



 


		(vi)	adversely affect any Companion Loan Holder in its capacity as such without its consent;



 


		(vii)	adversely affect the Controlling Class Representative without the consent of 100% of the Controlling
Class Certificateholders; or



 


		(viii)	change in any manner the obligations or rights of any Underwriter or Initial Purchaser, without
the consent of the affected Underwriter or Initial Purchaser.



 


The Holders of the
Controlling Class representing greater than 50% of the Percentage Interest of the Controlling Class may effect an early termination
of the Trust Fund, upon not less than 30 days’ prior notice given to the Depositor, the Trustee, the Certificate Administrator,
the Special Servicer and Master Servicer (whereupon the Master Servicer shall notify the Companion Loan Holders) any time on or
after the Early Termination Notice Date specifying the Anticipated Termination Date, by purchasing on such date all, but not less
than all, of the Mortgage Loans (and in the case of the Serviced Whole Loans, subject to certain rights of the related Companion
Loan Holder provided for in the related Co-Lender Agreement) then included in the Trust Fund, and all property or interests in
property acquired by the Trust Fund in respect of any Mortgage Loan, at a purchase price, payable in cash, equal to (i) the sum
of (A) the aggregate Purchase Price (excluding the amount described in clause (e) of the definition of Purchase Price) of all the
Mortgage Loans (exclusive of REO Mortgage Loans) included in the Trust Fund, (B) the Appraised Value of the Trust’s portion
of each REO Property, if any, included in the Trust Fund, as determined by the Special Servicer (such Appraisals in clause (i)(B)
shall be obtained by the Special Servicer) and (C) the reasonable out-of-pocket expenses of the Master Servicer (unless the Master
Servicer is the purchaser of such Mortgage Loans), the Special Servicer (unless the Special Servicer is the purchaser of such Mortgage
Loans), the Trustee and the Certificate Administrator, as applicable, with respect to such termination, minus (ii) solely in the
case where the Master Servicer or the Special Servicer is effecting such purchase, the aggregate amount of unreimbursed Advances
made by such party, together with any interest accrued and payable to the Master Servicer or the Special Servicer, as applicable,
in respect of such Advances and any unpaid Servicing Fees or Special Servicing Fees, as applicable, remaining outstanding (which
items will be deemed to have been paid or reimbursed to the purchasing Master Servicer or the Special Servicer, as applicable,
in connection with such purchase).


 


The Holders of the
Controlling Class representing greater than 50% of the Certificate Principal Balance of the Controlling Class may (or, if such
Holders do not, the Special Servicer, or if neither such Holders nor the Special Servicer do, the Master Servicer or, if neither
such Holders nor the Special Servicer nor the Master Servicer does, any Holder of a Class R Certificate representing greater than
a 50% Percentage Interest in such Class, may also) effect such termination as provided in the prior paragraph if such party first
notifies the Controlling Class Representative and each Certifying Certificateholder, or, in the case of a termination by the Holder
of a Class R Certificate, notifies the Certificate Administrator (who shall notify each of the Controlling Class Representative,
each Certifying Certificateholder and the Master Servicer)


 






    	A-1-8



    	 



    

 


of
its intention to do so in writing within 30 days following the Early Termination Notice Date. All costs and expenses incurred
by any and all parties to the Pooling and Servicing Agreement or by the Trust Fund in connection with the purchase of the Mortgage
Loans and other assets of the Trust Fund pursuant to Section 9.01(c) of the Pooling and Servicing Agreement shall be borne by
the party exercising its purchase rights thereunder. The Certificate Administrator shall be entitled to rely conclusively on any
determination made by an Appraiser pursuant to Section 9.01(c) of the Pooling and Servicing Agreement.


 


The respective obligations
and responsibilities of the Master Servicer, the Special Servicer, the Depositor, the Operating Advisor, the Certificate Administrator
and the Trustee created hereby with respect to the Certificates, the Mortgage Loans and the Serviced Companion Loans (other than
the obligation to make certain payments and to send certain notices to Certificateholders as set forth in the Pooling and Servicing
Agreement and to make any required remittances to the Serviced Companion Loan Holders in the month in which the final Distribution
Date occurs) shall terminate immediately following the earlier to occur of (i) the purchase by the Holders of the Controlling Class,
the Special Servicer, the Master Servicer or the Holders of the Class R Certificates of all the Mortgage Loans and REO Properties
(or interests therein) then included in the Trust Fund pursuant to Section 9.01(c) of the Pooling and Servicing Agreement, (ii)
the voluntary exchange by the Remaining Certificateholder of its Certificates for all the Mortgage Loans and REO Properties (or
interests therein) then included in the Trust Fund pursuant to Section 9.01(h) of the Pooling and Servicing Agreement and (iii)
the final payment or other liquidation (or any advance with respect thereto) of the last Mortgage Loan or REO Property (or interest
therein) contained in the Trust Fund; provided, however, that in no event shall the trust created thereby continue
beyond the expiration of twenty-one years from the death of the last survivor of the descendants of Joseph P. Kennedy, the late
ambassador of the United States to the United Kingdom, living on the date of the Pooling and Servicing Agreement. All such payments
as contemplated by the preceding paragraph shall be deposited into the Collection Account by the Master Servicer or Special Servicer,
as applicable promptly following receipt thereof.


 


Unless the Certificate
of Authentication on this Certificate has been executed by the Certificate Administrator or on its behalf by the Authenticating
Agent, by manual signature, this Certificate shall not be entitled to any benefit under the Pooling and Servicing Agreement or
be valid for any purpose.


 




    	A-1-9



    	 



    

 


IN
WITNESS WHEREOF, the Certificate Administrator has caused this Class A-1 Certificate to be duly executed.

	 	 	 
	 	WELLS
                                         FARGO BANK, NATIONAL ASSOCIATION,


	 	not
                                         in its individual capacity but solely as Certificate Administrator


	 	 	 
	 	By:
                                         

	 
	 	 	Authorized
                                         Signatory








Dated:
______________


CERTIFICATE OF AUTHENTICATION


This
is one of the Class A-1 Certificates referred to in the Pooling and Servicing Agreement.


Dated:
______________


	 	 	 
	 	WELLS
                                         FARGO BANK, NATIONAL ASSOCIATION,


	 	not
                                         in its individual capacity but solely as Authenticating Agent


	 	 	 
	 	By:
                                         

	 
	 	 	Authorized
                                         Signatory









    	A-1-10



    	 



    








ASSIGNMENT


 


FOR
VALUE RECEIVED, the undersigned (“Assignor(s)”) hereby sell(s), assign(s) and transfer(s) unto ____________________________________________________
______________________________ (please print or typewrite name(s) and address(es), including postal zip code(s) of assignee(s))
(“Assignee(s)”) the entire Percentage Interest represented by the within Class A-1 Certificate and hereby authorize(s)
the registration of transfer of such interest to Assignee(s) on the Certificate Register of the Trust Fund. 


I
(we) further direct the Certificate Registrar to issue a new Class A-1 Certificate of the entire Percentage Interest represented
by the within Class A-1 Certificates to the above-named Assignee(s) and to deliver such Class A-1 Certificate to the following
address: 


Date:
_________________


	 	 
	 	Signature by or on behalf of Assignor(s)


	 	 
	 	Taxpayer Identification Number










    	A-1-11



    	 



    





DISTRIBUTION
INSTRUCTIONS


The
Assignee(s) should include the following for purposes of distribution: 


Address
of the Assignee(s) for the purpose of receiving notices and distributions: ___________________________________________________________
______________________________________________________________________________________________________________________________
Distributions, if being made by wire transfer in immediately available funds to __________________________ for the account of
__________________________ account number ____________________________. This information is provided by ______________________________,
the Assignee(s) named above or ____________________________________ as its (their) agent.

	 	 	 
	 	By:

	 
	 	 	[Please print or type name(s)]


	 	 	 
	 	 	Title


	 	 	 
	 	 	Taxpayer
                                         Identification Number









    	A-1-12



    	 



    





EXHIBIT
A-2


 


CSAIL 2015-C4
COMMERCIAL MORTGAGE TRUST,

COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES

SERIES 2015-C4, CLASS A-2


 


[UNLESS THIS CERTIFICATE IS PRESENTED BY
AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), TO THE CERTIFICATE REGISTRAR
FOR REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN
SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER
ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE
BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.]1


 


[TRANSFERS OF THIS GLOBAL CERTIFICATE
SHALL BE LIMITED TO TRANSFERS IN WHOLE, BUT NOT IN PART, TO NOMINEES OF DTC OR A SUCCESSOR THEREOF OR SUCH SUCCESSOR’S NOMINEE,
AND TRANSFERS OF BENEFICIAL INTERESTS IN THIS GLOBAL CERTIFICATE SHALL BE LIMITED TO TRANSFERS MADE IN ACCORDANCE WITH THE RESTRICTIONS
SET FORTH IN THE POOLING AND SERVICING AGREEMENT REFERRED TO BELOW.]2


 


THIS CERTIFICATE DOES NOT REPRESENT AN
INTEREST IN OR OBLIGATION OF THE DEPOSITOR, THE SPONSORS, THE ORIGINATORS, THE MASTER SERVICER, THE SPECIAL SERVICER, THE TRUSTEE,
THE CERTIFICATE ADMINISTRATOR, THE OPERATING ADVISOR, THE CONTROLLING CLASS REPRESENTATIVE, THE COMPANION LOAN HOLDERS, THE UNDERWRITERS
OR ANY OF THEIR RESPECTIVE AFFILIATES. NEITHER THE CERTIFICATES NOR THE UNDERLYING MORTGAGE LOANS ARE INSURED OR GUARANTEED BY
ANY GOVERNMENTAL AGENCY OR INSTRUMENTALITY OR PRIVATE INSURER.


 


PRINCIPAL PAYMENTS IN RESPECT OF THIS CERTIFICATE
ARE DISTRIBUTABLE AS SET FORTH IN THE POOLING AND SERVICING AGREEMENT. ACCORDINGLY, THE OUTSTANDING CERTIFICATE PRINCIPAL AMOUNT
OF THIS CERTIFICATE AT ANY TIME MAY BE LESS THAN THE INITIAL CERTIFICATE PRINCIPAL AMOUNT SET FORTH BELOW.


 


THIS CERTIFICATE REPRESENTS A “REGULAR
INTEREST” IN A “REAL ESTATE MORTGAGE INVESTMENT CONDUIT,” AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS
860G(a)(1) AND 860D OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED.


 





 



 


		1	Legend required as long
as DTC is the Depository under the Pooling and Servicing Agreement.



 


		2	Global Certificate legend.



 



    	A-2-1



    	 



    








  


CSAIL 2015-C4
COMMERCIAL MORTGAGE TRUST,

COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES

SERIES 2015-C4, CLASS A-2


 


	Pass-Through Rate:  3.1567%	 	 
	 	 	 
	First Distribution Date: December 17, 2015	 	Cut-Off Date:  With respect to each Mortgage Loan, the Due Date in November, 2015 for that Mortgage Loan (or, in the case of any Mortgage Loan that has its first Due Date in December, 2015, the date that would have been its Due Date in November, 2015 under the terms of that Mortgage Loan if a monthly payment were scheduled to be due in that month).
	 	 	 
	Aggregate Initial Certificate Principal Amount of the Class A-2 Certificates:  $25,460,000	 	 


 





	
        CUSIP:  12635R
AV0 

         
	 	Initial Certificate Principal Amount of this Certificate: $[   ]
	
        ISIN: US12635RAV06


         
	 	 
	Common Code: 132561796	 	 
	 	 	 
	No.:  A-2-1	 	 
	 	 	 


This certifies that
[           ] is the registered owner of a beneficial ownership interest
in a Trust Fund, including the distributions to be made with respect to the Class A-2 Certificates. The Trust Fund, described more
fully below, consists primarily of a pool of Mortgage Loans secured by first liens on commercial, multifamily and manufactured
housing community properties and held in trust by the Trustee and serviced by the Master Servicer. The Trust Fund was created,
and the Mortgage Loans are to be serviced, pursuant to the Pooling and Servicing Agreement (as defined below). The Holder of this
Certificate, by virtue of the acceptance hereof, assents to the terms, provisions and conditions of the Pooling and Servicing Agreement
and is bound thereby. In the event that there is any conflict between any provision of this Certificate and any provision of the
Pooling and Servicing Agreement, such provision of this Certificate shall be superseded to the extent of such inconsistency. Also
issued under the Pooling and Servicing Agreement are the Class A-1, Class A-3, Class A-4, Class A-SB, Class X-A, Class


 






    	A-2-2



    	 



    

 


X-B,
Class X-F, Class X-G, Class X-NR, Class A-S, Class B, Class C, Class D, Class X-D, Class E, Class F, Class G, Class NR and Class
R Certificates (together with the Class A-2 Certificates, the “Certificates”; the Holders of Certificates issued
under the Pooling and Servicing Agreement are collectively referred to herein as “Certificateholders”).


 


This Certificate is
issued pursuant to, and in accordance with, the terms of a Pooling and Servicing Agreement dated as of November 1, 2015 (the “Pooling
and Servicing Agreement”), by and among Credit Suisse First Boston Mortgage Securities Corp., as Depositor, Wells Fargo
Bank, National Association, as Certificate Administrator, Wilmington Trust, National Association, as Trustee, Pentalpha Surveillance
LLC, as Operating Advisor, Wells Fargo Bank, National Association, as Master Servicer, and Midland Loan Services, a Division of
PNC Bank, National Association, as Special Servicer. To the extent not defined herein, capitalized terms used herein shall have
the meanings assigned thereto in the Pooling and Servicing Agreement.


 


This Certificate represents
a “regular interest” in a “real estate mortgage investment conduit,” as those terms are defined, respectively,
in Sections 860G(a)(1) and 860D of the Internal Revenue Code of 1986, as amended.


 


The Certificate Administrator
makes no representation or warranty as to any of the statements contained herein or the validity or sufficiency of the Certificates
or the Mortgage Loans and has executed this Certificate in its limited capacity as Certificate Administrator under the Pooling
and Servicing Agreement.


 


Pursuant to the terms
of the Pooling and Servicing Agreement, the Certificate Administrator will distribute (other than the final distribution on any
Certificate), on the 4th Business Day following the determination date of each month, commencing in December 2015 (each such date,
a “Distribution Date”), to the Person in whose name this Certificate is registered as of the related Record
Date, an amount equal to such Person’s pro rata share (based on the Percentage Interest represented by this Certificate)
of that portion of the aggregate amount of principal and interest then distributable, if any, allocable to the Class A-2 Certificates
for such Distribution Date, all as more fully described in the Pooling and Servicing Agreement. Holders of this Certificate may
be entitled to Yield Maintenance Charges, as provided in the Pooling and Servicing Agreement.


 


Interest accrued on
this Certificate during an Interest Accrual Period, plus the aggregate unpaid Interest Shortfall with respect to this Certificate,
if any, will be payable on the related Distribution Date to the extent provided in the Pooling and Servicing Agreement. The “Interest
Accrual Period” with respect to any Distribution Date and with respect to the Class A-2 Certificates is the calendar
month preceding the month in which such Distribution Date occurs and is assumed to consist of 30 days.


 


All distributions
(other than the final distribution on any Certificate) will be made by the Certificate Administrator to the persons in whose names
the Certificates are registered at the close of business on each Record Date, which will be the close of business on the last day
of the month immediately preceding the month in which such Distribution Date occurs, or if such day is not a Business Day, the
immediately preceding Business Day. Distributions are required to be made (a) by wire transfer of immediately available funds to
the account of such Certificateholder at a bank or other entity located in the United States and having appropriate facilities
therefor, if


 






    	A-2-3



    	 



    

 


such
Certificateholder provides the Certificate Administrator with wiring instructions no less than five Business Days prior to the
related Record Date, or otherwise (b) by check mailed to such Certificateholder. The final distribution on each Certificate shall
be made in like manner, but only upon presentment and surrender of such Certificate at the office of the Certificate Administrator
or its agent (which may be the Paying Agent or the Certificate Registrar acting as such agent) that is specified in the notice
to Certificateholders of such final distribution.


 


Any funds not distributed
on the Termination Date because of the failure of any Certificateholders to tender their Certificates shall be set aside and held
in trust for the account of the appropriate non-tendering Certificateholders, whereupon the Trust Fund shall terminate. If any
Certificates as to which notice of the Termination Date has been given pursuant to Section 9.01 of the Pooling and Servicing Agreement
shall not have been surrendered for cancellation within six months after the time specified in such notice, the Certificate Administrator
shall mail a second notice to the remaining Certificateholders, at their last addresses shown in the Certificate Register, to surrender
their Certificates for cancellation in order to receive, from such funds held, the final distribution with respect thereto. If
within one year after the second notice any Certificate shall not have been surrendered for cancellation, the Certificate Administrator
may, directly or through an agent, take appropriate steps to contact the remaining Certificateholders concerning surrender of their
Certificates. The costs and expenses of maintaining such funds and of contacting Certificateholders shall be paid out of the assets
which remain held. If within two years after the second notice any Certificates shall not have been surrendered for cancellation,
the Paying Agent shall pay to the Class R Certificateholders all amounts distributable to the Holders thereof. No interest shall
accrue or be payable to any Certificateholder on any amount held as a result of such Certificateholder’s failure to surrender
its Certificate(s) for final payment thereof in accordance with Section 9.01 of the Pooling and Servicing Agreement.


 


This Certificate is
limited in right of payment to, among other things, certain collections and recoveries in respect of the Mortgage Loans, as more
specifically set forth herein and in the Pooling and Servicing Agreement.


 


As provided in the
Pooling and Servicing Agreement, the Trust Fund includes: (i) such Mortgage Loans as from time to time are subject to the Pooling
and Servicing Agreement, together with the Mortgage Files relating thereto; (ii) all scheduled or unscheduled payments on or collections
in respect of the Mortgage Loans due after the Cut Off Date (or with respect to a Qualified Substitute Mortgage Loan, the Due Date
in the month of substitution); (iii) any REO Property (but in the case of each Whole Loan, only to the extent of the Trust’s
interest in the related REO Property); (iv) all revenues received in respect of any REO Property (but in the case of each Whole
Loan, only to the extent of the Trust’s interest in the revenues received in respect of such REO Property); (v) the Master
Servicer’s and the Trustee’s rights, in each case on behalf of the Trust, under the insurance policies with respect
to the Mortgage Loans required to be maintained pursuant to the Pooling and Servicing Agreement and any proceeds thereof; (vi)
the Trustee’s rights on behalf of the Trust in any Assignment of Leases and any security agreements; (vii) the Trustee’s
rights on behalf of the Trust under any indemnities or guaranties given as additional security for any Mortgage Loan; (viii) all
of the Trustee’s and the Certificate Administrator’s rights, in each case on behalf of the Trust, in the Escrow Accounts
and Lockbox Accounts and all proceeds of the Mortgage Loans deposited in the Collection Account, each


 






    	A-2-4



    	 



    

 


Distribution
Account, the Interest Reserve Account, the Excess Liquidation Proceeds Reserve Account and any REO Account, including any reinvestment
income thereon; (ix) the Trustee’s rights on behalf of the Trust in any environmental indemnity agreements relating to the
Mortgaged Properties; (x) the Depositor’s rights under the Loan Purchase Agreements to the extent assigned to the Trustee
pursuant to Section 2.01 of the Pooling and Servicing Agreement and (xi)  the Lower-Tier Regular Interests.


 


This Certificate does
not purport to summarize the Pooling and Servicing Agreement, and reference is made to the Pooling and Servicing Agreement for
the interests, rights, benefits, obligations and duties evidenced hereby, and the limitations thereon, and the rights, duties and
immunities of the Certificate Administrator and Trustee.


 


As provided in the
Pooling and Servicing Agreement, subject to certain restrictions on transfer set forth therein, upon surrender for registration
of transfer of any Certificate, the Certificate Administrator shall execute, authenticate and deliver, in the name of the designated
transferee or transferees, one or more new Certificates in authorized denominations, in like aggregate interest and of the same
Class.


 


Prior to due presentation
of this Certificate for registration of transfer, the Master Servicer, the Special Servicer, the Operating Advisor, the Trustee,
the Certificate Administrator, the Certificate Registrar, and any agent of the Master Servicer, the Special Servicer, the Operating
Advisor, the Trustee, the Certificate Administrator or the Certificate Registrar may treat the Person in whose name any Certificate
is registered as the owner of such Certificate for the purpose of receiving distributions as provided in the Pooling and Servicing
Agreement and for all other purposes whatsoever, and none of the Master Servicer, the Special Servicer, the Operating Advisor,
the Trustee, the Certificate Administrator, the Certificate Registrar, or any agent of the Master Servicer, the Special Servicer,
the Operating Advisor, the Trustee, the Certificate Administrator or the Certificate Registrar shall be affected by any notice
to the contrary.


 


The Pooling and Servicing
Agreement or any Custodial Agreement may be amended from time to time by the Depositor, the Master Servicer, the Special Servicer,
the Operating Advisor, the Certificate Administrator and the Trustee, without the consent of any of the Certificateholders or,
as applicable, any Companion Loan Holder:


 


		(i)	to cure any ambiguity to the extent that it does not adversely affect any holders of Certificates
or any Serviced Companion Loan Holder;



 


		(ii)	to correct or supplement any of its provisions which may be inconsistent with any other provisions
of the Pooling and Servicing Agreement or with the description thereof in the Prospectus or the Prospectus Supplement or to correct
any error;



 


		(iii)	to change the timing and/or nature of deposits in the Collection Account, the Excess Liquidation
Proceeds Reserve Account, any Distribution Account or any REO Account, provided that (A) the Master Servicer Remittance
Date shall in no event be later than the Business Day prior to the related Distribution Date and (B) the change would not
adversely 



 






    	A-2-5



    	 



    

 


	 	 	affect in any material respect the interests of any Certificateholder or Serviced Companion Loan Holder, as evidenced
by an opinion of counsel (at the expense of the party requesting the amendment);



 


		(iv)	to modify, eliminate or add to any of its provisions (A) to the extent necessary to maintain
the qualification of either Trust REMIC as a REMIC or to avoid or minimize the risk of imposition of any tax on the Trust Fund,
provided that the Trustee and the Certificate Administrator have received an opinion of counsel (at the expense of the party
requesting the amendment) to the effect that (1) the action is necessary or desirable to maintain such qualification or to
avoid or minimize such risk and (2) the action will not adversely affect in any material respect the interests of any holder of
the Certificates or, if applicable, any Serviced Companion Loan Holder, (B) to restrict (or to remove any existing restrictions
with respect to) the transfer of the Class R Certificates, provided that the Depositor has determined that the amendment
will not give rise to any tax with respect to the transfer of the Class R Certificates to a non-Permitted Transferee or (C) to
the extent necessary to comply with the Investment Company Act, the Exchange Act, Regulation AB, and/or any related regulatory
actions and/or interpretations;



 


		(v)	to make any other provisions with respect to matters or questions arising under the Pooling and
Servicing Agreement or any other change, provided that the amendment will not adversely affect in any material respect the
interests of any Certificateholder or, if applicable any Serviced Companion Loan Holder, as evidenced by an opinion of counsel;



 


		(vi)	to modify the procedures in the Pooling and Servicing Agreement relating to Rule 17g-5; provided
that such modification does not increase the obligations of the Trustee, the Certificate Administrator, the Operating Advisor,
the Master Servicer or the Special Servicer without such party’s consent (which consent may not be withheld unless such modification
would materially adversely affect such party or materially increase such party’s obligations under the Pooling and Servicing
Agreement); provided, further that notice of such modification is provided to all parties to the Pooling and Servicing
Agreement; and



 


		(vii)	to amend or supplement any provision of the Pooling and Servicing Agreement to the extent necessary
to maintain the ratings assigned to each Class of Certificates by any of the Rating Agencies, provided that the amendment
will not adversely affect in any material respect the interests of any Certificateholder or, if applicable, any Serviced Companion
Loan Holder;



 


provided that
no amendment pursuant to any of clauses (i)-(vii) above may be made that would (i) reduce the consent or consultation
rights or the right to receive information under the Pooling and Servicing Agreement of the Controlling Class Representative without
the consent of the Controlling Class Representative; (ii) reduce the consultation rights or the right to receive


 






    	A-2-6



    	 



    

 


information
under the Pooling and Servicing Agreement of the Operating Advisor without the consent of the Operating Advisor; (iii) change
in any manner the obligations or rights of any Mortgage Loan Seller under the Pooling and Servicing Agreement or the applicable
Loan Purchase Agreement without the consent of the affected Mortgage Loan Seller; (iv) change in any manner the obligations or
rights of any Underwriter or Initial Purchaser, without the consent of the affected Underwriter or Initial Purchaser; or (v) adversely
affect any Companion Loan Holder in its capacity as such without its consent. Expenses incurred with respect to any amendment
shall be borne by the party requesting such amendment, unless the Master Servicer, Special Servicer or Trustee is requesting an
amendment for the benefit of the Certificateholders, then such expense will be borne by the Trust.


 


The Pooling and Servicing
Agreement or any Custodial Agreement may also be amended from time to time by a writing signed by each of the Depositor, the Master
Servicer, the Special Servicer, the Operating Advisor, the Certificate Administrator and the Trustee with the consent of the Holders
of Certificates representing not less than 66-2/3% of the aggregate Percentage Interests of each Class of Certificates affected
by the amendment for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of
the Pooling and Servicing Agreement or of modifying in any manner the rights of the Certificateholders; provided, however,
that no such amendment shall:


 


		(i)	reduce in any manner the amount of, or delay the timing of, payments received on the Mortgage Loans
(or Serviced Whole Loans, if applicable) which are required to be distributed on a Certificate of any Class without the consent
of the Holder of that Certificate, or that are required to be distributed to any holder of a Serviced Companion Loan without the
consent of that holder;



 


		(ii)	reduce the aforesaid percentage of Certificates of any Class the Holders of which are required
to consent to the amendment or remove the requirement to obtain the consent of any Serviced Companion Loan Holder without the consent
of the Holders of all Certificates of that Class then-outstanding or the consent of each Serviced Companion Loan Holder, as applicable;



 


		(iii)	change in any manner the obligations or rights of any Mortgage Loan Seller under the Pooling and
Servicing Agreement or a Loan Purchase Agreement without the consent of the affected Mortgage Loan Seller;



 


		(iv)	change the definition of “Servicing Standard” without either (1) consent of 100% of
the holders of the Certificates or (2) Rating Agency Confirmation;



 


		(v)	without the consent of 100% of the Certificateholders of the Class or Classes of Certificates adversely
affected thereby, change (a) the percentages of Voting Rights of Certificateholders which are required to consent to any action
or inaction under the Pooling and Servicing Agreement, (b) the right of the Certificateholders to remove the Special Servicer
pursuant to the Pooling and Servicing Agreement or (c) the right 



 






    	A-2-7



    	 



    

 


	 	 	of the Certificateholders to terminate the Operating Advisor
pursuant to the Pooling and Servicing Agreement;



 


		(vi)	adversely affect any Companion Loan Holder in its capacity as such without its consent;



 


		(vii)	adversely affect the Controlling Class Representative without the consent of 100% of the Controlling
Class Certificateholders; or



 


		(viii)	change in any manner the obligations or rights of any Underwriter or Initial Purchaser, without
the consent of the affected Underwriter or Initial Purchaser.



 


The Holders of the
Controlling Class representing greater than 50% of the Percentage Interest of the Controlling Class may effect an early termination
of the Trust Fund, upon not less than 30 days’ prior notice given to the Depositor, the Trustee, the Certificate Administrator,
the Special Servicer and Master Servicer (whereupon the Master Servicer shall notify the Companion Loan Holders) any time on or
after the Early Termination Notice Date specifying the Anticipated Termination Date, by purchasing on such date all, but not less
than all, of the Mortgage Loans (and in the case of the Serviced Whole Loans, subject to certain rights of the related Companion
Loan Holder provided for in the related Co-Lender Agreement) then included in the Trust Fund, and all property or interests in
property acquired by the Trust Fund in respect of any Mortgage Loan, at a purchase price, payable in cash, equal to (i) the sum
of (A) the aggregate Purchase Price (excluding the amount described in clause (e) of the definition of Purchase Price) of all the
Mortgage Loans (exclusive of REO Mortgage Loans) included in the Trust Fund, (B) the Appraised Value of the Trust’s portion
of each REO Property, if any, included in the Trust Fund, as determined by the Special Servicer (such Appraisals in clause (i)(B)
shall be obtained by the Special Servicer) and (C) the reasonable out-of-pocket expenses of the Master Servicer (unless the Master
Servicer is the purchaser of such Mortgage Loans), the Special Servicer (unless the Special Servicer is the purchaser of such Mortgage
Loans), the Trustee and the Certificate Administrator, as applicable, with respect to such termination, minus (ii) solely in the
case where the Master Servicer or the Special Servicer is effecting such purchase, the aggregate amount of unreimbursed Advances
made by such party, together with any interest accrued and payable to the Master Servicer or the Special Servicer, as applicable,
in respect of such Advances and any unpaid Servicing Fees or Special Servicing Fees, as applicable, remaining outstanding (which
items will be deemed to have been paid or reimbursed to the purchasing Master Servicer or the Special Servicer, as applicable,
in connection with such purchase).


 


The Holders of the
Controlling Class representing greater than 50% of the Certificate Principal Balance of the Controlling Class may (or, if such
Holders do not, the Special Servicer, or if neither such Holders nor the Special Servicer do, the Master Servicer or, if neither
such Holders nor the Special Servicer nor the Master Servicer does, any Holder of a Class R Certificate representing greater than
a 50% Percentage Interest in such Class, may also) effect such termination as provided in the prior paragraph if such party first
notifies the Controlling Class Representative and each Certifying Certificateholder, or, in the case of a termination by the Holder
of a Class R Certificate, notifies the Certificate Administrator (who shall notify each of the Controlling Class Representative,
each Certifying Certificateholder and the Master Servicer)


 






    	A-2-8



    	 



    

 


of
its intention to do so in writing within 30 days following the Early Termination Notice Date. All costs and expenses incurred
by any and all parties to the Pooling and Servicing Agreement or by the Trust Fund in connection with the purchase of the Mortgage
Loans and other assets of the Trust Fund pursuant to Section 9.01(c) of the Pooling and Servicing Agreement shall be borne by
the party exercising its purchase rights thereunder. The Certificate Administrator shall be entitled to rely conclusively on any
determination made by an Appraiser pursuant to Section 9.01(c) of the Pooling and Servicing Agreement.


 


The respective obligations
and responsibilities of the Master Servicer, the Special Servicer, the Depositor, the Operating Advisor, the Certificate Administrator
and the Trustee created hereby with respect to the Certificates, the Mortgage Loans and the Serviced Companion Loans (other than
the obligation to make certain payments and to send certain notices to Certificateholders as set forth in the Pooling and Servicing
Agreement and to make any required remittances to the Serviced Companion Loan Holders in the month in which the final Distribution
Date occurs) shall terminate immediately following the earlier to occur of (i) the purchase by the Holders of the Controlling Class,
the Special Servicer, the Master Servicer or the Holders of the Class R Certificates of all the Mortgage Loans and REO Properties
(or interests therein) then included in the Trust Fund pursuant to Section 9.01(c) of the Pooling and Servicing Agreement, (ii)
the voluntary exchange by the Remaining Certificateholder of its Certificates for all the Mortgage Loans and REO Properties (or
interests therein) then included in the Trust Fund pursuant to Section 9.01(h) of the Pooling and Servicing Agreement and (iii)
the final payment or other liquidation (or any advance with respect thereto) of the last Mortgage Loan or REO Property (or interest
therein) contained in the Trust Fund; provided, however, that in no event shall the trust created thereby continue
beyond the expiration of twenty-one years from the death of the last survivor of the descendants of Joseph P. Kennedy, the late
ambassador of the United States to the United Kingdom, living on the date of the Pooling and Servicing Agreement. All such payments
as contemplated by the preceding paragraph shall be deposited into the Collection Account by the Master Servicer or Special Servicer,
as applicable promptly following receipt thereof.


 


Unless the Certificate
of Authentication on this Certificate has been executed by the Certificate Administrator or on its behalf by the Authenticating
Agent, by manual signature, this Certificate shall not be entitled to any benefit under the Pooling and Servicing Agreement or
be valid for any purpose.


 




    	A-2-9



    	 



    




 


IN
WITNESS WHEREOF, the Certificate Administrator has caused this Class A-2 Certificate to be duly executed.

	 	 	 
	 	WELLS
                                         FARGO BANK, NATIONAL ASSOCIATION,


	 	not
                                         in its individual capacity but solely as Certificate Administrator


	 	 	 
	 	By:
                                         

	 
	 	 	Authorized
                                         Signatory








Dated:
______________


CERTIFICATE OF AUTHENTICATION


This
is one of the Class A-2 Certificates referred to in the Pooling and Servicing Agreement.


Dated:
______________


	 	 	 
	 	WELLS
                                         FARGO BANK, NATIONAL ASSOCIATION,


	 	not
                                         in its individual capacity but solely as Authenticating Agent


	 	 	 
	 	By:
                                         

	 
	 	 	Authorized
                                         Signatory









    	A-2-10



    	 



    








ASSIGNMENT


 


FOR
VALUE RECEIVED, the undersigned (“Assignor(s)”) hereby sell(s), assign(s) and transfer(s) unto ____________________________________________________
______________________________ (please print or typewrite name(s) and address(es), including postal zip code(s) of assignee(s))
(“Assignee(s)”) the entire Percentage Interest represented by the within Class A-2 Certificate and hereby authorize(s)
the registration of transfer of such interest to Assignee(s) on the Certificate Register of the Trust Fund. 


I
(we) further direct the Certificate Registrar to issue a new Class A-2 Certificate of the entire Percentage Interest represented
by the within Class A-2 Certificates to the above-named Assignee(s) and to deliver such Class A-2 Certificate to the following
address: 


Date:
_________________


	 	 
	 	Signature by or on behalf of Assignor(s)


	 	 
	 	Taxpayer Identification Number










    	A-2-11



    	 



    





DISTRIBUTION
INSTRUCTIONS


The
Assignee(s) should include the following for purposes of distribution: 


Address
of the Assignee(s) for the purpose of receiving notices and distributions: ___________________________________________________________
______________________________________________________________________________________________________________________________
Distributions, if being made by wire transfer in immediately available funds to __________________________ for the account of
__________________________ account number ____________________________. This information is provided by ______________________________,
the Assignee(s) named above or ____________________________________ as its (their) agent.

	 	 	 
	 	By:

	 
	 	 	[Please print or type name(s)]


	 	 	 
	 	 	Title


	 	 	 
	 	 	Taxpayer
                                         Identification Number









    	A-2-12



    	 



    





EXHIBIT
A-3


 


CSAIL 2015-C4
COMMERCIAL MORTGAGE TRUST,

COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES

SERIES 2015-C4, CLASS A-3


 


[UNLESS THIS CERTIFICATE IS PRESENTED BY
AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), TO THE CERTIFICATE REGISTRAR
FOR REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN
SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER
ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE
BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.]1


 


[TRANSFERS OF THIS GLOBAL CERTIFICATE
SHALL BE LIMITED TO TRANSFERS IN WHOLE, BUT NOT IN PART, TO NOMINEES OF DTC OR A SUCCESSOR THEREOF OR SUCH SUCCESSOR’S NOMINEE,
AND TRANSFERS OF BENEFICIAL INTERESTS IN THIS GLOBAL CERTIFICATE SHALL BE LIMITED TO TRANSFERS MADE IN ACCORDANCE WITH THE RESTRICTIONS
SET FORTH IN THE POOLING AND SERVICING AGREEMENT REFERRED TO BELOW.]2


 


THIS CERTIFICATE DOES NOT REPRESENT AN
INTEREST IN OR OBLIGATION OF THE DEPOSITOR, THE SPONSORS, THE ORIGINATORS, THE MASTER SERVICER, THE SPECIAL SERVICER, THE TRUSTEE,
THE CERTIFICATE ADMINISTRATOR, THE OPERATING ADVISOR, THE CONTROLLING CLASS REPRESENTATIVE, THE COMPANION LOAN HOLDERS, THE UNDERWRITERS
OR ANY OF THEIR RESPECTIVE AFFILIATES. NEITHER THE CERTIFICATES NOR THE UNDERLYING MORTGAGE LOANS ARE INSURED OR GUARANTEED BY
ANY GOVERNMENTAL AGENCY OR INSTRUMENTALITY OR PRIVATE INSURER.


 


PRINCIPAL PAYMENTS IN RESPECT OF THIS CERTIFICATE
ARE DISTRIBUTABLE AS SET FORTH IN THE POOLING AND SERVICING AGREEMENT. ACCORDINGLY, THE OUTSTANDING CERTIFICATE PRINCIPAL AMOUNT
OF THIS CERTIFICATE AT ANY TIME MAY BE LESS THAN THE INITIAL CERTIFICATE PRINCIPAL AMOUNT SET FORTH BELOW.


 


THIS CERTIFICATE REPRESENTS A “REGULAR
INTEREST” IN A “REAL ESTATE MORTGAGE INVESTMENT CONDUIT,” AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS
860G(a)(1) AND 860D OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED.


 





 



 


		1	Legend required as long
as DTC is the Depository under the Pooling and Servicing Agreement.



 


		2	Global Certificate legend.





 




    	A-3-1



    	 



    

 


CSAIL 2015-C4
COMMERCIAL MORTGAGE TRUST,

COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES

SERIES 2015-C4, CLASS A-3


 


	Pass-Through Rate:  3.5438%	 	 
	 	 	 
	First Distribution Date: December 17, 2015	 	Cut-Off Date:  With respect to each Mortgage Loan, the Due Date in November, 2015 for that Mortgage Loan (or, in the case of any Mortgage Loan that has its first Due Date in December, 2015, the date that would have been its Due Date in November, 2015 under the terms of that Mortgage Loan if a monthly payment were scheduled to be due in that month).
	 	 	 
	Aggregate Initial Certificate Principal Amount of the Class A-3 Certificates:  $180,000,000	 	 


 


	
        CUSIP:  12635R
AW8 

         
	 	Initial Certificate Principal Amount of this Certificate: $[   ]
	
        ISIN: US12635RAW88

         
	 	 
	Common Code: 132562024	 	 
	 	 	 
	No.:  A-3-1	 	 
	 	 	 


This certifies that
[           ] is the registered owner of a beneficial ownership interest
in a Trust Fund, including the distributions to be made with respect to the Class A-3 Certificates. The Trust Fund, described more
fully below, consists primarily of a pool of Mortgage Loans secured by first liens on commercial, multifamily and manufactured
housing community properties and held in trust by the Trustee and serviced by the Master Servicer. The Trust Fund was created,
and the Mortgage Loans are to be serviced, pursuant to the Pooling and Servicing Agreement (as defined below). The Holder of this
Certificate, by virtue of the acceptance hereof, assents to the terms, provisions and conditions of the Pooling and Servicing Agreement
and is bound thereby. In the event that there is any conflict between any provision of this Certificate and any provision of the
Pooling and Servicing Agreement, such provision of this Certificate shall be superseded to the extent of such inconsistency. Also
issued under the Pooling and Servicing Agreement are the Class A-1, Class A-2, Class A-4, Class A-SB, Class X-A, Class


 






    	A-3-2



    	 



    

 


X-B,
Class X-F, Class X-G, Class X-NR, Class A-S, Class B, Class C, Class D, Class X-D, Class E, Class F,
Class G, Class NR and Class R Certificates (together with the Class A-3 Certificates, the “Certificates”; the
Holders of Certificates issued under the Pooling and Servicing Agreement are collectively referred to herein as “Certificateholders”).


 


This Certificate is
issued pursuant to, and in accordance with, the terms of a Pooling and Servicing Agreement dated as of November 1, 2015 (the “Pooling
and Servicing Agreement”), by and among Credit Suisse First Boston Mortgage Securities Corp., as Depositor, Wells Fargo
Bank, National Association, as Certificate Administrator, Wilmington Trust, National Association, as Trustee, Pentalpha Surveillance
LLC, as Operating Advisor, Wells Fargo Bank, National Association, as Master Servicer, and Midland Loan Services, a Division of
PNC Bank, National Association, as Special Servicer. To the extent not defined herein, capitalized terms used herein shall have
the meanings assigned thereto in the Pooling and Servicing Agreement.


 


This Certificate represents
a “regular interest” in a “real estate mortgage investment conduit,” as those terms are defined, respectively,
in Sections 860G(a)(1) and 860D of the Internal Revenue Code of 1986, as amended.


 


The Certificate Administrator
makes no representation or warranty as to any of the statements contained herein or the validity or sufficiency of the Certificates
or the Mortgage Loans and has executed this Certificate in its limited capacity as Certificate Administrator under the Pooling
and Servicing Agreement.


 


Pursuant to the terms
of the Pooling and Servicing Agreement, the Certificate Administrator will distribute (other than the final distribution on any
Certificate), on the 4th Business Day following the determination date of each month, commencing in December 2015 (each such date,
a “Distribution Date”), to the Person in whose name this Certificate is registered as of the related Record
Date, an amount equal to such Person’s pro rata share (based on the Percentage Interest represented by this Certificate)
of that portion of the aggregate amount of principal and interest then distributable, if any, allocable to the Class A-3 Certificates
for such Distribution Date, all as more fully described in the Pooling and Servicing Agreement. Holders of this Certificate may
be entitled to Yield Maintenance Charges, as provided in the Pooling and Servicing Agreement.


 


Interest accrued on
this Certificate during an Interest Accrual Period, plus the aggregate unpaid Interest Shortfall with respect to this Certificate,
if any, will be payable on the related Distribution Date to the extent provided in the Pooling and Servicing Agreement. The “Interest
Accrual Period” with respect to any Distribution Date and with respect to the Class A-3 Certificates is the calendar
month preceding the month in which such Distribution Date occurs and is assumed to consist of 30 days.


 


All distributions
(other than the final distribution on any Certificate) will be made by the Certificate Administrator to the persons in whose names
the Certificates are registered at the close of business on each Record Date, which will be the close of business on the last day
of the month immediately preceding the month in which such Distribution Date occurs, or if such day is not a Business Day, the
immediately preceding Business Day. Distributions are required to be made (a) by wire transfer of immediately available funds to
the account of such Certificateholder at a bank or other entity located in the United States and having appropriate facilities
therefor, if


 






    	A-3-3



    	 



    

 


such
Certificateholder provides the Certificate Administrator with wiring instructions no less than five Business Days prior to the
related Record Date, or otherwise (b) by check mailed to such Certificateholder. The final distribution on each Certificate shall
be made in like manner, but only upon presentment and surrender of such Certificate at the office of the Certificate Administrator
or its agent (which may be the Paying Agent or the Certificate Registrar acting as such agent) that is specified in the notice
to Certificateholders of such final distribution.


 


Any funds not distributed
on the Termination Date because of the failure of any Certificateholders to tender their Certificates shall be set aside and held
in trust for the account of the appropriate non-tendering Certificateholders, whereupon the Trust Fund shall terminate. If any
Certificates as to which notice of the Termination Date has been given pursuant to Section 9.01 of the Pooling and Servicing Agreement
shall not have been surrendered for cancellation within six months after the time specified in such notice, the Certificate Administrator
shall mail a second notice to the remaining Certificateholders, at their last addresses shown in the Certificate Register, to surrender
their Certificates for cancellation in order to receive, from such funds held, the final distribution with respect thereto. If
within one year after the second notice any Certificate shall not have been surrendered for cancellation, the Certificate Administrator
may, directly or through an agent, take appropriate steps to contact the remaining Certificateholders concerning surrender of their
Certificates. The costs and expenses of maintaining such funds and of contacting Certificateholders shall be paid out of the assets
which remain held. If within two years after the second notice any Certificates shall not have been surrendered for cancellation,
the Paying Agent shall pay to the Class R Certificateholders all amounts distributable to the Holders thereof. No interest shall
accrue or be payable to any Certificateholder on any amount held as a result of such Certificateholder’s failure to surrender
its Certificate(s) for final payment thereof in accordance with Section 9.01 of the Pooling and Servicing Agreement.


 


This Certificate is
limited in right of payment to, among other things, certain collections and recoveries in respect of the Mortgage Loans, as more
specifically set forth herein and in the Pooling and Servicing Agreement.


 


As provided in the
Pooling and Servicing Agreement, the Trust Fund includes: (i) such Mortgage Loans as from time to time are subject to the Pooling
and Servicing Agreement, together with the Mortgage Files relating thereto; (ii) all scheduled or unscheduled payments on or collections
in respect of the Mortgage Loans due after the Cut Off Date (or with respect to a Qualified Substitute Mortgage Loan, the Due Date
in the month of substitution); (iii) any REO Property (but in the case of each Whole Loan, only to the extent of the Trust’s
interest in the related REO Property); (iv) all revenues received in respect of any REO Property (but in the case of each Whole
Loan, only to the extent of the Trust’s interest in the revenues received in respect of such REO Property); (v) the Master
Servicer’s and the Trustee’s rights, in each case on behalf of the Trust, under the insurance policies with respect
to the Mortgage Loans required to be maintained pursuant to the Pooling and Servicing Agreement and any proceeds thereof; (vi)
the Trustee’s rights on behalf of the Trust in any Assignment of Leases and any security agreements; (vii) the Trustee’s
rights on behalf of the Trust under any indemnities or guaranties given as additional security for any Mortgage Loan; (viii) all
of the Trustee’s and the Certificate Administrator’s rights, in each case on behalf of the Trust, in the Escrow Accounts
and Lockbox Accounts and all proceeds of the Mortgage Loans deposited in the Collection Account, each


 






    	A-3-4



    	 



    

 


Distribution
Account, the Interest Reserve Account, the Excess Liquidation Proceeds Reserve Account and any REO Account, including any reinvestment
income thereon; (ix) the Trustee’s rights on behalf of the Trust in any environmental indemnity agreements relating to the
Mortgaged Properties; (x) the Depositor’s rights under the Loan Purchase Agreements to the extent assigned to the Trustee
pursuant to Section 2.01 of the Pooling and Servicing Agreement and (xi)  the Lower-Tier Regular Interests.


 


This Certificate does
not purport to summarize the Pooling and Servicing Agreement, and reference is made to the Pooling and Servicing Agreement for
the interests, rights, benefits, obligations and duties evidenced hereby, and the limitations thereon, and the rights, duties and
immunities of the Certificate Administrator and Trustee.


 


As provided in the
Pooling and Servicing Agreement, subject to certain restrictions on transfer set forth therein, upon surrender for registration
of transfer of any Certificate, the Certificate Administrator shall execute, authenticate and deliver, in the name of the designated
transferee or transferees, one or more new Certificates in authorized denominations, in like aggregate interest and of the same
Class.


 


Prior to due presentation
of this Certificate for registration of transfer, the Master Servicer, the Special Servicer, the Operating Advisor, the Trustee,
the Certificate Administrator, the Certificate Registrar, and any agent of the Master Servicer, the Special Servicer, the Operating
Advisor, the Trustee, the Certificate Administrator or the Certificate Registrar may treat the Person in whose name any Certificate
is registered as the owner of such Certificate for the purpose of receiving distributions as provided in the Pooling and Servicing
Agreement and for all other purposes whatsoever, and none of the Master Servicer, the Special Servicer, the Operating Advisor,
the Trustee, the Certificate Administrator, the Certificate Registrar, or any agent of the Master Servicer, the Special Servicer,
the Operating Advisor, the Trustee, the Certificate Administrator or the Certificate Registrar shall be affected by any notice
to the contrary.


 


The Pooling and Servicing
Agreement or any Custodial Agreement may be amended from time to time by the Depositor, the Master Servicer, the Special Servicer,
the Operating Advisor, the Certificate Administrator and the Trustee, without the consent of any of the Certificateholders or,
as applicable, any Companion Loan Holder:


 


		(i)	to cure any ambiguity to the extent that it does not adversely affect any holders of Certificates
or any Serviced Companion Loan Holder;



 


		(ii)	to correct or supplement any of its provisions which may be inconsistent with any other provisions
of the Pooling and Servicing Agreement or with the description thereof in the Prospectus or the Prospectus Supplement or to correct
any error;



 


		(iii)	to change the timing and/or nature of deposits in the Collection Account, the Excess Liquidation
Proceeds Reserve Account, any Distribution Account or any REO Account, provided that (A) the Master Servicer Remittance
Date shall in no event be later than the Business Day prior to the related Distribution Date and (B) the change would not
adversely 



 






    	A-3-5



    	 



    

 


	 	 	affect in any material respect the interests of any Certificateholder or Serviced Companion Loan Holder, as evidenced
by an opinion of counsel (at the expense of the party requesting the amendment);



 


		(iv)	to modify, eliminate or add to any of its provisions (A) to the extent necessary to maintain
the qualification of either Trust REMIC as a REMIC or to avoid or minimize the risk of imposition of any tax on the Trust Fund,
provided that the Trustee and the Certificate Administrator have received an opinion of counsel (at the expense of the party
requesting the amendment) to the effect that (1) the action is necessary or desirable to maintain such qualification or to
avoid or minimize such risk and (2) the action will not adversely affect in any material respect the interests of any holder of
the Certificates or, if applicable, any Serviced Companion Loan Holder, (B) to restrict (or to remove any existing restrictions
with respect to) the transfer of the Class R Certificates, provided that the Depositor has determined that the amendment
will not give rise to any tax with respect to the transfer of the Class R Certificates to a non-Permitted Transferee or (C) to
the extent necessary to comply with the Investment Company Act, the Exchange Act, Regulation AB, and/or any related regulatory
actions and/or interpretations;



 


		(v)	to make any other provisions with respect to matters or questions arising under the Pooling and
Servicing Agreement or any other change, provided that the amendment will not adversely affect in any material respect the
interests of any Certificateholder or, if applicable any Serviced Companion Loan Holder, as evidenced by an opinion of counsel;



 


		(vi)	to modify the procedures in the Pooling and Servicing Agreement relating to Rule 17g-5; provided
that such modification does not increase the obligations of the Trustee, the Certificate Administrator, the Operating Advisor,
the Master Servicer or the Special Servicer without such party’s consent (which consent may not be withheld unless such modification
would materially adversely affect such party or materially increase such party’s obligations under the Pooling and Servicing
Agreement); provided, further that notice of such modification is provided to all parties to the Pooling and Servicing
Agreement; and



 


		(vii)	to amend or supplement any provision of the Pooling and Servicing Agreement to the extent necessary
to maintain the ratings assigned to each Class of Certificates by any of the Rating Agencies, provided that the amendment
will not adversely affect in any material respect the interests of any Certificateholder or, if applicable, any Serviced Companion
Loan Holder;



 


provided that
no amendment pursuant to any of clauses (i)-(vii) above may be made that would (i) reduce the consent or consultation
rights or the right to receive information under the Pooling and Servicing Agreement of the Controlling Class Representative without
the consent of the Controlling Class Representative; (ii) reduce the consultation rights or the right to receive


 






    	A-3-6



    	 



    

 


information under
the Pooling and Servicing Agreement of the Operating Advisor without the consent of the Operating Advisor; (iii) change in any
manner the obligations or rights of any Mortgage Loan Seller under the Pooling and Servicing Agreement or the applicable Loan Purchase
Agreement without the consent of the affected Mortgage Loan Seller; (iv) change in any manner the obligations or rights of any
Underwriter or Initial Purchaser, without the consent of the affected Underwriter or Initial Purchaser; or (v) adversely affect
any Companion Loan Holder in its capacity as such without its consent. Expenses incurred with respect to any amendment shall be
borne by the party requesting such amendment, unless the Master Servicer, Special Servicer or Trustee is requesting an amendment
for the benefit of the Certificateholders, then such expense will be borne by the Trust.


 


The Pooling and Servicing
Agreement or any Custodial Agreement may also be amended from time to time by a writing signed by each of the Depositor, the Master
Servicer, the Special Servicer, the Operating Advisor, the Certificate Administrator and the Trustee with the consent of the Holders
of Certificates representing not less than 66-2/3% of the aggregate Percentage Interests of each Class of Certificates affected
by the amendment for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of
the Pooling and Servicing Agreement or of modifying in any manner the rights of the Certificateholders; provided, however,
that no such amendment shall:


 


		(i)	reduce in any manner the amount of, or delay the timing of, payments received on the Mortgage Loans
(or Serviced Whole Loans, if applicable) which are required to be distributed on a Certificate of any Class without the consent
of the Holder of that Certificate, or that are required to be distributed to any holder of a Serviced Companion Loan without the
consent of that holder;



 


		(ii)	reduce the aforesaid percentage of Certificates of any Class the Holders of which are required
to consent to the amendment or remove the requirement to obtain the consent of any Serviced Companion Loan Holder without the consent
of the Holders of all Certificates of that Class then-outstanding or the consent of each Serviced Companion Loan Holder, as applicable;



 


		(iii)	change in any manner the obligations or rights of any Mortgage Loan Seller under the Pooling and
Servicing Agreement or a Loan Purchase Agreement without the consent of the affected Mortgage Loan Seller;



 


		(iv)	change the definition of “Servicing Standard” without either (1) consent of 100% of
the holders of the Certificates or (2) Rating Agency Confirmation;



 


		(v)	without the consent of 100% of the Certificateholders of the Class or Classes of Certificates adversely
affected thereby, change (a) the percentages of Voting Rights of Certificateholders which are required to consent to any action
or inaction under the Pooling and Servicing Agreement, (b) the right of the Certificateholders to remove the Special Servicer
pursuant to the Pooling and Servicing Agreement or (c) the right 



 






    	A-3-7



    	 



    

 


	 	 	of the Certificateholders to terminate the Operating Advisor
pursuant to the Pooling and Servicing Agreement;



 


		(vi)	adversely affect any Companion Loan Holder in its capacity as such without its consent;



 


		(vii)	adversely affect the Controlling Class Representative without the consent of 100% of the Controlling
Class Certificateholders; or



 


		(viii)	change in any manner the obligations or rights of any Underwriter or Initial Purchaser, without
the consent of the affected Underwriter or Initial Purchaser.



 


The Holders of the
Controlling Class representing greater than 50% of the Percentage Interest of the Controlling Class may effect an early termination
of the Trust Fund, upon not less than 30 days’ prior notice given to the Depositor, the Trustee, the Certificate Administrator,
the Special Servicer and Master Servicer (whereupon the Master Servicer shall notify the Companion Loan Holders) any time on or
after the Early Termination Notice Date specifying the Anticipated Termination Date, by purchasing on such date all, but not less
than all, of the Mortgage Loans (and in the case of the Serviced Whole Loans, subject to certain rights of the related Companion
Loan Holder provided for in the related Co-Lender Agreement) then included in the Trust Fund, and all property or interests in
property acquired by the Trust Fund in respect of any Mortgage Loan, at a purchase price, payable in cash, equal to (i) the sum
of (A) the aggregate Purchase Price (excluding the amount described in clause (e) of the definition of Purchase Price) of all the
Mortgage Loans (exclusive of REO Mortgage Loans) included in the Trust Fund, (B) the Appraised Value of the Trust’s portion
of each REO Property, if any, included in the Trust Fund, as determined by the Special Servicer (such Appraisals in clause (i)(B)
shall be obtained by the Special Servicer) and (C) the reasonable out-of-pocket expenses of the Master Servicer (unless the Master
Servicer is the purchaser of such Mortgage Loans), the Special Servicer (unless the Special Servicer is the purchaser of such Mortgage
Loans), the Trustee and the Certificate Administrator, as applicable, with respect to such termination, minus (ii) solely in the
case where the Master Servicer or the Special Servicer is effecting such purchase, the aggregate amount of unreimbursed Advances
made by such party, together with any interest accrued and payable to the Master Servicer or the Special Servicer, as applicable,
in respect of such Advances and any unpaid Servicing Fees or Special Servicing Fees, as applicable, remaining outstanding (which
items will be deemed to have been paid or reimbursed to the purchasing Master Servicer or the Special Servicer, as applicable,
in connection with such purchase).


 


The Holders of the
Controlling Class representing greater than 50% of the Certificate Principal Balance of the Controlling Class may (or, if such
Holders do not, the Special Servicer, or if neither such Holders nor the Special Servicer do, the Master Servicer or, if neither
such Holders nor the Special Servicer nor the Master Servicer does, any Holder of a Class R Certificate representing greater than
a 50% Percentage Interest in such Class, may also) effect such termination as provided in the prior paragraph if such party first
notifies the Controlling Class Representative and each Certifying Certificateholder, or, in the case of a termination by the Holder
of a Class R Certificate, notifies the Certificate Administrator (who shall notify each of the Controlling Class Representative,
each Certifying Certificateholder and the Master Servicer)


 






    	A-3-8



    	 



    

 


of
its intention to do so in writing within 30 days following the Early Termination Notice Date. All costs and expenses incurred
by any and all parties to the Pooling and Servicing Agreement or by the Trust Fund in connection with the purchase of the Mortgage
Loans and other assets of the Trust Fund pursuant to Section 9.01(c) of the Pooling and Servicing Agreement shall be borne by
the party exercising its purchase rights thereunder. The Certificate Administrator shall be entitled to rely conclusively on any
determination made by an Appraiser pursuant to Section 9.01(c) of the Pooling and Servicing Agreement.


 


The respective obligations
and responsibilities of the Master Servicer, the Special Servicer, the Depositor, the Operating Advisor, the Certificate Administrator
and the Trustee created hereby with respect to the Certificates, the Mortgage Loans and the Serviced Companion Loans (other than
the obligation to make certain payments and to send certain notices to Certificateholders as set forth in the Pooling and Servicing
Agreement and to make any required remittances to the Serviced Companion Loan Holders in the month in which the final Distribution
Date occurs) shall terminate immediately following the earlier to occur of (i) the purchase by the Holders of the Controlling Class,
the Special Servicer, the Master Servicer or the Holders of the Class R Certificates of all the Mortgage Loans and REO Properties
(or interests therein) then included in the Trust Fund pursuant to Section 9.01(c) of the Pooling and Servicing Agreement, (ii)
the voluntary exchange by the Remaining Certificateholder of its Certificates for all the Mortgage Loans and REO Properties (or
interests therein) then included in the Trust Fund pursuant to Section 9.01(h) of the Pooling and Servicing Agreement and (iii)
the final payment or other liquidation (or any advance with respect thereto) of the last Mortgage Loan or REO Property (or interest
therein) contained in the Trust Fund; provided, however, that in no event shall the trust created thereby continue
beyond the expiration of twenty-one years from the death of the last survivor of the descendants of Joseph P. Kennedy, the late
ambassador of the United States to the United Kingdom, living on the date of the Pooling and Servicing Agreement. All such payments
as contemplated by the preceding paragraph shall be deposited into the Collection Account by the Master Servicer or Special Servicer,
as applicable promptly following receipt thereof.


 


Unless the Certificate
of Authentication on this Certificate has been executed by the Certificate Administrator or on its behalf by the Authenticating
Agent, by manual signature, this Certificate shall not be entitled to any benefit under the Pooling and Servicing Agreement or
be valid for any purpose.


 




    	A-3-9



    	 



    








IN
WITNESS WHEREOF, the Certificate Administrator has caused this Class A-3 Certificate to be duly executed.

	 	 	 
	 	WELLS
                                         FARGO BANK, NATIONAL ASSOCIATION,


	 	not
                                         in its individual capacity but solely as Certificate Administrator


	 	 	 
	 	By:
                                         

	 
	 	 	Authorized
                                         Signatory








Dated:
______________


CERTIFICATE OF AUTHENTICATION


This
is one of the Class A-3 Certificates referred to in the Pooling and Servicing Agreement.


Dated:
______________


	 	 	 
	 	WELLS
                                         FARGO BANK, NATIONAL ASSOCIATION,


	 	not
                                         in its individual capacity but solely as Authenticating Agent


	 	 	 
	 	By:
                                         

	 
	 	 	Authorized
                                         Signatory









    	A-3-10



    	 



    








ASSIGNMENT


 


FOR
VALUE RECEIVED, the undersigned (“Assignor(s)”) hereby sell(s), assign(s) and transfer(s) unto ____________________________________________________
______________________________ (please print or typewrite name(s) and address(es), including postal zip code(s) of assignee(s))
(“Assignee(s)”) the entire Percentage Interest represented by the within Class A-3 Certificate and hereby authorize(s)
the registration of transfer of such interest to Assignee(s) on the Certificate Register of the Trust Fund. 


I
(we) further direct the Certificate Registrar to issue a new Class A-3 Certificate of the entire Percentage Interest represented
by the within Class A-3 Certificates to the above-named Assignee(s) and to deliver such Class A-3 Certificate to the following
address: 


Date:
_________________


	 	 
	 	Signature by or on behalf of Assignor(s)


	 	 
	 	Taxpayer Identification Number










    	A-3-11



    	 



    





DISTRIBUTION
INSTRUCTIONS


The
Assignee(s) should include the following for purposes of distribution: 


Address
of the Assignee(s) for the purpose of receiving notices and distributions: ___________________________________________________________
______________________________________________________________________________________________________________________________
Distributions, if being made by wire transfer in immediately available funds to __________________________ for the account of
__________________________ account number ____________________________. This information is provided by ______________________________,
the Assignee(s) named above or ____________________________________ as its (their) agent.

	 	 	 
	 	By:

	 
	 	 	[Please print or type name(s)]


	 	 	 
	 	 	Title


	 	 	 
	 	 	Taxpayer
                                         Identification Number









    	A-3-12



    	 



    





EXHIBIT
A-4


 


CSAIL 2015-C4
COMMERCIAL MORTGAGE TRUST,

COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES

SERIES 2015-C4, CLASS A-4


 


[UNLESS THIS CERTIFICATE IS PRESENTED BY
AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), TO THE CERTIFICATE REGISTRAR
FOR REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN
SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER
ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE
BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.]1


 


[TRANSFERS OF THIS GLOBAL CERTIFICATE SHALL
BE LIMITED TO TRANSFERS IN WHOLE, BUT NOT IN PART, TO NOMINEES OF DTC OR A SUCCESSOR THEREOF OR SUCH SUCCESSOR’S NOMINEE,
AND TRANSFERS OF BENEFICIAL INTERESTS IN THIS GLOBAL CERTIFICATE SHALL BE LIMITED TO TRANSFERS MADE IN ACCORDANCE WITH THE RESTRICTIONS
SET FORTH IN THE POOLING AND SERVICING AGREEMENT REFERRED TO BELOW.]2


 


THIS CERTIFICATE DOES NOT REPRESENT AN
INTEREST IN OR OBLIGATION OF THE DEPOSITOR, THE SPONSORS, THE ORIGINATORS, THE MASTER SERVICER, THE SPECIAL SERVICER, THE TRUSTEE,
THE CERTIFICATE ADMINISTRATOR, THE OPERATING ADVISOR, THE CONTROLLING CLASS REPRESENTATIVE, THE COMPANION LOAN HOLDERS, THE UNDERWRITERS
OR ANY OF THEIR RESPECTIVE AFFILIATES. NEITHER THE CERTIFICATES NOR THE UNDERLYING MORTGAGE LOANS ARE INSURED OR GUARANTEED BY
ANY GOVERNMENTAL AGENCY OR INSTRUMENTALITY OR PRIVATE INSURER.


 


PRINCIPAL PAYMENTS IN RESPECT OF THIS CERTIFICATE
ARE DISTRIBUTABLE AS SET FORTH IN THE POOLING AND SERVICING AGREEMENT. ACCORDINGLY, THE OUTSTANDING CERTIFICATE PRINCIPAL AMOUNT
OF THIS CERTIFICATE AT ANY TIME MAY BE LESS THAN THE INITIAL CERTIFICATE PRINCIPAL AMOUNT SET FORTH BELOW.


 


THIS CERTIFICATE REPRESENTS A “REGULAR
INTEREST” IN A “REAL ESTATE MORTGAGE INVESTMENT CONDUIT,” AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS
860G(a)(1) AND 860D OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED.


 





 



 


		1	Legend required as long
as DTC is the Depository under the Pooling and Servicing Agreement.



 


		2	Global Certificate legend.



 






    	A-4-1



    	 



    

 


CSAIL 2015-C4
COMMERCIAL MORTGAGE TRUST,

COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES

SERIES 2015-C4, CLASS A-4


 


	Pass-Through Rate:  3.8079%	 	 
	 	 	 
	First Distribution Date: December 17, 2015	 	Cut-Off Date:  With respect to each Mortgage Loan, the Due Date in November, 2015 for that Mortgage Loan (or, in the case of any Mortgage Loan that has its first Due Date in December, 2015, the date that would have been its Due Date in November, 2015 under the terms of that Mortgage Loan if a monthly payment were scheduled to be due in that month).
	 	 	 
	Aggregate Initial Certificate Principal Amount of the Class A-4 Certificates:  $341,013,000	 	 
	 	 	 





	
        CUSIP:  12635R
AX6 

         
	 	Initial Certificate Principal Amount of this Certificate: $[   ]
	
        ISIN: US12635RAX61

         
	 	 
	Common Code: 132562032	 	 
	 	 	 
	No.:  A-4-1	 	 
	 	 	 


This certifies that
[           ] is the registered owner of a beneficial ownership interest
in a Trust Fund, including the distributions to be made with respect to the Class A-4 Certificates. The Trust Fund, described more
fully below, consists primarily of a pool of Mortgage Loans secured by first liens on commercial, multifamily and manufactured
housing community properties and held in trust by the Trustee and serviced by the Master Servicer. The Trust Fund was created,
and the Mortgage Loans are to be serviced, pursuant to the Pooling and Servicing Agreement (as defined below). The Holder of this
Certificate, by virtue of the acceptance hereof, assents to the terms, provisions and conditions of the Pooling and Servicing Agreement
and is bound thereby. In the event that there is any conflict between any provision of this Certificate and any provision of the
Pooling and Servicing Agreement, such provision of this Certificate shall be superseded to the extent of such inconsistency. Also
issued under the Pooling and Servicing Agreement are the Class A-1, Class A-2, Class A-3, Class A-SB, Class X-A, Class


 






    	A-4-2



    	 



    

 


X-B,
Class X-F, Class X-G, Class X-NR, Class A-S, Class B, Class C, Class D, Class X-D, Class E, Class F,
Class G, Class NR and Class R Certificates (together with the Class A-4 Certificates, the “Certificates”; the
Holders of Certificates issued under the Pooling and Servicing Agreement are collectively referred to herein as “Certificateholders”).


 


This Certificate is
issued pursuant to, and in accordance with, the terms of a Pooling and Servicing Agreement dated as of November 1, 2015 (the “Pooling
and Servicing Agreement”), by and among Credit Suisse First Boston Mortgage Securities Corp., as Depositor, Wells Fargo
Bank, National Association, as Certificate Administrator, Wilmington Trust, National Association, as Trustee, Pentalpha Surveillance
LLC, as Operating Advisor, Wells Fargo Bank, National Association, as Master Servicer, and Midland Loan Services, a Division of
PNC Bank, National Association, as Special Servicer. To the extent not defined herein, capitalized terms used herein shall have
the meanings assigned thereto in the Pooling and Servicing Agreement.


 


This Certificate represents
a “regular interest” in a “real estate mortgage investment conduit,” as those terms are defined, respectively,
in Sections 860G(a)(1) and 860D of the Internal Revenue Code of 1986, as amended.


 


The Certificate Administrator
makes no representation or warranty as to any of the statements contained herein or the validity or sufficiency of the Certificates
or the Mortgage Loans and has executed this Certificate in its limited capacity as Certificate Administrator under the Pooling
and Servicing Agreement.


 


Pursuant to the terms
of the Pooling and Servicing Agreement, the Certificate Administrator will distribute (other than the final distribution on any
Certificate), on the 4th Business Day following the determination date of each month, commencing in December 2015 (each such date,
a “Distribution Date”), to the Person in whose name this Certificate is registered as of the related Record
Date, an amount equal to such Person’s pro rata share (based on the Percentage Interest represented by this Certificate)
of that portion of the aggregate amount of principal and interest then distributable, if any, allocable to the Class A-4 Certificates
for such Distribution Date, all as more fully described in the Pooling and Servicing Agreement. Holders of this Certificate may
be entitled to Yield Maintenance Charges, as provided in the Pooling and Servicing Agreement.


 


Interest accrued on
this Certificate during an Interest Accrual Period, plus the aggregate unpaid Interest Shortfall with respect to this Certificate,
if any, will be payable on the related Distribution Date to the extent provided in the Pooling and Servicing Agreement. The “Interest
Accrual Period” with respect to any Distribution Date and with respect to the Class A-4 Certificates is the calendar
month preceding the month in which such Distribution Date occurs and is assumed to consist of 30 days.


 


All distributions
(other than the final distribution on any Certificate) will be made by the Certificate Administrator to the persons in whose names
the Certificates are registered at the close of business on each Record Date, which will be the close of business on the last day
of the month immediately preceding the month in which such Distribution Date occurs, or if such day is not a Business Day, the
immediately preceding Business Day. Distributions are required to be made (a) by wire transfer of immediately available funds to
the account of such Certificateholder at a bank or other entity located in the United States and having appropriate facilities
therefor, if


 






    	A-4-3



    	 



    

 


such
Certificateholder provides the Certificate Administrator with wiring instructions no less than five Business Days prior to the
related Record Date, or otherwise (b) by check mailed to such Certificateholder. The final distribution on each Certificate shall
be made in like manner, but only upon presentment and surrender of such Certificate at the office of the Certificate Administrator
or its agent (which may be the Paying Agent or the Certificate Registrar acting as such agent) that is specified in the notice
to Certificateholders of such final distribution.


 


Any funds not distributed
on the Termination Date because of the failure of any Certificateholders to tender their Certificates shall be set aside and held
in trust for the account of the appropriate non-tendering Certificateholders, whereupon the Trust Fund shall terminate. If any
Certificates as to which notice of the Termination Date has been given pursuant to Section 9.01 of the Pooling and Servicing Agreement
shall not have been surrendered for cancellation within six months after the time specified in such notice, the Certificate Administrator
shall mail a second notice to the remaining Certificateholders, at their last addresses shown in the Certificate Register, to surrender
their Certificates for cancellation in order to receive, from such funds held, the final distribution with respect thereto. If
within one year after the second notice any Certificate shall not have been surrendered for cancellation, the Certificate Administrator
may, directly or through an agent, take appropriate steps to contact the remaining Certificateholders concerning surrender of their
Certificates. The costs and expenses of maintaining such funds and of contacting Certificateholders shall be paid out of the assets
which remain held. If within two years after the second notice any Certificates shall not have been surrendered for cancellation,
the Paying Agent shall pay to the Class R Certificateholders all amounts distributable to the Holders thereof. No interest shall
accrue or be payable to any Certificateholder on any amount held as a result of such Certificateholder’s failure to surrender
its Certificate(s) for final payment thereof in accordance with Section 9.01 of the Pooling and Servicing Agreement.


 


This Certificate is
limited in right of payment to, among other things, certain collections and recoveries in respect of the Mortgage Loans, as more
specifically set forth herein and in the Pooling and Servicing Agreement.


 


As provided in the
Pooling and Servicing Agreement, the Trust Fund includes: (i) such Mortgage Loans as from time to time are subject to the Pooling
and Servicing Agreement, together with the Mortgage Files relating thereto; (ii) all scheduled or unscheduled payments on or collections
in respect of the Mortgage Loans due after the Cut Off Date (or with respect to a Qualified Substitute Mortgage Loan, the Due Date
in the month of substitution); (iii) any REO Property (but in the case of each Whole Loan, only to the extent of the Trust’s
interest in the related REO Property); (iv) all revenues received in respect of any REO Property (but in the case of each Whole
Loan, only to the extent of the Trust’s interest in the revenues received in respect of such REO Property); (v) the Master
Servicer’s and the Trustee’s rights, in each case on behalf of the Trust, under the insurance policies with respect
to the Mortgage Loans required to be maintained pursuant to the Pooling and Servicing Agreement and any proceeds thereof; (vi)
the Trustee’s rights on behalf of the Trust in any Assignment of Leases and any security agreements; (vii) the Trustee’s
rights on behalf of the Trust under any indemnities or guaranties given as additional security for any Mortgage Loan; (viii) all
of the Trustee’s and the Certificate Administrator’s rights, in each case on behalf of the Trust, in the Escrow Accounts
and Lockbox Accounts and all proceeds of the Mortgage Loans deposited in the Collection Account, each


 






    	A-4-4



    	 



    

 


Distribution
Account, the Interest Reserve Account, the Excess Liquidation Proceeds Reserve Account and any REO Account, including any reinvestment
income thereon; (ix) the Trustee’s rights on behalf of the Trust in any environmental indemnity agreements relating to the
Mortgaged Properties; (x) the Depositor’s rights under the Loan Purchase Agreements to the extent assigned to the Trustee
pursuant to Section 2.01 of the Pooling and Servicing Agreement and (xi)  the Lower-Tier Regular Interests.


 


This Certificate does
not purport to summarize the Pooling and Servicing Agreement, and reference is made to the Pooling and Servicing Agreement for
the interests, rights, benefits, obligations and duties evidenced hereby, and the limitations thereon, and the rights, duties and
immunities of the Certificate Administrator and Trustee.


 


As provided in the
Pooling and Servicing Agreement, subject to certain restrictions on transfer set forth therein, upon surrender for registration
of transfer of any Certificate, the Certificate Administrator shall execute, authenticate and deliver, in the name of the designated
transferee or transferees, one or more new Certificates in authorized denominations, in like aggregate interest and of the same
Class.


 


Prior to due presentation
of this Certificate for registration of transfer, the Master Servicer, the Special Servicer, the Operating Advisor, the Trustee,
the Certificate Administrator, the Certificate Registrar, and any agent of the Master Servicer, the Special Servicer, the Operating
Advisor, the Trustee, the Certificate Administrator or the Certificate Registrar may treat the Person in whose name any Certificate
is registered as the owner of such Certificate for the purpose of receiving distributions as provided in the Pooling and Servicing
Agreement and for all other purposes whatsoever, and none of the Master Servicer, the Special Servicer, the Operating Advisor,
the Trustee, the Certificate Administrator, the Certificate Registrar, or any agent of the Master Servicer, the Special Servicer,
the Operating Advisor, the Trustee, the Certificate Administrator or the Certificate Registrar shall be affected by any notice
to the contrary.


 


The Pooling and Servicing
Agreement or any Custodial Agreement may be amended from time to time by the Depositor, the Master Servicer, the Special Servicer,
the Operating Advisor, the Certificate Administrator and the Trustee, without the consent of any of the Certificateholders or,
as applicable, any Companion Loan Holder:


 


		(i)	to cure any ambiguity to the extent that it does not adversely affect any holders of Certificates
or any Serviced Companion Loan Holder;



 


		(ii)	to correct or supplement any of its provisions which may be inconsistent with any other provisions
of the Pooling and Servicing Agreement or with the description thereof in the Prospectus or the Prospectus Supplement or to correct
any error;



 


		(iii)	to change the timing and/or nature of deposits in the Collection Account, the Excess Liquidation
Proceeds Reserve Account, any Distribution Account or any REO Account, provided that (A) the Master Servicer Remittance
Date shall in no event be later than the Business Day prior to the related Distribution Date and (B) the change would not
adversely 



 






    	A-4-5



    	 



    

 


	 	 	affect in any material respect the interests of any Certificateholder or Serviced Companion Loan Holder, as evidenced
by an opinion of counsel (at the expense of the party requesting the amendment);



 


		(iv)	to modify, eliminate or add to any of its provisions (A) to the extent necessary to maintain
the qualification of either Trust REMIC as a REMIC or to avoid or minimize the risk of imposition of any tax on the Trust Fund,
provided that the Trustee and the Certificate Administrator have received an opinion of counsel (at the expense of the party
requesting the amendment) to the effect that (1) the action is necessary or desirable to maintain such qualification or to
avoid or minimize such risk and (2) the action will not adversely affect in any material respect the interests of any holder of
the Certificates or, if applicable, any Serviced Companion Loan Holder, (B) to restrict (or to remove any existing restrictions
with respect to) the transfer of the Class R Certificates, provided that the Depositor has determined that the amendment
will not give rise to any tax with respect to the transfer of the Class R Certificates to a non-Permitted Transferee or (C) to
the extent necessary to comply with the Investment Company Act, the Exchange Act, Regulation AB, and/or any related regulatory
actions and/or interpretations;



 


		(v)	to make any other provisions with respect to matters or questions arising under the Pooling and
Servicing Agreement or any other change, provided that the amendment will not adversely affect in any material respect the
interests of any Certificateholder or, if applicable any Serviced Companion Loan Holder, as evidenced by an opinion of counsel;



 


		(vi)	to modify the procedures in the Pooling and Servicing Agreement relating to Rule 17g-5; provided
that such modification does not increase the obligations of the Trustee, the Certificate Administrator, the Operating Advisor,
the Master Servicer or the Special Servicer without such party’s consent (which consent may not be withheld unless such modification
would materially adversely affect such party or materially increase such party’s obligations under the Pooling and Servicing
Agreement); provided, further that notice of such modification is provided to all parties to the Pooling and Servicing
Agreement; and



 


		(vii)	to amend or supplement any provision of the Pooling and Servicing Agreement to the extent necessary
to maintain the ratings assigned to each Class of Certificates by any of the Rating Agencies, provided that the amendment
will not adversely affect in any material respect the interests of any Certificateholder or, if applicable, any Serviced Companion
Loan Holder;



 


provided that
no amendment pursuant to any of clauses (i)-(vii) above may be made that would (i) reduce the consent or consultation
rights or the right to receive information under the Pooling and Servicing Agreement of the Controlling Class Representative without
the consent of the Controlling Class Representative; (ii) reduce the consultation rights or the right to receive


 






    	A-4-6



    	 



    

 


information under
the Pooling and Servicing Agreement of the Operating Advisor without the consent of the Operating Advisor; (iii) change in any
manner the obligations or rights of any Mortgage Loan Seller under the Pooling and Servicing Agreement or the applicable Loan Purchase
Agreement without the consent of the affected Mortgage Loan Seller; (iv) change in any manner the obligations or rights of any
Underwriter or Initial Purchaser, without the consent of the affected Underwriter or Initial Purchaser; or (v) adversely affect
any Companion Loan Holder in its capacity as such without its consent. Expenses incurred with respect to any amendment shall be
borne by the party requesting such amendment, unless the Master Servicer, Special Servicer or Trustee is requesting an amendment
for the benefit of the Certificateholders, then such expense will be borne by the Trust.


 


The Pooling and Servicing
Agreement or any Custodial Agreement may also be amended from time to time by a writing signed by each of the Depositor, the Master
Servicer, the Special Servicer, the Operating Advisor, the Certificate Administrator and the Trustee with the consent of the Holders
of Certificates representing not less than 66-2/3% of the aggregate Percentage Interests of each Class of Certificates affected
by the amendment for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of
the Pooling and Servicing Agreement or of modifying in any manner the rights of the Certificateholders; provided, however,
that no such amendment shall:


 


		(i)	reduce in any manner the amount of, or delay the timing of, payments received on the Mortgage Loans
(or Serviced Whole Loans, if applicable) which are required to be distributed on a Certificate of any Class without the consent
of the Holder of that Certificate, or that are required to be distributed to any holder of a Serviced Companion Loan without the
consent of that holder;



 


		(ii)	reduce the aforesaid percentage of Certificates of any Class the Holders of which are required
to consent to the amendment or remove the requirement to obtain the consent of any Serviced Companion Loan Holder without the consent
of the Holders of all Certificates of that Class then-outstanding or the consent of each Serviced Companion Loan Holder, as applicable;



 


		(iii)	change in any manner the obligations or rights of any Mortgage Loan Seller under the Pooling and
Servicing Agreement or a Loan Purchase Agreement without the consent of the affected Mortgage Loan Seller;



 


		(iv)	change the definition of “Servicing Standard” without either (1) consent of 100% of
the holders of the Certificates or (2) Rating Agency Confirmation;



 


		(v)	without the consent of 100% of the Certificateholders of the Class or Classes of Certificates adversely
affected thereby, change (a) the percentages of Voting Rights of Certificateholders which are required to consent to any action
or inaction under the Pooling and Servicing Agreement, (b) the right of the Certificateholders to remove the Special Servicer
pursuant to the Pooling and Servicing Agreement or (c) the right 



 






    	A-4-7



    	 



    

 


	 	 	of the Certificateholders to terminate the Operating Advisor
pursuant to the Pooling and Servicing Agreement;



 


		(vi)	adversely affect any Companion Loan Holder in its capacity as such without its consent;



 


		(vii)	adversely affect the Controlling Class Representative without the consent of 100% of the Controlling
Class Certificateholders; or



 


		(viii)	change in any manner the obligations or rights of any Underwriter or Initial Purchaser, without
the consent of the affected Underwriter or Initial Purchaser.



 


The Holders of the
Controlling Class representing greater than 50% of the Percentage Interest of the Controlling Class may effect an early termination
of the Trust Fund, upon not less than 30 days’ prior notice given to the Depositor, the Trustee, the Certificate Administrator,
the Special Servicer and Master Servicer (whereupon the Master Servicer shall notify the Companion Loan Holders) any time on or
after the Early Termination Notice Date specifying the Anticipated Termination Date, by purchasing on such date all, but not less
than all, of the Mortgage Loans (and in the case of the Serviced Whole Loans, subject to certain rights of the related Companion
Loan Holder provided for in the related Co-Lender Agreement) then included in the Trust Fund, and all property or interests in
property acquired by the Trust Fund in respect of any Mortgage Loan, at a purchase price, payable in cash, equal to (i) the sum
of (A) the aggregate Purchase Price (excluding the amount described in clause (e) of the definition of Purchase Price) of all the
Mortgage Loans (exclusive of REO Mortgage Loans) included in the Trust Fund, (B) the Appraised Value of the Trust’s portion
of each REO Property, if any, included in the Trust Fund, as determined by the Special Servicer (such Appraisals in clause (i)(B)
shall be obtained by the Special Servicer) and (C) the reasonable out-of-pocket expenses of the Master Servicer (unless the Master
Servicer is the purchaser of such Mortgage Loans), the Special Servicer (unless the Special Servicer is the purchaser of such Mortgage
Loans), the Trustee and the Certificate Administrator, as applicable, with respect to such termination, minus (ii) solely in the
case where the Master Servicer or the Special Servicer is effecting such purchase, the aggregate amount of unreimbursed Advances
made by such party, together with any interest accrued and payable to the Master Servicer or the Special Servicer, as applicable,
in respect of such Advances and any unpaid Servicing Fees or Special Servicing Fees, as applicable, remaining outstanding (which
items will be deemed to have been paid or reimbursed to the purchasing Master Servicer or the Special Servicer, as applicable,
in connection with such purchase).


 


The Holders of the
Controlling Class representing greater than 50% of the Certificate Principal Balance of the Controlling Class may (or, if such
Holders do not, the Special Servicer, or if neither such Holders nor the Special Servicer do, the Master Servicer or, if neither
such Holders nor the Special Servicer nor the Master Servicer does, any Holder of a Class R Certificate representing greater than
a 50% Percentage Interest in such Class, may also) effect such termination as provided in the prior paragraph if such party first
notifies the Controlling Class Representative and each Certifying Certificateholder, or, in the case of a termination by the Holder
of a Class R Certificate, notifies the Certificate Administrator (who shall notify each of the Controlling Class Representative,
each Certifying Certificateholder and the Master Servicer)


 






    	A-4-8



    	 



    

 


of
its intention to do so in writing within 30 days following the Early Termination Notice Date. All costs and expenses incurred
by any and all parties to the Pooling and Servicing Agreement or by the Trust Fund in connection with the purchase of the Mortgage
Loans and other assets of the Trust Fund pursuant to Section 9.01(c) of the Pooling and Servicing Agreement shall be borne by
the party exercising its purchase rights thereunder. The Certificate Administrator shall be entitled to rely conclusively on any
determination made by an Appraiser pursuant to Section 9.01(c) of the Pooling and Servicing Agreement.


 


The respective obligations
and responsibilities of the Master Servicer, the Special Servicer, the Depositor, the Operating Advisor, the Certificate Administrator
and the Trustee created hereby with respect to the Certificates, the Mortgage Loans and the Serviced Companion Loans (other than
the obligation to make certain payments and to send certain notices to Certificateholders as set forth in the Pooling and Servicing
Agreement and to make any required remittances to the Serviced Companion Loan Holders in the month in which the final Distribution
Date occurs) shall terminate immediately following the earlier to occur of (i) the purchase by the Holders of the Controlling Class,
the Special Servicer, the Master Servicer or the Holders of the Class R Certificates of all the Mortgage Loans and REO Properties
(or interests therein) then included in the Trust Fund pursuant to Section 9.01(c) of the Pooling and Servicing Agreement, (ii)
the voluntary exchange by the Remaining Certificateholder of its Certificates for all the Mortgage Loans and REO Properties (or
interests therein) then included in the Trust Fund pursuant to Section 9.01(h) of the Pooling and Servicing Agreement and (iii)
the final payment or other liquidation (or any advance with respect thereto) of the last Mortgage Loan or REO Property (or interest
therein) contained in the Trust Fund; provided, however, that in no event shall the trust created thereby continue
beyond the expiration of twenty-one years from the death of the last survivor of the descendants of Joseph P. Kennedy, the late
ambassador of the United States to the United Kingdom, living on the date of the Pooling and Servicing Agreement. All such payments
as contemplated by the preceding paragraph shall be deposited into the Collection Account by the Master Servicer or Special Servicer,
as applicable promptly following receipt thereof.


 


Unless the Certificate
of Authentication on this Certificate has been executed by the Certificate Administrator or on its behalf by the Authenticating
Agent, by manual signature, this Certificate shall not be entitled to any benefit under the Pooling and Servicing Agreement or
be valid for any purpose.


 




    	A-4-9



    	 



    

 


IN
WITNESS WHEREOF, the Certificate Administrator has caused this Class A-4 Certificate to be duly executed.

	 	 	 
	 	WELLS
                                         FARGO BANK, NATIONAL ASSOCIATION,


	 	not
                                         in its individual capacity but solely as Certificate Administrator


	 	 	 
	 	By:
                                         

	 
	 	 	Authorized
                                         Signatory








Dated:
______________


CERTIFICATE OF AUTHENTICATION


This
is one of the Class A-4 Certificates referred to in the Pooling and Servicing Agreement.


Dated:
______________


	 	 	 
	 	WELLS
                                         FARGO BANK, NATIONAL ASSOCIATION,


	 	not
                                         in its individual capacity but solely as Authenticating Agent


	 	 	 
	 	By:
                                         

	 
	 	 	Authorized
                                         Signatory









    	A-4-10



    	 



    








ASSIGNMENT


 


FOR
VALUE RECEIVED, the undersigned (“Assignor(s)”) hereby sell(s), assign(s) and transfer(s) unto ____________________________________________________
______________________________ (please print or typewrite name(s) and address(es), including postal zip code(s) of assignee(s))
(“Assignee(s)”) the entire Percentage Interest represented by the within Class A-4 Certificate and hereby authorize(s)
the registration of transfer of such interest to Assignee(s) on the Certificate Register of the Trust Fund. 


I
(we) further direct the Certificate Registrar to issue a new Class A-4 Certificate of the entire Percentage Interest represented
by the within Class A-4 Certificates to the above-named Assignee(s) and to deliver such Class A-4 Certificate to the following
address: 


Date:
_________________


	 	 
	 	Signature by or on behalf of Assignor(s)


	 	 
	 	Taxpayer Identification Number










    	A-4-11



    	 



    





DISTRIBUTION
INSTRUCTIONS


The
Assignee(s) should include the following for purposes of distribution: 


Address
of the Assignee(s) for the purpose of receiving notices and distributions: ___________________________________________________________
______________________________________________________________________________________________________________________________
Distributions, if being made by wire transfer in immediately available funds to __________________________ for the account of
__________________________ account number ____________________________. This information is provided by ______________________________,
the Assignee(s) named above or ____________________________________ as its (their) agent.

	 	 	 
	 	By:

	 
	 	 	[Please print or type name(s)]


	 	 	 
	 	 	Title


	 	 	 
	 	 	Taxpayer
                                         Identification Number









    	A-4-12



    	 



    





EXHIBIT
A-5


 


CSAIL 2015-C4
COMMERCIAL MORTGAGE TRUST,

COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES

SERIES 2015-C4, CLASS A-SB


 


[UNLESS THIS CERTIFICATE IS PRESENTED BY
AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), TO THE CERTIFICATE REGISTRAR
FOR REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN
SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER
ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE
BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.]1


 


[TRANSFERS OF THIS GLOBAL CERTIFICATE SHALL
BE LIMITED TO TRANSFERS IN WHOLE, BUT NOT IN PART, TO NOMINEES OF DTC OR A SUCCESSOR THEREOF OR SUCH SUCCESSOR’S NOMINEE,
AND TRANSFERS OF BENEFICIAL INTERESTS IN THIS GLOBAL CERTIFICATE SHALL BE LIMITED TO TRANSFERS MADE IN ACCORDANCE WITH THE RESTRICTIONS
SET FORTH IN THE POOLING AND SERVICING AGREEMENT REFERRED TO BELOW.]2


 


THIS CERTIFICATE DOES NOT REPRESENT AN
INTEREST IN OR OBLIGATION OF THE DEPOSITOR, THE SPONSORS, THE ORIGINATORS, THE MASTER SERVICER, THE SPECIAL SERVICER, THE TRUSTEE,
THE CERTIFICATE ADMINISTRATOR, THE OPERATING ADVISOR, THE CONTROLLING CLASS REPRESENTATIVE, THE COMPANION LOAN HOLDERS, THE UNDERWRITERS
OR ANY OF THEIR RESPECTIVE AFFILIATES. NEITHER THE CERTIFICATES NOR THE UNDERLYING MORTGAGE LOANS ARE INSURED OR GUARANTEED BY
ANY GOVERNMENTAL AGENCY OR INSTRUMENTALITY OR PRIVATE INSURER.


 


PRINCIPAL PAYMENTS IN RESPECT OF THIS CERTIFICATE
ARE DISTRIBUTABLE AS SET FORTH IN THE POOLING AND SERVICING AGREEMENT. ACCORDINGLY, THE OUTSTANDING CERTIFICATE PRINCIPAL AMOUNT
OF THIS CERTIFICATE AT ANY TIME MAY BE LESS THAN THE INITIAL CERTIFICATE PRINCIPAL AMOUNT SET FORTH BELOW.


 


THIS CERTIFICATE REPRESENTS A “REGULAR
INTEREST” IN A “REAL ESTATE MORTGAGE INVESTMENT CONDUIT,” AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS
860G(a)(1) AND 860D OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED.


 





 



 


		1	Legend required as long
as DTC is the Depository under the Pooling and Servicing Agreement.



 


		2	Global Certificate legend.





 




    	A-5-1



    	 



    

 


CSAIL 2015-C4
COMMERCIAL MORTGAGE TRUST,

COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES

SERIES 2015-C4, CLASS A-SB


 


	Pass-Through Rate:  3.6167%	 	 
	 	 	 
	First Distribution Date: December 17, 2015	 	Cut-Off Date:  With respect to each Mortgage Loan, the Due Date in November, 2015 for that Mortgage Loan (or, in the case of any Mortgage Loan that has its first Due Date in December, 2015, the date that would have been its Due Date in November, 2015 under the terms of that Mortgage Loan if a monthly payment were scheduled to be due in that month).
	 	 	 
	Aggregate Initial Certificate Principal Amount of the Class A-SB Certificates:  $71,461,000	 	 
	 	 	 





	
        CUSIP:  12635R
AY4 

         
	 	Initial Certificate Principal Amount of this Certificate: $[   ]
	
        ISIN: US12635RAY45


         
	 	 
	Common Code: 132562067	 	 
	 	 	 
	No.:  A-SB-1	 	 
	 	 	 


This certifies that
[           ] is the registered owner of a beneficial ownership interest
in a Trust Fund, including the distributions to be made with respect to the Class A-SB Certificates. The Trust Fund, described
more fully below, consists primarily of a pool of Mortgage Loans secured by first liens on commercial, multifamily and manufactured
housing community properties and held in trust by the Trustee and serviced by the Master Servicer. The Trust Fund was created,
and the Mortgage Loans are to be serviced, pursuant to the Pooling and Servicing Agreement (as defined below). The Holder of this
Certificate, by virtue of the acceptance hereof, assents to the terms, provisions and conditions of the Pooling and Servicing Agreement
and is bound thereby. In the event that there is any conflict between any provision of this Certificate and any provision of the
Pooling and Servicing Agreement, such provision of this Certificate shall be superseded to the extent of such inconsistency. Also
issued under the Pooling and Servicing Agreement are the Class A-1, Class A-2, Class A-3, Class A-4, Class X-A, Class


 






    	A-5-2



    	 



    

 


X-B,
Class X-F, Class X-G, Class X-NR, Class A-S, Class B, Class C, Class D, Class X-D, Class E, Class F,
Class G, Class NR and Class R Certificates (together with the Class A-SB Certificates, the “Certificates”;
the Holders of Certificates issued under the Pooling and Servicing Agreement are collectively referred to herein as “Certificateholders”).


 


This Certificate is
issued pursuant to, and in accordance with, the terms of a Pooling and Servicing Agreement dated as of November 1, 2015 (the “Pooling
and Servicing Agreement”), by and among Credit Suisse First Boston Mortgage Securities Corp., as Depositor, Wells Fargo
Bank, National Association, as Certificate Administrator, Wilmington Trust, National Association, as Trustee, Pentalpha Surveillance
LLC, as Operating Advisor, Wells Fargo Bank, National Association, as Master Servicer, and Midland Loan Services, a Division of
PNC Bank, National Association, as Special Servicer. To the extent not defined herein, capitalized terms used herein shall have
the meanings assigned thereto in the Pooling and Servicing Agreement.


 


This Certificate represents
a “regular interest” in a “real estate mortgage investment conduit,” as those terms are defined, respectively,
in Sections 860G(a)(1) and 860D of the Internal Revenue Code of 1986, as amended.


 


The Certificate Administrator
makes no representation or warranty as to any of the statements contained herein or the validity or sufficiency of the Certificates
or the Mortgage Loans and has executed this Certificate in its limited capacity as Certificate Administrator under the Pooling
and Servicing Agreement.


 


Pursuant to the terms
of the Pooling and Servicing Agreement, the Certificate Administrator will distribute (other than the final distribution on any
Certificate), on the 4th Business Day following the determination date of each month, commencing in December 2015 (each such date,
a “Distribution Date”), to the Person in whose name this Certificate is registered as of the related Record
Date, an amount equal to such Person’s pro rata share (based on the Percentage Interest represented by this Certificate)
of that portion of the aggregate amount of principal and interest then distributable, if any, allocable to the Class A-SB Certificates
for such Distribution Date, all as more fully described in the Pooling and Servicing Agreement. Holders of this Certificate may
be entitled to Yield Maintenance Charges, as provided in the Pooling and Servicing Agreement.


 


Interest accrued on
this Certificate during an Interest Accrual Period, plus the aggregate unpaid Interest Shortfall with respect to this Certificate,
if any, will be payable on the related Distribution Date to the extent provided in the Pooling and Servicing Agreement. The “Interest
Accrual Period” with respect to any Distribution Date and with respect to the Class A-SB Certificates is the calendar
month preceding the month in which such Distribution Date occurs and is assumed to consist of 30 days.


 


All distributions
(other than the final distribution on any Certificate) will be made by the Certificate Administrator to the persons in whose names
the Certificates are registered at the close of business on each Record Date, which will be the close of business on the last day
of the month immediately preceding the month in which such Distribution Date occurs, or if such day is not a Business Day, the
immediately preceding Business Day. Distributions are required to be made (a) by wire transfer of immediately available funds to
the account of such Certificateholder at a bank or other entity located in the United States and having appropriate facilities
therefor, if


 






    	A-5-3



    	 



    

 


such
Certificateholder provides the Certificate Administrator with wiring instructions no less than five Business Days prior to the
related Record Date, or otherwise (b) by check mailed to such Certificateholder. The final distribution on each Certificate shall
be made in like manner, but only upon presentment and surrender of such Certificate at the office of the Certificate Administrator
or its agent (which may be the Paying Agent or the Certificate Registrar acting as such agent) that is specified in the notice
to Certificateholders of such final distribution.


 


Any funds not distributed
on the Termination Date because of the failure of any Certificateholders to tender their Certificates shall be set aside and held
in trust for the account of the appropriate non-tendering Certificateholders, whereupon the Trust Fund shall terminate. If any
Certificates as to which notice of the Termination Date has been given pursuant to Section 9.01 of the Pooling and Servicing Agreement
shall not have been surrendered for cancellation within six months after the time specified in such notice, the Certificate Administrator
shall mail a second notice to the remaining Certificateholders, at their last addresses shown in the Certificate Register, to surrender
their Certificates for cancellation in order to receive, from such funds held, the final distribution with respect thereto. If
within one year after the second notice any Certificate shall not have been surrendered for cancellation, the Certificate Administrator
may, directly or through an agent, take appropriate steps to contact the remaining Certificateholders concerning surrender of their
Certificates. The costs and expenses of maintaining such funds and of contacting Certificateholders shall be paid out of the assets
which remain held. If within two years after the second notice any Certificates shall not have been surrendered for cancellation,
the Paying Agent shall pay to the Class R Certificateholders all amounts distributable to the Holders thereof. No interest shall
accrue or be payable to any Certificateholder on any amount held as a result of such Certificateholder’s failure to surrender
its Certificate(s) for final payment thereof in accordance with Section 9.01 of the Pooling and Servicing Agreement.


 


This Certificate is
limited in right of payment to, among other things, certain collections and recoveries in respect of the Mortgage Loans, as more
specifically set forth herein and in the Pooling and Servicing Agreement.


 


As provided in the
Pooling and Servicing Agreement, the Trust Fund includes: (i) such Mortgage Loans as from time to time are subject to the Pooling
and Servicing Agreement, together with the Mortgage Files relating thereto; (ii) all scheduled or unscheduled payments on or collections
in respect of the Mortgage Loans due after the Cut Off Date (or with respect to a Qualified Substitute Mortgage Loan, the Due Date
in the month of substitution); (iii) any REO Property (but in the case of each Whole Loan, only to the extent of the Trust’s
interest in the related REO Property); (iv) all revenues received in respect of any REO Property (but in the case of each Whole
Loan, only to the extent of the Trust’s interest in the revenues received in respect of such REO Property); (v) the Master
Servicer’s and the Trustee’s rights, in each case on behalf of the Trust, under the insurance policies with respect
to the Mortgage Loans required to be maintained pursuant to the Pooling and Servicing Agreement and any proceeds thereof; (vi)
the Trustee’s rights on behalf of the Trust in any Assignment of Leases and any security agreements; (vii) the Trustee’s
rights on behalf of the Trust under any indemnities or guaranties given as additional security for any Mortgage Loan; (viii) all
of the Trustee’s and the Certificate Administrator’s rights, in each case on behalf of the Trust, in the Escrow Accounts
and Lockbox Accounts and all proceeds of the Mortgage Loans deposited in the Collection Account, each


 






    	A-5-4



    	 



    

 


Distribution
Account, the Interest Reserve Account, the Excess Liquidation Proceeds Reserve Account and any REO Account, including any reinvestment
income thereon; (ix) the Trustee’s rights on behalf of the Trust in any environmental indemnity agreements relating to the
Mortgaged Properties; (x) the Depositor’s rights under the Loan Purchase Agreements to the extent assigned to the Trustee
pursuant to Section 2.01 of the Pooling and Servicing Agreement and (xi)  the Lower-Tier Regular Interests.


 


This Certificate does
not purport to summarize the Pooling and Servicing Agreement, and reference is made to the Pooling and Servicing Agreement for
the interests, rights, benefits, obligations and duties evidenced hereby, and the limitations thereon, and the rights, duties and
immunities of the Certificate Administrator and Trustee.


 


As provided in the
Pooling and Servicing Agreement, subject to certain restrictions on transfer set forth therein, upon surrender for registration
of transfer of any Certificate, the Certificate Administrator shall execute, authenticate and deliver, in the name of the designated
transferee or transferees, one or more new Certificates in authorized denominations, in like aggregate interest and of the same
Class.


 


Prior to due presentation
of this Certificate for registration of transfer, the Master Servicer, the Special Servicer, the Operating Advisor, the Trustee,
the Certificate Administrator, the Certificate Registrar, and any agent of the Master Servicer, the Special Servicer, the Operating
Advisor, the Trustee, the Certificate Administrator or the Certificate Registrar may treat the Person in whose name any Certificate
is registered as the owner of such Certificate for the purpose of receiving distributions as provided in the Pooling and Servicing
Agreement and for all other purposes whatsoever, and none of the Master Servicer, the Special Servicer, the Operating Advisor,
the Trustee, the Certificate Administrator, the Certificate Registrar, or any agent of the Master Servicer, the Special Servicer,
the Operating Advisor, the Trustee, the Certificate Administrator or the Certificate Registrar shall be affected by any notice
to the contrary.


 


The Pooling and Servicing
Agreement or any Custodial Agreement may be amended from time to time by the Depositor, the Master Servicer, the Special Servicer,
the Operating Advisor, the Certificate Administrator and the Trustee, without the consent of any of the Certificateholders or,
as applicable, any Companion Loan Holder:


 


		(i)	to cure any ambiguity to the extent that it does not adversely affect any holders of Certificates
or any Serviced Companion Loan Holder;



 


		(ii)	to correct or supplement any of its provisions which may be inconsistent with any other provisions
of the Pooling and Servicing Agreement or with the description thereof in the Prospectus or the Prospectus Supplement or to correct
any error;



 


		(iii)	to change the timing and/or nature of deposits in the Collection Account, the Excess Liquidation
Proceeds Reserve Account, any Distribution Account or any REO Account, provided that (A) the Master Servicer Remittance
Date shall in no event be later than the Business Day prior to the related Distribution Date and (B) the change would not
adversely 



 






    	A-5-5



    	 



    

 


	 	 	affect in any material respect the interests of any Certificateholder or Serviced Companion Loan Holder, as evidenced
by an opinion of counsel (at the expense of the party requesting the amendment);



 


		(iv)	to modify, eliminate or add to any of its provisions (A) to the extent necessary to maintain
the qualification of either Trust REMIC as a REMIC or to avoid or minimize the risk of imposition of any tax on the Trust Fund,
provided that the Trustee and the Certificate Administrator have received an opinion of counsel (at the expense of the party
requesting the amendment) to the effect that (1) the action is necessary or desirable to maintain such qualification or to
avoid or minimize such risk and (2) the action will not adversely affect in any material respect the interests of any holder of
the Certificates or, if applicable, any Serviced Companion Loan Holder, (B) to restrict (or to remove any existing restrictions
with respect to) the transfer of the Class R Certificates, provided that the Depositor has determined that the amendment
will not give rise to any tax with respect to the transfer of the Class R Certificates to a non-Permitted Transferee or (C) to
the extent necessary to comply with the Investment Company Act, the Exchange Act, Regulation AB, and/or any related regulatory
actions and/or interpretations;



 


		(v)	to make any other provisions with respect to matters or questions arising under the Pooling and
Servicing Agreement or any other change, provided that the amendment will not adversely affect in any material respect the
interests of any Certificateholder or, if applicable any Serviced Companion Loan Holder, as evidenced by an opinion of counsel;



 


		(vi)	to modify the procedures in the Pooling and Servicing Agreement relating to Rule 17g-5; provided
that such modification does not increase the obligations of the Trustee, the Certificate Administrator, the Operating Advisor,
the Master Servicer or the Special Servicer without such party’s consent (which consent may not be withheld unless such modification
would materially adversely affect such party or materially increase such party’s obligations under the Pooling and Servicing
Agreement); provided, further that notice of such modification is provided to all parties to the Pooling and Servicing
Agreement; and



 


		(vii)	to amend or supplement any provision of the Pooling and Servicing Agreement to the extent necessary
to maintain the ratings assigned to each Class of Certificates by any of the Rating Agencies, provided that the amendment
will not adversely affect in any material respect the interests of any Certificateholder or, if applicable, any Serviced Companion
Loan Holder;



 


provided that
no amendment pursuant to any of clauses (i)-(vii) above may be made that would (i) reduce the consent or consultation
rights or the right to receive information under the Pooling and Servicing Agreement of the Controlling Class Representative without
the consent of the Controlling Class Representative; (ii) reduce the consultation rights or the right to receive


 






    	A-5-6



    	 



    

 


information under
the Pooling and Servicing Agreement of the Operating Advisor without the consent of the Operating Advisor; (iii) change in any
manner the obligations or rights of any Mortgage Loan Seller under the Pooling and Servicing Agreement or the applicable Loan Purchase
Agreement without the consent of the affected Mortgage Loan Seller; (iv) change in any manner the obligations or rights of any
Underwriter or Initial Purchaser, without the consent of the affected Underwriter or Initial Purchaser; or (v) adversely affect
any Companion Loan Holder in its capacity as such without its consent. Expenses incurred with respect to any amendment shall be
borne by the party requesting such amendment, unless the Master Servicer, Special Servicer or Trustee is requesting an amendment
for the benefit of the Certificateholders, then such expense will be borne by the Trust.


 


The Pooling and Servicing
Agreement or any Custodial Agreement may also be amended from time to time by a writing signed by each of the Depositor, the Master
Servicer, the Special Servicer, the Operating Advisor, the Certificate Administrator and the Trustee with the consent of the Holders
of Certificates representing not less than 66-2/3% of the aggregate Percentage Interests of each Class of Certificates affected
by the amendment for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of
the Pooling and Servicing Agreement or of modifying in any manner the rights of the Certificateholders; provided, however,
that no such amendment shall:


 


		(i)	reduce in any manner the amount of, or delay the timing of, payments received on the Mortgage Loans
(or Serviced Whole Loans, if applicable) which are required to be distributed on a Certificate of any Class without the consent
of the Holder of that Certificate, or that are required to be distributed to any holder of a Serviced Companion Loan without the
consent of that holder;



 


		(ii)	reduce the aforesaid percentage of Certificates of any Class the Holders of which are required
to consent to the amendment or remove the requirement to obtain the consent of any Serviced Companion Loan Holder without the consent
of the Holders of all Certificates of that Class then-outstanding or the consent of each Serviced Companion Loan Holder, as applicable;



 


		(iii)	change in any manner the obligations or rights of any Mortgage Loan Seller under the Pooling and
Servicing Agreement or a Loan Purchase Agreement without the consent of the affected Mortgage Loan Seller;



 


		(iv)	change the definition of “Servicing Standard” without either (1) consent of 100% of
the holders of the Certificates or (2) Rating Agency Confirmation;



 


		(v)	without the consent of 100% of the Certificateholders of the Class or Classes of Certificates adversely
affected thereby, change (a) the percentages of Voting Rights of Certificateholders which are required to consent to any action
or inaction under the Pooling and Servicing Agreement, (b) the right of the Certificateholders to remove the Special Servicer
pursuant to the Pooling and Servicing Agreement or (c) the right 



 






    	A-5-7



    	 



    

 


	 	 	of the Certificateholders to terminate the Operating Advisor
pursuant to the Pooling and Servicing Agreement;



 


		(vi)	adversely affect any Companion Loan Holder in its capacity as such without its consent;



 


		(vii)	adversely affect the Controlling Class Representative without the consent of 100% of the Controlling
Class Certificateholders; or



 


		(viii)	change in any manner the obligations or rights of any Underwriter or Initial Purchaser, without
the consent of the affected Underwriter or Initial Purchaser.



 


The Holders of the
Controlling Class representing greater than 50% of the Percentage Interest of the Controlling Class may effect an early termination
of the Trust Fund, upon not less than 30 days’ prior notice given to the Depositor, the Trustee, the Certificate Administrator,
the Special Servicer and Master Servicer (whereupon the Master Servicer shall notify the Companion Loan Holders) any time on or
after the Early Termination Notice Date specifying the Anticipated Termination Date, by purchasing on such date all, but not less
than all, of the Mortgage Loans (and in the case of the Serviced Whole Loans, subject to certain rights of the related Companion
Loan Holder provided for in the related Co-Lender Agreement) then included in the Trust Fund, and all property or interests in
property acquired by the Trust Fund in respect of any Mortgage Loan, at a purchase price, payable in cash, equal to (i) the sum
of (A) the aggregate Purchase Price (excluding the amount described in clause (e) of the definition of Purchase Price) of all the
Mortgage Loans (exclusive of REO Mortgage Loans) included in the Trust Fund, (B) the Appraised Value of the Trust’s portion
of each REO Property, if any, included in the Trust Fund, as determined by the Special Servicer (such Appraisals in clause (i)(B)
shall be obtained by the Special Servicer) and (C) the reasonable out-of-pocket expenses of the Master Servicer (unless the Master
Servicer is the purchaser of such Mortgage Loans), the Special Servicer (unless the Special Servicer is the purchaser of such Mortgage
Loans), the Trustee and the Certificate Administrator, as applicable, with respect to such termination, minus (ii) solely in the
case where the Master Servicer or the Special Servicer is effecting such purchase, the aggregate amount of unreimbursed Advances
made by such party, together with any interest accrued and payable to the Master Servicer or the Special Servicer, as applicable,
in respect of such Advances and any unpaid Servicing Fees or Special Servicing Fees, as applicable, remaining outstanding (which
items will be deemed to have been paid or reimbursed to the purchasing Master Servicer or the Special Servicer, as applicable,
in connection with such purchase).


 


The Holders of the
Controlling Class representing greater than 50% of the Certificate Principal Balance of the Controlling Class may (or, if such
Holders do not, the Special Servicer, or if neither such Holders nor the Special Servicer do, the Master Servicer or, if neither
such Holders nor the Special Servicer nor the Master Servicer does, any Holder of a Class R Certificate representing greater than
a 50% Percentage Interest in such Class, may also) effect such termination as provided in the prior paragraph if such party first
notifies the Controlling Class Representative and each Certifying Certificateholder, or, in the case of a termination by the Holder
of a Class R Certificate, notifies the Certificate Administrator (who shall notify each of the Controlling Class Representative,
each Certifying Certificateholder and the Master Servicer)


 






    	A-5-8



    	 



    

 


of
its intention to do so in writing within 30 days following the Early Termination Notice Date. All costs and expenses incurred
by any and all parties to the Pooling and Servicing Agreement or by the Trust Fund in connection with the purchase of the Mortgage
Loans and other assets of the Trust Fund pursuant to Section 9.01(c) of the Pooling and Servicing Agreement shall be borne by
the party exercising its purchase rights thereunder. The Certificate Administrator shall be entitled to rely conclusively on any
determination made by an Appraiser pursuant to Section 9.01(c) of the Pooling and Servicing Agreement.


 


The respective obligations
and responsibilities of the Master Servicer, the Special Servicer, the Depositor, the Operating Advisor, the Certificate Administrator
and the Trustee created hereby with respect to the Certificates, the Mortgage Loans and the Serviced Companion Loans (other than
the obligation to make certain payments and to send certain notices to Certificateholders as set forth in the Pooling and Servicing
Agreement and to make any required remittances to the Serviced Companion Loan Holders in the month in which the final Distribution
Date occurs) shall terminate immediately following the earlier to occur of (i) the purchase by the Holders of the Controlling Class,
the Special Servicer, the Master Servicer or the Holders of the Class R Certificates of all the Mortgage Loans and REO Properties
(or interests therein) then included in the Trust Fund pursuant to Section 9.01(c) of the Pooling and Servicing Agreement, (ii)
the voluntary exchange by the Remaining Certificateholder of its Certificates for all the Mortgage Loans and REO Properties (or
interests therein) then included in the Trust Fund pursuant to Section 9.01(h) of the Pooling and Servicing Agreement and (iii)
the final payment or other liquidation (or any advance with respect thereto) of the last Mortgage Loan or REO Property (or interest
therein) contained in the Trust Fund; provided, however, that in no event shall the trust created thereby continue
beyond the expiration of twenty-one years from the death of the last survivor of the descendants of Joseph P. Kennedy, the late
ambassador of the United States to the United Kingdom, living on the date of the Pooling and Servicing Agreement. All such payments
as contemplated by the preceding paragraph shall be deposited into the Collection Account by the Master Servicer or Special Servicer,
as applicable promptly following receipt thereof.


 


Unless the Certificate
of Authentication on this Certificate has been executed by the Certificate Administrator or on its behalf by the Authenticating
Agent, by manual signature, this Certificate shall not be entitled to any benefit under the Pooling and Servicing Agreement or
be valid for any purpose.


 




    	A-5-9



    	 



    

 






IN
WITNESS WHEREOF, the Certificate Administrator has caused this Class A-SB Certificate to be duly executed.

	 	 	 
	 	WELLS
                                         FARGO BANK, NATIONAL ASSOCIATION,


	 	not
                                         in its individual capacity but solely as Certificate Administrator


	 	 	 
	 	By:
                                         

	 
	 	 	Authorized
                                         Signatory








Dated:
______________


CERTIFICATE OF AUTHENTICATION


This
is one of the Class A-SB Certificates referred to in the Pooling and Servicing Agreement.


Dated:
______________


	 	 	 
	 	WELLS
                                         FARGO BANK, NATIONAL ASSOCIATION,


	 	not
                                         in its individual capacity but solely as Authenticating Agent


	 	 	 
	 	By:
                                         

	 
	 	 	Authorized
                                         Signatory









    	A-5-10



    	 



    








ASSIGNMENT


 


FOR
VALUE RECEIVED, the undersigned (“Assignor(s)”) hereby sell(s), assign(s) and transfer(s) unto ____________________________________________________
______________________________ (please print or typewrite name(s) and address(es), including postal zip code(s) of assignee(s))
(“Assignee(s)”) the entire Percentage Interest represented by the within Class A-SB Certificate and hereby authorize(s)
the registration of transfer of such interest to Assignee(s) on the Certificate Register of the Trust Fund. 


I
(we) further direct the Certificate Registrar to issue a new Class A-SB Certificate of the entire Percentage Interest represented
by the within Class A-SB Certificates to the above-named Assignee(s) and to deliver such Class A-SB Certificate to the following
address: 


Date:
_________________


	 	 
	 	Signature by or on behalf of Assignor(s)


	 	 
	 	Taxpayer Identification Number










    	A-5-11



    	 



    





DISTRIBUTION
INSTRUCTIONS


The
Assignee(s) should include the following for purposes of distribution: 


Address
of the Assignee(s) for the purpose of receiving notices and distributions: ___________________________________________________________
______________________________________________________________________________________________________________________________
Distributions, if being made by wire transfer in immediately available funds to __________________________ for the account of
__________________________ account number ____________________________. This information is provided by ______________________________,
the Assignee(s) named above or ____________________________________ as its (their) agent.

	 	 	 
	 	By:

	 
	 	 	[Please print or type name(s)]


	 	 	 
	 	 	Title


	 	 	 
	 	 	Taxpayer
                                         Identification Number









    	A-5-12



    	 



    





EXHIBIT
A-6


 


CSAIL 2015-C4
COMMERCIAL MORTGAGE TRUST,

COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES

SERIES 2015-C4, CLASS X-A


 


[UNLESS THIS CERTIFICATE IS PRESENTED BY
AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), TO THE CERTIFICATE REGISTRAR
FOR REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN
SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER
ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE
BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.]1


 


[TRANSFERS OF THIS GLOBAL CERTIFICATE SHALL
BE LIMITED TO TRANSFERS IN WHOLE, BUT NOT IN PART, TO NOMINEES OF DTC OR A SUCCESSOR THEREOF OR SUCH SUCCESSOR’S NOMINEE,
AND TRANSFERS OF BENEFICIAL INTERESTS IN THIS GLOBAL CERTIFICATE SHALL BE LIMITED TO TRANSFERS MADE IN ACCORDANCE WITH THE RESTRICTIONS
SET FORTH IN THE POOLING AND SERVICING AGREEMENT REFERRED TO BELOW.]2


 


THIS CERTIFICATE DOES NOT REPRESENT AN
INTEREST IN OR OBLIGATION OF THE DEPOSITOR, THE SPONSORS, THE ORIGINATORS, THE MASTER SERVICER, THE SPECIAL SERVICER, THE TRUSTEE,
THE CERTIFICATE ADMINISTRATOR, THE OPERATING ADVISOR, THE CONTROLLING CLASS REPRESENTATIVE, THE COMPANION LOAN HOLDERS, THE UNDERWRITERS
OR ANY OF THEIR RESPECTIVE AFFILIATES. NEITHER THE CERTIFICATES NOR THE UNDERLYING MORTGAGE LOANS ARE INSURED OR GUARANTEED BY
ANY GOVERNMENTAL AGENCY OR INSTRUMENTALITY OR PRIVATE INSURER.


 


THE NOTIONAL AMOUNT OF
THIS CERTIFICATE WILL BE REDUCED IN CONNECTION WITH THE REDUCTION OF THE CERTIFICATE PRINCIPAL AMOUNTS OF THE CLASS A-1, CLASS A-2,
CLASS A-3, CLASS A-4, CLASS A-SB AND CLASS A-S CERTIFICATES. ACCORDINGLY, THE NOTIONAL AMOUNT OF THIS CERTIFICATE
AT ANY TIME MAY BE LESS THAN THE INITIAL NOTIONAL AMOUNT SET FORTH BELOW.


 


THIS CLASS X-A CERTIFICATE
WILL NOT BE ENTITLED TO RECEIVE DISTRIBUTIONS OF PRINCIPAL.


 





 



 


		1	Legend required as long
as DTC is the Depository under the Pooling and Servicing Agreement.



 


		2	Global Certificate legend.





 






    	A-6-1



    	 



    

 


THIS CERTIFICATE REPRESENTS A “REGULAR
INTEREST” IN A “REAL ESTATE MORTGAGE INVESTMENT CONDUIT,” AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS
860G(a)(1) AND 860D OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED.


 




    	A-6-2



    	 



    

 


CSAIL 2015-C4
COMMERCIAL MORTGAGE TRUST,

COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES

SERIES 2015-C4, CLASS X-A


 


	Pass-Through Rate:  Variable IO1	 	 
	 	 	 
	First Distribution Date: December 17, 2015	 	Cut-Off Date:  With respect to each Mortgage Loan, the Due Date in November, 2015 for that Mortgage Loan (or, in the case of any Mortgage Loan that has its first Due Date in December, 2015, the date that would have been its Due Date in November, 2015 under the terms of that Mortgage Loan if a monthly payment were scheduled to be due in that month).
	 	 	 
	Aggregate Initial Notional Amount of the Class X-A Certificates:  $714,126,000	 	 
	 	 	 


 


 


	
        CUSIP: 12635R AZ1 

         

         
	 	
        Initial Notional Amount of this Certificate:

         

        $[500,000,000][214,126,000]

	ISIN:    US12635RAZ10	 	 
	
         

        

        Common Code: 132562083 
	 	 
	 	 	 
	No.:  [X-A-1][X-A-2]	 	 
	 	 	 


This certifies that
[           ] is the registered owner of a beneficial ownership interest
in a Trust Fund, including the distributions to be made with respect to the Class X-A Certificates. The Trust Fund, described more
fully below, consists primarily of a pool of Mortgage Loans secured by first liens on commercial, multifamily and manufactured
housing community properties and held in trust by the Trustee and serviced by the Master Servicer. The Trust Fund was created,
and the Mortgage Loans are to be serviced, pursuant to the Pooling and Servicing Agreement (as defined below). The Holder of this
Certificate, by virtue of the acceptance hereof, assents to the terms, provisions and conditions of the Pooling and Servicing Agreement
and is bound thereby. In the event that there is any conflict between any provision of this Certificate and any provision of the
Pooling and Servicing Agreement, such provision of this Certificate shall be superseded to the extent of such inconsistency. Also
issued under the Pooling and Servicing Agreement are the Class A-1, Class A-2, Class A-3, Class A-4, Class A-SB, Class X-B, Class
X-F, Class X-G, Class X-NR, Class A-S, Class B, Class C, Class D, Class X-D,


 





 



 


1
The approximate Pass-Through Rate as of the Closing Date is 0.9582%.



 






    	A-6-3



    	 



    

 


Class
E, Class F, Class G, Class NR and Class R Certificates (together with the Class X-A Certificates, the “Certificates”;
the Holders of Certificates are collectively referred to herein as “Certificateholders”).


 


This Certificate is
issued pursuant to, and in accordance with, the terms of a Pooling and Servicing Agreement dated as of November 1, 2015 (the “Pooling
and Servicing Agreement”), by and among Credit Suisse First Boston Mortgage Securities Corp., as Depositor, Wells Fargo
Bank, National Association, as Certificate Administrator, Wilmington Trust, National Association, as Trustee, Pentalpha Surveillance
LLC, as Operating Advisor, Wells Fargo Bank, National Association, as Master Servicer, and Midland Loan Services, a Division of
PNC Bank, National Association, as Special Servicer. To the extent not defined herein, capitalized terms used herein shall have
the meanings assigned thereto in the Pooling and Servicing Agreement.


 


This Certificate represents
a “regular interest” in a “real estate mortgage investment conduit,” as those terms are defined, respectively,
in Sections 860G(a)(1) and 860D of the Internal Revenue Code of 1986, as amended.


 


The Certificate Administrator
makes no representation or warranty as to any of the statements contained herein or the validity or sufficiency of the Certificates
or the Mortgage Loans and has executed this Certificate in its limited capacity as Certificate Administrator under the Pooling
and Servicing Agreement.


 


Pursuant to the terms
of the Pooling and Servicing Agreement, the Certificate Administrator will distribute (other than the final distribution on any
Certificate), on the 4th Business Day following the determination date of each month, commencing in December 2015 (each such date,
a “Distribution Date”), to the Person in whose name this Certificate is registered as of the related Record
Date, an amount equal to such Person’s pro rata share (based on the Percentage Interest represented by this Certificate)
of that portion of the aggregate amount of interest then distributable, if any, allocable to the Class X-A Certificates for such
Distribution Date, all as more fully described in the Pooling and Servicing Agreement.


 


Interest accrued on
this Certificate during an Interest Accrual Period, plus the aggregate unpaid Interest Shortfall with respect to this Certificate,
if any, will be payable on the related Distribution Date to the extent provided in the Pooling and Servicing Agreement. The “Interest
Accrual Period” with respect to any Distribution Date and with respect to the Class X-A Certificates is the calendar
month preceding the month in which such Distribution Date occurs and is assumed to consist of 30 days.


 


All distributions
(other than the final distribution on any Certificate) will be made by the Certificate Administrator to the persons in whose names
the Certificates are registered at the close of business on each Record Date, which will be the close of business on the last day
of the month immediately preceding the month in which such Distribution Date occurs, or if such day is not a Business Day, the
immediately preceding Business Day. Distributions are required to be made (a) by wire transfer of immediately available funds to
the account of such Certificateholder at a bank or other entity located in the United States and having appropriate facilities
therefor, if such Certificateholder provides the Certificate Administrator with wiring instructions no less than five Business
Days prior to the related Record Date, or otherwise (b) by check mailed to such Certificateholder. The final distribution on each
Certificate shall be made in like manner,


 






    	A-6-4



    	 



    

 


but
only upon presentment and surrender of such Certificate at the office of the Certificate Administrator or its agent (which may
be the Paying Agent or the Certificate Registrar acting as such agent) that is specified in the notice to Certificateholders of
such final distribution.


 


Any funds not distributed
on the Termination Date because of the failure of any Certificateholders to tender their Certificates shall be set aside and held
in trust for the account of the appropriate non-tendering Certificateholders, whereupon the Trust Fund shall terminate. If any
Certificates as to which notice of the Termination Date has been given pursuant to Section 9.01 of the Pooling and Servicing Agreement
shall not have been surrendered for cancellation within six months after the time specified in such notice, the Certificate Administrator
shall mail a second notice to the remaining Certificateholders, at their last addresses shown in the Certificate Register, to surrender
their Certificates for cancellation in order to receive, from such funds held, the final distribution with respect thereto. If
within one year after the second notice any Certificate shall not have been surrendered for cancellation, the Certificate Administrator
may, directly or through an agent, take appropriate steps to contact the remaining Certificateholders concerning surrender of their
Certificates. The costs and expenses of maintaining such funds and of contacting Certificateholders shall be paid out of the assets
which remain held. If within two years after the second notice any Certificates shall not have been surrendered for cancellation,
the Paying Agent shall pay to the Class R Certificateholders all amounts distributable to the Holders thereof. No interest shall
accrue or be payable to any Certificateholder on any amount held as a result of such Certificateholder’s failure to surrender
its Certificate(s) for final payment thereof in accordance with Section 9.01 of the Pooling and Servicing Agreement.


 


This Certificate is
limited in right of payment to, among other things, certain collections and recoveries in respect of the Mortgage Loans, as more
specifically set forth herein and in the Pooling and Servicing Agreement.


 


As provided in the
Pooling and Servicing Agreement, the Trust Fund includes: (i) such Mortgage Loans as from time to time are subject to the Pooling
and Servicing Agreement, together with the Mortgage Files relating thereto; (ii) all scheduled or unscheduled payments on or collections
in respect of the Mortgage Loans due after the Cut Off Date (or with respect to a Qualified Substitute Mortgage Loan, the Due Date
in the month of substitution); (iii) any REO Property (but in the case of each Whole Loan, only to the extent of the Trust’s
interest in the related REO Property); (iv) all revenues received in respect of any REO Property (but in the case of each Whole
Loan, only to the extent of the Trust’s interest in the revenues received in respect of such REO Property); (v) the Master
Servicer’s and the Trustee’s rights, in each case on behalf of the Trust, under the insurance policies with respect
to the Mortgage Loans required to be maintained pursuant to the Pooling and Servicing Agreement and any proceeds thereof; (vi)
the Trustee’s rights on behalf of the Trust in any Assignment of Leases and any security agreements; (vii) the Trustee’s
rights on behalf of the Trust under any indemnities or guaranties given as additional security for any Mortgage Loan; (viii) all
of the Trustee’s and the Certificate Administrator’s rights, in each case on behalf of the Trust, in the Escrow Accounts
and Lockbox Accounts and all proceeds of the Mortgage Loans deposited in the Collection Account, each Distribution Account, the
Interest Reserve Account, the Excess Liquidation Proceeds Reserve Account and any REO Account, including any reinvestment income
thereon; (ix) the Trustee’s rights on behalf of the Trust in any environmental indemnity agreements relating to the


 






    	A-6-5



    	 



    

 


Mortgaged
Properties; (x) the Depositor’s rights under the Loan Purchase Agreements to the extent assigned to the Trustee pursuant
to Section 2.01 of the Pooling and Servicing Agreement and (xi)  the Lower-Tier Regular Interests.


 


This Certificate does
not purport to summarize the Pooling and Servicing Agreement, and reference is made to the Pooling and Servicing Agreement for
the interests, rights, benefits, obligations and duties evidenced hereby, and the limitations thereon, and the rights, duties and
immunities of the Certificate Administrator and Trustee.


 


As provided in the
Pooling and Servicing Agreement, subject to certain restrictions on transfer set forth therein, upon surrender for registration
of transfer of any Certificate, the Certificate Administrator shall execute, authenticate and deliver, in the name of the designated
transferee or transferees, one or more new Certificates in authorized denominations, in like aggregate interest and of the same
Class.


 


Prior to due presentation
of this Certificate for registration of transfer, the Master Servicer, the Special Servicer, the Operating Advisor, the Trustee,
the Certificate Administrator, the Certificate Registrar, and any agent of the Master Servicer, the Special Servicer, the Operating
Advisor, the Trustee, the Certificate Administrator or the Certificate Registrar may treat the Person in whose name any Certificate
is registered as the owner of such Certificate for the purpose of receiving distributions as provided in the Pooling and Servicing
Agreement and for all other purposes whatsoever, and none of the Master Servicer, the Special Servicer, the Operating Advisor,
the Trustee, the Certificate Administrator, the Certificate Registrar, or any agent of the Master Servicer, the Special Servicer,
the Operating Advisor, the Trustee, the Certificate Administrator or the Certificate Registrar shall be affected by any notice
to the contrary.


 


The Pooling and Servicing
Agreement or any Custodial Agreement may be amended from time to time by the Depositor, the Master Servicer, the Special Servicer,
the Operating Advisor, the Certificate Administrator and the Trustee, without the consent of any of the Certificateholders or,
as applicable, any Companion Loan Holder:


 


		(i)	to cure any ambiguity to the extent that it does not adversely affect any holders of Certificates
or any Serviced Companion Loan Holder;



 


		(ii)	to correct or supplement any of its provisions which may be inconsistent with any other provisions
of the Pooling and Servicing Agreement or with the description thereof in the Prospectus or the Prospectus Supplement or to correct
any error;



 


		(iii)	to change the timing and/or nature of deposits in the Collection Account, the Excess Liquidation
Proceeds Reserve Account, any Distribution Account or any REO Account, provided that (A) the Master Servicer Remittance
Date shall in no event be later than the Business Day prior to the related Distribution Date and (B) the change would not
adversely affect in any material respect the interests of any Certificateholder or Serviced Companion Loan Holder, as evidenced
by an opinion of counsel (at the expense of the party requesting the amendment);



 






    	A-6-6



    	 



    

 


		(iv)	to modify, eliminate or add to any of its provisions (A) to the extent necessary to maintain
the qualification of either Trust REMIC as a REMIC or to avoid or minimize the risk of imposition of any tax on the Trust Fund,
provided that the Trustee and the Certificate Administrator have received an opinion of counsel (at the expense of the party
requesting the amendment) to the effect that (1) the action is necessary or desirable to maintain such qualification or to
avoid or minimize such risk and (2) the action will not adversely affect in any material respect the interests of any holder of
the Certificates or, if applicable, any Serviced Companion Loan Holder, (B) to restrict (or to remove any existing restrictions
with respect to) the transfer of the Class R Certificates, provided that the Depositor has determined that the amendment
will not give rise to any tax with respect to the transfer of the Class R Certificates to a non-Permitted Transferee or (C) to
the extent necessary to comply with the Investment Company Act, the Exchange Act, Regulation AB, and/or any related regulatory
actions and/or interpretations;



 


		(v)	to make any other provisions with respect to matters or questions arising under the Pooling and
Servicing Agreement or any other change, provided that the amendment will not adversely affect in any material respect the
interests of any Certificateholder or, if applicable any Serviced Companion Loan Holder, as evidenced by an opinion of counsel;



 


		(vi)	to modify the procedures in the Pooling and Servicing Agreement relating to Rule 17g-5; provided
that such modification does not increase the obligations of the Trustee, the Certificate Administrator, the Operating Advisor,
the Master Servicer or the Special Servicer without such party’s consent (which consent may not be withheld unless such modification
would materially adversely affect such party or materially increase such party’s obligations under the Pooling and Servicing
Agreement); provided, further that notice of such modification is provided to all parties to the Pooling and Servicing
Agreement; and



 


		(vii)	to amend or supplement any provision of the Pooling and Servicing Agreement to the extent necessary
to maintain the ratings assigned to each Class of Certificates by any of the Rating Agencies, provided that the amendment
will not adversely affect in any material respect the interests of any Certificateholder or, if applicable, any Serviced Companion
Loan Holder;



 


provided that
no amendment pursuant to any of clauses (i)-(vii) above may be made that would (i) reduce the consent or consultation
rights or the right to receive information under the Pooling and Servicing Agreement of the Controlling Class Representative without
the consent of the Controlling Class Representative; (ii) reduce the consultation rights or the right to receive information under
the Pooling and Servicing Agreement of the Operating Advisor without the consent of the Operating Advisor; (iii) change in any
manner the obligations or rights of any Mortgage Loan Seller under the Pooling and Servicing Agreement or the applicable Loan Purchase
Agreement without the consent of the affected Mortgage Loan Seller; (iv) change in


 






    	A-6-7



    	 



    

 


any manner the obligations or rights of any
Underwriter or Initial Purchaser, without the consent of the affected Underwriter or Initial Purchaser; or (v) adversely affect
any Companion Loan Holder in its capacity as such without its consent. Expenses incurred with respect to any amendment shall be
borne by the party requesting such amendment, unless the Master Servicer, Special Servicer or Trustee is requesting an amendment
for the benefit of the Certificateholders, then such expense will be borne by the Trust.


 


The Pooling and Servicing
Agreement or any Custodial Agreement may also be amended from time to time by a writing signed by each of the Depositor, the Master
Servicer, the Special Servicer, the Operating Advisor, the Certificate Administrator and the Trustee with the consent of the Holders
of Certificates representing not less than 66-2/3% of the aggregate Percentage Interests of each Class of Certificates affected
by the amendment for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of
the Pooling and Servicing Agreement or of modifying in any manner the rights of the Certificateholders; provided, however,
that no such amendment shall:


 


		(i)	reduce in any manner the amount of, or delay the timing of, payments received on the Mortgage Loans
(or Serviced Whole Loans, if applicable) which are required to be distributed on a Certificate of any Class without the consent
of the Holder of that Certificate, or that are required to be distributed to any holder of a Serviced Companion Loan without the
consent of that holder;



 


		(ii)	reduce the aforesaid percentage of Certificates of any Class the Holders of which are required
to consent to the amendment or remove the requirement to obtain the consent of any Serviced Companion Loan Holder without the consent
of the Holders of all Certificates of that Class then-outstanding or the consent of each Serviced Companion Loan Holder, as applicable;



 


		(iii)	change in any manner the obligations or rights of any Mortgage Loan Seller under the Pooling and
Servicing Agreement or a Loan Purchase Agreement without the consent of the affected Mortgage Loan Seller;



 


		(iv)	change the definition of “Servicing Standard” without either (1) consent of 100% of
the holders of the Certificates or (2) Rating Agency Confirmation;



 


		(v)	without the consent of 100% of the Certificateholders of the Class or Classes of Certificates adversely
affected thereby, change (a) the percentages of Voting Rights of Certificateholders which are required to consent to any action
or inaction under the Pooling and Servicing Agreement, (b) the right of the Certificateholders to remove the Special Servicer
pursuant to the Pooling and Servicing Agreement or (c) the right of the Certificateholders to terminate the Operating Advisor
pursuant to the Pooling and Servicing Agreement;



 






    	A-6-8



    	 



    

 


		(vi)	adversely affect any Companion Loan Holder in its capacity as such without its consent;



 


		(vii)	adversely affect the Controlling Class Representative without the consent of 100% of the Controlling
Class Certificateholders; or



 


		(viii)	change in any manner the obligations or rights of any Underwriter or Initial Purchaser, without
the consent of the affected Underwriter or Initial Purchaser.



 


The Holders of the
Controlling Class representing greater than 50% of the Percentage Interest of the Controlling Class may effect an early termination
of the Trust Fund, upon not less than 30 days’ prior notice given to the Depositor, the Trustee, the Certificate Administrator,
the Special Servicer and Master Servicer (whereupon the Master Servicer shall notify the Companion Loan Holders) any time on or
after the Early Termination Notice Date specifying the Anticipated Termination Date, by purchasing on such date all, but not less
than all, of the Mortgage Loans (and in the case of the Serviced Whole Loans, subject to certain rights of the related Companion
Loan Holder provided for in the related Co-Lender Agreement) then included in the Trust Fund, and all property or interests in
property acquired by the Trust Fund in respect of any Mortgage Loan, at a purchase price, payable in cash, equal to (i) the sum
of (A) the aggregate Purchase Price (excluding the amount described in clause (e) of the definition of Purchase Price) of all the
Mortgage Loans (exclusive of REO Mortgage Loans) included in the Trust Fund, (B) the Appraised Value of the Trust’s portion
of each REO Property, if any, included in the Trust Fund, as determined by the Special Servicer (such Appraisals in clause (i)(B)
shall be obtained by the Special Servicer) and (C) the reasonable out-of-pocket expenses of the Master Servicer (unless the Master
Servicer is the purchaser of such Mortgage Loans), the Special Servicer (unless the Special Servicer is the purchaser of such Mortgage
Loans), the Trustee and the Certificate Administrator, as applicable, with respect to such termination, minus (ii) solely in the
case where the Master Servicer or the Special Servicer is effecting such purchase, the aggregate amount of unreimbursed Advances
made by such party, together with any interest accrued and payable to the Master Servicer or the Special Servicer, as applicable,
in respect of such Advances and any unpaid Servicing Fees or Special Servicing Fees, as applicable, remaining outstanding (which
items will be deemed to have been paid or reimbursed to the purchasing Master Servicer or the Special Servicer, as applicable,
in connection with such purchase).


 


The Holders of the
Controlling Class representing greater than 50% of the Certificate Principal Balance of the Controlling Class may (or, if such
Holders do not, the Special Servicer, or if neither such Holders nor the Special Servicer do, the Master Servicer or, if neither
such Holders nor the Special Servicer nor the Master Servicer does, any Holder of a Class R Certificate representing greater than
a 50% Percentage Interest in such Class, may also) effect such termination as provided in the prior paragraph if such party first
notifies the Controlling Class Representative and each Certifying Certificateholder, or, in the case of a termination by the Holder
of a Class R Certificate, notifies the Certificate Administrator (who shall notify each of the Controlling Class Representative,
each Certifying Certificateholder and the Master Servicer) of its intention to do so in writing within 30 days following the Early
Termination Notice Date. All costs and expenses incurred by any and all parties to the Pooling and Servicing Agreement or by the
Trust Fund in connection with the purchase of the Mortgage Loans and other assets of the


 






    	A-6-9



    	 



    

 


Trust
Fund pursuant to Section 9.01(c) of the Pooling and Servicing Agreement shall be borne by the party exercising its purchase rights
thereunder. The Certificate Administrator shall be entitled to rely conclusively on any determination made by an Appraiser pursuant
to Section 9.01(c) of the Pooling and Servicing Agreement.


 


The respective obligations
and responsibilities of the Master Servicer, the Special Servicer, the Depositor, the Operating Advisor, the Certificate Administrator
and the Trustee created hereby with respect to the Certificates, the Mortgage Loans and the Serviced Companion Loans (other than
the obligation to make certain payments and to send certain notices to Certificateholders as set forth in the Pooling and Servicing
Agreement and to make any required remittances to the Serviced Companion Loan Holders in the month in which the final Distribution
Date occurs) shall terminate immediately following the earlier to occur of (i) the purchase by the Holders of the Controlling Class,
the Special Servicer, the Master Servicer or the Holders of the Class R Certificates of all the Mortgage Loans and REO Properties
(or interests therein) then included in the Trust Fund pursuant to Section 9.01(c) of the Pooling and Servicing Agreement, (ii)
the voluntary exchange by the Remaining Certificateholder of its Certificates for all the Mortgage Loans and REO Properties (or
interests therein) then included in the Trust Fund pursuant to Section 9.01(h) of the Pooling and Servicing Agreement and (iii)
the final payment or other liquidation (or any advance with respect thereto) of the last Mortgage Loan or REO Property (or interest
therein) contained in the Trust Fund; provided, however, that in no event shall the trust created thereby continue
beyond the expiration of twenty-one years from the death of the last survivor of the descendants of Joseph P. Kennedy, the late
ambassador of the United States to the United Kingdom, living on the date of the Pooling and Servicing Agreement. All such payments
as contemplated by the preceding paragraph shall be deposited into the Collection Account by the Master Servicer or Special Servicer,
as applicable promptly following receipt thereof.


 


Unless the Certificate
of Authentication on this Certificate has been executed by the Certificate Administrator or on its behalf by the Authenticating
Agent, by manual signature, this Certificate shall not be entitled to any benefit under the Pooling and Servicing Agreement or
be valid for any purpose.


 




    	A-6-10



    	 



    











IN
WITNESS WHEREOF, the Certificate Administrator has caused this Class X-A Certificate to be duly executed.

	 	 	 
	 	WELLS
                                         FARGO BANK, NATIONAL ASSOCIATION,


	 	not
                                         in its individual capacity but solely as Certificate Administrator


	 	 	 
	 	By:
                                         

	 
	 	 	Authorized
                                         Signatory








Dated:
______________


CERTIFICATE OF AUTHENTICATION


This
is one of the Class X-A Certificates referred to in the Pooling and Servicing Agreement.


Dated:
______________


	 	 	 
	 	WELLS
                                         FARGO BANK, NATIONAL ASSOCIATION,


	 	not
                                         in its individual capacity but solely as Authenticating Agent


	 	 	 
	 	By:
                                         

	 
	 	 	Authorized
                                         Signatory









    	A-6-11



    	 



    








ASSIGNMENT


 


FOR
VALUE RECEIVED, the undersigned (“Assignor(s)”) hereby sell(s), assign(s) and transfer(s) unto ____________________________________________________
______________________________ (please print or typewrite name(s) and address(es), including postal zip code(s) of assignee(s))
(“Assignee(s)”) the entire Percentage Interest represented by the within Class X-A Certificate and hereby authorize(s)
the registration of transfer of such interest to Assignee(s) on the Certificate Register of the Trust Fund. 


I
(we) further direct the Certificate Registrar to issue a new Class X-A Certificate of the entire Percentage Interest represented
by the within Class X-A Certificates to the above-named Assignee(s) and to deliver such Class X-A Certificate to the following
address: 


Date:
_________________


	 	 
	 	Signature by or on behalf of Assignor(s)


	 	 
	 	Taxpayer Identification Number










    	A-6-12



    	 



    





DISTRIBUTION
INSTRUCTIONS


The
Assignee(s) should include the following for purposes of distribution: 


Address
of the Assignee(s) for the purpose of receiving notices and distributions: ___________________________________________________________
______________________________________________________________________________________________________________________________
Distributions, if being made by wire transfer in immediately available funds to __________________________ for the account of
__________________________ account number ____________________________. This information is provided by ______________________________,
the Assignee(s) named above or ____________________________________ as its (their) agent.

	 	 	 
	 	By:

	 
	 	 	[Please print or type name(s)]


	 	 	 
	 	 	Title


	 	 	 
	 	 	Taxpayer
                                         Identification Number









    	A-6-13



    	 



    





EXHIBIT
A-7


 


CSAIL 2015-C4
COMMERCIAL MORTGAGE TRUST,

COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES

SERIES 2015-C4, CLASS X-B


 


[UNLESS THIS CERTIFICATE IS PRESENTED BY
AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), TO THE CERTIFICATE REGISTRAR
FOR REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN
SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER
ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE
BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.]1


 


[TRANSFERS OF THIS GLOBAL CERTIFICATE SHALL
BE LIMITED TO TRANSFERS IN WHOLE, BUT NOT IN PART, TO NOMINEES OF DTC OR A SUCCESSOR THEREOF OR SUCH SUCCESSOR’S NOMINEE,
AND TRANSFERS OF BENEFICIAL INTERESTS IN THIS GLOBAL CERTIFICATE SHALL BE LIMITED TO TRANSFERS MADE IN ACCORDANCE WITH THE RESTRICTIONS
SET FORTH IN THE POOLING AND SERVICING AGREEMENT REFERRED TO BELOW.]2


 


THIS CERTIFICATE DOES NOT REPRESENT AN
INTEREST IN OR OBLIGATION OF THE DEPOSITOR, THE SPONSORS, THE ORIGINATORS, THE MASTER SERVICER, THE SPECIAL SERVICER, THE TRUSTEE,
THE CERTIFICATE ADMINISTRATOR, THE OPERATING ADVISOR, THE CONTROLLING CLASS REPRESENTATIVE, THE COMPANION LOAN HOLDERS, THE UNDERWRITERS
OR ANY OF THEIR RESPECTIVE AFFILIATES. NEITHER THE CERTIFICATES NOR THE UNDERLYING MORTGAGE LOANS ARE INSURED OR GUARANTEED BY
ANY GOVERNMENTAL AGENCY OR INSTRUMENTALITY OR PRIVATE INSURER.


 


THE NOTIONAL AMOUNT OF
THIS CERTIFICATE WILL BE REDUCED IN CONNECTION WITH THE REDUCTION OF THE CERTIFICATE PRINCIPAL AMOUNT OF THE CLASS B CERTIFICATES.
ACCORDINGLY, THE NOTIONAL AMOUNT OF THIS CERTIFICATE AT ANY TIME MAY BE LESS THAN THE INITIAL NOTIONAL AMOUNT SET FORTH BELOW.


 


THIS CLASS X-B CERTIFICATE
WILL NOT BE ENTITLED TO RECEIVE DISTRIBUTIONS OF PRINCIPAL.


 





 



 


		1	Legend required as long
as DTC is the Depository under the Pooling and Servicing Agreement.



 


		2	Global Certificate legend.





 






    	A-7-1



    	 



    

 


THIS CERTIFICATE REPRESENTS A “REGULAR
INTEREST” IN A “REAL ESTATE MORTGAGE INVESTMENT CONDUIT,” AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS
860G(a)(1) AND 860D OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED.


 




    	A-7-2



    	 



    

 


CSAIL 2015-C4
COMMERCIAL MORTGAGE TRUST,

COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES

SERIES 2015-C4, CLASS X-B


 


	Pass-Through Rate:  0.2500%	 	 
	 	 	 
	First Distribution Date: December 17, 2015	 	Cut-Off Date:  With respect to each Mortgage Loan, the Due Date in November, 2015 for that Mortgage Loan (or, in the case of any Mortgage Loan that has its first Due Date in December, 2015, the date that would have been its Due Date in November, 2015 under the terms of that Mortgage Loan if a monthly payment were scheduled to be due in that month).
	 	 	 
	Aggregate Initial Notional Amount of the Class X-B Certificates:  $61,076,000	 	 


  


	
        CUSIP:  12635R BA5

         

         

         
	 	
        Initial Notional Amount of this Certificate:

         

        $[    ] 

	ISIN:     US12635RBA59	 	 
	 	 	 
	Common Code: 132562059	 	 
	 	 	 
	No.:  X-B-1	 	 
	 	 	 


This certifies that
[           ] is the registered owner of a beneficial ownership interest
in a Trust Fund, including the distributions to be made with respect to the Class X-B Certificates. The Trust Fund, described more
fully below, consists primarily of a pool of Mortgage Loans secured by first liens on commercial, multifamily and manufactured
housing community properties and held in trust by the Trustee and serviced by the Master Servicer. The Trust Fund was created,
and the Mortgage Loans are to be serviced, pursuant to the Pooling and Servicing Agreement (as defined below). The Holder of this
Certificate, by virtue of the acceptance hereof, assents to the terms, provisions and conditions of the Pooling and Servicing Agreement
and is bound thereby. In the event that there is any conflict between any provision of this Certificate and any provision of the
Pooling and Servicing Agreement, such provision of this Certificate shall be superseded to the extent of such inconsistency. Also
issued under the Pooling and Servicing Agreement are the Class A-1, Class A-2, Class A-3, Class A-4, Class A-SB, Class X-A, Class
X-F, Class X-G, Class X-NR, Class A-S, Class B, Class C, Class D, Class X-D, Class E, Class F, Class G, Class NR and Class R Certificates
(together with the Class X-B Certificates, the “Certificates”; the Holders of Certificates are collectively
referred to herein as “Certificateholders”).


 






    	A-7-3



    	 



    

 


This Certificate is
issued pursuant to, and in accordance with, the terms of a Pooling and Servicing Agreement dated as of November 1, 2015 (the “Pooling
and Servicing Agreement”), by and among Credit Suisse First Boston Mortgage Securities Corp., as Depositor, Wells Fargo
Bank, National Association, as Certificate Administrator, Wilmington Trust, National Association, as Trustee, Pentalpha Surveillance
LLC, as Operating Advisor, Wells Fargo Bank, National Association, as Master Servicer, and Midland Loan Services, a Division of
PNC Bank, National Association, as Special Servicer. To the extent not defined herein, capitalized terms used herein shall have
the meanings assigned thereto in the Pooling and Servicing Agreement.


 


This Certificate represents
a “regular interest” in a “real estate mortgage investment conduit,” as those terms are defined, respectively,
in Sections 860G(a)(1) and 860D of the Internal Revenue Code of 1986, as amended.


 


The Certificate Administrator
makes no representation or warranty as to any of the statements contained herein or the validity or sufficiency of the Certificates
or the Mortgage Loans and has executed this Certificate in its limited capacity as Certificate Administrator under the Pooling
and Servicing Agreement.


 


Pursuant to the terms
of the Pooling and Servicing Agreement, the Certificate Administrator will distribute (other than the final distribution on any
Certificate), on the 4th Business Day following the determination date of each month, commencing in December 2015 (each such date,
a “Distribution Date”), to the Person in whose name this Certificate is registered as of the related Record
Date, an amount equal to such Person’s pro rata share (based on the Percentage Interest represented by this Certificate)
of that portion of the aggregate amount of interest then distributable, if any, allocable to the Class X-B Certificates for such
Distribution Date, all as more fully described in the Pooling and Servicing Agreement.


 


Interest accrued on
this Certificate during an Interest Accrual Period, plus the aggregate unpaid Interest Shortfall with respect to this Certificate,
if any, will be payable on the related Distribution Date to the extent provided in the Pooling and Servicing Agreement. The “Interest
Accrual Period” with respect to any Distribution Date and with respect to the Class X-B Certificates is the calendar
month preceding the month in which such Distribution Date occurs and is assumed to consist of 30 days.


 


All distributions
(other than the final distribution on any Certificate) will be made by the Certificate Administrator to the persons in whose names
the Certificates are registered at the close of business on each Record Date, which will be the close of business on the last day
of the month immediately preceding the month in which such Distribution Date occurs, or if such day is not a Business Day, the
immediately preceding Business Day. Distributions are required to be made (a) by wire transfer of immediately available funds to
the account of such Certificateholder at a bank or other entity located in the United States and having appropriate facilities
therefor, if such Certificateholder provides the Certificate Administrator with wiring instructions no less than five Business
Days prior to the related Record Date, or otherwise (b) by check mailed to such Certificateholder. The final distribution on each
Certificate shall be made in like manner, but only upon presentment and surrender of such Certificate at the office of the Certificate
Administrator or its agent (which may be the Paying Agent or the Certificate Registrar acting as such agent) that is specified
in the notice to Certificateholders of such final distribution.


 






    	A-7-4



    	 



    

 


Any funds not distributed
on the Termination Date because of the failure of any Certificateholders to tender their Certificates shall be set aside and held
in trust for the account of the appropriate non-tendering Certificateholders, whereupon the Trust Fund shall terminate. If any
Certificates as to which notice of the Termination Date has been given pursuant to Section 9.01 of the Pooling and Servicing Agreement
shall not have been surrendered for cancellation within six months after the time specified in such notice, the Certificate Administrator
shall mail a second notice to the remaining Certificateholders, at their last addresses shown in the Certificate Register, to surrender
their Certificates for cancellation in order to receive, from such funds held, the final distribution with respect thereto. If
within one year after the second notice any Certificate shall not have been surrendered for cancellation, the Certificate Administrator
may, directly or through an agent, take appropriate steps to contact the remaining Certificateholders concerning surrender of their
Certificates. The costs and expenses of maintaining such funds and of contacting Certificateholders shall be paid out of the assets
which remain held. If within two years after the second notice any Certificates shall not have been surrendered for cancellation,
the Paying Agent shall pay to the Class R Certificateholders all amounts distributable to the Holders thereof. No interest shall
accrue or be payable to any Certificateholder on any amount held as a result of such Certificateholder’s failure to surrender
its Certificate(s) for final payment thereof in accordance with Section 9.01 of the Pooling and Servicing Agreement.


 


This Certificate is
limited in right of payment to, among other things, certain collections and recoveries in respect of the Mortgage Loans, as more
specifically set forth herein and in the Pooling and Servicing Agreement.


 


As provided in the
Pooling and Servicing Agreement, the Trust Fund includes: (i) such Mortgage Loans as from time to time are subject to the Pooling
and Servicing Agreement, together with the Mortgage Files relating thereto; (ii) all scheduled or unscheduled payments on or collections
in respect of the Mortgage Loans due after the Cut Off Date (or with respect to a Qualified Substitute Mortgage Loan, the Due Date
in the month of substitution); (iii) any REO Property (but in the case of each Whole Loan, only to the extent of the Trust’s
interest in the related REO Property); (iv) all revenues received in respect of any REO Property (but in the case of each Whole
Loan, only to the extent of the Trust’s interest in the revenues received in respect of such REO Property); (v) the Master
Servicer’s and the Trustee’s rights, in each case on behalf of the Trust, under the insurance policies with respect
to the Mortgage Loans required to be maintained pursuant to the Pooling and Servicing Agreement and any proceeds thereof; (vi)
the Trustee’s rights on behalf of the Trust in any Assignment of Leases and any security agreements; (vii) the Trustee’s
rights on behalf of the Trust under any indemnities or guaranties given as additional security for any Mortgage Loan; (viii) all
of the Trustee’s and the Certificate Administrator’s rights, in each case on behalf of the Trust, in the Escrow Accounts
and Lockbox Accounts and all proceeds of the Mortgage Loans deposited in the Collection Account, each Distribution Account, the
Interest Reserve Account, the Excess Liquidation Proceeds Reserve Account and any REO Account, including any reinvestment income
thereon; (ix) the Trustee’s rights on behalf of the Trust in any environmental indemnity agreements relating to the Mortgaged
Properties; (x) the Depositor’s rights under the Loan Purchase Agreements to the extent assigned to the Trustee pursuant
to Section 2.01 of the Pooling and Servicing Agreement and (xi)  the Lower-Tier Regular Interests.


 






    	A-7-5



    	 



    

 


This Certificate does
not purport to summarize the Pooling and Servicing Agreement, and reference is made to the Pooling and Servicing Agreement for
the interests, rights, benefits, obligations and duties evidenced hereby, and the limitations thereon, and the rights, duties and
immunities of the Certificate Administrator and Trustee.


 


As provided in the
Pooling and Servicing Agreement, subject to certain restrictions on transfer set forth therein, upon surrender for registration
of transfer of any Certificate, the Certificate Administrator shall execute, authenticate and deliver, in the name of the designated
transferee or transferees, one or more new Certificates in authorized denominations, in like aggregate interest and of the same
Class.


 


Prior to due presentation
of this Certificate for registration of transfer, the Master Servicer, the Special Servicer, the Operating Advisor, the Trustee,
the Certificate Administrator, the Certificate Registrar, and any agent of the Master Servicer, the Special Servicer, the Operating
Advisor, the Trustee, the Certificate Administrator or the Certificate Registrar may treat the Person in whose name any Certificate
is registered as the owner of such Certificate for the purpose of receiving distributions as provided in the Pooling and Servicing
Agreement and for all other purposes whatsoever, and none of the Master Servicer, the Special Servicer, the Operating Advisor,
the Trustee, the Certificate Administrator, the Certificate Registrar, or any agent of the Master Servicer, the Special Servicer,
the Operating Advisor, the Trustee, the Certificate Administrator or the Certificate Registrar shall be affected by any notice
to the contrary.


 


The Pooling and Servicing
Agreement or any Custodial Agreement may be amended from time to time by the Depositor, the Master Servicer, the Special Servicer,
the Operating Advisor, the Certificate Administrator and the Trustee, without the consent of any of the Certificateholders or,
as applicable, any Companion Loan Holder:


 


		(i)	to cure any ambiguity to the extent that it does not adversely affect any holders of Certificates
or any Serviced Companion Loan Holder;



 


		(ii)	to correct or supplement any of its provisions which may be inconsistent with any other provisions
of the Pooling and Servicing Agreement or with the description thereof in the Prospectus or the Prospectus Supplement or to correct
any error;



 


		(iii)	to change the timing and/or nature of deposits in the Collection Account, the Excess Liquidation
Proceeds Reserve Account, any Distribution Account or any REO Account, provided that (A) the Master Servicer Remittance
Date shall in no event be later than the Business Day prior to the related Distribution Date and (B) the change would not
adversely affect in any material respect the interests of any Certificateholder or Serviced Companion Loan Holder, as evidenced
by an opinion of counsel (at the expense of the party requesting the amendment);



 


		(iv)	to modify, eliminate or add
to any of its provisions (A) to the extent necessary to maintain the qualification of either Trust REMIC as a REMIC or to
avoid or minimize the risk of imposition of any tax on the



 






    	A-7-6



    	 



    

 


	 	 	Trust Fund,
provided that the Trustee and the Certificate Administrator have received an opinion of counsel (at the expense of the party
requesting the amendment) to the effect that (1) the action is necessary or desirable to maintain such qualification or to
avoid or minimize such risk and (2) the action will not adversely affect in any material respect the interests of any holder of
the Certificates or, if applicable, any Serviced Companion Loan Holder, (B) to restrict (or to remove any existing restrictions
with respect to) the transfer of the Class R Certificates, provided that the Depositor has determined that the amendment
will not give rise to any tax with respect to the transfer of the Class R Certificates to a non-Permitted Transferee or (C) to
the extent necessary to comply with the Investment Company Act, the Exchange Act, Regulation AB, and/or any related regulatory
actions and/or interpretations;



 


		(v)	to make any other provisions with respect to matters or questions arising under the Pooling and
Servicing Agreement or any other change, provided that the amendment will not adversely affect in any material respect the
interests of any Certificateholder or, if applicable any Serviced Companion Loan Holder, as evidenced by an opinion of counsel;



 


		(vi)	to modify the procedures in the Pooling and Servicing Agreement relating to Rule 17g-5; provided
that such modification does not increase the obligations of the Trustee, the Certificate Administrator, the Operating Advisor,
the Master Servicer or the Special Servicer without such party’s consent (which consent may not be withheld unless such modification
would materially adversely affect such party or materially increase such party’s obligations under the Pooling and Servicing
Agreement); provided, further that notice of such modification is provided to all parties to the Pooling and Servicing
Agreement; and



 


		(vii)	to amend or supplement any provision of the Pooling and Servicing Agreement to the extent necessary
to maintain the ratings assigned to each Class of Certificates by any of the Rating Agencies, provided that the amendment
will not adversely affect in any material respect the interests of any Certificateholder or, if applicable, any Serviced Companion
Loan Holder;



 


provided that
no amendment pursuant to any of clauses (i)-(vii) above may be made that would (i) reduce the consent or consultation
rights or the right to receive information under the Pooling and Servicing Agreement of the Controlling Class Representative without
the consent of the Controlling Class Representative; (ii) reduce the consultation rights or the right to receive information under
the Pooling and Servicing Agreement of the Operating Advisor without the consent of the Operating Advisor; (iii) change in any
manner the obligations or rights of any Mortgage Loan Seller under the Pooling and Servicing Agreement or the applicable Loan Purchase
Agreement without the consent of the affected Mortgage Loan Seller; (iv) change in any manner the obligations or rights of any
Underwriter or Initial Purchaser, without the consent of the affected Underwriter or Initial Purchaser; or (v) adversely affect
any Companion Loan Holder in its capacity as such without its consent. Expenses incurred with respect to any


 






    	A-7-7



    	 



    

amendment shall be
borne by the party requesting such amendment, unless the Master Servicer, Special Servicer or Trustee is requesting an amendment
for the benefit of the Certificateholders, then such expense will be borne by the Trust.


 


The Pooling and Servicing
Agreement or any Custodial Agreement may also be amended from time to time by a writing signed by each of the Depositor, the Master
Servicer, the Special Servicer, the Operating Advisor, the Certificate Administrator and the Trustee with the consent of the Holders
of Certificates representing not less than 66-2/3% of the aggregate Percentage Interests of each Class of Certificates affected
by the amendment for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of
the Pooling and Servicing Agreement or of modifying in any manner the rights of the Certificateholders; provided, however,
that no such amendment shall:


 


		(i)	reduce in any manner the amount of, or delay the timing of, payments received on the Mortgage Loans
(or Serviced Whole Loans, if applicable) which are required to be distributed on a Certificate of any Class without the consent
of the Holder of that Certificate, or that are required to be distributed to any holder of a Serviced Companion Loan without the
consent of that holder;



 


		(ii)	reduce the aforesaid percentage of Certificates of any Class the Holders of which are required
to consent to the amendment or remove the requirement to obtain the consent of any Serviced Companion Loan Holder without the consent
of the Holders of all Certificates of that Class then-outstanding or the consent of each Serviced Companion Loan Holder, as applicable;



 


		(iii)	change in any manner the obligations or rights of any Mortgage Loan Seller under the Pooling and
Servicing Agreement or a Loan Purchase Agreement without the consent of the affected Mortgage Loan Seller;



 


		(iv)	change the definition of “Servicing Standard” without either (1) consent of 100% of
the holders of the Certificates or (2) Rating Agency Confirmation;



 


		(v)	without the consent of 100% of the Certificateholders of the Class or Classes of Certificates adversely
affected thereby, change (a) the percentages of Voting Rights of Certificateholders which are required to consent to any action
or inaction under the Pooling and Servicing Agreement, (b) the right of the Certificateholders to remove the Special Servicer
pursuant to the Pooling and Servicing Agreement or (c) the right of the Certificateholders to terminate the Operating Advisor
pursuant to the Pooling and Servicing Agreement;



 


		(vi)	adversely affect any Companion Loan Holder in its capacity as such without its consent;



 


		(vii)	adversely affect the Controlling Class Representative without the consent of 100% of the Controlling
Class Certificateholders; or



 






    	A-7-8



    	 



    

 


		(viii)	change in any manner the obligations or rights of any Underwriter or Initial Purchaser, without
the consent of the affected Underwriter or Initial Purchaser.



 


The Holders of the
Controlling Class representing greater than 50% of the Percentage Interest of the Controlling Class may effect an early termination
of the Trust Fund, upon not less than 30 days’ prior notice given to the Depositor, the Trustee, the Certificate Administrator,
the Special Servicer and Master Servicer (whereupon the Master Servicer shall notify the Companion Loan Holders) any time on or
after the Early Termination Notice Date specifying the Anticipated Termination Date, by purchasing on such date all, but not less
than all, of the Mortgage Loans (and in the case of the Serviced Whole Loans, subject to certain rights of the related Companion
Loan Holder provided for in the related Co-Lender Agreement) then included in the Trust Fund, and all property or interests in
property acquired by the Trust Fund in respect of any Mortgage Loan, at a purchase price, payable in cash, equal to (i) the sum
of (A) the aggregate Purchase Price (excluding the amount described in clause (e) of the definition of Purchase Price) of all the
Mortgage Loans (exclusive of REO Mortgage Loans) included in the Trust Fund, (B) the Appraised Value of the Trust’s portion
of each REO Property, if any, included in the Trust Fund, as determined by the Special Servicer (such Appraisals in clause (i)(B)
shall be obtained by the Special Servicer) and (C) the reasonable out-of-pocket expenses of the Master Servicer (unless the Master
Servicer is the purchaser of such Mortgage Loans), the Special Servicer (unless the Special Servicer is the purchaser of such Mortgage
Loans), the Trustee and the Certificate Administrator, as applicable, with respect to such termination, minus (ii) solely in the
case where the Master Servicer or the Special Servicer is effecting such purchase, the aggregate amount of unreimbursed Advances
made by such party, together with any interest accrued and payable to the Master Servicer or the Special Servicer, as applicable,
in respect of such Advances and any unpaid Servicing Fees or Special Servicing Fees, as applicable, remaining outstanding (which
items will be deemed to have been paid or reimbursed to the purchasing Master Servicer or the Special Servicer, as applicable,
in connection with such purchase).


 


The Holders of the
Controlling Class representing greater than 50% of the Certificate Principal Balance of the Controlling Class may (or, if such
Holders do not, the Special Servicer, or if neither such Holders nor the Special Servicer do, the Master Servicer or, if neither
such Holders nor the Special Servicer nor the Master Servicer does, any Holder of a Class R Certificate representing greater than
a 50% Percentage Interest in such Class, may also) effect such termination as provided in the prior paragraph if such party first
notifies the Controlling Class Representative and each Certifying Certificateholder, or, in the case of a termination by the Holder
of a Class R Certificate, notifies the Certificate Administrator (who shall notify each of the Controlling Class Representative,
each Certifying Certificateholder and the Master Servicer) of its intention to do so in writing within 30 days following the Early
Termination Notice Date. All costs and expenses incurred by any and all parties to the Pooling and Servicing Agreement or by the
Trust Fund in connection with the purchase of the Mortgage Loans and other assets of the Trust Fund pursuant to Section 9.01(c)
of the Pooling and Servicing Agreement shall be borne by the party exercising its purchase rights thereunder. The Certificate Administrator
shall be entitled to rely conclusively on any determination made by an Appraiser pursuant to Section 9.01(c) of the Pooling
and Servicing Agreement.


 






    	A-7-9



    	 



    

 


The respective obligations
and responsibilities of the Master Servicer, the Special Servicer, the Depositor, the Operating Advisor, the Certificate Administrator
and the Trustee created hereby with respect to the Certificates, the Mortgage Loans and the Serviced Companion Loans (other than
the obligation to make certain payments and to send certain notices to Certificateholders as set forth in the Pooling and Servicing
Agreement and to make any required remittances to the Serviced Companion Loan Holders in the month in which the final Distribution
Date occurs) shall terminate immediately following the earlier to occur of (i) the purchase by the Holders of the Controlling Class,
the Special Servicer, the Master Servicer or the Holders of the Class R Certificates of all the Mortgage Loans and REO Properties
(or interests therein) then included in the Trust Fund pursuant to Section 9.01(c) of the Pooling and Servicing Agreement, (ii)
the voluntary exchange by the Remaining Certificateholder of its Certificates for all the Mortgage Loans and REO Properties (or
interests therein) then included in the Trust Fund pursuant to Section 9.01(h) of the Pooling and Servicing Agreement and (iii)
the final payment or other liquidation (or any advance with respect thereto) of the last Mortgage Loan or REO Property (or interest
therein) contained in the Trust Fund; provided, however, that in no event shall the trust created thereby continue
beyond the expiration of twenty-one years from the death of the last survivor of the descendants of Joseph P. Kennedy, the late
ambassador of the United States to the United Kingdom, living on the date of the Pooling and Servicing Agreement. All such payments
as contemplated by the preceding paragraph shall be deposited into the Collection Account by the Master Servicer or Special Servicer,
as applicable promptly following receipt thereof.


 


Unless the Certificate
of Authentication on this Certificate has been executed by the Certificate Administrator or on its behalf by the Authenticating
Agent, by manual signature, this Certificate shall not be entitled to any benefit under the Pooling and Servicing Agreement or
be valid for any purpose.


 




    	A-7-10



    	 



    

 









IN
WITNESS WHEREOF, the Certificate Administrator has caused this Class X-B Certificate to be duly executed.

	 	 	 
	 	WELLS
                                         FARGO BANK, NATIONAL ASSOCIATION,


	 	not
                                         in its individual capacity but solely as Certificate Administrator


	 	 	 
	 	By:
                                         

	 
	 	 	Authorized
                                         Signatory








Dated:
______________


CERTIFICATE OF AUTHENTICATION


This
is one of the Class X-B Certificates referred to in the Pooling and Servicing Agreement.


Dated:
______________


	 	 	 
	 	WELLS
                                         FARGO BANK, NATIONAL ASSOCIATION,


	 	not
                                         in its individual capacity but solely as Authenticating Agent


	 	 	 
	 	By:
                                         

	 
	 	 	Authorized
                                         Signatory









    	A-7-11



    	 



    








ASSIGNMENT


 


FOR
VALUE RECEIVED, the undersigned (“Assignor(s)”) hereby sell(s), assign(s) and transfer(s) unto ____________________________________________________
______________________________ (please print or typewrite name(s) and address(es), including postal zip code(s) of assignee(s))
(“Assignee(s)”) the entire Percentage Interest represented by the within Class X-B Certificate and hereby authorize(s)
the registration of transfer of such interest to Assignee(s) on the Certificate Register of the Trust Fund. 


I
(we) further direct the Certificate Registrar to issue a new Class X-B Certificate of the entire Percentage Interest represented
by the within Class X-B Certificates to the above-named Assignee(s) and to deliver such Class X-B Certificate to the following
address: 


Date:
_________________


	 	 
	 	Signature by or on behalf of Assignor(s)


	 	 
	 	Taxpayer Identification Number










    	A-7-12



    	 



    





DISTRIBUTION
INSTRUCTIONS


The
Assignee(s) should include the following for purposes of distribution: 


Address
of the Assignee(s) for the purpose of receiving notices and distributions: ___________________________________________________________
______________________________________________________________________________________________________________________________
Distributions, if being made by wire transfer in immediately available funds to __________________________ for the account of
__________________________ account number ____________________________. This information is provided by ______________________________,
the Assignee(s) named above or ____________________________________ as its (their) agent.

	 	 	 
	 	By:

	 
	 	 	[Please print or type name(s)]


	 	 	 
	 	 	Title


	 	 	 
	 	 	Taxpayer
                                         Identification Number









    	A-7-13



    	 



    





EXHIBIT
A-8


 


CSAIL 2015-C4
COMMERCIAL MORTGAGE TRUST,

COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES

SERIES 2015-C4, CLASS X-F


 


[THIS CERTIFICATE IS A TEMPORARY REGULATION
S GLOBAL CERTIFICATE FOR PURPOSES OF REGULATION S UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES
ACT”). NEITHER THIS TEMPORARY REGULATION S GLOBAL CERTIFICATE NOR ANY INTEREST HEREIN MAY BE OFFERED, SOLD OR DELIVERED,
EXCEPT AS PERMITTED UNDER THE POOLING AND SERVICING AGREEMENT REFERRED TO BELOW.


 


NO BENEFICIAL OWNERS OF THIS TEMPORARY
REGULATION S GLOBAL CERTIFICATE SHALL BE ENTITLED TO RECEIVE PAYMENTS OF PRINCIPAL OR INTEREST HEREON UNLESS THE REQUIRED CERTIFICATIONS
HAVE BEEN DELIVERED PURSUANT TO THE TERMS OF THE POOLING AND SERVICING AGREEMENT.]1


 


[UNLESS THIS CERTIFICATE IS PRESENTED BY
AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), TO THE CERTIFICATE REGISTRAR
FOR REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN
SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER
ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE
BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.]2


 


[TRANSFERS OF THIS GLOBAL CERTIFICATE
SHALL BE LIMITED TO TRANSFERS IN WHOLE, BUT NOT IN PART, TO NOMINEES OF DTC OR A SUCCESSOR THEREOF OR SUCH SUCCESSOR’S NOMINEE,
AND TRANSFERS OF BENEFICIAL INTERESTS IN THIS GLOBAL CERTIFICATE SHALL BE LIMITED TO TRANSFERS MADE IN ACCORDANCE WITH THE RESTRICTIONS
SET FORTH IN THE POOLING AND SERVICING AGREEMENT REFERRED TO BELOW.]3


 


THIS CERTIFICATE DOES NOT REPRESENT AN
INTEREST IN OR OBLIGATION OF THE DEPOSITOR, THE SPONSORS, THE ORIGINATORS, THE MASTER SERVICER, THE SPECIAL SERVICER, THE TRUSTEE,
THE CERTIFICATE ADMINISTRATOR, THE OPERATING ADVISOR, THE CONTROLLING CLASS REPRESENTATIVE, THE COMPANION LOAN HOLDERS, THE INITIAL
PURCHASERS OR ANY OF THEIR


 





 



 


		1	Temporary
                                         Regulation S Global Certificate legend.



 


		2	Legend
                                         required as long as DTC is the Depository under the Pooling and Servicing Agreement.



 


		3	Global
                                         Certificate legend.







 






    	A-8-1



    	 



    

 


RESPECTIVE AFFILIATES. NEITHER THE CERTIFICATES NOR THE UNDERLYING MORTGAGE LOANS ARE INSURED OR GUARANTEED
BY ANY GOVERNMENTAL AGENCY OR INSTRUMENTALITY OR PRIVATE INSURER.


 


THE NOTIONAL AMOUNT OF
THIS CERTIFICATE WILL BE REDUCED IN CONNECTION WITH THE REDUCTION OF THE CERTIFICATE PRINCIPAL AMOUNT OF THE CLASS F CERTIFICATES.
ACCORDINGLY, THE NOTIONAL AMOUNT OF THIS CERTIFICATE AT ANY TIME MAY BE LESS THAN THE INITIAL NOTIONAL AMOUNT SET FORTH BELOW.


 


THIS CERTIFICATE HAS NOT BEEN AND WILL
NOT BE REGISTERED OR QUALIFIED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE
OR FOREIGN SECURITIES LAW. THE HOLDER HEREOF, BY PURCHASING THIS CERTIFICATE, AGREES THAT THIS CERTIFICATE MAY BE REOFFERED, RESOLD,
PLEDGED OR OTHERWISE TRANSFERRED ONLY (A)(1) PURSUANT TO RULE 144A UNDER THE SECURITIES ACT (“RULE 144A”)
TO A PERSON THAT THE HOLDER REASONABLY BELIEVES IS A “QUALIFIED INSTITUTIONAL BUYER” WITHIN THE MEANING OF RULE 144A
(A “QIB”), OR IS PURCHASING FOR THE ACCOUNT OF A QIB, AND WHOM THE HOLDER HAS INFORMED THAT THE REOFFER, RESALE,
PLEDGE, OR OTHER TRANSFER IS BEING MADE IN RELIANCE ON RULE 144A, (2) TO A NON-“U.S. PERSON” IN AN “OFFSHORE
TRANSACTION”, AS SUCH TERMS ARE DEFINED IN, AND IN ACCORDANCE WITH RULE 903 OR RULE 904 OF, REGULATION S UNDER THE SECURITIES
ACT, OR (3) TO AN INSTITUTIONAL “ACCREDITED INVESTOR” WITHIN THE MEANING OF RULE 501(a)(1), (2), (3) OR (7)
OF REGULATION D UNDER THE SECURITIES ACT, OR ANY ENTITY IN WHICH ALL OF THE EQUITY OWNERS COME WITHIN RULE 501(a)(1), (2),
(3) OR (7) OF REGULATION D UNDER THE SECURITIES ACT, THAT IS NOT A QIB, AND (B) IN EACH CASE IN ACCORDANCE WITH FEDERAL SECURITIES
LAWS, AND ANY APPLICABLE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES OR ANY OTHER APPLICABLE JURISDICTION.


 


THIS CLASS X-F CERTIFICATE
WILL NOT BE ENTITLED TO RECEIVE DISTRIBUTIONS OF PRINCIPAL.


 


THIS CERTIFICATE REPRESENTS A “REGULAR
INTEREST” IN A “REAL ESTATE MORTGAGE INVESTMENT CONDUIT,” AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS
860G(a)(1) AND 860D OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED.


 




    	A-8-2



    	 



    

 


CSAIL 2015-C4
COMMERCIAL MORTGAGE TRUST,

COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES

SERIES 2015-C4, CLASS X-F


 


	Pass-Through Rate:  Variable IO1	 	 
	 	 	 
	First Distribution Date: December 17, 2015	 	Cut-Off Date:  With respect to each Mortgage Loan, the Due Date in November, 2015 for that Mortgage Loan (or, in the case of any Mortgage Loan that has its first Due Date in December, 2015, the date that would have been its Due Date in November, 2015 under the terms of that Mortgage Loan if a monthly payment were scheduled to be due in that month).
	 	 	 
	Aggregate Initial Notional Amount of the Class X-F Certificates:  $22,317,000	 	 
	 	 	 





	
        CUSIP:  12635R
AE82

U2288D AC13

12635R AF54

         

        
	 	
        Initial Notional Amount of this Certificate:

         

        $[    ]

	
        ISIN:    US12635RAE805

USU2288DAC126

US12635RAF557  
	 	 
	 	 	 
	
        Common Code: 1325624408 

        1325628909 
	 	 



 





 



 


1
The initial approximate Pass-Through Rate as of the Closing Date is 1.0858%.


 


2
For Rule 144A Certificates


 


3
For Regulation S Certificates


 


4
For IAI Certificates


 


5
For Rule 144A Certificates


 


6
For Regulation S Certificates


 


7
For IAI Certificates


 


8
For Rule 144A Certificates


 


9
For Regulation S Certificates



 



    	A-8-3



    	 



    

 





	No.:  [X-F-1][X-F-S-1]	 	 


 


This certifies that
[           ] is the registered owner of a beneficial ownership interest
in a Trust Fund, including the distributions to be made with respect to the Class X-F Certificates. The Trust Fund, described more
fully below, consists primarily of a pool of Mortgage Loans secured by first liens on commercial, multifamily and manufactured
housing community properties and held in trust by the Trustee and serviced by the Master Servicer. The Trust Fund was created,
and the Mortgage Loans are to be serviced, pursuant to the Pooling and Servicing Agreement (as defined below). The Holder of this
Certificate, by virtue of the acceptance hereof, assents to the terms, provisions and conditions of the Pooling and Servicing Agreement
and is bound thereby. In the event that there is any conflict between any provision of this Certificate and any provision of the
Pooling and Servicing Agreement, such provision of this Certificate shall be superseded to the extent of such inconsistency. Also
issued under the Pooling and Servicing Agreement are the Class A-1, Class A-2, Class A-3, Class A-4, Class A-SB, Class X-A, Class
X-B, Class X-G, Class X-NR, Class A-S, Class B, Class C, Class D, Class X-D, Class E, Class F, Class G, Class NR and Class R Certificates
(together with the Class X-F Certificates, the “Certificates”; the Holders of Certificates are collectively
referred to herein as “Certificateholders”).


 


This Certificate is
issued pursuant to, and in accordance with, the terms of a Pooling and Servicing Agreement dated as of November 1, 2015 (the “Pooling
and Servicing Agreement”), by and among Credit Suisse First Boston Mortgage Securities Corp., as Depositor, Wells Fargo
Bank, National Association, as Certificate Administrator, Wilmington Trust, National Association, as Trustee, Pentalpha Surveillance
LLC, as Operating Advisor, Wells Fargo Bank, National Association, as Master Servicer, and Midland Loan Services, a Division of
PNC Bank, National Association, as Special Servicer. To the extent not defined herein, capitalized terms used herein shall have
the meanings assigned thereto in the Pooling and Servicing Agreement.


 


This Certificate represents
a “regular interest” in a “real estate mortgage investment conduit,” as those terms are defined, respectively,
in Sections 860G(a)(1) and 860D of the Internal Revenue Code of 1986, as amended.


 


The Certificate Administrator
makes no representation or warranty as to any of the statements contained herein or the validity or sufficiency of the Certificates
or the Mortgage Loans and has executed this Certificate in its limited capacity as Certificate Administrator under the Pooling
and Servicing Agreement.


 


Pursuant to the terms
of the Pooling and Servicing Agreement, the Certificate Administrator will distribute (other than the final distribution on any
Certificate), on the 4th Business Day following the determination date of each month, commencing in December 2015 (each such date,
a “Distribution Date”), to the Person in whose name this Certificate is registered as of the related Record
Date, an amount equal to such Person’s pro rata share (based on the Percentage Interest represented by this Certificate)
of that portion of the aggregate amount of interest then distributable, if any, allocable to the Class X-F Certificates for such
Distribution Date, all as more fully described in the Pooling and Servicing Agreement.


 


Interest accrued on
this Certificate during an Interest Accrual Period, plus the aggregate unpaid Interest Shortfall with respect to this Certificate,
if any, will be payable on the related


 






    	A-8-4



    	 



    

 


Distribution
Date to the extent provided in the Pooling and Servicing Agreement. The “Interest Accrual Period” with respect
to any Distribution Date and with respect to the Class X-F Certificates is the calendar month preceding the month in which such
Distribution Date occurs and is assumed to consist of 30 days.


 


All distributions
(other than the final distribution on any Certificate) will be made by the Certificate Administrator to the persons in whose names
the Certificates are registered at the close of business on each Record Date, which will be the close of business on the last day
of the month immediately preceding the month in which such Distribution Date occurs, or if such day is not a Business Day, the
immediately preceding Business Day. Distributions are required to be made (a) by wire transfer of immediately available funds to
the account of such Certificateholder at a bank or other entity located in the United States and having appropriate facilities
therefor, if such Certificateholder provides the Certificate Administrator with wiring instructions no less than five Business
Days prior to the related Record Date, or otherwise (b) by check mailed to such Certificateholder. The final distribution on each
Certificate shall be made in like manner, but only upon presentment and surrender of such Certificate at the office of the Certificate
Administrator or its agent (which may be the Paying Agent or the Certificate Registrar acting as such agent) that is specified
in the notice to Certificateholders of such final distribution.


 


Any funds not distributed
on the Termination Date because of the failure of any Certificateholders to tender their Certificates shall be set aside and held
in trust for the account of the appropriate non-tendering Certificateholders, whereupon the Trust Fund shall terminate. If any
Certificates as to which notice of the Termination Date has been given pursuant to Section 9.01 of the Pooling and Servicing Agreement
shall not have been surrendered for cancellation within six months after the time specified in such notice, the Certificate Administrator
shall mail a second notice to the remaining Certificateholders, at their last addresses shown in the Certificate Register, to surrender
their Certificates for cancellation in order to receive, from such funds held, the final distribution with respect thereto. If
within one year after the second notice any Certificate shall not have been surrendered for cancellation, the Certificate Administrator
may, directly or through an agent, take appropriate steps to contact the remaining Certificateholders concerning surrender of their
Certificates. The costs and expenses of maintaining such funds and of contacting Certificateholders shall be paid out of the assets
which remain held. If within two years after the second notice any Certificates shall not have been surrendered for cancellation,
the Paying Agent shall pay to the Class R Certificateholders all amounts distributable to the Holders thereof. No interest shall
accrue or be payable to any Certificateholder on any amount held as a result of such Certificateholder’s failure to surrender
its Certificate(s) for final payment thereof in accordance with Section 9.01 of the Pooling and Servicing Agreement.


 


This Certificate is
limited in right of payment to, among other things, certain collections and recoveries in respect of the Mortgage Loans, as more
specifically set forth herein and in the Pooling and Servicing Agreement.


 


As provided in the
Pooling and Servicing Agreement, the Trust Fund includes: (i) such Mortgage Loans as from time to time are subject to the Pooling
and Servicing Agreement, together with the Mortgage Files relating thereto; (ii) all scheduled or unscheduled payments on or collections
in respect of the Mortgage Loans due after the Cut Off Date (or with respect to a Qualified Substitute Mortgage Loan, the Due Date
in the month of substitution); (iii) any REO


 






    	A-8-5



    	 



    

 


Property
(but in the case of each Whole Loan, only to the extent of the Trust’s interest in the related REO Property); (iv) all revenues
received in respect of any REO Property (but in the case of each Whole Loan, only to the extent of the Trust’s interest
in the revenues received in respect of such REO Property); (v) the Master Servicer’s and the Trustee’s rights, in
each case on behalf of the Trust, under the insurance policies with respect to the Mortgage Loans required to be maintained pursuant
to the Pooling and Servicing Agreement and any proceeds thereof; (vi) the Trustee’s rights on behalf of the Trust in any
Assignment of Leases and any security agreements; (vii) the Trustee’s rights on behalf of the Trust under any indemnities
or guaranties given as additional security for any Mortgage Loan; (viii) all of the Trustee’s and the Certificate Administrator’s
rights, in each case on behalf of the Trust, in the Escrow Accounts and Lockbox Accounts and all proceeds of the Mortgage Loans
deposited in the Collection Account, each Distribution Account, the Interest Reserve Account, the Excess Liquidation Proceeds
Reserve Account and any REO Account, including any reinvestment income thereon; (ix) the Trustee’s rights on behalf of the
Trust in any environmental indemnity agreements relating to the Mortgaged Properties; (x) the Depositor’s rights under
the Loan Purchase Agreements to the extent assigned to the Trustee pursuant to Section 2.01 of the Pooling and Servicing
Agreement and (xi)  the Lower-Tier Regular Interests.


 


This Certificate does
not purport to summarize the Pooling and Servicing Agreement, and reference is made to the Pooling and Servicing Agreement for
the interests, rights, benefits, obligations and duties evidenced hereby, and the limitations thereon, and the rights, duties and
immunities of the Certificate Administrator and Trustee.


 


As provided in the
Pooling and Servicing Agreement, subject to certain restrictions on transfer set forth therein, upon surrender for registration
of transfer of any Certificate, the Certificate Administrator shall execute, authenticate and deliver, in the name of the designated
transferee or transferees, one or more new Certificates in authorized denominations, in like aggregate interest and of the same
Class.


 


Prior to due presentation
of this Certificate for registration of transfer, the Master Servicer, the Special Servicer, the Operating Advisor, the Trustee,
the Certificate Administrator, the Certificate Registrar, and any agent of the Master Servicer, the Special Servicer, the Operating
Advisor, the Trustee, the Certificate Administrator or the Certificate Registrar may treat the Person in whose name any Certificate
is registered as the owner of such Certificate for the purpose of receiving distributions as provided in the Pooling and Servicing
Agreement and for all other purposes whatsoever, and none of the Master Servicer, the Special Servicer, the Operating Advisor,
the Trustee, the Certificate Administrator, the Certificate Registrar, or any agent of the Master Servicer, the Special Servicer,
the Operating Advisor, the Trustee, the Certificate Administrator or the Certificate Registrar shall be affected by any notice
to the contrary.


 


The Pooling and Servicing
Agreement or any Custodial Agreement may be amended from time to time by the Depositor, the Master Servicer, the Special Servicer,
the Operating Advisor, the Certificate Administrator and the Trustee, without the consent of any of the Certificateholders or,
as applicable, any Companion Loan Holder:


 






    	A-8-6



    	 



    

 


		(i)	to cure any ambiguity to the extent that it does not adversely affect any holders of Certificates
or any Serviced Companion Loan Holder;



 


		(ii)	to correct or supplement any of its provisions which may be inconsistent with any other provisions
of the Pooling and Servicing Agreement or with the description thereof in the Prospectus or the Prospectus Supplement or to correct
any error;



 


		(iii)	to change the timing and/or nature of deposits in the Collection Account, the Excess Liquidation
Proceeds Reserve Account, any Distribution Account or any REO Account, provided that (A) the Master Servicer Remittance
Date shall in no event be later than the Business Day prior to the related Distribution Date and (B) the change would not
adversely affect in any material respect the interests of any Certificateholder or Serviced Companion Loan Holder, as evidenced
by an opinion of counsel (at the expense of the party requesting the amendment);



 


		(iv)	to modify, eliminate or add to any of its provisions (A) to the extent necessary to maintain
the qualification of either Trust REMIC as a REMIC or to avoid or minimize the risk of imposition of any tax on the Trust Fund,
provided that the Trustee and the Certificate Administrator have received an opinion of counsel (at the expense of the party
requesting the amendment) to the effect that (1) the action is necessary or desirable to maintain such qualification or to
avoid or minimize such risk and (2) the action will not adversely affect in any material respect the interests of any holder of
the Certificates or, if applicable, any Serviced Companion Loan Holder, (B) to restrict (or to remove any existing restrictions
with respect to) the transfer of the Class R Certificates, provided that the Depositor has determined that the amendment
will not give rise to any tax with respect to the transfer of the Class R Certificates to a non-Permitted Transferee or (C) to
the extent necessary to comply with the Investment Company Act, the Exchange Act, Regulation AB, and/or any related regulatory
actions and/or interpretations;



 


		(v)	to make any other provisions with respect to matters or questions arising under the Pooling and
Servicing Agreement or any other change, provided that the amendment will not adversely affect in any material respect the
interests of any Certificateholder or, if applicable any Serviced Companion Loan Holder, as evidenced by an opinion of counsel;



 


		(vi)	to modify the procedures in
the Pooling and Servicing Agreement relating to Rule 17g-5; provided that such modification does not increase the
obligations of the Trustee, the Certificate Administrator, the Operating Advisor, the Master Servicer or the Special Servicer
without such party’s consent (which consent may not be withheld unless such modification would materially adversely affect
such party or materially increase such party’s obligations under the Pooling and Servicing Agreement); provided,



 






    	A-8-7



    	 



    

 


	 	 	further that notice of such modification is provided to all parties to the Pooling and Servicing
Agreement; and



 


		(vii)	to amend or supplement any provision of the Pooling and Servicing Agreement to the extent necessary
to maintain the ratings assigned to each Class of Certificates by any of the Rating Agencies, provided that the amendment
will not adversely affect in any material respect the interests of any Certificateholder or, if applicable, any Serviced Companion
Loan Holder;



 


provided that
no amendment pursuant to any of clauses (i)-(vii) above may be made that would (i) reduce the consent or consultation
rights or the right to receive information under the Pooling and Servicing Agreement of the Controlling Class Representative without
the consent of the Controlling Class Representative; (ii) reduce the consultation rights or the right to receive information under
the Pooling and Servicing Agreement of the Operating Advisor without the consent of the Operating Advisor; (iii) change in any
manner the obligations or rights of any Mortgage Loan Seller under the Pooling and Servicing Agreement or the applicable Loan Purchase
Agreement without the consent of the affected Mortgage Loan Seller; (iv) change in any manner the obligations or rights of any
Underwriter or Initial Purchaser, without the consent of the affected Underwriter or Initial Purchaser; or (v) adversely affect
any Companion Loan Holder in its capacity as such without its consent. Expenses incurred with respect to any amendment shall be
borne by the party requesting such amendment, unless the Master Servicer, Special Servicer or Trustee is requesting an amendment
for the benefit of the Certificateholders, then such expense will be borne by the Trust.


 


The Pooling and Servicing
Agreement or any Custodial Agreement may also be amended from time to time by a writing signed by each of the Depositor, the Master
Servicer, the Special Servicer, the Operating Advisor, the Certificate Administrator and the Trustee with the consent of the Holders
of Certificates representing not less than 66-2/3% of the aggregate Percentage Interests of each Class of Certificates affected
by the amendment for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of
the Pooling and Servicing Agreement or of modifying in any manner the rights of the Certificateholders; provided, however,
that no such amendment shall:


 






    	A-8-8



    	 



    

 


		(i)	reduce in any manner the amount of, or delay the timing of, payments received on the Mortgage Loans
(or Serviced Whole Loans, if applicable) which are required to be distributed on a Certificate of any Class without the consent
of the Holder of that Certificate, or that are required to be distributed to any holder of a Serviced Companion Loan without the
consent of that holder;



 


		(ii)	reduce the aforesaid percentage of Certificates of any Class the Holders of which are required
to consent to the amendment or remove the requirement to obtain the consent of any Serviced Companion Loan Holder without the consent
of the Holders of all Certificates of that Class then-outstanding or the consent of each Serviced Companion Loan Holder, as applicable;



 


		(iii)	change in any manner the obligations or rights of any Mortgage Loan Seller under the Pooling and
Servicing Agreement or a Loan Purchase Agreement without the consent of the affected Mortgage Loan Seller;



 


		(iv)	change the definition of “Servicing Standard” without either (1) consent of 100% of
the holders of the Certificates or (2) Rating Agency Confirmation;



 


		(v)	without the consent of 100% of the Certificateholders of the Class or Classes of Certificates adversely
affected thereby, change (a) the percentages of Voting Rights of Certificateholders which are required to consent to any action
or inaction under the Pooling and Servicing Agreement, (b) the right of the Certificateholders to remove the Special Servicer
pursuant to the Pooling and Servicing Agreement or (c) the right of the Certificateholders to terminate the Operating Advisor
pursuant to the Pooling and Servicing Agreement;



 


		(vi)	adversely affect any Companion Loan Holder in its capacity as such without its consent;



 


		(vii)	adversely affect the Controlling Class Representative without the consent of 100% of the Controlling
Class Certificateholders; or



 


		(viii)	change in any manner the obligations or rights of any Underwriter or Initial Purchaser, without
the consent of the affected Underwriter or Initial Purchaser.



 


The Holders of the
Controlling Class representing greater than 50% of the Percentage Interest of the Controlling Class may effect an early termination
of the Trust Fund, upon not less than 30 days’ prior notice given to the Depositor, the Trustee, the Certificate Administrator,
the Special Servicer and Master Servicer (whereupon the Master Servicer shall notify the Companion Loan Holders) any time on or
after the Early Termination Notice Date specifying the Anticipated Termination Date, by purchasing on such date all, but not less
than all, of the Mortgage Loans (and in the case of the Serviced Whole Loans, subject to certain rights of the related Companion
Loan Holder provided for in the related Co-Lender Agreement) then included


 






    	A-8-9



    	 



    

 


in
the Trust Fund, and all property or interests in property acquired by the Trust Fund in respect of any Mortgage Loan, at a purchase
price, payable in cash, equal to (i) the sum of (A) the aggregate Purchase Price (excluding the amount described in clause (e)
of the definition of Purchase Price) of all the Mortgage Loans (exclusive of REO Mortgage Loans) included in the Trust Fund, (B)
the Appraised Value of the Trust’s portion of each REO Property, if any, included in the Trust Fund, as determined by the
Special Servicer (such Appraisals in clause (i)(B) shall be obtained by the Special Servicer) and (C) the reasonable out-of-pocket
expenses of the Master Servicer (unless the Master Servicer is the purchaser of such Mortgage Loans), the Special Servicer (unless
the Special Servicer is the purchaser of such Mortgage Loans), the Trustee and the Certificate Administrator, as applicable, with
respect to such termination, minus (ii) solely in the case where the Master Servicer or the Special Servicer is effecting such
purchase, the aggregate amount of unreimbursed Advances made by such party, together with any interest accrued and payable to
the Master Servicer or the Special Servicer, as applicable, in respect of such Advances and any unpaid Servicing Fees or Special
Servicing Fees, as applicable, remaining outstanding (which items will be deemed to have been paid or reimbursed to the purchasing
Master Servicer or the Special Servicer, as applicable, in connection with such purchase).


 


The Holders of the
Controlling Class representing greater than 50% of the Certificate Principal Balance of the Controlling Class may (or, if such
Holders do not, the Special Servicer, or if neither such Holders nor the Special Servicer do, the Master Servicer or, if neither
such Holders nor the Special Servicer nor the Master Servicer does, any Holder of a Class R Certificate representing greater than
a 50% Percentage Interest in such Class, may also) effect such termination as provided in the prior paragraph if such party first
notifies the Controlling Class Representative and each Certifying Certificateholder, or, in the case of a termination by the Holder
of a Class R Certificate, notifies the Certificate Administrator (who shall notify each of the Controlling Class Representative,
each Certifying Certificateholder and the Master Servicer) of its intention to do so in writing within 30 days following the Early
Termination Notice Date. All costs and expenses incurred by any and all parties to the Pooling and Servicing Agreement or by the
Trust Fund in connection with the purchase of the Mortgage Loans and other assets of the Trust Fund pursuant to Section 9.01(c)
of the Pooling and Servicing Agreement shall be borne by the party exercising its purchase rights thereunder. The Certificate Administrator
shall be entitled to rely conclusively on any determination made by an Appraiser pursuant to Section 9.01(c) of the Pooling
and Servicing Agreement.


 


The respective obligations
and responsibilities of the Master Servicer, the Special Servicer, the Depositor, the Operating Advisor, the Certificate Administrator
and the Trustee created hereby with respect to the Certificates, the Mortgage Loans and the Serviced Companion Loans (other than
the obligation to make certain payments and to send certain notices to Certificateholders as set forth in the Pooling and Servicing
Agreement and to make any required remittances to the Serviced Companion Loan Holders in the month in which the final Distribution
Date occurs) shall terminate immediately following the earlier to occur of (i) the purchase by the Holders of the Controlling Class,
the Special Servicer, the Master Servicer or the Holders of the Class R Certificates of all the Mortgage Loans and REO Properties
(or interests therein) then included in the Trust Fund pursuant to Section 9.01(c) of the Pooling and Servicing Agreement, (ii)
the voluntary exchange by the Remaining Certificateholder of its Certificates for all the Mortgage Loans and REO Properties (or
interests therein) then included in the Trust Fund


 






    	A-8-10



    	 



    

 


pursuant
to Section 9.01(h) of the Pooling and Servicing Agreement and (iii) the final payment or other liquidation (or any advance with
respect thereto) of the last Mortgage Loan or REO Property (or interest therein) contained in the Trust Fund; provided,
however, that in no event shall the trust created thereby continue beyond the expiration of twenty-one years from the death
of the last survivor of the descendants of Joseph P. Kennedy, the late ambassador of the United States to the United Kingdom,
living on the date of the Pooling and Servicing Agreement. All such payments as contemplated by the preceding paragraph shall
be deposited into the Collection Account by the Master Servicer or Special Servicer, as applicable promptly following receipt
thereof.


 


Unless the Certificate
of Authentication on this Certificate has been executed by the Certificate Administrator or on its behalf by the Authenticating
Agent, by manual signature, this Certificate shall not be entitled to any benefit under the Pooling and Servicing Agreement or
be valid for any purpose.


 




    	A-8-11



    	 



    

 






IN
WITNESS WHEREOF, the Certificate Administrator has caused this Class X-F Certificate to be duly executed.

	 	 	 
	 	WELLS
                                         FARGO BANK, NATIONAL ASSOCIATION,


	 	not
                                         in its individual capacity but solely as Certificate Administrator


	 	 	 
	 	By:
                                         

	 
	 	 	Authorized
                                         Signatory








Dated:
______________


CERTIFICATE OF AUTHENTICATION


This
is one of the Class X-F Certificates referred to in the Pooling and Servicing Agreement.


Dated:
______________


	 	 	 
	 	WELLS
                                         FARGO BANK, NATIONAL ASSOCIATION,


	 	not
                                         in its individual capacity but solely as Authenticating Agent


	 	 	 
	 	By:
                                         

	 
	 	 	Authorized
                                         Signatory









    	A-8-12



    	 



    








ASSIGNMENT


 


FOR
VALUE RECEIVED, the undersigned (“Assignor(s)”) hereby sell(s), assign(s) and transfer(s) unto ____________________________________________________
______________________________ (please print or typewrite name(s) and address(es), including postal zip code(s) of assignee(s))
(“Assignee(s)”) the entire Percentage Interest represented by the within Class X-F Certificate and hereby authorize(s)
the registration of transfer of such interest to Assignee(s) on the Certificate Register of the Trust Fund. 


I
(we) further direct the Certificate Registrar to issue a new Class X-F Certificate of the entire Percentage Interest represented
by the within Class X-F Certificates to the above-named Assignee(s) and to deliver such Class X-F Certificate to the following
address: 


Date:
_________________


	 	 
	 	Signature by or on behalf of Assignor(s)


	 	 
	 	Taxpayer Identification Number










    	A-8-13



    	 



    





DISTRIBUTION
INSTRUCTIONS


The
Assignee(s) should include the following for purposes of distribution: 


Address
of the Assignee(s) for the purpose of receiving notices and distributions: ___________________________________________________________
______________________________________________________________________________________________________________________________
Distributions, if being made by wire transfer in immediately available funds to __________________________ for the account of
__________________________ account number ____________________________. This information is provided by ______________________________,
the Assignee(s) named above or ____________________________________ as its (their) agent.

	 	 	 
	 	By:

	 
	 	 	[Please print or type name(s)]


	 	 	 
	 	 	Title


	 	 	 
	 	 	Taxpayer
                                         Identification Number









    	A-8-14



    	 



    





EXHIBIT
A-9


 


CSAIL 2015-C4
COMMERCIAL MORTGAGE TRUST,

COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES

SERIES 2015-C4, CLASS X-G


 


[THIS CERTIFICATE IS A TEMPORARY REGULATION
S GLOBAL CERTIFICATE FOR PURPOSES OF REGULATION S UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES
ACT”). NEITHER THIS TEMPORARY REGULATION S GLOBAL CERTIFICATE NOR ANY INTEREST HEREIN MAY BE OFFERED, SOLD OR DELIVERED,
EXCEPT AS PERMITTED UNDER THE POOLING AND SERVICING AGREEMENT REFERRED TO BELOW.


 


NO BENEFICIAL OWNERS OF THIS TEMPORARY
REGULATION S GLOBAL CERTIFICATE SHALL BE ENTITLED TO RECEIVE PAYMENTS OF PRINCIPAL OR INTEREST HEREON UNLESS THE REQUIRED CERTIFICATIONS
HAVE BEEN DELIVERED PURSUANT TO THE TERMS OF THE POOLING AND SERVICING AGREEMENT.]1


 


[UNLESS THIS CERTIFICATE IS PRESENTED BY
AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), TO THE CERTIFICATE REGISTRAR
FOR REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN
SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER
ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE
BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.]2


 


[TRANSFERS OF THIS GLOBAL CERTIFICATE
SHALL BE LIMITED TO TRANSFERS IN WHOLE, BUT NOT IN PART, TO NOMINEES OF DTC OR A SUCCESSOR THEREOF OR SUCH SUCCESSOR’S NOMINEE,
AND TRANSFERS OF BENEFICIAL INTERESTS IN THIS GLOBAL CERTIFICATE SHALL BE LIMITED TO TRANSFERS MADE IN ACCORDANCE WITH THE RESTRICTIONS
SET FORTH IN THE POOLING AND SERVICING AGREEMENT REFERRED TO BELOW.]3


 


THIS CERTIFICATE DOES NOT REPRESENT AN
INTEREST IN OR OBLIGATION OF THE DEPOSITOR, THE SPONSORS, THE ORIGINATORS, THE MASTER SERVICER, THE SPECIAL SERVICER, THE TRUSTEE,
THE CERTIFICATE ADMINISTRATOR, THE OPERATING ADVISOR, THE CONTROLLING CLASS REPRESENTATIVE, THE COMPANION LOAN HOLDERS, THE INITIAL
PURCHASERS OR ANY OF THEIR


 











 



 


		1	Temporary
                                         Regulation S Global Certificate legend.



 


		2	Legend
                                         required as long as DTC is the Depository under the Pooling and Servicing Agreement.



 


		3	Global
                                         Certificate legend.







 






    	A-9-1



    	 



    

 


RESPECTIVE AFFILIATES. NEITHER THE CERTIFICATES NOR THE UNDERLYING MORTGAGE LOANS ARE INSURED OR GUARANTEED
BY ANY GOVERNMENTAL AGENCY OR INSTRUMENTALITY OR PRIVATE INSURER.


 


THE NOTIONAL AMOUNT OF
THIS CERTIFICATE WILL BE REDUCED IN CONNECTION WITH THE REDUCTION OF THE CERTIFICATE PRINCIPAL AMOUNT OF THE CLASS F CERTIFICATES.
ACCORDINGLY, THE NOTIONAL AMOUNT OF THIS CERTIFICATE AT ANY TIME MAY BE LESS THAN THE INITIAL NOTIONAL AMOUNT SET FORTH BELOW.


 


THIS CERTIFICATE HAS NOT BEEN AND WILL
NOT BE REGISTERED OR QUALIFIED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE
OR FOREIGN SECURITIES LAW. THE HOLDER HEREOF, BY PURCHASING THIS CERTIFICATE, AGREES THAT THIS CERTIFICATE MAY BE REOFFERED, RESOLD,
PLEDGED OR OTHERWISE TRANSFERRED ONLY (A)(1) PURSUANT TO RULE 144A UNDER THE SECURITIES ACT (“RULE 144A”)
TO A PERSON THAT THE HOLDER REASONABLY BELIEVES IS A “QUALIFIED INSTITUTIONAL BUYER” WITHIN THE MEANING OF RULE 144A
(A “QIB”), OR IS PURCHASING FOR THE ACCOUNT OF A QIB, AND WHOM THE HOLDER HAS INFORMED THAT THE REOFFER, RESALE,
PLEDGE, OR OTHER TRANSFER IS BEING MADE IN RELIANCE ON RULE 144A, (2) TO A NON-“U.S. PERSON” IN AN “OFFSHORE
TRANSACTION”, AS SUCH TERMS ARE DEFINED IN, AND IN ACCORDANCE WITH RULE 903 OR RULE 904 OF, REGULATION S UNDER THE SECURITIES
ACT, OR (3) TO AN INSTITUTIONAL “ACCREDITED INVESTOR” WITHIN THE MEANING OF RULE 501(a)(1), (2), (3) OR (7)
OF REGULATION D UNDER THE SECURITIES ACT, OR ANY ENTITY IN WHICH ALL OF THE EQUITY OWNERS COME WITHIN RULE 501(a)(1), (2),
(3) OR (7) OF REGULATION D UNDER THE SECURITIES ACT, THAT IS NOT A QIB, AND (B) IN EACH CASE IN ACCORDANCE WITH FEDERAL SECURITIES
LAWS, AND ANY APPLICABLE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES OR ANY OTHER APPLICABLE JURISDICTION.


 


THIS CLASS X-G CERTIFICATE
WILL NOT BE ENTITLED TO RECEIVE DISTRIBUTIONS OF PRINCIPAL.


 


THIS CERTIFICATE REPRESENTS A “REGULAR
INTEREST” IN A “REAL ESTATE MORTGAGE INVESTMENT CONDUIT,” AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS
860G(a)(1) AND 860D OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED.


 




    	A-9-2



    	 



    

 


CSAIL 2015-C4
COMMERCIAL MORTGAGE TRUST,

COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES

SERIES 2015-C4, CLASS X-G


 


	Pass-Through Rate:  Variable IO1	 	 
	 	 	 
	First Distribution Date: December 17, 2015	 	Cut-Off Date:  With respect to each Mortgage Loan, the Due Date in November, 2015 for that Mortgage Loan (or, in the case of any Mortgage Loan that has its first Due Date in December, 2015, the date that would have been its Due Date in November, 2015 under the terms of that Mortgage Loan if a monthly payment were scheduled to be due in that month).
	 	 	 
	Aggregate Initial Notional Amount of the Class X-G Certificates:  $9,396,000	 	 
	 	 	 





	
        CUSIP:  12635R
AG32

U2288D AD93

12635R AH14 

         
	 	
        Initial Notional Amount of this Certificate:

         

        $[    ]

         

	
        ISIN: US12635RAG395

USU2288DAD946

US12635RAH127 
	 	 
	 	 	 
	
        Common Code: 1325624828 

        1325629389 
	 	 



 





 



 


1
The initial approximate Pass-Through Rate as of the Closing Date is 1.0858%.


 


2
For Rule 144A Certificates


 


3
For Regulation S Certificates


 


4
For IAI Certificates


 


5
For Rule 144A Certificates


 


6
For Regulation S Certificates


 


7
For IAI Certificates


 


8
For Rule 144A Certificates


 


9
For Regulation S Certificates


 







    	A-9-3



    	 



    

 


	No.:  [X-G-1][X-G-S-1]	 	 


 


This certifies that
[           ] is the registered owner of a beneficial ownership interest
in a Trust Fund, including the distributions to be made with respect to the Class X-G Certificates. The Trust Fund, described more
fully below, consists primarily of a pool of Mortgage Loans secured by first liens on commercial, multifamily and manufactured
housing community properties and held in trust by the Trustee and serviced by the Master Servicer. The Trust Fund was created,
and the Mortgage Loans are to be serviced, pursuant to the Pooling and Servicing Agreement (as defined below). The Holder of this
Certificate, by virtue of the acceptance hereof, assents to the terms, provisions and conditions of the Pooling and Servicing Agreement
and is bound thereby. In the event that there is any conflict between any provision of this Certificate and any provision of the
Pooling and Servicing Agreement, such provision of this Certificate shall be superseded to the extent of such inconsistency. Also
issued under the Pooling and Servicing Agreement are the Class A-1, Class A-2, Class A-3, Class A-4, Class A-SB, Class X-A, Class
X-B, Class X-F, Class X-NR, Class A-S, Class B, Class C, Class D, Class X-D, Class E, Class F, Class G, Class NR and Class R Certificates
(together with the Class X-G Certificates, the “Certificates”; the Holders of Certificates are collectively
referred to herein as “Certificateholders”).


 


This Certificate is
issued pursuant to, and in accordance with, the terms of a Pooling and Servicing Agreement dated as of November 1, 2015 (the “Pooling
and Servicing Agreement”), by and among Credit Suisse First Boston Mortgage Securities Corp., as Depositor, Wells Fargo
Bank, National Association, as Certificate Administrator, Wilmington Trust, National Association, as Trustee, Pentalpha Surveillance
LLC, as Operating Advisor, Wells Fargo Bank, National Association, as Master Servicer, and Midland Loan Services, a Division of
PNC Bank, National Association, as Special Servicer. To the extent not defined herein, capitalized terms used herein shall have
the meanings assigned thereto in the Pooling and Servicing Agreement.


 


This Certificate represents
a “regular interest” in a “real estate mortgage investment conduit,” as those terms are defined, respectively,
in Sections 860G(a)(1) and 860D of the Internal Revenue Code of 1986, as amended.


 


The Certificate Administrator
makes no representation or warranty as to any of the statements contained herein or the validity or sufficiency of the Certificates
or the Mortgage Loans and has executed this Certificate in its limited capacity as Certificate Administrator under the Pooling
and Servicing Agreement.


 


Pursuant to the terms
of the Pooling and Servicing Agreement, the Certificate Administrator will distribute (other than the final distribution on any
Certificate), on the 4th Business Day following the determination date of each month, commencing in December 2015 (each such date,
a “Distribution Date”), to the Person in whose name this Certificate is registered as of the related Record
Date, an amount equal to such Person’s pro rata share (based on the Percentage Interest represented by this Certificate)
of that portion of the aggregate amount of interest then distributable, if any, allocable to the Class X-G Certificates for such
Distribution Date, all as more fully described in the Pooling and Servicing Agreement.


 


Interest accrued on
this Certificate during an Interest Accrual Period, plus the aggregate unpaid Interest Shortfall with respect to this Certificate,
if any, will be payable on the related


 






    	A-9-4



    	 



    

 


Distribution
Date to the extent provided in the Pooling and Servicing Agreement. The “Interest Accrual Period” with respect
to any Distribution Date and with respect to the Class X-G Certificates is the calendar month preceding the month in which such
Distribution Date occurs and is assumed to consist of 30 days.


 


All distributions
(other than the final distribution on any Certificate) will be made by the Certificate Administrator to the persons in whose names
the Certificates are registered at the close of business on each Record Date, which will be the close of business on the last day
of the month immediately preceding the month in which such Distribution Date occurs, or if such day is not a Business Day, the
immediately preceding Business Day. Distributions are required to be made (a) by wire transfer of immediately available funds to
the account of such Certificateholder at a bank or other entity located in the United States and having appropriate facilities
therefor, if such Certificateholder provides the Certificate Administrator with wiring instructions no less than five Business
Days prior to the related Record Date, or otherwise (b) by check mailed to such Certificateholder. The final distribution on each
Certificate shall be made in like manner, but only upon presentment and surrender of such Certificate at the office of the Certificate
Administrator or its agent (which may be the Paying Agent or the Certificate Registrar acting as such agent) that is specified
in the notice to Certificateholders of such final distribution.


 


Any funds not distributed
on the Termination Date because of the failure of any Certificateholders to tender their Certificates shall be set aside and held
in trust for the account of the appropriate non-tendering Certificateholders, whereupon the Trust Fund shall terminate. If any
Certificates as to which notice of the Termination Date has been given pursuant to Section 9.01 of the Pooling and Servicing Agreement
shall not have been surrendered for cancellation within six months after the time specified in such notice, the Certificate Administrator
shall mail a second notice to the remaining Certificateholders, at their last addresses shown in the Certificate Register, to surrender
their Certificates for cancellation in order to receive, from such funds held, the final distribution with respect thereto. If
within one year after the second notice any Certificate shall not have been surrendered for cancellation, the Certificate Administrator
may, directly or through an agent, take appropriate steps to contact the remaining Certificateholders concerning surrender of their
Certificates. The costs and expenses of maintaining such funds and of contacting Certificateholders shall be paid out of the assets
which remain held. If within two years after the second notice any Certificates shall not have been surrendered for cancellation,
the Paying Agent shall pay to the Class R Certificateholders all amounts distributable to the Holders thereof. No interest shall
accrue or be payable to any Certificateholder on any amount held as a result of such Certificateholder’s failure to surrender
its Certificate(s) for final payment thereof in accordance with Section 9.01 of the Pooling and Servicing Agreement.


 


This Certificate is
limited in right of payment to, among other things, certain collections and recoveries in respect of the Mortgage Loans, as more
specifically set forth herein and in the Pooling and Servicing Agreement.


 


As provided in the
Pooling and Servicing Agreement, the Trust Fund includes: (i) such Mortgage Loans as from time to time are subject to the Pooling
and Servicing Agreement, together with the Mortgage Files relating thereto; (ii) all scheduled or unscheduled payments on or collections
in respect of the Mortgage Loans due after the Cut Off Date (or with respect to a Qualified Substitute Mortgage Loan, the Due Date
in the month of substitution); (iii) any REO


 






    	A-9-5



    	 



    

 


Property
(but in the case of each Whole Loan, only to the extent of the Trust’s interest in the related REO Property); (iv) all revenues
received in respect of any REO Property (but in the case of each Whole Loan, only to the extent of the Trust’s interest
in the revenues received in respect of such REO Property); (v) the Master Servicer’s and the Trustee’s rights, in
each case on behalf of the Trust, under the insurance policies with respect to the Mortgage Loans required to be maintained pursuant
to the Pooling and Servicing Agreement and any proceeds thereof; (vi) the Trustee’s rights on behalf of the Trust in any
Assignment of Leases and any security agreements; (vii) the Trustee’s rights on behalf of the Trust under any indemnities
or guaranties given as additional security for any Mortgage Loan; (viii) all of the Trustee’s and the Certificate Administrator’s
rights, in each case on behalf of the Trust, in the Escrow Accounts and Lockbox Accounts and all proceeds of the Mortgage Loans
deposited in the Collection Account, each Distribution Account, the Interest Reserve Account, the Excess Liquidation Proceeds
Reserve Account and any REO Account, including any reinvestment income thereon; (ix) the Trustee’s rights on behalf of the
Trust in any environmental indemnity agreements relating to the Mortgaged Properties; (x) the Depositor’s rights under
the Loan Purchase Agreements to the extent assigned to the Trustee pursuant to Section 2.01 of the Pooling and Servicing
Agreement and (xi)  the Lower-Tier Regular Interests.


 


This Certificate does
not purport to summarize the Pooling and Servicing Agreement, and reference is made to the Pooling and Servicing Agreement for
the interests, rights, benefits, obligations and duties evidenced hereby, and the limitations thereon, and the rights, duties and
immunities of the Certificate Administrator and Trustee.


 


As provided in the
Pooling and Servicing Agreement, subject to certain restrictions on transfer set forth therein, upon surrender for registration
of transfer of any Certificate, the Certificate Administrator shall execute, authenticate and deliver, in the name of the designated
transferee or transferees, one or more new Certificates in authorized denominations, in like aggregate interest and of the same
Class.


 


Prior to due presentation
of this Certificate for registration of transfer, the Master Servicer, the Special Servicer, the Operating Advisor, the Trustee,
the Certificate Administrator, the Certificate Registrar, and any agent of the Master Servicer, the Special Servicer, the Operating
Advisor, the Trustee, the Certificate Administrator or the Certificate Registrar may treat the Person in whose name any Certificate
is registered as the owner of such Certificate for the purpose of receiving distributions as provided in the Pooling and Servicing
Agreement and for all other purposes whatsoever, and none of the Master Servicer, the Special Servicer, the Operating Advisor,
the Trustee, the Certificate Administrator, the Certificate Registrar, or any agent of the Master Servicer, the Special Servicer,
the Operating Advisor, the Trustee, the Certificate Administrator or the Certificate Registrar shall be affected by any notice
to the contrary.


 


The Pooling and Servicing
Agreement or any Custodial Agreement may be amended from time to time by the Depositor, the Master Servicer, the Special Servicer,
the Operating Advisor, the Certificate Administrator and the Trustee, without the consent of any of the Certificateholders or,
as applicable, any Companion Loan Holder:


 






    	A-9-6



    	 



    

 


		(i)	to cure any ambiguity to the extent that it does not adversely affect any holders of Certificates
or any Serviced Companion Loan Holder;



 


		(ii)	to correct or supplement any of its provisions which may be inconsistent with any other provisions
of the Pooling and Servicing Agreement or with the description thereof in the Prospectus or the Prospectus Supplement or to correct
any error;



 


		(iii)	to change the timing and/or nature of deposits in the Collection Account, the Excess Liquidation
Proceeds Reserve Account, any Distribution Account or any REO Account, provided that (A) the Master Servicer Remittance
Date shall in no event be later than the Business Day prior to the related Distribution Date and (B) the change would not
adversely affect in any material respect the interests of any Certificateholder or Serviced Companion Loan Holder, as evidenced
by an opinion of counsel (at the expense of the party requesting the amendment);



 


		(iv)	to modify, eliminate or add to any of its provisions (A) to the extent necessary to maintain
the qualification of either Trust REMIC as a REMIC or to avoid or minimize the risk of imposition of any tax on the Trust Fund,
provided that the Trustee and the Certificate Administrator have received an opinion of counsel (at the expense of the party
requesting the amendment) to the effect that (1) the action is necessary or desirable to maintain such qualification or to
avoid or minimize such risk and (2) the action will not adversely affect in any material respect the interests of any holder of
the Certificates or, if applicable, any Serviced Companion Loan Holder, (B) to restrict (or to remove any existing restrictions
with respect to) the transfer of the Class R Certificates, provided that the Depositor has determined that the amendment
will not give rise to any tax with respect to the transfer of the Class R Certificates to a non-Permitted Transferee or (C) to
the extent necessary to comply with the Investment Company Act, the Exchange Act, Regulation AB, and/or any related regulatory
actions and/or interpretations;



 


		(v)	to make any other provisions with respect to matters or questions arising under the Pooling and
Servicing Agreement or any other change, provided that the amendment will not adversely affect in any material respect the
interests of any Certificateholder or, if applicable any Serviced Companion Loan Holder, as evidenced by an opinion of counsel;



 


		(vi)	to modify the procedures in
the Pooling and Servicing Agreement relating to Rule 17g-5; provided that such modification does not increase the
obligations of the Trustee, the Certificate Administrator, the Operating Advisor, the Master Servicer or the Special Servicer
without such party’s consent (which consent may not be withheld unless such modification would materially adversely affect
such party or materially increase such party’s obligations under the Pooling and Servicing Agreement); provided,



 






    	A-9-7



    	 



    

 


	 	 	further that notice of such modification is provided to all parties to the Pooling and Servicing
Agreement; and



 


		(vii)	to amend or supplement any provision of the Pooling and Servicing Agreement to the extent necessary
to maintain the ratings assigned to each Class of Certificates by any of the Rating Agencies, provided that the amendment
will not adversely affect in any material respect the interests of any Certificateholder or, if applicable, any Serviced Companion
Loan Holder;



 


provided that
no amendment pursuant to any of clauses (i)-(vii) above may be made that would (i) reduce the consent or consultation
rights or the right to receive information under the Pooling and Servicing Agreement of the Controlling Class Representative without
the consent of the Controlling Class Representative; (ii) reduce the consultation rights or the right to receive information under
the Pooling and Servicing Agreement of the Operating Advisor without the consent of the Operating Advisor; (iii) change in any
manner the obligations or rights of any Mortgage Loan Seller under the Pooling and Servicing Agreement or the applicable Loan Purchase
Agreement without the consent of the affected Mortgage Loan Seller; (iv) change in any manner the obligations or rights of any
Underwriter or Initial Purchaser, without the consent of the affected Underwriter or Initial Purchaser; or (v) adversely affect
any Companion Loan Holder in its capacity as such without its consent. Expenses incurred with respect to any amendment shall be
borne by the party requesting such amendment, unless the Master Servicer, Special Servicer or Trustee is requesting an amendment
for the benefit of the Certificateholders, then such expense will be borne by the Trust.


 


The Pooling and Servicing
Agreement or any Custodial Agreement may also be amended from time to time by a writing signed by each of the Depositor, the Master
Servicer, the Special Servicer, the Operating Advisor, the Certificate Administrator and the Trustee with the consent of the Holders
of Certificates representing not less than 66-2/3% of the aggregate Percentage Interests of each Class of Certificates affected
by the amendment for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of
the Pooling and Servicing Agreement or of modifying in any manner the rights of the Certificateholders; provided, however,
that no such amendment shall:


 






    	A-9-8



    	 



    

 


		(i)	reduce in any manner the amount of, or delay the timing of, payments received on the Mortgage Loans
(or Serviced Whole Loans, if applicable) which are required to be distributed on a Certificate of any Class without the consent
of the Holder of that Certificate, or that are required to be distributed to any holder of a Serviced Companion Loan without the
consent of that holder;



 


		(ii)	reduce the aforesaid percentage of Certificates of any Class the Holders of which are required
to consent to the amendment or remove the requirement to obtain the consent of any Serviced Companion Loan Holder without the consent
of the Holders of all Certificates of that Class then-outstanding or the consent of each Serviced Companion Loan Holder, as applicable;



 


		(iii)	change in any manner the obligations or rights of any Mortgage Loan Seller under the Pooling and
Servicing Agreement or a Loan Purchase Agreement without the consent of the affected Mortgage Loan Seller;



 


		(iv)	change the definition of “Servicing Standard” without either (1) consent of 100% of
the holders of the Certificates or (2) Rating Agency Confirmation;



 


		(v)	without the consent of 100% of the Certificateholders of the Class or Classes of Certificates adversely
affected thereby, change (a) the percentages of Voting Rights of Certificateholders which are required to consent to any action
or inaction under the Pooling and Servicing Agreement, (b) the right of the Certificateholders to remove the Special Servicer
pursuant to the Pooling and Servicing Agreement or (c) the right of the Certificateholders to terminate the Operating Advisor
pursuant to the Pooling and Servicing Agreement;



 


		(vi)	adversely affect any Companion Loan Holder in its capacity as such without its consent;



 


		(vii)	adversely affect the Controlling Class Representative without the consent of 100% of the Controlling
Class Certificateholders; or



 


		(viii)	change in any manner the obligations or rights of any Underwriter or Initial Purchaser, without
the consent of the affected Underwriter or Initial Purchaser.



 


The Holders of the
Controlling Class representing greater than 50% of the Percentage Interest of the Controlling Class may effect an early termination
of the Trust Fund, upon not less than 30 days’ prior notice given to the Depositor, the Trustee, the Certificate Administrator,
the Special Servicer and Master Servicer (whereupon the Master Servicer shall notify the Companion Loan Holders) any time on or
after the Early Termination Notice Date specifying the Anticipated Termination Date, by purchasing on such date all, but not less
than all, of the Mortgage Loans (and in the case of the Serviced Whole Loans, subject to certain rights of the related Companion
Loan Holder provided for in the related Co-Lender Agreement) then included


 






    	A-9-9



    	 



    

 


in
the Trust Fund, and all property or interests in property acquired by the Trust Fund in respect of any Mortgage Loan, at a purchase
price, payable in cash, equal to (i) the sum of (A) the aggregate Purchase Price (excluding the amount described in clause (e)
of the definition of Purchase Price) of all the Mortgage Loans (exclusive of REO Mortgage Loans) included in the Trust Fund, (B)
the Appraised Value of the Trust’s portion of each REO Property, if any, included in the Trust Fund, as determined by the
Special Servicer (such Appraisals in clause (i)(B) shall be obtained by the Special Servicer) and (C) the reasonable out-of-pocket
expenses of the Master Servicer (unless the Master Servicer is the purchaser of such Mortgage Loans), the Special Servicer (unless
the Special Servicer is the purchaser of such Mortgage Loans), the Trustee and the Certificate Administrator, as applicable, with
respect to such termination, minus (ii) solely in the case where the Master Servicer or the Special Servicer is effecting such
purchase, the aggregate amount of unreimbursed Advances made by such party, together with any interest accrued and payable to
the Master Servicer or the Special Servicer, as applicable, in respect of such Advances and any unpaid Servicing Fees or Special
Servicing Fees, as applicable, remaining outstanding (which items will be deemed to have been paid or reimbursed to the purchasing
Master Servicer or the Special Servicer, as applicable, in connection with such purchase).


 


The Holders of the
Controlling Class representing greater than 50% of the Certificate Principal Balance of the Controlling Class may (or, if such
Holders do not, the Special Servicer, or if neither such Holders nor the Special Servicer do, the Master Servicer or, if neither
such Holders nor the Special Servicer nor the Master Servicer does, any Holder of a Class R Certificate representing greater than
a 50% Percentage Interest in such Class, may also) effect such termination as provided in the prior paragraph if such party first
notifies the Controlling Class Representative and each Certifying Certificateholder, or, in the case of a termination by the Holder
of a Class R Certificate, notifies the Certificate Administrator (who shall notify each of the Controlling Class Representative,
each Certifying Certificateholder and the Master Servicer) of its intention to do so in writing within 30 days following the Early
Termination Notice Date. All costs and expenses incurred by any and all parties to the Pooling and Servicing Agreement or by the
Trust Fund in connection with the purchase of the Mortgage Loans and other assets of the Trust Fund pursuant to Section 9.01(c)
of the Pooling and Servicing Agreement shall be borne by the party exercising its purchase rights thereunder. The Certificate Administrator
shall be entitled to rely conclusively on any determination made by an Appraiser pursuant to Section 9.01(c) of the Pooling
and Servicing Agreement.


 


The respective obligations
and responsibilities of the Master Servicer, the Special Servicer, the Depositor, the Operating Advisor, the Certificate Administrator
and the Trustee created hereby with respect to the Certificates, the Mortgage Loans and the Serviced Companion Loans (other than
the obligation to make certain payments and to send certain notices to Certificateholders as set forth in the Pooling and Servicing
Agreement and to make any required remittances to the Serviced Companion Loan Holders in the month in which the final Distribution
Date occurs) shall terminate immediately following the earlier to occur of (i) the purchase by the Holders of the Controlling Class,
the Special Servicer, the Master Servicer or the Holders of the Class R Certificates of all the Mortgage Loans and REO Properties
(or interests therein) then included in the Trust Fund pursuant to Section 9.01(c) of the Pooling and Servicing Agreement, (ii)
the voluntary exchange by the Remaining Certificateholder of its Certificates for all the Mortgage Loans and REO Properties (or
interests therein) then included in the Trust Fund


 






    	A-9-10



    	 



    

 


pursuant
to Section 9.01(h) of the Pooling and Servicing Agreement and (iii) the final payment or other liquidation (or any advance with
respect thereto) of the last Mortgage Loan or REO Property (or interest therein) contained in the Trust Fund; provided,
however, that in no event shall the trust created thereby continue beyond the expiration of twenty-one years from the death
of the last survivor of the descendants of Joseph P. Kennedy, the late ambassador of the United States to the United Kingdom,
living on the date of the Pooling and Servicing Agreement. All such payments as contemplated by the preceding paragraph shall
be deposited into the Collection Account by the Master Servicer or Special Servicer, as applicable promptly following receipt
thereof.


 


Unless the Certificate
of Authentication on this Certificate has been executed by the Certificate Administrator or on its behalf by the Authenticating
Agent, by manual signature, this Certificate shall not be entitled to any benefit under the Pooling and Servicing Agreement or
be valid for any purpose.


 




    	A-9-11



    	 



    

 


IN
WITNESS WHEREOF, the Certificate Administrator has caused this Class X-G Certificate to be duly executed.

	 	 	 
	 	WELLS
                                         FARGO BANK, NATIONAL ASSOCIATION,


	 	not
                                         in its individual capacity but solely as Certificate Administrator


	 	 	 
	 	By:
                                         

	 
	 	 	Authorized
                                         Signatory








Dated:
______________


CERTIFICATE OF AUTHENTICATION


This
is one of the Class X-G Certificates referred to in the Pooling and Servicing Agreement.


Dated:
______________


	 	 	 
	 	WELLS
                                         FARGO BANK, NATIONAL ASSOCIATION,


	 	not
                                         in its individual capacity but solely as Authenticating Agent


	 	 	 
	 	By:
                                         

	 
	 	 	Authorized
                                         Signatory









    	A-9-12



    	 



    








ASSIGNMENT


 


FOR
VALUE RECEIVED, the undersigned (“Assignor(s)”) hereby sell(s), assign(s) and transfer(s) unto ____________________________________________________
______________________________ (please print or typewrite name(s) and address(es), including postal zip code(s) of assignee(s))
(“Assignee(s)”) the entire Percentage Interest represented by the within Class X-G Certificate and hereby authorize(s)
the registration of transfer of such interest to Assignee(s) on the Certificate Register of the Trust Fund. 


I
(we) further direct the Certificate Registrar to issue a new Class X-G Certificate of the entire Percentage Interest represented
by the within Class X-G Certificates to the above-named Assignee(s) and to deliver such Class X-G Certificate to the following
address: 


Date:
_________________


	 	 
	 	Signature by or on behalf of Assignor(s)


	 	 
	 	Taxpayer Identification Number










    	A-9-13



    	 



    





DISTRIBUTION
INSTRUCTIONS


The
Assignee(s) should include the following for purposes of distribution: 


Address
of the Assignee(s) for the purpose of receiving notices and distributions: ___________________________________________________________
______________________________________________________________________________________________________________________________
Distributions, if being made by wire transfer in immediately available funds to __________________________ for the account of
__________________________ account number ____________________________. This information is provided by ______________________________,
the Assignee(s) named above or ____________________________________ as its (their) agent.

	 	 	 
	 	By:

	 
	 	 	[Please print or type name(s)]


	 	 	 
	 	 	Title


	 	 	 
	 	 	Taxpayer
                                         Identification Number









    	A-9-14



    	 



    








EXHIBIT
A-10


 


CSAIL 2015-C4
COMMERCIAL MORTGAGE TRUST,

COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES

SERIES 2015-C4, CLASS X-NR


 


[THIS CERTIFICATE IS A TEMPORARY REGULATION
S GLOBAL CERTIFICATE FOR PURPOSES OF REGULATION S UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES
ACT”). NEITHER THIS TEMPORARY REGULATION S GLOBAL CERTIFICATE NOR ANY INTEREST HEREIN MAY BE OFFERED, SOLD OR DELIVERED,
EXCEPT AS PERMITTED UNDER THE POOLING AND SERVICING AGREEMENT REFERRED TO BELOW.


 


NO BENEFICIAL OWNERS OF THIS TEMPORARY
REGULATION S GLOBAL CERTIFICATE SHALL BE ENTITLED TO RECEIVE PAYMENTS OF PRINCIPAL OR INTEREST HEREON UNLESS THE REQUIRED CERTIFICATIONS
HAVE BEEN DELIVERED PURSUANT TO THE TERMS OF THE POOLING AND SERVICING AGREEMENT.]1


 


[UNLESS THIS CERTIFICATE IS PRESENTED BY
AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), TO THE CERTIFICATE REGISTRAR
FOR REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN
SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER
ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE
BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.]2


 


[TRANSFERS OF THIS GLOBAL CERTIFICATE
SHALL BE LIMITED TO TRANSFERS IN WHOLE, BUT NOT IN PART, TO NOMINEES OF DTC OR A SUCCESSOR THEREOF OR SUCH SUCCESSOR’S NOMINEE,
AND TRANSFERS OF BENEFICIAL INTERESTS IN THIS GLOBAL CERTIFICATE SHALL BE LIMITED TO TRANSFERS MADE IN ACCORDANCE WITH THE RESTRICTIONS
SET FORTH IN THE POOLING AND SERVICING AGREEMENT REFERRED TO BELOW.]3


 


THIS CERTIFICATE DOES NOT REPRESENT AN
INTEREST IN OR OBLIGATION OF THE DEPOSITOR, THE SPONSORS, THE ORIGINATORS, THE MASTER SERVICER, THE SPECIAL SERVICER, THE TRUSTEE,
THE CERTIFICATE ADMINISTRATOR, THE OPERATING ADVISOR, THE CONTROLLING CLASS REPRESENTATIVE, THE COMPANION LOAN HOLDERS, THE INITIAL
PURCHASERS OR ANY OF THEIR


 





 



 


		1	Temporary
                                         Regulation S Global Certificate legend.



 


		2	Legend
                                         required as long as DTC is the Depository under the Pooling and Servicing Agreement.



 


		3	Global
                                         Certificate legend.







 






    	A-10-1



    	 



    

 


RESPECTIVE AFFILIATES. NEITHER THE CERTIFICATES NOR THE UNDERLYING MORTGAGE LOANS ARE INSURED OR GUARANTEED
BY ANY GOVERNMENTAL AGENCY OR INSTRUMENTALITY OR PRIVATE INSURER.


 


THE NOTIONAL AMOUNT OF
THIS CERTIFICATE WILL BE REDUCED IN CONNECTION WITH THE REDUCTION OF THE CERTIFICATE PRINCIPAL AMOUNT OF THE CLASS NR CERTIFICATES.
ACCORDINGLY, THE NOTIONAL AMOUNT OF THIS CERTIFICATE AT ANY TIME MAY BE LESS THAN THE INITIAL NOTIONAL AMOUNT SET FORTH BELOW.


 


THIS CERTIFICATE HAS NOT BEEN AND WILL
NOT BE REGISTERED OR QUALIFIED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE
OR FOREIGN SECURITIES LAW. THE HOLDER HEREOF, BY PURCHASING THIS CERTIFICATE, AGREES THAT THIS CERTIFICATE MAY BE REOFFERED, RESOLD,
PLEDGED OR OTHERWISE TRANSFERRED ONLY (A)(1) PURSUANT TO RULE 144A UNDER THE SECURITIES ACT (“RULE 144A”)
TO A PERSON THAT THE HOLDER REASONABLY BELIEVES IS A “QUALIFIED INSTITUTIONAL BUYER” WITHIN THE MEANING OF RULE 144A
(A “QIB”), OR IS PURCHASING FOR THE ACCOUNT OF A QIB, AND WHOM THE HOLDER HAS INFORMED THAT THE REOFFER, RESALE,
PLEDGE, OR OTHER TRANSFER IS BEING MADE IN RELIANCE ON RULE 144A, (2) TO A NON-“U.S. PERSON” IN AN “OFFSHORE
TRANSACTION”, AS SUCH TERMS ARE DEFINED IN, AND IN ACCORDANCE WITH RULE 903 OR RULE 904 OF, REGULATION S UNDER THE SECURITIES
ACT, OR (3) TO AN INSTITUTIONAL “ACCREDITED INVESTOR” WITHIN THE MEANING OF RULE 501(a)(1), (2), (3) OR (7)
OF REGULATION D UNDER THE SECURITIES ACT, OR ANY ENTITY IN WHICH ALL OF THE EQUITY OWNERS COME WITHIN RULE 501(a)(1), (2),
(3) OR (7) OF REGULATION D UNDER THE SECURITIES ACT, THAT IS NOT A QIB, AND (B) IN EACH CASE IN ACCORDANCE WITH FEDERAL SECURITIES
LAWS, AND ANY APPLICABLE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES OR ANY OTHER APPLICABLE JURISDICTION.


 


THIS CLASS X-NR CERTIFICATE
WILL NOT BE ENTITLED TO RECEIVE DISTRIBUTIONS OF PRINCIPAL.


 


THIS CERTIFICATE REPRESENTS A “REGULAR
INTEREST” IN A “REAL ESTATE MORTGAGE INVESTMENT CONDUIT,” AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS
860G(a)(1) AND 860D OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED.


 




    	A-10-2



    	 



    

 


CSAIL 2015-C4
COMMERCIAL MORTGAGE TRUST,

COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES

SERIES 2015-C4, CLASS X-NR


 


	Pass-Through Rate:  Variable IO1	 	 
	 	 	 
	First Distribution Date: December 17, 2015	 	Cut-Off Date:  With respect to each Mortgage Loan, the Due Date in November, 2015 for that Mortgage Loan (or, in the case of any Mortgage Loan that has its first Due Date in December, 2015, the date that would have been its Due Date in November, 2015 under the terms of that Mortgage Loan if a monthly payment were scheduled to be due in that month).
	 	 	 
	Aggregate Initial Notional Amount of the Class X-NR Certificates:  $43,458,786	 	 
	 	 	 





	
        CUSIP:  12635R AJ72

U2288D AE73

12635R AK44 

         
	 	
        Initial Notional Amount of this Certificate:

         

        $[    ]

         

	
        ISIN:   US12635RAJ775

USU2288DAE776

US12635RAK417 
	 	 
	 	 	 
	
        Common Code: 1325625478 

        1325629899 
	 	 



 








 



 


1
The initial approximate Pass-Through Rate as of the Closing Date is 1.0858%.


 


2
For Rule 144A Certificates


 


3
For Regulation S Certificates


 


4
For IAI Certificates


 


5
For Rule 144A Certificates


 


6
For Regulation S Certificates


 


7
For IAI Certificates


 


8
For Rule 144A Certificates


 


9
For Regulation S Certificates


 






    	A-10-3



    	 



    





 


	No.:  [X-NR-1][X-NR-S-1]	 	 


 


This certifies that
[           ] is the registered owner of a beneficial ownership interest
in a Trust Fund, including the distributions to be made with respect to the Class X-NR Certificates. The Trust Fund, described
more fully below, consists primarily of a pool of Mortgage Loans secured by first liens on commercial, multifamily and manufactured
housing community properties and held in trust by the Trustee and serviced by the Master Servicer. The Trust Fund was created,
and the Mortgage Loans are to be serviced, pursuant to the Pooling and Servicing Agreement (as defined below). The Holder of this
Certificate, by virtue of the acceptance hereof, assents to the terms, provisions and conditions of the Pooling and Servicing Agreement
and is bound thereby. In the event that there is any conflict between any provision of this Certificate and any provision of the
Pooling and Servicing Agreement, such provision of this Certificate shall be superseded to the extent of such inconsistency. Also
issued under the Pooling and Servicing Agreement are the Class A-1, Class A-2, Class A-3, Class A-4, Class A-SB, Class X-A, Class
X-B, Class X-F, Class X-G, Class A-S, Class B, Class C, Class D, Class X-D, Class E, Class F, Class G, Class NR and Class R Certificates
(together with the Class X-NR Certificates, the “Certificates”; the Holders of Certificates are collectively
referred to herein as “Certificateholders”).


 


This Certificate is
issued pursuant to, and in accordance with, the terms of a Pooling and Servicing Agreement dated as of November 1, 2015 (the “Pooling
and Servicing Agreement”), by and among Credit Suisse First Boston Mortgage Securities Corp., as Depositor, Wells Fargo
Bank, National Association, as Certificate Administrator, Wilmington Trust, National Association, as Trustee, Pentalpha Surveillance
LLC, as Operating Advisor, Wells Fargo Bank, National Association, as Master Servicer, and Midland Loan Services, a Division of
PNC Bank, National Association, as Special Servicer. To the extent not defined herein, capitalized terms used herein shall have
the meanings assigned thereto in the Pooling and Servicing Agreement.


 


This Certificate represents
a “regular interest” in a “real estate mortgage investment conduit,” as those terms are defined, respectively,
in Sections 860G(a)(1) and 860D of the Internal Revenue Code of 1986, as amended.


 


The Certificate Administrator
makes no representation or warranty as to any of the statements contained herein or the validity or sufficiency of the Certificates
or the Mortgage Loans and has executed this Certificate in its limited capacity as Certificate Administrator under the Pooling
and Servicing Agreement.


 


Pursuant to the terms
of the Pooling and Servicing Agreement, the Certificate Administrator will distribute (other than the final distribution on any
Certificate), on the 4th Business Day following the determination date of each month, commencing in December 2015 (each such date,
a “Distribution Date”), to the Person in whose name this Certificate is registered as of the related Record
Date, an amount equal to such Person’s pro rata share (based on the Percentage Interest represented by this Certificate)
of that portion of the aggregate amount of interest then distributable, if any, allocable to the Class X-NR Certificates for such
Distribution Date, all as more fully described in the Pooling and Servicing Agreement.


 


Interest accrued on
this Certificate during an Interest Accrual Period, plus the aggregate unpaid Interest Shortfall with respect to this Certificate,
if any, will be payable on the related


 






    	A-10-4



    	 



    

 


Distribution
Date to the extent provided in the Pooling and Servicing Agreement. The “Interest Accrual Period” with respect
to any Distribution Date and with respect to the Class X-NR Certificates is the calendar month preceding the month in which such
Distribution Date occurs and is assumed to consist of 30 days.


 


All distributions
(other than the final distribution on any Certificate) will be made by the Certificate Administrator to the persons in whose names
the Certificates are registered at the close of business on each Record Date, which will be the close of business on the last day
of the month immediately preceding the month in which such Distribution Date occurs, or if such day is not a Business Day, the
immediately preceding Business Day. Distributions are required to be made (a) by wire transfer of immediately available funds to
the account of such Certificateholder at a bank or other entity located in the United States and having appropriate facilities
therefor, if such Certificateholder provides the Certificate Administrator with wiring instructions no less than five Business
Days prior to the related Record Date, or otherwise (b) by check mailed to such Certificateholder. The final distribution on each
Certificate shall be made in like manner, but only upon presentment and surrender of such Certificate at the office of the Certificate
Administrator or its agent (which may be the Paying Agent or the Certificate Registrar acting as such agent) that is specified
in the notice to Certificateholders of such final distribution.


 


Any funds not distributed
on the Termination Date because of the failure of any Certificateholders to tender their Certificates shall be set aside and held
in trust for the account of the appropriate non-tendering Certificateholders, whereupon the Trust Fund shall terminate. If any
Certificates as to which notice of the Termination Date has been given pursuant to Section 9.01 of the Pooling and Servicing Agreement
shall not have been surrendered for cancellation within six months after the time specified in such notice, the Certificate Administrator
shall mail a second notice to the remaining Certificateholders, at their last addresses shown in the Certificate Register, to surrender
their Certificates for cancellation in order to receive, from such funds held, the final distribution with respect thereto. If
within one year after the second notice any Certificate shall not have been surrendered for cancellation, the Certificate Administrator
may, directly or through an agent, take appropriate steps to contact the remaining Certificateholders concerning surrender of their
Certificates. The costs and expenses of maintaining such funds and of contacting Certificateholders shall be paid out of the assets
which remain held. If within two years after the second notice any Certificates shall not have been surrendered for cancellation,
the Paying Agent shall pay to the Class R Certificateholders all amounts distributable to the Holders thereof. No interest shall
accrue or be payable to any Certificateholder on any amount held as a result of such Certificateholder’s failure to surrender
its Certificate(s) for final payment thereof in accordance with Section 9.01 of the Pooling and Servicing Agreement.


 


This Certificate is
limited in right of payment to, among other things, certain collections and recoveries in respect of the Mortgage Loans, as more
specifically set forth herein and in the Pooling and Servicing Agreement.


 


As provided in the
Pooling and Servicing Agreement, the Trust Fund includes: (i) such Mortgage Loans as from time to time are subject to the Pooling
and Servicing Agreement, together with the Mortgage Files relating thereto; (ii) all scheduled or unscheduled payments on or collections
in respect of the Mortgage Loans due after the Cut Off Date (or with respect to a Qualified Substitute Mortgage Loan, the Due Date
in the month of substitution); (iii) any REO


 






    	A-10-5



    	 



    

 


Property
(but in the case of each Whole Loan, only to the extent of the Trust’s interest in the related REO Property); (iv) all revenues
received in respect of any REO Property (but in the case of each Whole Loan, only to the extent of the Trust’s interest
in the revenues received in respect of such REO Property); (v) the Master Servicer’s and the Trustee’s rights, in
each case on behalf of the Trust, under the insurance policies with respect to the Mortgage Loans required to be maintained pursuant
to the Pooling and Servicing Agreement and any proceeds thereof; (vi) the Trustee’s rights on behalf of the Trust in any
Assignment of Leases and any security agreements; (vii) the Trustee’s rights on behalf of the Trust under any indemnities
or guaranties given as additional security for any Mortgage Loan; (viii) all of the Trustee’s and the Certificate Administrator’s
rights, in each case on behalf of the Trust, in the Escrow Accounts and Lockbox Accounts and all proceeds of the Mortgage Loans
deposited in the Collection Account, each Distribution Account, the Interest Reserve Account, the Excess Liquidation Proceeds
Reserve Account and any REO Account, including any reinvestment income thereon; (ix) the Trustee’s rights on behalf of the
Trust in any environmental indemnity agreements relating to the Mortgaged Properties; (x) the Depositor’s rights under
the Loan Purchase Agreements to the extent assigned to the Trustee pursuant to Section 2.01 of the Pooling and Servicing
Agreement and (xi)  the Lower-Tier Regular Interests.


 


This Certificate does
not purport to summarize the Pooling and Servicing Agreement, and reference is made to the Pooling and Servicing Agreement for
the interests, rights, benefits, obligations and duties evidenced hereby, and the limitations thereon, and the rights, duties and
immunities of the Certificate Administrator and Trustee.


 


As provided in the
Pooling and Servicing Agreement, subject to certain restrictions on transfer set forth therein, upon surrender for registration
of transfer of any Certificate, the Certificate Administrator shall execute, authenticate and deliver, in the name of the designated
transferee or transferees, one or more new Certificates in authorized denominations, in like aggregate interest and of the same
Class.


 


Prior to due presentation
of this Certificate for registration of transfer, the Master Servicer, the Special Servicer, the Operating Advisor, the Trustee,
the Certificate Administrator, the Certificate Registrar, and any agent of the Master Servicer, the Special Servicer, the Operating
Advisor, the Trustee, the Certificate Administrator or the Certificate Registrar may treat the Person in whose name any Certificate
is registered as the owner of such Certificate for the purpose of receiving distributions as provided in the Pooling and Servicing
Agreement and for all other purposes whatsoever, and none of the Master Servicer, the Special Servicer, the Operating Advisor,
the Trustee, the Certificate Administrator, the Certificate Registrar, or any agent of the Master Servicer, the Special Servicer,
the Operating Advisor, the Trustee, the Certificate Administrator or the Certificate Registrar shall be affected by any notice
to the contrary.


 


The Pooling and Servicing
Agreement or any Custodial Agreement may be amended from time to time by the Depositor, the Master Servicer, the Special Servicer,
the Operating Advisor, the Certificate Administrator and the Trustee, without the consent of any of the Certificateholders or,
as applicable, any Companion Loan Holder:


 






    	A-10-6



    	 



    

 


		(i)	to cure any ambiguity to the extent that it does not adversely affect any holders of Certificates
or any Serviced Companion Loan Holder;



 


		(ii)	to correct or supplement any of its provisions which may be inconsistent with any other provisions
of the Pooling and Servicing Agreement or with the description thereof in the Prospectus or the Prospectus Supplement or to correct
any error;



 


		(iii)	to change the timing and/or nature of deposits in the Collection Account, the Excess Liquidation
Proceeds Reserve Account, any Distribution Account or any REO Account, provided that (A) the Master Servicer Remittance
Date shall in no event be later than the Business Day prior to the related Distribution Date and (B) the change would not
adversely affect in any material respect the interests of any Certificateholder or Serviced Companion Loan Holder, as evidenced
by an opinion of counsel (at the expense of the party requesting the amendment);



 


		(iv)	to modify, eliminate or add to any of its provisions (A) to the extent necessary to maintain
the qualification of either Trust REMIC as a REMIC or to avoid or minimize the risk of imposition of any tax on the Trust Fund,
provided that the Trustee and the Certificate Administrator have received an opinion of counsel (at the expense of the party
requesting the amendment) to the effect that (1) the action is necessary or desirable to maintain such qualification or to
avoid or minimize such risk and (2) the action will not adversely affect in any material respect the interests of any holder of
the Certificates or, if applicable, any Serviced Companion Loan Holder, (B) to restrict (or to remove any existing restrictions
with respect to) the transfer of the Class R Certificates, provided that the Depositor has determined that the amendment
will not give rise to any tax with respect to the transfer of the Class R Certificates to a non-Permitted Transferee or (C) to
the extent necessary to comply with the Investment Company Act, the Exchange Act, Regulation AB, and/or any related regulatory
actions and/or interpretations;



 


		(v)	to make any other provisions with respect to matters or questions arising under the Pooling and
Servicing Agreement or any other change, provided that the amendment will not adversely affect in any material respect the
interests of any Certificateholder or, if applicable any Serviced Companion Loan Holder, as evidenced by an opinion of counsel;



 


		(vi)	to modify the procedures in
the Pooling and Servicing Agreement relating to Rule 17g-5; provided that such modification does not increase the
obligations of the Trustee, the Certificate Administrator, the Operating Advisor, the Master Servicer or the Special Servicer
without such party’s consent (which consent may not be withheld unless such modification would materially adversely affect
such party or materially increase such party’s obligations under the Pooling and Servicing Agreement); provided,



 






    	A-10-7



    	 



    

 


	 	 	further that notice of such modification is provided to all parties to the Pooling and Servicing
Agreement; and



 


		(vii)	to amend or supplement any provision of the Pooling and Servicing Agreement to the extent necessary
to maintain the ratings assigned to each Class of Certificates by any of the Rating Agencies, provided that the amendment
will not adversely affect in any material respect the interests of any Certificateholder or, if applicable, any Serviced Companion
Loan Holder;



 


provided that
no amendment pursuant to any of clauses (i)-(vii) above may be made that would (i) reduce the consent or consultation
rights or the right to receive information under the Pooling and Servicing Agreement of the Controlling Class Representative without
the consent of the Controlling Class Representative; (ii) reduce the consultation rights or the right to receive information under
the Pooling and Servicing Agreement of the Operating Advisor without the consent of the Operating Advisor; (iii) change in any
manner the obligations or rights of any Mortgage Loan Seller under the Pooling and Servicing Agreement or the applicable Loan Purchase
Agreement without the consent of the affected Mortgage Loan Seller; (iv) change in any manner the obligations or rights of any
Underwriter or Initial Purchaser, without the consent of the affected Underwriter or Initial Purchaser; or (v) adversely affect
any Companion Loan Holder in its capacity as such without its consent. Expenses incurred with respect to any amendment shall be
borne by the party requesting such amendment, unless the Master Servicer, Special Servicer or Trustee is requesting an amendment
for the benefit of the Certificateholders, then such expense will be borne by the Trust.


 


The Pooling and Servicing
Agreement or any Custodial Agreement may also be amended from time to time by a writing signed by each of the Depositor, the Master
Servicer, the Special Servicer, the Operating Advisor, the Certificate Administrator and the Trustee with the consent of the Holders
of Certificates representing not less than 66-2/3% of the aggregate Percentage Interests of each Class of Certificates affected
by the amendment for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of
the Pooling and Servicing Agreement or of modifying in any manner the rights of the Certificateholders; provided, however,
that no such amendment shall:


 






    	A-10-8



    	 



    

 


		(i)	reduce in any manner the amount of, or delay the timing of, payments received on the Mortgage Loans
(or Serviced Whole Loans, if applicable) which are required to be distributed on a Certificate of any Class without the consent
of the Holder of that Certificate, or that are required to be distributed to any holder of a Serviced Companion Loan without the
consent of that holder;



 


		(ii)	reduce the aforesaid percentage of Certificates of any Class the Holders of which are required
to consent to the amendment or remove the requirement to obtain the consent of any Serviced Companion Loan Holder without the consent
of the Holders of all Certificates of that Class then-outstanding or the consent of each Serviced Companion Loan Holder, as applicable;



 


		(iii)	change in any manner the obligations or rights of any Mortgage Loan Seller under the Pooling and
Servicing Agreement or a Loan Purchase Agreement without the consent of the affected Mortgage Loan Seller;



 


		(iv)	change the definition of “Servicing Standard” without either (1) consent of 100% of
the holders of the Certificates or (2) Rating Agency Confirmation;



 


		(v)	without the consent of 100% of the Certificateholders of the Class or Classes of Certificates adversely
affected thereby, change (a) the percentages of Voting Rights of Certificateholders which are required to consent to any action
or inaction under the Pooling and Servicing Agreement, (b) the right of the Certificateholders to remove the Special Servicer
pursuant to the Pooling and Servicing Agreement or (c) the right of the Certificateholders to terminate the Operating Advisor
pursuant to the Pooling and Servicing Agreement;



 


		(vi)	adversely affect any Companion Loan Holder in its capacity as such without its consent;



 


		(vii)	adversely affect the Controlling Class Representative without the consent of 100% of the Controlling
Class Certificateholders; or



 


		(viii)	change in any manner the obligations or rights of any Underwriter or Initial Purchaser, without
the consent of the affected Underwriter or Initial Purchaser.



 


The Holders of the
Controlling Class representing greater than 50% of the Percentage Interest of the Controlling Class may effect an early termination
of the Trust Fund, upon not less than 30 days’ prior notice given to the Depositor, the Trustee, the Certificate Administrator,
the Special Servicer and Master Servicer (whereupon the Master Servicer shall notify the Companion Loan Holders) any time on or
after the Early Termination Notice Date specifying the Anticipated Termination Date, by purchasing on such date all, but not less
than all, of the Mortgage Loans (and in the case of the Serviced Whole Loans, subject to certain rights of the related Companion
Loan Holder provided for in the related Co-Lender Agreement) then included


 






    	A-10-9



    	 



    

 


in
the Trust Fund, and all property or interests in property acquired by the Trust Fund in respect of any Mortgage Loan, at a purchase
price, payable in cash, equal to (i) the sum of (A) the aggregate Purchase Price (excluding the amount described in clause (e)
of the definition of Purchase Price) of all the Mortgage Loans (exclusive of REO Mortgage Loans) included in the Trust Fund, (B)
the Appraised Value of the Trust’s portion of each REO Property, if any, included in the Trust Fund, as determined by the
Special Servicer (such Appraisals in clause (i)(B) shall be obtained by the Special Servicer) and (C) the reasonable out-of-pocket
expenses of the Master Servicer (unless the Master Servicer is the purchaser of such Mortgage Loans), the Special Servicer (unless
the Special Servicer is the purchaser of such Mortgage Loans), the Trustee and the Certificate Administrator, as applicable, with
respect to such termination, minus (ii) solely in the case where the Master Servicer or the Special Servicer is effecting such
purchase, the aggregate amount of unreimbursed Advances made by such party, together with any interest accrued and payable to
the Master Servicer or the Special Servicer, as applicable, in respect of such Advances and any unpaid Servicing Fees or Special
Servicing Fees, as applicable, remaining outstanding (which items will be deemed to have been paid or reimbursed to the purchasing
Master Servicer or the Special Servicer, as applicable, in connection with such purchase).


 


The Holders of the
Controlling Class representing greater than 50% of the Certificate Principal Balance of the Controlling Class may (or, if such
Holders do not, the Special Servicer, or if neither such Holders nor the Special Servicer do, the Master Servicer or, if neither
such Holders nor the Special Servicer nor the Master Servicer does, any Holder of a Class R Certificate representing greater than
a 50% Percentage Interest in such Class, may also) effect such termination as provided in the prior paragraph if such party first
notifies the Controlling Class Representative and each Certifying Certificateholder, or, in the case of a termination by the Holder
of a Class R Certificate, notifies the Certificate Administrator (who shall notify each of the Controlling Class Representative,
each Certifying Certificateholder and the Master Servicer) of its intention to do so in writing within 30 days following the Early
Termination Notice Date. All costs and expenses incurred by any and all parties to the Pooling and Servicing Agreement or by the
Trust Fund in connection with the purchase of the Mortgage Loans and other assets of the Trust Fund pursuant to Section 9.01(c)
of the Pooling and Servicing Agreement shall be borne by the party exercising its purchase rights thereunder. The Certificate Administrator
shall be entitled to rely conclusively on any determination made by an Appraiser pursuant to Section 9.01(c) of the Pooling
and Servicing Agreement.


 


The respective obligations
and responsibilities of the Master Servicer, the Special Servicer, the Depositor, the Operating Advisor, the Certificate Administrator
and the Trustee created hereby with respect to the Certificates, the Mortgage Loans and the Serviced Companion Loans (other than
the obligation to make certain payments and to send certain notices to Certificateholders as set forth in the Pooling and Servicing
Agreement and to make any required remittances to the Serviced Companion Loan Holders in the month in which the final Distribution
Date occurs) shall terminate immediately following the earlier to occur of (i) the purchase by the Holders of the Controlling Class,
the Special Servicer, the Master Servicer or the Holders of the Class R Certificates of all the Mortgage Loans and REO Properties
(or interests therein) then included in the Trust Fund pursuant to Section 9.01(c) of the Pooling and Servicing Agreement, (ii)
the voluntary exchange by the Remaining Certificateholder of its Certificates for all the Mortgage Loans and REO Properties (or
interests therein) then included in the Trust Fund


 






    	A-10-10



    	 



    

 


pursuant
to Section 9.01(h) of the Pooling and Servicing Agreement and (iii) the final payment or other liquidation (or any advance with
respect thereto) of the last Mortgage Loan or REO Property (or interest therein) contained in the Trust Fund; provided,
however, that in no event shall the trust created thereby continue beyond the expiration of twenty-one years from the death
of the last survivor of the descendants of Joseph P. Kennedy, the late ambassador of the United States to the United Kingdom,
living on the date of the Pooling and Servicing Agreement. All such payments as contemplated by the preceding paragraph shall
be deposited into the Collection Account by the Master Servicer or Special Servicer, as applicable promptly following receipt
thereof.


 


Unless the Certificate
of Authentication on this Certificate has been executed by the Certificate Administrator or on its behalf by the Authenticating
Agent, by manual signature, this Certificate shall not be entitled to any benefit under the Pooling and Servicing Agreement or
be valid for any purpose.


 




    	A-10-11



    	 



    








IN
WITNESS WHEREOF, the Certificate Administrator has caused this Class X-NR Certificate to be duly executed.

	 	 	 
	 	WELLS
                                         FARGO BANK, NATIONAL ASSOCIATION,


	 	not
                                         in its individual capacity but solely as Certificate Administrator


	 	 	 
	 	By:
                                         

	 
	 	 	Authorized
                                         Signatory








Dated:
______________


CERTIFICATE OF AUTHENTICATION


This
is one of the Class X-NR Certificates referred to in the Pooling and Servicing Agreement.


Dated:
______________


	 	 	 
	 	WELLS
                                         FARGO BANK, NATIONAL ASSOCIATION,


	 	not
                                         in its individual capacity but solely as Authenticating Agent


	 	 	 
	 	By:
                                         

	 
	 	 	Authorized
                                         Signatory









    	A-10-12



    	 



    








ASSIGNMENT


 


FOR
VALUE RECEIVED, the undersigned (“Assignor(s)”) hereby sell(s), assign(s) and transfer(s) unto ____________________________________________________
______________________________ (please print or typewrite name(s) and address(es), including postal zip code(s) of assignee(s))
(“Assignee(s)”) the entire Percentage Interest represented by the within Class X-NR Certificate and hereby authorize(s)
the registration of transfer of such interest to Assignee(s) on the Certificate Register of the Trust Fund. 


I
(we) further direct the Certificate Registrar to issue a new Class X-NR Certificate of the entire Percentage Interest represented
by the within Class X-NR Certificates to the above-named Assignee(s) and to deliver such Class X-NR Certificate to the following
address: 


Date:
_________________


	 	 
	 	Signature by or on behalf of Assignor(s)


	 	 
	 	Taxpayer Identification Number










    	A-10-13



    	 



    





DISTRIBUTION
INSTRUCTIONS


The
Assignee(s) should include the following for purposes of distribution: 


Address
of the Assignee(s) for the purpose of receiving notices and distributions: ___________________________________________________________
______________________________________________________________________________________________________________________________
Distributions, if being made by wire transfer in immediately available funds to __________________________ for the account of
__________________________ account number ____________________________. This information is provided by ______________________________,
the Assignee(s) named above or ____________________________________ as its (their) agent.

	 	 	 
	 	By:

	 
	 	 	[Please print or type name(s)]


	 	 	 
	 	 	Title


	 	 	 
	 	 	Taxpayer
                                         Identification Number









    	A-10-14



    	 



    





EXHIBIT
A-11


 


CSAIL 2015-C4
COMMERCIAL MORTGAGE TRUST,

COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES

SERIES 2015-C4, CLASS A-S


 


[UNLESS THIS CERTIFICATE IS PRESENTED BY
AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), TO THE CERTIFICATE REGISTRAR
FOR REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN
SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER
ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE
BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.]1


 


[TRANSFERS OF THIS GLOBAL CERTIFICATE
SHALL BE LIMITED TO TRANSFERS IN WHOLE, BUT NOT IN PART, TO NOMINEES OF DTC OR A SUCCESSOR THEREOF OR SUCH SUCCESSOR’S NOMINEE,
AND TRANSFERS OF BENEFICIAL INTERESTS IN THIS GLOBAL CERTIFICATE SHALL BE LIMITED TO TRANSFERS MADE IN ACCORDANCE WITH THE RESTRICTIONS
SET FORTH IN THE POOLING AND SERVICING AGREEMENT REFERRED TO BELOW.]2


 


THIS CERTIFICATE DOES NOT REPRESENT AN
INTEREST IN OR OBLIGATION OF THE DEPOSITOR, THE SPONSORS, THE ORIGINATORS, THE MASTER SERVICER, THE SPECIAL SERVICER, THE TRUSTEE,
THE CERTIFICATE ADMINISTRATOR, THE OPERATING ADVISOR, THE CONTROLLING CLASS REPRESENTATIVE, THE COMPANION LOAN HOLDERS, THE INITIAL
PURCHASERS OR ANY OF THEIR RESPECTIVE AFFILIATES. NEITHER THE CERTIFICATES NOR THE UNDERLYING MORTGAGE LOANS ARE INSURED OR GUARANTEED
BY ANY GOVERNMENTAL AGENCY OR INSTRUMENTALITY OR PRIVATE INSURER.


 


PRINCIPAL PAYMENTS IN RESPECT OF THIS CERTIFICATE
ARE DISTRIBUTABLE AS SET FORTH IN THE POOLING AND SERVICING AGREEMENT. ACCORDINGLY, THE OUTSTANDING CERTIFICATE PRINCIPAL AMOUNT
OF THIS CERTIFICATE AT ANY TIME MAY BE LESS THAN THE INITIAL CERTIFICATE PRINCIPAL AMOUNT SET FORTH BELOW.


 


THIS CERTIFICATE REPRESENTS A “REGULAR
INTEREST” IN A “REAL ESTATE MORTGAGE INVESTMENT CONDUIT,” AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS
860G(a)(1) AND 860D OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED.


 





 



 


		1	Legend required as long
as DTC is the Depository under the Pooling and Servicing Agreement.



 


		2	Global Certificate legend.







 




    	A-11-1



    	 



    

 


CSAIL 2015-C4
COMMERCIAL MORTGAGE TRUST,

COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES

SERIES 2015-C4, CLASS A-S


 


	Pass-Through Rate:  The lesser of 4.1742 % per annum and the WAC Rate	 	 
	 	 	 
	First Distribution Date: December 17, 2015	 	Cut-Off Date:  With respect to each Mortgage Loan, the Due Date in November, 2015 for that Mortgage Loan (or, in the case of any Mortgage Loan that has its first Due Date in December, 2015, the date that would have been its Due Date in November, 2015 under the terms of that Mortgage Loan if a monthly payment were scheduled to be due in that month).
	 	 	 
	Aggregate Initial Certificate Principal Amount of the Class A-S Certificates:  $56,379,000	 	 
	 	 	 





	
        CUSIP:
12635R BB3 

         
	 	Initial Certificate Principal Amount of this Certificate: $[   ] 
	
        ISIN: US12635RBB33 
	 	 
	 	 	 
	Common Code: 132562075	 	 
	 	 	 
	No.:  A-S-1	 	 


 


This certifies that
[           ] is the registered owner of a beneficial ownership interest
in a Trust Fund, including the distributions to be made with respect to the Class A-S Certificates. The Trust Fund, described
more fully below, consists primarily of a pool of Mortgage Loans secured by first liens on commercial, multifamily and manufactured
housing community properties and held in trust by the Trustee and serviced by the Master Servicer. The Trust Fund was created,
and the Mortgage Loans are to be serviced, pursuant to the Pooling and Servicing Agreement (as defined below). The Holder of this
Certificate, by virtue of the acceptance hereof, assents to the terms, provisions and conditions of the Pooling and Servicing Agreement
and is bound thereby. In the event that there is any conflict between any provision of this Certificate and any provision of the
Pooling and Servicing Agreement, such provision of this Certificate shall be superseded to the extent of such inconsistency. Also
issued under the Pooling and Servicing Agreement are the Class A-1, Class A-2, Class A-3, Class A-4, Class A-SB, Class X-A,
Class X-B, Class X-F, Class X-G, Class X-NR, Class B, Class C, Class D, Class X-


 






    	A-11-2



    	 



    

 


D,
Class E, Class F, Class G, Class NR and Class R Certificates (together with the Class A-S Certificates, the “Certificates”;
the Holders of Certificates issued under the Pooling and Servicing Agreement are collectively referred to herein as “Certificateholders”).


 


This Certificate is
issued pursuant to, and in accordance with, the terms of a Pooling and Servicing Agreement dated as of November 1, 2015 (the “Pooling
and Servicing Agreement”), by and among Credit Suisse First Boston Mortgage Securities Corp., as Depositor, Wells Fargo
Bank, National Association, as Certificate Administrator, Wilmington Trust, National Association, as Trustee, Pentalpha Surveillance
LLC, as Operating Advisor, Wells Fargo Bank, National Association, as Master Servicer, and Midland Loan Services, a Division of
PNC Bank, National Association, as Special Servicer. To the extent not defined herein, capitalized terms used herein shall have
the meanings assigned thereto in the Pooling and Servicing Agreement.


 


This Certificate represents
a “regular interest” in a “real estate mortgage investment conduit,” as those terms are defined, respectively,
in Sections 860G(a)(1) and 860D of the Internal Revenue Code of 1986, as amended.


 


The Certificate Administrator
makes no representation or warranty as to any of the statements contained herein or the validity or sufficiency of the Certificates
or the Mortgage Loans and has executed this Certificate in its limited capacity as Certificate Administrator under the Pooling
and Servicing Agreement.


 


Pursuant to the terms
of the Pooling and Servicing Agreement, the Certificate Administrator will distribute (other than the final distribution on any
Certificate), on the 4th Business Day following the determination date of each month, commencing in December 2015 (each such date,
a “Distribution Date”), to the Person in whose name this Certificate is registered as of the related Record
Date, an amount equal to such Person’s pro rata share (based on the Percentage Interest represented by this Certificate)
of that portion of the aggregate amount of principal and interest then distributable, if any, allocable to the Class A-S Certificates
for such Distribution Date, all as more fully described in the Pooling and Servicing Agreement. Holders of this Certificate may
be entitled to Yield Maintenance Charges, as provided in the Pooling and Servicing Agreement.


 


Interest accrued on
this Certificate during an Interest Accrual Period, plus the aggregate unpaid Interest Shortfall with respect to this Certificate,
if any, will be payable on the related Distribution Date to the extent provided in the Pooling and Servicing Agreement. The “Interest
Accrual Period” with respect to any Distribution Date and with respect to the Class A-S Certificates is the calendar
month preceding the month in which such Distribution Date occurs and is assumed to consist of 30 days.


 


All distributions
(other than the final distribution on any Certificate) will be made by the Certificate Administrator to the persons in whose names
the Certificates are registered at the close of business on each Record Date, which will be the close of business on the last day
of the month immediately preceding the month in which such Distribution Date occurs, or if such day is not a Business Day, the
immediately preceding Business Day. Distributions are required to be made (a) by wire transfer of immediately available funds to
the account of such Certificateholder at a bank or other entity located in the United States and having appropriate facilities
therefor, if such Certificateholder provides the Certificate Administrator with wiring instructions no less


 






    	A-11-3



    	 



    

 


than
five Business Days prior to the related Record Date, or otherwise (b) by check mailed to such Certificateholder. The final distribution
on each Certificate shall be made in like manner, but only upon presentment and surrender of such Certificate at the office of
the Certificate Administrator or its agent (which may be the Paying Agent or the Certificate Registrar acting as such agent) that
is specified in the notice to Certificateholders of such final distribution.


 


Any funds not distributed
on the Termination Date because of the failure of any Certificateholders to tender their Certificates shall be set aside and held
in trust for the account of the appropriate non-tendering Certificateholders, whereupon the Trust Fund shall terminate. If any
Certificates as to which notice of the Termination Date has been given pursuant to Section 9.01 of the Pooling and Servicing Agreement
shall not have been surrendered for cancellation within six months after the time specified in such notice, the Certificate Administrator
shall mail a second notice to the remaining Certificateholders, at their last addresses shown in the Certificate Register, to surrender
their Certificates for cancellation in order to receive, from such funds held, the final distribution with respect thereto. If
within one year after the second notice any Certificate shall not have been surrendered for cancellation, the Certificate Administrator
may, directly or through an agent, take appropriate steps to contact the remaining Certificateholders concerning surrender of their
Certificates. The costs and expenses of maintaining such funds and of contacting Certificateholders shall be paid out of the assets
which remain held. If within two years after the second notice any Certificates shall not have been surrendered for cancellation,
the Paying Agent shall pay to the Class R Certificateholders all amounts distributable to the Holders thereof. No interest shall
accrue or be payable to any Certificateholder on any amount held as a result of such Certificateholder’s failure to surrender
its Certificate(s) for final payment thereof in accordance with Section 9.01 of the Pooling and Servicing Agreement.


 


This Certificate is
limited in right of payment to, among other things, certain collections and recoveries in respect of the Mortgage Loans, as more
specifically set forth herein and in the Pooling and Servicing Agreement.


 


As provided in the
Pooling and Servicing Agreement, the Trust Fund includes: (i) such Mortgage Loans as from time to time are subject to the Pooling
and Servicing Agreement, together with the Mortgage Files relating thereto; (ii) all scheduled or unscheduled payments on or collections
in respect of the Mortgage Loans due after the Cut Off Date (or with respect to a Qualified Substitute Mortgage Loan, the Due Date
in the month of substitution); (iii) any REO Property (but in the case of each Whole Loan, only to the extent of the Trust’s
interest in the related REO Property); (iv) all revenues received in respect of any REO Property (but in the case of each Whole
Loan, only to the extent of the Trust’s interest in the revenues received in respect of such REO Property); (v) the Master
Servicer’s and the Trustee’s rights, in each case on behalf of the Trust, under the insurance policies with respect
to the Mortgage Loans required to be maintained pursuant to the Pooling and Servicing Agreement and any proceeds thereof; (vi)
the Trustee’s rights on behalf of the Trust in any Assignment of Leases and any security agreements; (vii) the Trustee’s
rights on behalf of the Trust under any indemnities or guaranties given as additional security for any Mortgage Loan; (viii) all
of the Trustee’s and the Certificate Administrator’s rights, in each case on behalf of the Trust, in the Escrow Accounts
and Lockbox Accounts and all proceeds of the Mortgage Loans deposited in the Collection Account, each Distribution Account, the
Interest Reserve Account, the Excess Liquidation Proceeds Reserve


 






    	A-11-4



    	 



    

 


Account
and any REO Account, including any reinvestment income thereon; (ix) the Trustee’s rights on behalf of the Trust in any
environmental indemnity agreements relating to the Mortgaged Properties; (x) the Depositor’s rights under the Loan
Purchase Agreements to the extent assigned to the Trustee pursuant to Section 2.01 of the Pooling and Servicing Agreement
and (xi)  the Lower-Tier Regular Interests.


 


This Certificate does
not purport to summarize the Pooling and Servicing Agreement, and reference is made to the Pooling and Servicing Agreement for
the interests, rights, benefits, obligations and duties evidenced hereby, and the limitations thereon, and the rights, duties and
immunities of the Certificate Administrator and Trustee.


 


As provided in the
Pooling and Servicing Agreement, subject to certain restrictions on transfer set forth therein, upon surrender for registration
of transfer of any Certificate, the Certificate Administrator shall execute, authenticate and deliver, in the name of the designated
transferee or transferees, one or more new Certificates in authorized denominations, in like aggregate interest and of the same
Class.


 


Prior to due presentation
of this Certificate for registration of transfer, the Master Servicer, the Special Servicer, the Operating Advisor, the Trustee,
the Certificate Administrator, the Certificate Registrar, and any agent of the Master Servicer, the Special Servicer, the Operating
Advisor, the Trustee, the Certificate Administrator or the Certificate Registrar may treat the Person in whose name any Certificate
is registered as the owner of such Certificate for the purpose of receiving distributions as provided in the Pooling and Servicing
Agreement and for all other purposes whatsoever, and none of the Master Servicer, the Special Servicer, the Operating Advisor,
the Trustee, the Certificate Administrator, the Certificate Registrar, or any agent of the Master Servicer, the Special Servicer,
the Operating Advisor, the Trustee, the Certificate Administrator or the Certificate Registrar shall be affected by any notice
to the contrary.


 


The Pooling and Servicing
Agreement or any Custodial Agreement may be amended from time to time by the Depositor, the Master Servicer, the Special Servicer,
the Operating Advisor, the Certificate Administrator and the Trustee, without the consent of any of the Certificateholders or,
as applicable, any Companion Loan Holder:


 


		(i)	to cure any ambiguity to the extent that it does not adversely affect any holders of Certificates
or any Serviced Companion Loan Holder;



 


		(ii)	to correct or supplement any of its provisions which may be inconsistent with any other provisions
of the Pooling and Servicing Agreement or with the description thereof in the Prospectus or the Prospectus Supplement or to correct
any error;



 


		(iii)	to change the timing and/or nature of deposits in the Collection Account, the Excess Liquidation
Proceeds Reserve Account, any Distribution Account or any REO Account, provided that (A) the Master Servicer Remittance
Date shall in no event be later than the Business Day prior to the related Distribution Date and (B) the change would not
adversely affect in any material respect the interests of any Certificateholder or 



 






    	A-11-5



    	 



    

 


	 	 	Serviced Companion Loan Holder, as evidenced
by an opinion of counsel (at the expense of the party requesting the amendment);



 


		(iv)	to modify, eliminate or add to any of its provisions (A) to the extent necessary to maintain
the qualification of either Trust REMIC as a REMIC or to avoid or minimize the risk of imposition of any tax on the Trust Fund,
provided that the Trustee and the Certificate Administrator have received an opinion of counsel (at the expense of the party
requesting the amendment) to the effect that (1) the action is necessary or desirable to maintain such qualification or to
avoid or minimize such risk and (2) the action will not adversely affect in any material respect the interests of any holder of
the Certificates or, if applicable, any Serviced Companion Loan Holder, (B) to restrict (or to remove any existing restrictions
with respect to) the transfer of the Class R Certificates, provided that the Depositor has determined that the amendment
will not give rise to any tax with respect to the transfer of the Class R Certificates to a non-Permitted Transferee or (C) to
the extent necessary to comply with the Investment Company Act, the Exchange Act, Regulation AB, and/or any related regulatory
actions and/or interpretations;



 


		(v)	to make any other provisions with respect to matters or questions arising under the Pooling and
Servicing Agreement or any other change, provided that the amendment will not adversely affect in any material respect the
interests of any Certificateholder or, if applicable any Serviced Companion Loan Holder, as evidenced by an opinion of counsel;



 


		(vi)	to modify the procedures in the Pooling and Servicing Agreement relating to Rule 17g-5; provided
that such modification does not increase the obligations of the Trustee, the Certificate Administrator, the Operating Advisor,
the Master Servicer or the Special Servicer without such party’s consent (which consent may not be withheld unless such modification
would materially adversely affect such party or materially increase such party’s obligations under the Pooling and Servicing
Agreement); provided, further that notice of such modification is provided to all parties to the Pooling and Servicing
Agreement; and



 


		(vii)	to amend or supplement any provision of the Pooling and Servicing Agreement to the extent necessary
to maintain the ratings assigned to each Class of Certificates by any of the Rating Agencies, provided that the amendment
will not adversely affect in any material respect the interests of any Certificateholder or, if applicable, any Serviced Companion
Loan Holder;



 


provided that
no amendment pursuant to any of clauses (i)-(vii) above may be made that would (i) reduce the consent or consultation
rights or the right to receive information under the Pooling and Servicing Agreement of the Controlling Class Representative without
the consent of the Controlling Class Representative; (ii) reduce the consultation rights or the right to receive information under
the Pooling and Servicing Agreement of the Operating Advisor without the


 






    	A-11-6



    	 



    

 


consent of the Operating Advisor; (iii) change in any
manner the obligations or rights of any Mortgage Loan Seller under the Pooling and Servicing Agreement or the applicable Loan Purchase
Agreement without the consent of the affected Mortgage Loan Seller; (iv) change in any manner the obligations or rights of any
Underwriter or Initial Purchaser, without the consent of the affected Underwriter or Initial Purchaser; or (v) adversely affect
any Companion Loan Holder in its capacity as such without its consent. Expenses incurred with respect to any amendment shall be
borne by the party requesting such amendment, unless the Master Servicer, Special Servicer or Trustee is requesting an amendment
for the benefit of the Certificateholders, then such expense will be borne by the Trust.


 


The Pooling and Servicing
Agreement or any Custodial Agreement may also be amended from time to time by a writing signed by each of the Depositor, the Master
Servicer, the Special Servicer, the Operating Advisor, the Certificate Administrator and the Trustee with the consent of the Holders
of Certificates representing not less than 66-2/3% of the aggregate Percentage Interests of each Class of Certificates affected
by the amendment for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of
the Pooling and Servicing Agreement or of modifying in any manner the rights of the Certificateholders; provided, however,
that no such amendment shall:


 


		(i)	reduce in any manner the amount of, or delay the timing of, payments received on the Mortgage Loans
(or Serviced Whole Loans, if applicable) which are required to be distributed on a Certificate of any Class without the consent
of the Holder of that Certificate, or that are required to be distributed to any holder of a Serviced Companion Loan without the
consent of that holder;



 


		(ii)	reduce the aforesaid percentage of Certificates of any Class the Holders of which are required
to consent to the amendment or remove the requirement to obtain the consent of any Serviced Companion Loan Holder without the consent
of the Holders of all Certificates of that Class then-outstanding or the consent of each Serviced Companion Loan Holder, as applicable;



 


		(iii)	change in any manner the obligations or rights of any Mortgage Loan Seller under the Pooling and
Servicing Agreement or a Loan Purchase Agreement without the consent of the affected Mortgage Loan Seller;



 


		(iv)	change the definition of “Servicing Standard” without either (1) consent of 100% of
the holders of the Certificates or (2) Rating Agency Confirmation;



 


		(v)	without the consent of 100% of the Certificateholders of the Class or Classes of Certificates adversely
affected thereby, change (a) the percentages of Voting Rights of Certificateholders which are required to consent to any action
or inaction under the Pooling and Servicing Agreement, (b) the right of the Certificateholders to remove the Special Servicer
pursuant to the Pooling and Servicing Agreement or (c) the right 



 






    	A-11-7



    	 



    

 


	 	 	of the Certificateholders to terminate the Operating Advisor
pursuant to the Pooling and Servicing Agreement;



 


		(vi)	adversely affect any Companion Loan Holder in its capacity as such without its consent;



 


		(vii)	adversely affect the Controlling Class Representative without the consent of 100% of the Controlling
Class Certificateholders; or



 


		(viii)	change in any manner the obligations or rights of any Underwriter or Initial Purchaser, without
the consent of the affected Underwriter or Initial Purchaser.



 


The Holders of the
Controlling Class representing greater than 50% of the Percentage Interest of the Controlling Class may effect an early termination
of the Trust Fund, upon not less than 30 days’ prior notice given to the Depositor, the Trustee, the Certificate Administrator,
the Special Servicer and Master Servicer (whereupon the Master Servicer shall notify the Companion Loan Holders) any time on or
after the Early Termination Notice Date specifying the Anticipated Termination Date, by purchasing on such date all, but not less
than all, of the Mortgage Loans (and in the case of the Serviced Whole Loans, subject to certain rights of the related Companion
Loan Holder provided for in the related Co-Lender Agreement) then included in the Trust Fund, and all property or interests in
property acquired by the Trust Fund in respect of any Mortgage Loan, at a purchase price, payable in cash, equal to (i) the sum
of (A) the aggregate Purchase Price (excluding the amount described in clause (e) of the definition of Purchase Price) of all the
Mortgage Loans (exclusive of REO Mortgage Loans) included in the Trust Fund, (B) the Appraised Value of the Trust’s portion
of each REO Property, if any, included in the Trust Fund, as determined by the Special Servicer (such Appraisals in clause (i)(B)
shall be obtained by the Special Servicer) and (C) the reasonable out-of-pocket expenses of the Master Servicer (unless the Master
Servicer is the purchaser of such Mortgage Loans), the Special Servicer (unless the Special Servicer is the purchaser of such Mortgage
Loans), the Trustee and the Certificate Administrator, as applicable, with respect to such termination, minus (ii) solely in the
case where the Master Servicer or the Special Servicer is effecting such purchase, the aggregate amount of unreimbursed Advances
made by such party, together with any interest accrued and payable to the Master Servicer or the Special Servicer, as applicable,
in respect of such Advances and any unpaid Servicing Fees or Special Servicing Fees, as applicable, remaining outstanding (which
items will be deemed to have been paid or reimbursed to the purchasing Master Servicer or the Special Servicer, as applicable,
in connection with such purchase).


 


The Holders of the
Controlling Class representing greater than 50% of the Certificate Principal Balance of the Controlling Class may (or, if such
Holders do not, the Special Servicer, or if neither such Holders nor the Special Servicer do, the Master Servicer or, if neither
such Holders nor the Special Servicer nor the Master Servicer does, any Holder of a Class R Certificate representing greater than
a 50% Percentage Interest in such Class, may also) effect such termination as provided in the prior paragraph if such party first
notifies the Controlling Class Representative and each Certifying Certificateholder, or, in the case of a termination by the Holder
of a Class R Certificate, notifies the Certificate Administrator (who shall notify each of the Controlling Class Representative,
each Certifying Certificateholder and the Master Servicer)


 






    	A-11-8



    	 



    

 


of
its intention to do so in writing within 30 days following the Early Termination Notice Date. All costs and expenses incurred
by any and all parties to the Pooling and Servicing Agreement or by the Trust Fund in connection with the purchase of the Mortgage
Loans and other assets of the Trust Fund pursuant to Section 9.01(c) of the Pooling and Servicing Agreement shall be borne by
the party exercising its purchase rights thereunder. The Certificate Administrator shall be entitled to rely conclusively on any
determination made by an Appraiser pursuant to Section 9.01(c) of the Pooling and Servicing Agreement.


 


The respective obligations
and responsibilities of the Master Servicer, the Special Servicer, the Depositor, the Operating Advisor, the Certificate Administrator
and the Trustee created hereby with respect to the Certificates, the Mortgage Loans and the Serviced Companion Loans (other than
the obligation to make certain payments and to send certain notices to Certificateholders as set forth in the Pooling and Servicing
Agreement and to make any required remittances to the Serviced Companion Loan Holders in the month in which the final Distribution
Date occurs) shall terminate immediately following the earlier to occur of (i) the purchase by the Holders of the Controlling Class,
the Special Servicer, the Master Servicer or the Holders of the Class R Certificates of all the Mortgage Loans and REO Properties
(or interests therein) then included in the Trust Fund pursuant to Section 9.01(c) of the Pooling and Servicing Agreement, (ii)
the voluntary exchange by the Remaining Certificateholder of its Certificates for all the Mortgage Loans and REO Properties (or
interests therein) then included in the Trust Fund pursuant to Section 9.01(h) of the Pooling and Servicing Agreement and (iii)
the final payment or other liquidation (or any advance with respect thereto) of the last Mortgage Loan or REO Property (or interest
therein) contained in the Trust Fund; provided, however, that in no event shall the trust created thereby continue
beyond the expiration of twenty-one years from the death of the last survivor of the descendants of Joseph P. Kennedy, the late
ambassador of the United States to the United Kingdom, living on the date of the Pooling and Servicing Agreement. All such payments
as contemplated by the preceding paragraph shall be deposited into the Collection Account by the Master Servicer or Special Servicer,
as applicable promptly following receipt thereof.


 


Unless the Certificate
of Authentication on this Certificate has been executed by the Certificate Administrator or on its behalf by the Authenticating
Agent, by manual signature, this Certificate shall not be entitled to any benefit under the Pooling and Servicing Agreement or
be valid for any purpose.


 




    	A-11-9



    	 



    

 


IN
WITNESS WHEREOF, the Certificate Administrator has caused this Class A-S Certificate to be duly executed.

	 	 	 
	 	WELLS
                                         FARGO BANK, NATIONAL ASSOCIATION,


	 	not
                                         in its individual capacity but solely as Certificate Administrator


	 	 	 
	 	By:
                                         

	 
	 	 	Authorized
                                         Signatory








Dated:
______________


CERTIFICATE OF AUTHENTICATION


This
is one of the Class A-S Certificates referred to in the Pooling and Servicing Agreement.


Dated:
______________


	 	 	 
	 	WELLS
                                         FARGO BANK, NATIONAL ASSOCIATION,


	 	not
                                         in its individual capacity but solely as Authenticating Agent


	 	 	 
	 	By:
                                         

	 
	 	 	Authorized
                                         Signatory









    	A-11-10



    	 



    








ASSIGNMENT


 


FOR
VALUE RECEIVED, the undersigned (“Assignor(s)”) hereby sell(s), assign(s) and transfer(s) unto ____________________________________________________
______________________________ (please print or typewrite name(s) and address(es), including postal zip code(s) of assignee(s))
(“Assignee(s)”) the entire Percentage Interest represented by the within Class A-S Certificate and hereby authorize(s)
the registration of transfer of such interest to Assignee(s) on the Certificate Register of the Trust Fund. 


I
(we) further direct the Certificate Registrar to issue a new Class A-S Certificate of the entire Percentage Interest represented
by the within Class A-S Certificates to the above-named Assignee(s) and to deliver such Class A-S Certificate to the following
address: 


Date:
_________________


	 	 
	 	Signature by or on behalf of Assignor(s)


	 	 
	 	Taxpayer Identification Number










    	A-11-11



    	 



    





DISTRIBUTION
INSTRUCTIONS


The
Assignee(s) should include the following for purposes of distribution: 


Address
of the Assignee(s) for the purpose of receiving notices and distributions: ___________________________________________________________
______________________________________________________________________________________________________________________________
Distributions, if being made by wire transfer in immediately available funds to __________________________ for the account of
__________________________ account number ____________________________. This information is provided by ______________________________,
the Assignee(s) named above or ____________________________________ as its (their) agent.

	 	 	 
	 	By:

	 
	 	 	[Please print or type name(s)]


	 	 	 
	 	 	Title


	 	 	 
	 	 	Taxpayer
                                         Identification Number









    	A-11-12



    	 



    





EXHIBIT
A-12


 


CSAIL 2015-C4
COMMERCIAL MORTGAGE TRUST,

COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES

SERIES 2015-C4, CLASS B


 


[UNLESS THIS CERTIFICATE IS PRESENTED BY
AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), TO THE CERTIFICATE REGISTRAR
FOR REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN
SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER
ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE
BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.]1


 


[TRANSFERS OF THIS GLOBAL CERTIFICATE
SHALL BE LIMITED TO TRANSFERS IN WHOLE, BUT NOT IN PART, TO NOMINEES OF DTC OR A SUCCESSOR THEREOF OR SUCH SUCCESSOR’S NOMINEE,
AND TRANSFERS OF BENEFICIAL INTERESTS IN THIS GLOBAL CERTIFICATE SHALL BE LIMITED TO TRANSFERS MADE IN ACCORDANCE WITH THE RESTRICTIONS
SET FORTH IN THE POOLING AND SERVICING AGREEMENT REFERRED TO BELOW.]2


 


THIS CERTIFICATE DOES NOT REPRESENT AN
INTEREST IN OR OBLIGATION OF THE DEPOSITOR, THE SPONSORS, THE ORIGINATORS, THE MASTER SERVICER, THE SPECIAL SERVICER, THE TRUSTEE,
THE CERTIFICATE ADMINISTRATOR, THE OPERATING ADVISOR, THE CONTROLLING CLASS REPRESENTATIVE, THE COMPANION LOAN HOLDERS, THE INITIAL
PURCHASERS OR ANY OF THEIR RESPECTIVE AFFILIATES. NEITHER THE CERTIFICATES NOR THE UNDERLYING MORTGAGE LOANS ARE INSURED OR GUARANTEED
BY ANY GOVERNMENTAL AGENCY OR INSTRUMENTALITY OR PRIVATE INSURER.


 


PRINCIPAL PAYMENTS IN RESPECT OF THIS CERTIFICATE
ARE DISTRIBUTABLE AS SET FORTH IN THE POOLING AND SERVICING AGREEMENT. ACCORDINGLY, THE OUTSTANDING CERTIFICATE PRINCIPAL AMOUNT
OF THIS CERTIFICATE AT ANY TIME MAY BE LESS THAN THE INITIAL CERTIFICATE PRINCIPAL AMOUNT SET FORTH BELOW.


 


THIS CERTIFICATE REPRESENTS A “REGULAR
INTEREST” IN A “REAL ESTATE MORTGAGE INVESTMENT CONDUIT,” AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS
860G(a)(1) AND 860D OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED.


 





 



 


		1	Legend required as long
as DTC is the Depository under the Pooling and Servicing Agreement.



 


		2	Global Certificate legend.







 




    	A-12-1



    	 



    

 


CSAIL 2015-C4
COMMERCIAL MORTGAGE TRUST,

COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES

SERIES 2015-C4, CLASS B


 


	Pass-Through Rate:  WAC Rate minus 0.25%1	 	 
	 	 	 
	First Distribution Date: December 17, 2015	 	Cut-Off Date:  With respect to each Mortgage Loan, the Due Date in November, 2015 for that Mortgage Loan (or, in the case of any Mortgage Loan that has its first Due Date in December, 2015, the date that would have been its Due Date in November, 2015 under the terms of that Mortgage Loan if a monthly payment were scheduled to be due in that month).
	 	 	 
	Aggregate Initial Certificate Principal Amount of the Class B Certificates:  $61,076,000	 	 
	 	 	 
	
        CUSIP:  12635R
BC1 
	 	Initial Certificate Principal Amount of this Certificate: $[   ] 
	 	 	 
	
        ISIN: US12635RBC16
	 	 
	 	 	 
	Common Code: 132562105	 	 
	 	 	 
	No.:  B-1	 	 
	 	 	 


This certifies that
[           ] is the registered owner of a beneficial ownership interest
in a Trust Fund, including the distributions to be made with respect to the Class B Certificates. The Trust Fund, described more
fully below, consists primarily of a pool of Mortgage Loans secured by first liens on commercial, multifamily and manufactured
housing community properties and held in trust by the Trustee and serviced by the Master Servicer. The Trust Fund was created,
and the Mortgage Loans are to be serviced, pursuant to the Pooling and Servicing Agreement (as defined below). The Holder of this
Certificate, by virtue of the acceptance hereof, assents to the terms, provisions and conditions of the Pooling and Servicing
Agreement and is bound thereby. In the event that there is any conflict between any provision of this Certificate and any provision
of the Pooling and Servicing Agreement, such provision of this Certificate shall be superseded to the extent of such inconsistency.
Also issued under the Pooling and Servicing Agreement are the Class A-1, Class A-2, Class A-3, Class A-4, Class A-SB, Class X-A,
Class X-B, Class X-F, 


 





 






 


1
The initial approximate Pass-Through Rate as of the Closing Date is 4.3358%.



 






    	A-12-2



    	 



    

 


Class
X-G, Class X-NR, Class A-S, Class C, Class D, Class X-D, Class E, Class F, Class G, Class NR and Class R Certificates
(together with the Class B Certificates, the “Certificates”; the Holders of Certificates issued under the Pooling
and Servicing Agreement are collectively referred to herein as “Certificateholders”).


 


This Certificate is
issued pursuant to, and in accordance with, the terms of a Pooling and Servicing Agreement dated as of November 1, 2015 (the “Pooling
and Servicing Agreement”), by and among Credit Suisse First Boston Mortgage Securities Corp., as Depositor, Wells Fargo
Bank, National Association, as Certificate Administrator, Wilmington Trust, National Association, as Trustee, Pentalpha Surveillance
LLC, as Operating Advisor, Wells Fargo Bank, National Association, as Master Servicer, and Midland Loan Services, a Division of
PNC Bank, National Association, as Special Servicer. To the extent not defined herein, capitalized terms used herein shall have
the meanings assigned thereto in the Pooling and Servicing Agreement.


 


This Certificate represents
a “regular interest” in a “real estate mortgage investment conduit,” as those terms are defined, respectively,
in Sections 860G(a)(1) and 860D of the Internal Revenue Code of 1986, as amended.


 


The Certificate Administrator
makes no representation or warranty as to any of the statements contained herein or the validity or sufficiency of the Certificates
or the Mortgage Loans and has executed this Certificate in its limited capacity as Certificate Administrator under the Pooling
and Servicing Agreement.


 


Pursuant to the terms
of the Pooling and Servicing Agreement, the Certificate Administrator will distribute (other than the final distribution on any
Certificate), on the 4th Business Day following the determination date of each month, commencing in December 2015 (each such date,
a “Distribution Date”), to the Person in whose name this Certificate is registered as of the related Record
Date, an amount equal to such Person’s pro rata share (based on the Percentage Interest represented by this Certificate)
of that portion of the aggregate amount of principal and interest then distributable, if any, allocable to the Class B Certificates
for such Distribution Date, all as more fully described in the Pooling and Servicing Agreement. Holders of this Certificate may
be entitled to Yield Maintenance Charges, as provided in the Pooling and Servicing Agreement.


 


Interest accrued on
this Certificate during an Interest Accrual Period, plus the aggregate unpaid Interest Shortfall with respect to this Certificate,
if any, will be payable on the related Distribution Date to the extent provided in the Pooling and Servicing Agreement. The “Interest
Accrual Period” with respect to any Distribution Date and with respect to the Class B Certificates is the calendar month
preceding the month in which such Distribution Date occurs and is assumed to consist of 30 days.


 


All distributions
(other than the final distribution on any Certificate) will be made by the Certificate Administrator to the persons in whose names
the Certificates are registered at the close of business on each Record Date, which will be the close of business on the last day
of the month immediately preceding the month in which such Distribution Date occurs, or if such day is not a Business Day, the
immediately preceding Business Day. Distributions are required to be made (a) by wire transfer of immediately available funds to
the account of such Certificateholder at a bank or other entity located in the United States and having appropriate facilities
therefor, if


 






    	A-12-3



    	 



    

 


such
Certificateholder provides the Certificate Administrator with wiring instructions no less than five Business Days prior to the
related Record Date, or otherwise (b) by check mailed to such Certificateholder. The final distribution on each Certificate shall
be made in like manner, but only upon presentment and surrender of such Certificate at the office of the Certificate Administrator
or its agent (which may be the Paying Agent or the Certificate Registrar acting as such agent) that is specified in the notice
to Certificateholders of such final distribution.


 


Any funds not distributed
on the Termination Date because of the failure of any Certificateholders to tender their Certificates shall be set aside and held
in trust for the account of the appropriate non-tendering Certificateholders, whereupon the Trust Fund shall terminate. If any
Certificates as to which notice of the Termination Date has been given pursuant to Section 9.01 of the Pooling and Servicing Agreement
shall not have been surrendered for cancellation within six months after the time specified in such notice, the Certificate Administrator
shall mail a second notice to the remaining Certificateholders, at their last addresses shown in the Certificate Register, to surrender
their Certificates for cancellation in order to receive, from such funds held, the final distribution with respect thereto. If
within one year after the second notice any Certificate shall not have been surrendered for cancellation, the Certificate Administrator
may, directly or through an agent, take appropriate steps to contact the remaining Certificateholders concerning surrender of their
Certificates. The costs and expenses of maintaining such funds and of contacting Certificateholders shall be paid out of the assets
which remain held. If within two years after the second notice any Certificates shall not have been surrendered for cancellation,
the Paying Agent shall pay to the Class R Certificateholders all amounts distributable to the Holders thereof. No interest shall
accrue or be payable to any Certificateholder on any amount held as a result of such Certificateholder’s failure to surrender
its Certificate(s) for final payment thereof in accordance with Section 9.01 of the Pooling and Servicing Agreement.


 


This Certificate is
limited in right of payment to, among other things, certain collections and recoveries in respect of the Mortgage Loans, as more
specifically set forth herein and in the Pooling and Servicing Agreement.


 


As provided in the
Pooling and Servicing Agreement, the Trust Fund includes: (i) such Mortgage Loans as from time to time are subject to the Pooling
and Servicing Agreement, together with the Mortgage Files relating thereto; (ii) all scheduled or unscheduled payments on or collections
in respect of the Mortgage Loans due after the Cut Off Date (or with respect to a Qualified Substitute Mortgage Loan, the Due Date
in the month of substitution); (iii) any REO Property (but in the case of each Whole Loan, only to the extent of the Trust’s
interest in the related REO Property); (iv) all revenues received in respect of any REO Property (but in the case of each Whole
Loan, only to the extent of the Trust’s interest in the revenues received in respect of such REO Property); (v) the Master
Servicer’s and the Trustee’s rights, in each case on behalf of the Trust, under the insurance policies with respect
to the Mortgage Loans required to be maintained pursuant to the Pooling and Servicing Agreement and any proceeds thereof; (vi)
the Trustee’s rights on behalf of the Trust in any Assignment of Leases and any security agreements; (vii) the Trustee’s
rights on behalf of the Trust under any indemnities or guaranties given as additional security for any Mortgage Loan; (viii) all
of the Trustee’s and the Certificate Administrator’s rights, in each case on behalf of the Trust, in the Escrow Accounts
and Lockbox Accounts and all proceeds of the Mortgage Loans deposited in the Collection Account, each


 






    	A-12-4



    	 



    

 


Distribution
Account, the Interest Reserve Account, the Excess Liquidation Proceeds Reserve Account and any REO Account, including any reinvestment
income thereon; (ix) the Trustee’s rights on behalf of the Trust in any environmental indemnity agreements relating to the
Mortgaged Properties; (x) the Depositor’s rights under the Loan Purchase Agreements to the extent assigned to the Trustee
pursuant to Section 2.01 of the Pooling and Servicing Agreement and (xi)  the Lower-Tier Regular Interests.


 


This Certificate does
not purport to summarize the Pooling and Servicing Agreement, and reference is made to the Pooling and Servicing Agreement for
the interests, rights, benefits, obligations and duties evidenced hereby, and the limitations thereon, and the rights, duties and
immunities of the Certificate Administrator and Trustee.


 


As provided in the
Pooling and Servicing Agreement, subject to certain restrictions on transfer set forth therein, upon surrender for registration
of transfer of any Certificate, the Certificate Administrator shall execute, authenticate and deliver, in the name of the designated
transferee or transferees, one or more new Certificates in authorized denominations, in like aggregate interest and of the same
Class.


 


Prior to due presentation
of this Certificate for registration of transfer, the Master Servicer, the Special Servicer, the Operating Advisor, the Trustee,
the Certificate Administrator, the Certificate Registrar, and any agent of the Master Servicer, the Special Servicer, the Operating
Advisor, the Trustee, the Certificate Administrator or the Certificate Registrar may treat the Person in whose name any Certificate
is registered as the owner of such Certificate for the purpose of receiving distributions as provided in the Pooling and Servicing
Agreement and for all other purposes whatsoever, and none of the Master Servicer, the Special Servicer, the Operating Advisor,
the Trustee, the Certificate Administrator, the Certificate Registrar, or any agent of the Master Servicer, the Special Servicer,
the Operating Advisor, the Trustee, the Certificate Administrator or the Certificate Registrar shall be affected by any notice
to the contrary.


 


The Pooling and Servicing
Agreement or any Custodial Agreement may be amended from time to time by the Depositor, the Master Servicer, the Special Servicer,
the Operating Advisor, the Certificate Administrator and the Trustee, without the consent of any of the Certificateholders or,
as applicable, any Companion Loan Holder:


 


		(i)	to cure any ambiguity to the extent that it does not adversely affect any holders of Certificates
or any Serviced Companion Loan Holder;



 


		(ii)	to correct or supplement any of its provisions which may be inconsistent with any other provisions
of the Pooling and Servicing Agreement or with the description thereof in the Prospectus or the Prospectus Supplement or to correct
any error;



 


		(iii)	to change the timing and/or nature of deposits in the Collection Account, the Excess Liquidation
Proceeds Reserve Account, any Distribution Account or any REO Account, provided that (A) the Master Servicer Remittance
Date shall in no event be later than the Business Day prior to the related Distribution Date and (B) the change would not
adversely 



 






    	A-12-5



    	 



    

 


	 	 	affect in any material respect the interests of any Certificateholder or Serviced Companion Loan Holder, as evidenced
by an opinion of counsel (at the expense of the party requesting the amendment);



 


		(iv)	to modify, eliminate or add to any of its provisions (A) to the extent necessary to maintain
the qualification of either Trust REMIC as a REMIC or to avoid or minimize the risk of imposition of any tax on the Trust Fund,
provided that the Trustee and the Certificate Administrator have received an opinion of counsel (at the expense of the party
requesting the amendment) to the effect that (1) the action is necessary or desirable to maintain such qualification or to
avoid or minimize such risk and (2) the action will not adversely affect in any material respect the interests of any holder of
the Certificates or, if applicable, any Serviced Companion Loan Holder, (B) to restrict (or to remove any existing restrictions
with respect to) the transfer of the Class R Certificates, provided that the Depositor has determined that the amendment
will not give rise to any tax with respect to the transfer of the Class R Certificates to a non-Permitted Transferee or (C) to
the extent necessary to comply with the Investment Company Act, the Exchange Act, Regulation AB, and/or any related regulatory
actions and/or interpretations;



 


		(v)	to make any other provisions with respect to matters or questions arising under the Pooling and
Servicing Agreement or any other change, provided that the amendment will not adversely affect in any material respect the
interests of any Certificateholder or, if applicable any Serviced Companion Loan Holder, as evidenced by an opinion of counsel;



 


		(vi)	to modify the procedures in the Pooling and Servicing Agreement relating to Rule 17g-5; provided
that such modification does not increase the obligations of the Trustee, the Certificate Administrator, the Operating Advisor,
the Master Servicer or the Special Servicer without such party’s consent (which consent may not be withheld unless such modification
would materially adversely affect such party or materially increase such party’s obligations under the Pooling and Servicing
Agreement); provided, further that notice of such modification is provided to all parties to the Pooling and Servicing
Agreement; and



 


		(vii)	to amend or supplement any provision of the Pooling and Servicing Agreement to the extent necessary
to maintain the ratings assigned to each Class of Certificates by any of the Rating Agencies, provided that the amendment
will not adversely affect in any material respect the interests of any Certificateholder or, if applicable, any Serviced Companion
Loan Holder;



 


provided that
no amendment pursuant to any of clauses (i)-(vii) above may be made that would (i) reduce the consent or consultation
rights or the right to receive information under the Pooling and Servicing Agreement of the Controlling Class Representative without
the consent of the Controlling Class Representative; (ii) reduce the consultation rights or the right to receive


 






    	A-12-6



    	 



    

 


information
under the Pooling and Servicing Agreement of the Operating Advisor without the consent of the Operating Advisor; (iii) change
in any manner the obligations or rights of any Mortgage Loan Seller under the Pooling and Servicing Agreement or the applicable
Loan Purchase Agreement without the consent of the affected Mortgage Loan Seller; (iv) change in any manner the obligations or
rights of any Underwriter or Initial Purchaser, without the consent of the affected Underwriter or Initial Purchaser; or (v) adversely
affect any Companion Loan Holder in its capacity as such without its consent. Expenses incurred with respect to any amendment
shall be borne by the party requesting such amendment, unless the Master Servicer, Special Servicer or Trustee is requesting an
amendment for the benefit of the Certificateholders, then such expense will be borne by the Trust.


 


The Pooling and Servicing
Agreement or any Custodial Agreement may also be amended from time to time by a writing signed by each of the Depositor, the Master
Servicer, the Special Servicer, the Operating Advisor, the Certificate Administrator and the Trustee with the consent of the Holders
of Certificates representing not less than 66-2/3% of the aggregate Percentage Interests of each Class of Certificates affected
by the amendment for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of
the Pooling and Servicing Agreement or of modifying in any manner the rights of the Certificateholders; provided, however,
that no such amendment shall:


 


		(i)	reduce in any manner the amount of, or delay the timing of, payments received on the Mortgage Loans
(or Serviced Whole Loans, if applicable) which are required to be distributed on a Certificate of any Class without the consent
of the Holder of that Certificate, or that are required to be distributed to any holder of a Serviced Companion Loan without the
consent of that holder;



 


		(ii)	reduce the aforesaid percentage of Certificates of any Class the Holders of which are required
to consent to the amendment or remove the requirement to obtain the consent of any Serviced Companion Loan Holder without the consent
of the Holders of all Certificates of that Class then-outstanding or the consent of each Serviced Companion Loan Holder, as applicable;



 


		(iii)	change in any manner the obligations or rights of any Mortgage Loan Seller under the Pooling and
Servicing Agreement or a Loan Purchase Agreement without the consent of the affected Mortgage Loan Seller;



 


		(iv)	change the definition of “Servicing Standard” without either (1) consent of 100% of
the holders of the Certificates or (2) Rating Agency Confirmation;



 


		(v)	without the consent of 100% of the Certificateholders of the Class or Classes of Certificates adversely
affected thereby, change (a) the percentages of Voting Rights of Certificateholders which are required to consent to any action
or inaction under the Pooling and Servicing Agreement, (b) the right of the Certificateholders to remove the Special Servicer
pursuant to the Pooling and Servicing Agreement or (c) the right 



 






    	A-12-7



    	 



    

 


	 	 	of the Certificateholders to terminate the Operating Advisor
pursuant to the Pooling and Servicing Agreement;



 


		(vi)	adversely affect any Companion Loan Holder in its capacity as such without its consent;



 


		(vii)	adversely affect the Controlling Class Representative without the consent of 100% of the Controlling
Class Certificateholders; or



 


		(viii)	change in any manner the obligations or rights of any Underwriter or Initial Purchaser, without
the consent of the affected Underwriter or Initial Purchaser.



 


The Holders of the
Controlling Class representing greater than 50% of the Percentage Interest of the Controlling Class may effect an early termination
of the Trust Fund, upon not less than 30 days’ prior notice given to the Depositor, the Trustee, the Certificate Administrator,
the Special Servicer and Master Servicer (whereupon the Master Servicer shall notify the Companion Loan Holders) any time on or
after the Early Termination Notice Date specifying the Anticipated Termination Date, by purchasing on such date all, but not less
than all, of the Mortgage Loans (and in the case of the Serviced Whole Loans, subject to certain rights of the related Companion
Loan Holder provided for in the related Co-Lender Agreement) then included in the Trust Fund, and all property or interests in
property acquired by the Trust Fund in respect of any Mortgage Loan, at a purchase price, payable in cash, equal to (i) the sum
of (A) the aggregate Purchase Price (excluding the amount described in clause (e) of the definition of Purchase Price) of all the
Mortgage Loans (exclusive of REO Mortgage Loans) included in the Trust Fund, (B) the Appraised Value of the Trust’s portion
of each REO Property, if any, included in the Trust Fund, as determined by the Special Servicer (such Appraisals in clause (i)(B)
shall be obtained by the Special Servicer) and (C) the reasonable out-of-pocket expenses of the Master Servicer (unless the Master
Servicer is the purchaser of such Mortgage Loans), the Special Servicer (unless the Special Servicer is the purchaser of such Mortgage
Loans), the Trustee and the Certificate Administrator, as applicable, with respect to such termination, minus (ii) solely in the
case where the Master Servicer or the Special Servicer is effecting such purchase, the aggregate amount of unreimbursed Advances
made by such party, together with any interest accrued and payable to the Master Servicer or the Special Servicer, as applicable,
in respect of such Advances and any unpaid Servicing Fees or Special Servicing Fees, as applicable, remaining outstanding (which
items will be deemed to have been paid or reimbursed to the purchasing Master Servicer or the Special Servicer, as applicable,
in connection with such purchase).


 


The Holders of the
Controlling Class representing greater than 50% of the Certificate Principal Balance of the Controlling Class may (or, if such
Holders do not, the Special Servicer, or if neither such Holders nor the Special Servicer do, the Master Servicer or, if neither
such Holders nor the Special Servicer nor the Master Servicer does, any Holder of a Class R Certificate representing greater than
a 50% Percentage Interest in such Class, may also) effect such termination as provided in the prior paragraph if such party first
notifies the Controlling Class Representative and each Certifying Certificateholder, or, in the case of a termination by the Holder
of a Class R Certificate, notifies the Certificate Administrator (who shall notify each of the Controlling Class Representative,
each Certifying Certificateholder and the Master Servicer)


 






    	A-12-8



    	 



    

 


of
its intention to do so in writing within 30 days following the Early Termination Notice Date. All costs and expenses incurred
by any and all parties to the Pooling and Servicing Agreement or by the Trust Fund in connection with the purchase of the Mortgage
Loans and other assets of the Trust Fund pursuant to Section 9.01(c) of the Pooling and Servicing Agreement shall be borne by
the party exercising its purchase rights thereunder. The Certificate Administrator shall be entitled to rely conclusively on any
determination made by an Appraiser pursuant to Section 9.01(c) of the Pooling and Servicing Agreement.


 


The respective obligations
and responsibilities of the Master Servicer, the Special Servicer, the Depositor, the Operating Advisor, the Certificate Administrator
and the Trustee created hereby with respect to the Certificates, the Mortgage Loans and the Serviced Companion Loans (other than
the obligation to make certain payments and to send certain notices to Certificateholders as set forth in the Pooling and Servicing
Agreement and to make any required remittances to the Serviced Companion Loan Holders in the month in which the final Distribution
Date occurs) shall terminate immediately following the earlier to occur of (i) the purchase by the Holders of the Controlling Class,
the Special Servicer, the Master Servicer or the Holders of the Class R Certificates of all the Mortgage Loans and REO Properties
(or interests therein) then included in the Trust Fund pursuant to Section 9.01(c) of the Pooling and Servicing Agreement, (ii)
the voluntary exchange by the Remaining Certificateholder of its Certificates for all the Mortgage Loans and REO Properties (or
interests therein) then included in the Trust Fund pursuant to Section 9.01(h) of the Pooling and Servicing Agreement and (iii)
the final payment or other liquidation (or any advance with respect thereto) of the last Mortgage Loan or REO Property (or interest
therein) contained in the Trust Fund; provided, however, that in no event shall the trust created thereby continue
beyond the expiration of twenty-one years from the death of the last survivor of the descendants of Joseph P. Kennedy, the late
ambassador of the United States to the United Kingdom, living on the date of the Pooling and Servicing Agreement. All such payments
as contemplated by the preceding paragraph shall be deposited into the Collection Account by the Master Servicer or Special Servicer,
as applicable promptly following receipt thereof.


 


Unless the Certificate
of Authentication on this Certificate has been executed by the Certificate Administrator or on its behalf by the Authenticating
Agent, by manual signature, this Certificate shall not be entitled to any benefit under the Pooling and Servicing Agreement or
be valid for any purpose.


 




    	A-12-9



    	 



    








IN
WITNESS WHEREOF, the Certificate Administrator has caused this Class B Certificate to be duly executed.

	 	 	 
	 	WELLS
                                         FARGO BANK, NATIONAL ASSOCIATION,


	 	not
                                         in its individual capacity but solely as Certificate Administrator


	 	 	 
	 	By:
                                         

	 
	 	 	Authorized
                                         Signatory








Dated:
______________


CERTIFICATE OF AUTHENTICATION


This
is one of the Class B Certificates referred to in the Pooling and Servicing Agreement.


Dated:
______________


	 	 	 
	 	WELLS
                                         FARGO BANK, NATIONAL ASSOCIATION,


	 	not
                                         in its individual capacity but solely as Authenticating Agent


	 	 	 
	 	By:
                                         

	 
	 	 	Authorized
                                         Signatory









    	A-12-10



    	 



    








ASSIGNMENT


 


FOR
VALUE RECEIVED, the undersigned (“Assignor(s)”) hereby sell(s), assign(s) and transfer(s) unto ____________________________________________________
______________________________ (please print or typewrite name(s) and address(es), including postal zip code(s) of assignee(s))
(“Assignee(s)”) the entire Percentage Interest represented by the within Class B Certificate and hereby authorize(s)
the registration of transfer of such interest to Assignee(s) on the Certificate Register of the Trust Fund. 


I
(we) further direct the Certificate Registrar to issue a new Class B Certificate of the entire Percentage Interest represented
by the within Class B Certificates to the above-named Assignee(s) and to deliver such Class B Certificate to the following
address: 


Date:
_________________


	 	 
	 	Signature by or on behalf of Assignor(s)


	 	 
	 	Taxpayer Identification Number










    	A-12-11



    	 



    





DISTRIBUTION
INSTRUCTIONS


The
Assignee(s) should include the following for purposes of distribution: 


Address
of the Assignee(s) for the purpose of receiving notices and distributions: ___________________________________________________________
______________________________________________________________________________________________________________________________
Distributions, if being made by wire transfer in immediately available funds to __________________________ for the account of
__________________________ account number ____________________________. This information is provided by ______________________________,
the Assignee(s) named above or ____________________________________ as its (their) agent.

	 	 	 
	 	By:

	 
	 	 	[Please print or type name(s)]


	 	 	 
	 	 	Title


	 	 	 
	 	 	Taxpayer
                                         Identification Number









    	A-12-12



    	 



    





EXHIBIT
A-13


 


CSAIL 2015-C4
COMMERCIAL MORTGAGE TRUST,

COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES

SERIES 2015-C4, CLASS C


 


[UNLESS THIS CERTIFICATE IS PRESENTED BY
AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), TO THE CERTIFICATE REGISTRAR
FOR REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN
SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER
ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE
BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.]1


 


[TRANSFERS OF THIS GLOBAL CERTIFICATE
SHALL BE LIMITED TO TRANSFERS IN WHOLE, BUT NOT IN PART, TO NOMINEES OF DTC OR A SUCCESSOR THEREOF OR SUCH SUCCESSOR’S NOMINEE,
AND TRANSFERS OF BENEFICIAL INTERESTS IN THIS GLOBAL CERTIFICATE SHALL BE LIMITED TO TRANSFERS MADE IN ACCORDANCE WITH THE RESTRICTIONS
SET FORTH IN THE POOLING AND SERVICING AGREEMENT REFERRED TO BELOW.]2


 


THIS CERTIFICATE DOES NOT REPRESENT AN
INTEREST IN OR OBLIGATION OF THE DEPOSITOR, THE SPONSORS, THE ORIGINATORS, THE MASTER SERVICER, THE SPECIAL SERVICER, THE TRUSTEE,
THE CERTIFICATE ADMINISTRATOR, THE OPERATING ADVISOR, THE CONTROLLING CLASS REPRESENTATIVE, THE COMPANION LOAN HOLDERS, THE INITIAL
PURCHASERS OR ANY OF THEIR RESPECTIVE AFFILIATES. NEITHER THE CERTIFICATES NOR THE UNDERLYING MORTGAGE LOANS ARE INSURED OR GUARANTEED
BY ANY GOVERNMENTAL AGENCY OR INSTRUMENTALITY OR PRIVATE INSURER.


 


PRINCIPAL PAYMENTS IN RESPECT OF THIS CERTIFICATE
ARE DISTRIBUTABLE AS SET FORTH IN THE POOLING AND SERVICING AGREEMENT. ACCORDINGLY, THE OUTSTANDING CERTIFICATE PRINCIPAL AMOUNT
OF THIS CERTIFICATE AT ANY TIME MAY BE LESS THAN THE INITIAL CERTIFICATE PRINCIPAL AMOUNT SET FORTH BELOW.


 


THIS CERTIFICATE REPRESENTS A “REGULAR
INTEREST” IN A “REAL ESTATE MORTGAGE INVESTMENT CONDUIT,” AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS
860G(a)(1) AND 860D OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED.


 





 



 


		1	Legend required as long
as DTC is the Depository under the Pooling and Servicing Agreement.



 


		2	Global Certificate legend.







 




    	A-13-1



    	 



    

CSAIL 2015-C4
COMMERCIAL MORTGAGE TRUST,

COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES

SERIES 2015-C4, CLASS C


 


	Pass-Through Rate:  WAC Rate1	 	 
	 	 	 
	First Distribution Date: December 17, 2015	 	Cut-Off Date:  With respect to each Mortgage Loan, the Due Date in November, 2015 for that Mortgage Loan (or, in the case of any Mortgage Loan that has its first Due Date in December, 2015, the date that would have been its Due Date in November, 2015 under the terms of that Mortgage Loan if a monthly payment were scheduled to be due in that month).
	 	 	 
	Aggregate Initial Certificate Principal Amount of the Class C Certificates:  $39,935,000	 	 
	 	 	 
	CUSIP: 12635R BD9	 	Initial Certificate Principal Amount of this Certificate: $[   ] 
	 	 	 
	
        ISIN: US12635RBD98 
	 	 
	 	 	 
	Common Code: 132562091	 	 
	 	 	 
	No.:  C-1	 	 


This certifies that
[           ] is the registered owner of a beneficial ownership interest
in a Trust Fund, including the distributions to be made with respect to the Class C Certificates. The Trust Fund, described more
fully below, consists primarily of a pool of Mortgage Loans secured by first liens on commercial, multifamily and manufactured
housing community properties and held in trust by the Trustee and serviced by the Master Servicer. The Trust Fund was created,
and the Mortgage Loans are to be serviced, pursuant to the Pooling and Servicing Agreement (as defined below). The Holder of this
Certificate, by virtue of the acceptance hereof, assents to the terms, provisions and conditions of the Pooling and Servicing Agreement
and is bound thereby. In the event that there is any conflict between any provision of this Certificate and any provision of the
Pooling and Servicing Agreement, such provision of this Certificate shall be superseded to the extent of such inconsistency. Also
issued under the Pooling and Servicing Agreement are the Class A-1, Class A-2, Class A-3, Class A-4, Class A-SB, Class X-A,
Class X-B, Class X-F, Class X-G, Class X-NR, Class A-S, Class B, Class D, Class X-D, Class E, Class F, Class
G,


 





 



 


1
The initial approximate Pass-Through Rate as of the Closing Date is 4.5858%.



 






    	A-13-2



    	 



    

 


Class
NR and Class R Certificates (together with the Class C Certificates, the “Certificates”; the Holders of Certificates
issued under the Pooling and Servicing Agreement are collectively referred to herein as “Certificateholders”).


 


This Certificate is
issued pursuant to, and in accordance with, the terms of a Pooling and Servicing Agreement dated as of November 1, 2015 (the “Pooling
and Servicing Agreement”), by and among Credit Suisse First Boston Mortgage Securities Corp., as Depositor, Wells Fargo
Bank, National Association, as Certificate Administrator, Wilmington Trust, National Association, as Trustee, Pentalpha Surveillance
LLC, as Operating Advisor, Wells Fargo Bank, National Association, as Master Servicer, and Midland Loan Services, a Division of
PNC Bank, National Association, as Special Servicer. To the extent not defined herein, capitalized terms used herein shall have
the meanings assigned thereto in the Pooling and Servicing Agreement.


 


This Certificate represents
a “regular interest” in a “real estate mortgage investment conduit,” as those terms are defined, respectively,
in Sections 860G(a)(1) and 860D of the Internal Revenue Code of 1986, as amended.


 


The Certificate Administrator
makes no representation or warranty as to any of the statements contained herein or the validity or sufficiency of the Certificates
or the Mortgage Loans and has executed this Certificate in its limited capacity as Certificate Administrator under the Pooling
and Servicing Agreement.


 


Pursuant to the terms
of the Pooling and Servicing Agreement, the Certificate Administrator will distribute (other than the final distribution on any
Certificate), on the 4th Business Day following the determination date of each month, commencing in December 2015 (each such date,
a “Distribution Date”), to the Person in whose name this Certificate is registered as of the related Record
Date, an amount equal to such Person’s pro rata share (based on the Percentage Interest represented by this Certificate)
of that portion of the aggregate amount of principal and interest then distributable, if any, allocable to the Class C Certificates
for such Distribution Date, all as more fully described in the Pooling and Servicing Agreement. Holders of this Certificate may
be entitled to Yield Maintenance Charges, as provided in the Pooling and Servicing Agreement.


 


Interest accrued on
this Certificate during an Interest Accrual Period, plus the aggregate unpaid Interest Shortfall with respect to this Certificate,
if any, will be payable on the related Distribution Date to the extent provided in the Pooling and Servicing Agreement. The “Interest
Accrual Period” with respect to any Distribution Date and with respect to the Class C Certificates is the calendar month
preceding the month in which such Distribution Date occurs and is assumed to consist of 30 days.


 


All distributions
(other than the final distribution on any Certificate) will be made by the Certificate Administrator to the persons in whose names
the Certificates are registered at the close of business on each Record Date, which will be the close of business on the last day
of the month immediately preceding the month in which such Distribution Date occurs, or if such day is not a Business Day, the
immediately preceding Business Day. Distributions are required to be made (a) by wire transfer of immediately available funds to
the account of such Certificateholder at a bank or other entity located in the United States and having appropriate facilities
therefor, if such Certificateholder provides the Certificate Administrator with wiring instructions no less


 






    	A-13-3



    	 



    

 


than
five Business Days prior to the related Record Date, or otherwise (b) by check mailed to such Certificateholder. The final distribution
on each Certificate shall be made in like manner, but only upon presentment and surrender of such Certificate at the office of
the Certificate Administrator or its agent (which may be the Paying Agent or the Certificate Registrar acting as such agent) that
is specified in the notice to Certificateholders of such final distribution.


 


Any funds not distributed
on the Termination Date because of the failure of any Certificateholders to tender their Certificates shall be set aside and held
in trust for the account of the appropriate non-tendering Certificateholders, whereupon the Trust Fund shall terminate. If any
Certificates as to which notice of the Termination Date has been given pursuant to Section 9.01 of the Pooling and Servicing Agreement
shall not have been surrendered for cancellation within six months after the time specified in such notice, the Certificate Administrator
shall mail a second notice to the remaining Certificateholders, at their last addresses shown in the Certificate Register, to surrender
their Certificates for cancellation in order to receive, from such funds held, the final distribution with respect thereto. If
within one year after the second notice any Certificate shall not have been surrendered for cancellation, the Certificate Administrator
may, directly or through an agent, take appropriate steps to contact the remaining Certificateholders concerning surrender of their
Certificates. The costs and expenses of maintaining such funds and of contacting Certificateholders shall be paid out of the assets
which remain held. If within two years after the second notice any Certificates shall not have been surrendered for cancellation,
the Paying Agent shall pay to the Class R Certificateholders all amounts distributable to the Holders thereof. No interest shall
accrue or be payable to any Certificateholder on any amount held as a result of such Certificateholder’s failure to surrender
its Certificate(s) for final payment thereof in accordance with Section 9.01 of the Pooling and Servicing Agreement.


 


This Certificate is
limited in right of payment to, among other things, certain collections and recoveries in respect of the Mortgage Loans, as more
specifically set forth herein and in the Pooling and Servicing Agreement.


 


As provided in the
Pooling and Servicing Agreement, the Trust Fund includes: (i) such Mortgage Loans as from time to time are subject to the Pooling
and Servicing Agreement, together with the Mortgage Files relating thereto; (ii) all scheduled or unscheduled payments on or collections
in respect of the Mortgage Loans due after the Cut Off Date (or with respect to a Qualified Substitute Mortgage Loan, the Due Date
in the month of substitution); (iii) any REO Property (but in the case of each Whole Loan, only to the extent of the Trust’s
interest in the related REO Property); (iv) all revenues received in respect of any REO Property (but in the case of each Whole
Loan, only to the extent of the Trust’s interest in the revenues received in respect of such REO Property); (v) the Master
Servicer’s and the Trustee’s rights, in each case on behalf of the Trust, under the insurance policies with respect
to the Mortgage Loans required to be maintained pursuant to the Pooling and Servicing Agreement and any proceeds thereof; (vi)
the Trustee’s rights on behalf of the Trust in any Assignment of Leases and any security agreements; (vii) the Trustee’s
rights on behalf of the Trust under any indemnities or guaranties given as additional security for any Mortgage Loan; (viii) all
of the Trustee’s and the Certificate Administrator’s rights, in each case on behalf of the Trust, in the Escrow Accounts
and Lockbox Accounts and all proceeds of the Mortgage Loans deposited in the Collection Account, each Distribution Account, the
Interest Reserve Account, the Excess Liquidation Proceeds Reserve


 






    	A-13-4



    	 



    

 


Account
and any REO Account, including any reinvestment income thereon; (ix) the Trustee’s rights on behalf of the Trust in any
environmental indemnity agreements relating to the Mortgaged Properties; (x) the Depositor’s rights under the Loan
Purchase Agreements to the extent assigned to the Trustee pursuant to Section 2.01 of the Pooling and Servicing Agreement
and (xi)  the Lower-Tier Regular Interests.


 


This Certificate does
not purport to summarize the Pooling and Servicing Agreement, and reference is made to the Pooling and Servicing Agreement for
the interests, rights, benefits, obligations and duties evidenced hereby, and the limitations thereon, and the rights, duties and
immunities of the Certificate Administrator and Trustee.


 


As provided in the
Pooling and Servicing Agreement, subject to certain restrictions on transfer set forth therein, upon surrender for registration
of transfer of any Certificate, the Certificate Administrator shall execute, authenticate and deliver, in the name of the designated
transferee or transferees, one or more new Certificates in authorized denominations, in like aggregate interest and of the same
Class.


 


Prior to due presentation
of this Certificate for registration of transfer, the Master Servicer, the Special Servicer, the Operating Advisor, the Trustee,
the Certificate Administrator, the Certificate Registrar, and any agent of the Master Servicer, the Special Servicer, the Operating
Advisor, the Trustee, the Certificate Administrator or the Certificate Registrar may treat the Person in whose name any Certificate
is registered as the owner of such Certificate for the purpose of receiving distributions as provided in the Pooling and Servicing
Agreement and for all other purposes whatsoever, and none of the Master Servicer, the Special Servicer, the Operating Advisor,
the Trustee, the Certificate Administrator, the Certificate Registrar, or any agent of the Master Servicer, the Special Servicer,
the Operating Advisor, the Trustee, the Certificate Administrator or the Certificate Registrar shall be affected by any notice
to the contrary.


 


The Pooling and Servicing
Agreement or any Custodial Agreement may be amended from time to time by the Depositor, the Master Servicer, the Special Servicer,
the Operating Advisor, the Certificate Administrator and the Trustee, without the consent of any of the Certificateholders or,
as applicable, any Companion Loan Holder:


 


		(i)	to cure any ambiguity to the extent that it does not adversely affect any holders of Certificates
or any Serviced Companion Loan Holder;



 


		(ii)	to correct or supplement any of its provisions which may be inconsistent with any other provisions
of the Pooling and Servicing Agreement or with the description thereof in the Prospectus or the Prospectus Supplement or to correct
any error;



 


		(iii)	to change the timing and/or nature of deposits in the Collection Account, the Excess Liquidation
Proceeds Reserve Account, any Distribution Account or any REO Account, provided that (A) the Master Servicer Remittance
Date shall in no event be later than the Business Day prior to the related Distribution Date and (B) the change would not
adversely affect in any material respect the interests of any Certificateholder or 



 






    	A-13-5



    	 



    

 


	 	 	Serviced Companion Loan Holder, as evidenced
by an opinion of counsel (at the expense of the party requesting the amendment);



 


		(iv)	to modify, eliminate or add to any of its provisions (A) to the extent necessary to maintain
the qualification of either Trust REMIC as a REMIC or to avoid or minimize the risk of imposition of any tax on the Trust Fund,
provided that the Trustee and the Certificate Administrator have received an opinion of counsel (at the expense of the party
requesting the amendment) to the effect that (1) the action is necessary or desirable to maintain such qualification or to
avoid or minimize such risk and (2) the action will not adversely affect in any material respect the interests of any holder of
the Certificates or, if applicable, any Serviced Companion Loan Holder, (B) to restrict (or to remove any existing restrictions
with respect to) the transfer of the Class R Certificates, provided that the Depositor has determined that the amendment
will not give rise to any tax with respect to the transfer of the Class R Certificates to a non-Permitted Transferee or (C) to
the extent necessary to comply with the Investment Company Act, the Exchange Act, Regulation AB, and/or any related regulatory
actions and/or interpretations;



 


		(v)	to make any other provisions with respect to matters or questions arising under the Pooling and
Servicing Agreement or any other change, provided that the amendment will not adversely affect in any material respect the
interests of any Certificateholder or, if applicable any Serviced Companion Loan Holder, as evidenced by an opinion of counsel;



 


		(vi)	to modify the procedures in the Pooling and Servicing Agreement relating to Rule 17g-5; provided
that such modification does not increase the obligations of the Trustee, the Certificate Administrator, the Operating Advisor,
the Master Servicer or the Special Servicer without such party’s consent (which consent may not be withheld unless such modification
would materially adversely affect such party or materially increase such party’s obligations under the Pooling and Servicing
Agreement); provided, further that notice of such modification is provided to all parties to the Pooling and Servicing
Agreement; and



 


		(vii)	to amend or supplement any provision of the Pooling and Servicing Agreement to the extent necessary
to maintain the ratings assigned to each Class of Certificates by any of the Rating Agencies, provided that the amendment
will not adversely affect in any material respect the interests of any Certificateholder or, if applicable, any Serviced Companion
Loan Holder;



 


provided that
no amendment pursuant to any of clauses (i)-(vii) above may be made that would (i) reduce the consent or consultation
rights or the right to receive information under the Pooling and Servicing Agreement of the Controlling Class Representative without
the consent of the Controlling Class Representative; (ii) reduce the consultation rights or the right to receive information under
the Pooling and Servicing Agreement of the Operating Advisor without the


 






    	A-13-6



    	 



    

 


consent of the Operating Advisor; (iii) change in any
manner the obligations or rights of any Mortgage Loan Seller under the Pooling and Servicing Agreement or the applicable Loan Purchase
Agreement without the consent of the affected Mortgage Loan Seller; (iv) change in any manner the obligations or rights of any
Underwriter or Initial Purchaser, without the consent of the affected Underwriter or Initial Purchaser; or (v) adversely affect
any Companion Loan Holder in its capacity as such without its consent. Expenses incurred with respect to any amendment shall be
borne by the party requesting such amendment, unless the Master Servicer, Special Servicer or Trustee is requesting an amendment
for the benefit of the Certificateholders, then such expense will be borne by the Trust.


 


The Pooling and Servicing
Agreement or any Custodial Agreement may also be amended from time to time by a writing signed by each of the Depositor, the Master
Servicer, the Special Servicer, the Operating Advisor, the Certificate Administrator and the Trustee with the consent of the Holders
of Certificates representing not less than 66-2/3% of the aggregate Percentage Interests of each Class of Certificates affected
by the amendment for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of
the Pooling and Servicing Agreement or of modifying in any manner the rights of the Certificateholders; provided, however,
that no such amendment shall:


 


		(i)	reduce in any manner the amount of, or delay the timing of, payments received on the Mortgage Loans
(or Serviced Whole Loans, if applicable) which are required to be distributed on a Certificate of any Class without the consent
of the Holder of that Certificate, or that are required to be distributed to any holder of a Serviced Companion Loan without the
consent of that holder;



 


		(ii)	reduce the aforesaid percentage of Certificates of any Class the Holders of which are required
to consent to the amendment or remove the requirement to obtain the consent of any Serviced Companion Loan Holder without the consent
of the Holders of all Certificates of that Class then-outstanding or the consent of each Serviced Companion Loan Holder, as applicable;



 


		(iii)	change in any manner the obligations or rights of any Mortgage Loan Seller under the Pooling and
Servicing Agreement or a Loan Purchase Agreement without the consent of the affected Mortgage Loan Seller;



 


		(iv)	change the definition of “Servicing Standard” without either (1) consent of 100% of
the holders of the Certificates or (2) Rating Agency Confirmation;



 


		(v)	without the consent of 100% of the Certificateholders of the Class or Classes of Certificates adversely
affected thereby, change (a) the percentages of Voting Rights of Certificateholders which are required to consent to any action
or inaction under the Pooling and Servicing Agreement, (b) the right of the Certificateholders to remove the Special Servicer
pursuant to the Pooling and Servicing Agreement or (c) the right 



 






    	A-13-7



    	 



    

 


	 	 	of the Certificateholders to terminate the Operating Advisor
pursuant to the Pooling and Servicing Agreement;



 


		(vi)	adversely affect any Companion Loan Holder in its capacity as such without its consent;



 


		(vii)	adversely affect the Controlling Class Representative without the consent of 100% of the Controlling
Class Certificateholders; or



 


		(viii)	change in any manner the obligations or rights of any Underwriter or Initial Purchaser, without
the consent of the affected Underwriter or Initial Purchaser.



 


The Holders of the
Controlling Class representing greater than 50% of the Percentage Interest of the Controlling Class may effect an early termination
of the Trust Fund, upon not less than 30 days’ prior notice given to the Depositor, the Trustee, the Certificate Administrator,
the Special Servicer and Master Servicer (whereupon the Master Servicer shall notify the Companion Loan Holders) any time on or
after the Early Termination Notice Date specifying the Anticipated Termination Date, by purchasing on such date all, but not less
than all, of the Mortgage Loans (and in the case of the Serviced Whole Loans, subject to certain rights of the related Companion
Loan Holder provided for in the related Co-Lender Agreement) then included in the Trust Fund, and all property or interests in
property acquired by the Trust Fund in respect of any Mortgage Loan, at a purchase price, payable in cash, equal to (i) the sum
of (A) the aggregate Purchase Price (excluding the amount described in clause (e) of the definition of Purchase Price) of all the
Mortgage Loans (exclusive of REO Mortgage Loans) included in the Trust Fund, (B) the Appraised Value of the Trust’s portion
of each REO Property, if any, included in the Trust Fund, as determined by the Special Servicer (such Appraisals in clause (i)(B)
shall be obtained by the Special Servicer) and (C) the reasonable out-of-pocket expenses of the Master Servicer (unless the Master
Servicer is the purchaser of such Mortgage Loans), the Special Servicer (unless the Special Servicer is the purchaser of such Mortgage
Loans), the Trustee and the Certificate Administrator, as applicable, with respect to such termination, minus (ii) solely in the
case where the Master Servicer or the Special Servicer is effecting such purchase, the aggregate amount of unreimbursed Advances
made by such party, together with any interest accrued and payable to the Master Servicer or the Special Servicer, as applicable,
in respect of such Advances and any unpaid Servicing Fees or Special Servicing Fees, as applicable, remaining outstanding (which
items will be deemed to have been paid or reimbursed to the purchasing Master Servicer or the Special Servicer, as applicable,
in connection with such purchase).


 


The Holders of the
Controlling Class representing greater than 50% of the Certificate Principal Balance of the Controlling Class may (or, if such
Holders do not, the Special Servicer, or if neither such Holders nor the Special Servicer do, the Master Servicer or, if neither
such Holders nor the Special Servicer nor the Master Servicer does, any Holder of a Class R Certificate representing greater than
a 50% Percentage Interest in such Class, may also) effect such termination as provided in the prior paragraph if such party first
notifies the Controlling Class Representative and each Certifying Certificateholder, or, in the case of a termination by the Holder
of a Class R Certificate, notifies the Certificate Administrator (who shall notify each of the Controlling Class Representative,
each Certifying Certificateholder and the Master Servicer)


 






    	A-13-8



    	 



    

 


of
its intention to do so in writing within 30 days following the Early Termination Notice Date. All costs and expenses incurred
by any and all parties to the Pooling and Servicing Agreement or by the Trust Fund in connection with the purchase of the Mortgage
Loans and other assets of the Trust Fund pursuant to Section 9.01(c) of the Pooling and Servicing Agreement shall be borne by
the party exercising its purchase rights thereunder. The Certificate Administrator shall be entitled to rely conclusively on any
determination made by an Appraiser pursuant to Section 9.01(c) of the Pooling and Servicing Agreement.


 


The respective obligations
and responsibilities of the Master Servicer, the Special Servicer, the Depositor, the Operating Advisor, the Certificate Administrator
and the Trustee created hereby with respect to the Certificates, the Mortgage Loans and the Serviced Companion Loans (other than
the obligation to make certain payments and to send certain notices to Certificateholders as set forth in the Pooling and Servicing
Agreement and to make any required remittances to the Serviced Companion Loan Holders in the month in which the final Distribution
Date occurs) shall terminate immediately following the earlier to occur of (i) the purchase by the Holders of the Controlling Class,
the Special Servicer, the Master Servicer or the Holders of the Class R Certificates of all the Mortgage Loans and REO Properties
(or interests therein) then included in the Trust Fund pursuant to Section 9.01(c) of the Pooling and Servicing Agreement, (ii)
the voluntary exchange by the Remaining Certificateholder of its Certificates for all the Mortgage Loans and REO Properties (or
interests therein) then included in the Trust Fund pursuant to Section 9.01(h) of the Pooling and Servicing Agreement and (iii)
the final payment or other liquidation (or any advance with respect thereto) of the last Mortgage Loan or REO Property (or interest
therein) contained in the Trust Fund; provided, however, that in no event shall the trust created thereby continue
beyond the expiration of twenty-one years from the death of the last survivor of the descendants of Joseph P. Kennedy, the late
ambassador of the United States to the United Kingdom, living on the date of the Pooling and Servicing Agreement. All such payments
as contemplated by the preceding paragraph shall be deposited into the Collection Account by the Master Servicer or Special Servicer,
as applicable promptly following receipt thereof.


 


Unless the Certificate
of Authentication on this Certificate has been executed by the Certificate Administrator or on its behalf by the Authenticating
Agent, by manual signature, this Certificate shall not be entitled to any benefit under the Pooling and Servicing Agreement or
be valid for any purpose.


 




    	A-13-9



    	 



    








IN
WITNESS WHEREOF, the Certificate Administrator has caused this Class C Certificate to be duly executed.

	 	 	 
	 	WELLS
                                         FARGO BANK, NATIONAL ASSOCIATION,


	 	not
                                         in its individual capacity but solely as Certificate Administrator


	 	 	 
	 	By:
                                         

	 
	 	 	Authorized
                                         Signatory








Dated:
______________


CERTIFICATE OF AUTHENTICATION


This
is one of the Class C Certificates referred to in the Pooling and Servicing Agreement.


Dated:
______________


	 	 	 
	 	WELLS
                                         FARGO BANK, NATIONAL ASSOCIATION,


	 	not
                                         in its individual capacity but solely as Authenticating Agent


	 	 	 
	 	By:
                                         

	 
	 	 	Authorized
                                         Signatory









    	A-13-10



    	 



    








ASSIGNMENT


 


FOR
VALUE RECEIVED, the undersigned (“Assignor(s)”) hereby sell(s), assign(s) and transfer(s) unto ____________________________________________________
______________________________ (please print or typewrite name(s) and address(es), including postal zip code(s) of assignee(s))
(“Assignee(s)”) the entire Percentage Interest represented by the within Class C Certificate and hereby authorize(s)
the registration of transfer of such interest to Assignee(s) on the Certificate Register of the Trust Fund. 


I
(we) further direct the Certificate Registrar to issue a new Class C Certificate of the entire Percentage Interest represented
by the within Class C Certificates to the above-named Assignee(s) and to deliver such Class C Certificate to the following
address: 


Date:
_________________


	 	 
	 	Signature by or on behalf of Assignor(s)


	 	 
	 	Taxpayer Identification Number










    	A-13-11



    	 



    





DISTRIBUTION
INSTRUCTIONS


The
Assignee(s) should include the following for purposes of distribution: 


Address
of the Assignee(s) for the purpose of receiving notices and distributions: ___________________________________________________________
______________________________________________________________________________________________________________________________
Distributions, if being made by wire transfer in immediately available funds to __________________________ for the account of
__________________________ account number ____________________________. This information is provided by ______________________________,
the Assignee(s) named above or ____________________________________ as its (their) agent.

	 	 	 
	 	By:

	 
	 	 	[Please print or type name(s)]


	 	 	 
	 	 	Title


	 	 	 
	 	 	Taxpayer
                                         Identification Number









    	A-13-12



    	 



    





EXHIBIT
A-14


 


CSAIL 2015-C4
COMMERCIAL MORTGAGE TRUST,

COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES

SERIES 2015-C4, CLASS D


 


[UNLESS THIS CERTIFICATE IS PRESENTED BY
AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), TO THE CERTIFICATE REGISTRAR
FOR REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN
SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER
ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE
BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.]1


 


[TRANSFERS OF THIS GLOBAL CERTIFICATE
SHALL BE LIMITED TO TRANSFERS IN WHOLE, BUT NOT IN PART, TO NOMINEES OF DTC OR A SUCCESSOR THEREOF OR SUCH SUCCESSOR’S NOMINEE,
AND TRANSFERS OF BENEFICIAL INTERESTS IN THIS GLOBAL CERTIFICATE SHALL BE LIMITED TO TRANSFERS MADE IN ACCORDANCE WITH THE RESTRICTIONS
SET FORTH IN THE POOLING AND SERVICING AGREEMENT REFERRED TO BELOW.]2


 


THIS CERTIFICATE DOES NOT REPRESENT AN
INTEREST IN OR OBLIGATION OF THE DEPOSITOR, THE SPONSORS, THE ORIGINATORS, THE MASTER SERVICER, THE SPECIAL SERVICER, THE TRUSTEE,
THE CERTIFICATE ADMINISTRATOR, THE OPERATING ADVISOR, THE CONTROLLING CLASS REPRESENTATIVE, THE COMPANION LOAN HOLDERS, THE INITIAL
PURCHASERS OR ANY OF THEIR RESPECTIVE AFFILIATES. NEITHER THE CERTIFICATES NOR THE UNDERLYING MORTGAGE LOANS ARE INSURED OR GUARANTEED
BY ANY GOVERNMENTAL AGENCY OR INSTRUMENTALITY OR PRIVATE INSURER.


 


PRINCIPAL PAYMENTS IN RESPECT OF THIS CERTIFICATE
ARE DISTRIBUTABLE AS SET FORTH IN THE POOLING AND SERVICING AGREEMENT. ACCORDINGLY, THE OUTSTANDING CERTIFICATE PRINCIPAL AMOUNT
OF THIS CERTIFICATE AT ANY TIME MAY BE LESS THAN THE INITIAL CERTIFICATE PRINCIPAL AMOUNT SET FORTH BELOW.


 


THIS CERTIFICATE REPRESENTS A “REGULAR
INTEREST” IN A “REAL ESTATE MORTGAGE INVESTMENT CONDUIT,” AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS
860G(a)(1) AND 860D OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED.


 





 



 


		1	Legend required as long
as DTC is the Depository under the Pooling and Servicing Agreement.



 


		2	Global Certificate legend.





 




    	A-14-1



    	 



    

 


CSAIL 2015-C4
COMMERCIAL MORTGAGE TRUST,

COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES

SERIES 2015-C4, CLASS D


 


	Pass-Through Rate:  WAC Rate minus 1.00%1	 	 
	 	 	 
	First Distribution Date: December 17, 2015	 	Cut-Off Date:  With respect to each Mortgage Loan, the Due Date in November, 2015 for that Mortgage Loan (or, in the case of any Mortgage Loan that has its first Due Date in December, 2015, the date that would have been its Due Date in November, 2015 under the terms of that Mortgage Loan if a monthly payment were scheduled to be due in that month).
	 	 	 
	Aggregate Initial Certificate Principal Amount of the Class D Certificates:  $27,015,000	 	 
	 	 	 





	CUSIP:  12635R BE7	 	Initial Certificate Principal Amount of this Certificate: $[   ]
	 	 	 
	
        ISIN:     US12635RBE71 
	 	 
	 	 	 
	Common Code: 132562121	 	 
	 	 	 
	No.:  D-1	 	 
	 	 	 


This certifies that
[           ] is the registered owner of a beneficial ownership interest
in a Trust Fund, including the distributions to be made with respect to the Class D Certificates. The Trust Fund, described more
fully below, consists primarily of a pool of Mortgage Loans secured by first liens on commercial, multifamily and manufactured
housing community properties and held in trust by the Trustee and serviced by the Master Servicer. The Trust Fund was created,
and the Mortgage Loans are to be serviced, pursuant to the Pooling and Servicing Agreement (as defined below). The Holder of this
Certificate, by virtue of the acceptance hereof, assents to the terms, provisions and conditions of the Pooling and Servicing Agreement
and is bound thereby. In the event that there is any conflict between any provision of this Certificate and any provision of the
Pooling and Servicing Agreement, such provision of this Certificate shall be superseded to the extent of such inconsistency. Also
issued under the Pooling and Servicing Agreement are the


 





 



 


1
The initial approximate Pass-Through Rate as of the Closing Date is 3.5858%.






 






    	A-14-2



    	 



    

 


Class
A-1, Class A-2, Class A-2, Class A-3, Class A-4, Class A-SB, Class X-A, Class X-B, Class X-F, Class X-G, Class X-NR,
Class A-S, Class B, Class C, Class X-D, Class E, Class F, Class G, Class NR and Class R Certificates (together
with the Class D Certificates, the “Certificates”; the Holders of Certificates issued under the Pooling and
Servicing Agreement are collectively referred to herein as “Certificateholders”).


 


This Certificate is
issued pursuant to, and in accordance with, the terms of a Pooling and Servicing Agreement dated as of November 1, 2015 (the “Pooling
and Servicing Agreement”), by and among Credit Suisse First Boston Mortgage Securities Corp., as Depositor, Wells Fargo
Bank, National Association, as Certificate Administrator, Wilmington Trust, National Association, as Trustee, Pentalpha Surveillance
LLC, as Operating Advisor, Wells Fargo Bank, National Association, as Master Servicer, and Midland Loan Services, a Division of
PNC Bank, National Association, as Special Servicer. To the extent not defined herein, capitalized terms used herein shall have
the meanings assigned thereto in the Pooling and Servicing Agreement.


 


This Certificate represents
a “regular interest” in a “real estate mortgage investment conduit,” as those terms are defined, respectively,
in Sections 860G(a)(1) and 860D of the Internal Revenue Code of 1986, as amended.


 


The Certificate Administrator
makes no representation or warranty as to any of the statements contained herein or the validity or sufficiency of the Certificates
or the Mortgage Loans and has executed this Certificate in its limited capacity as Certificate Administrator under the Pooling
and Servicing Agreement.


 


Pursuant to the terms
of the Pooling and Servicing Agreement, the Certificate Administrator will distribute (other than the final distribution on any
Certificate), on the 4th Business Day following the determination date of each month, commencing in December 2015 (each such date,
a “Distribution Date”), to the Person in whose name this Certificate is registered as of the related Record
Date, an amount equal to such Person’s pro rata share (based on the Percentage Interest represented by this Certificate)
of that portion of the aggregate amount of principal and interest then distributable, if any, allocable to the Class D Certificates
for such Distribution Date, all as more fully described in the Pooling and Servicing Agreement. Holders of this Certificate may
be entitled to Yield Maintenance Charges, as provided in the Pooling and Servicing Agreement.


 


Interest accrued on
this Certificate during an Interest Accrual Period, plus the aggregate unpaid Interest Shortfall with respect to this Certificate,
if any, will be payable on the related Distribution Date to the extent provided in the Pooling and Servicing Agreement. The “Interest
Accrual Period” with respect to any Distribution Date and with respect to the Class D Certificates is the calendar month
preceding the month in which such Distribution Date occurs and is assumed to consist of 30 days.


 


All distributions
(other than the final distribution on any Certificate) will be made by the Certificate Administrator to the persons in whose names
the Certificates are registered at the close of business on each Record Date, which will be the close of business on the last day
of the month immediately preceding the month in which such Distribution Date occurs, or if such day is not a Business Day, the
immediately preceding Business Day. Distributions are required to be made (a) by wire transfer of immediately available funds to
the account of such Certificateholder


 






    	A-14-3



    	 



    

 


at
a bank or other entity located in the United States and having appropriate facilities therefor, if such Certificateholder provides
the Certificate Administrator with wiring instructions no less than five Business Days prior to the related Record Date, or otherwise
(b) by check mailed to such Certificateholder. The final distribution on each Certificate shall be made in like manner, but only
upon presentment and surrender of such Certificate at the office of the Certificate Administrator or its agent (which may be the
Paying Agent or the Certificate Registrar acting as such agent) that is specified in the notice to Certificateholders of such
final distribution.


 


Any funds not distributed
on the Termination Date because of the failure of any Certificateholders to tender their Certificates shall be set aside and held
in trust for the account of the appropriate non-tendering Certificateholders, whereupon the Trust Fund shall terminate. If any
Certificates as to which notice of the Termination Date has been given pursuant to Section 9.01 of the Pooling and Servicing Agreement
shall not have been surrendered for cancellation within six months after the time specified in such notice, the Certificate Administrator
shall mail a second notice to the remaining Certificateholders, at their last addresses shown in the Certificate Register, to surrender
their Certificates for cancellation in order to receive, from such funds held, the final distribution with respect thereto. If
within one year after the second notice any Certificate shall not have been surrendered for cancellation, the Certificate Administrator
may, directly or through an agent, take appropriate steps to contact the remaining Certificateholders concerning surrender of their
Certificates. The costs and expenses of maintaining such funds and of contacting Certificateholders shall be paid out of the assets
which remain held. If within two years after the second notice any Certificates shall not have been surrendered for cancellation,
the Paying Agent shall pay to the Class R Certificateholders all amounts distributable to the Holders thereof. No interest shall
accrue or be payable to any Certificateholder on any amount held as a result of such Certificateholder’s failure to surrender
its Certificate(s) for final payment thereof in accordance with Section 9.01 of the Pooling and Servicing Agreement.


 


This Certificate is
limited in right of payment to, among other things, certain collections and recoveries in respect of the Mortgage Loans, as more
specifically set forth herein and in the Pooling and Servicing Agreement.


 


As provided in the
Pooling and Servicing Agreement, the Trust Fund includes: (i) such Mortgage Loans as from time to time are subject to the Pooling
and Servicing Agreement, together with the Mortgage Files relating thereto; (ii) all scheduled or unscheduled payments on or collections
in respect of the Mortgage Loans due after the Cut Off Date (or with respect to a Qualified Substitute Mortgage Loan, the Due Date
in the month of substitution); (iii) any REO Property (but in the case of each Whole Loan, only to the extent of the Trust’s
interest in the related REO Property); (iv) all revenues received in respect of any REO Property (but in the case of each Whole
Loan, only to the extent of the Trust’s interest in the revenues received in respect of such REO Property); (v) the Master
Servicer’s and the Trustee’s rights, in each case on behalf of the Trust, under the insurance policies with respect
to the Mortgage Loans required to be maintained pursuant to the Pooling and Servicing Agreement and any proceeds thereof; (vi)
the Trustee’s rights on behalf of the Trust in any Assignment of Leases and any security agreements; (vii) the Trustee’s
rights on behalf of the Trust under any indemnities or guaranties given as additional security for any Mortgage Loan; (viii) all
of the Trustee’s and the Certificate Administrator’s rights, in each case on behalf of the Trust, in the Escrow Accounts
and Lockbox


 






    	A-14-4



    	 



    

 


Accounts
and all proceeds of the Mortgage Loans deposited in the Collection Account, each Distribution Account, the Interest Reserve Account,
the Excess Liquidation Proceeds Reserve Account and any REO Account, including any reinvestment income thereon; (ix) the Trustee’s
rights on behalf of the Trust in any environmental indemnity agreements relating to the Mortgaged Properties; (x) the Depositor’s
rights under the Loan Purchase Agreements to the extent assigned to the Trustee pursuant to Section 2.01 of the Pooling and
Servicing Agreement and (xi)  the Lower-Tier Regular Interests.


 


This Certificate does
not purport to summarize the Pooling and Servicing Agreement, and reference is made to the Pooling and Servicing Agreement for
the interests, rights, benefits, obligations and duties evidenced hereby, and the limitations thereon, and the rights, duties and
immunities of the Certificate Administrator and Trustee.


 


As provided in the
Pooling and Servicing Agreement, subject to certain restrictions on transfer set forth therein, upon surrender for registration
of transfer of any Certificate, the Certificate Administrator shall execute, authenticate and deliver, in the name of the designated
transferee or transferees, one or more new Certificates in authorized denominations, in like aggregate interest and of the same
Class.


 


Prior to due presentation
of this Certificate for registration of transfer, the Master Servicer, the Special Servicer, the Operating Advisor, the Trustee,
the Certificate Administrator, the Certificate Registrar, and any agent of the Master Servicer, the Special Servicer, the Operating
Advisor, the Trustee, the Certificate Administrator or the Certificate Registrar may treat the Person in whose name any Certificate
is registered as the owner of such Certificate for the purpose of receiving distributions as provided in the Pooling and Servicing
Agreement and for all other purposes whatsoever, and none of the Master Servicer, the Special Servicer, the Operating Advisor,
the Trustee, the Certificate Administrator, the Certificate Registrar, or any agent of the Master Servicer, the Special Servicer,
the Operating Advisor, the Trustee, the Certificate Administrator or the Certificate Registrar shall be affected by any notice
to the contrary.


 


The Pooling and Servicing
Agreement or any Custodial Agreement may be amended from time to time by the Depositor, the Master Servicer, the Special Servicer,
the Operating Advisor, the Certificate Administrator and the Trustee, without the consent of any of the Certificateholders or,
as applicable, any Companion Loan Holder:


 


		(i)	to cure any ambiguity to the extent that it does not adversely affect any holders of Certificates
or any Serviced Companion Loan Holder;



 


		(ii)	to correct or supplement any of its provisions which may be inconsistent with any other provisions
of the Pooling and Servicing Agreement or with the description thereof in the Prospectus or the Prospectus Supplement or to correct
any error;



 


		(iii)	to change the timing and/or nature of deposits in the Collection Account, the Excess Liquidation
Proceeds Reserve Account, any Distribution Account or any REO Account, provided that (A) the Master Servicer Remittance
Date shall in no event be later than the Business Day prior to 



 






    	A-14-5



    	 



    

 


	 	 	the related Distribution Date and (B) the change would not
adversely affect in any material respect the interests of any Certificateholder or Serviced Companion Loan Holder, as evidenced
by an opinion of counsel (at the expense of the party requesting the amendment);



 


		(iv)	to modify, eliminate or add to any of its provisions (A) to the extent necessary to maintain
the qualification of either Trust REMIC as a REMIC or to avoid or minimize the risk of imposition of any tax on the Trust Fund,
provided that the Trustee and the Certificate Administrator have received an opinion of counsel (at the expense of the party
requesting the amendment) to the effect that (1) the action is necessary or desirable to maintain such qualification or to
avoid or minimize such risk and (2) the action will not adversely affect in any material respect the interests of any holder of
the Certificates or, if applicable, any Serviced Companion Loan Holder, (B) to restrict (or to remove any existing restrictions
with respect to) the transfer of the Class R Certificates, provided that the Depositor has determined that the amendment
will not give rise to any tax with respect to the transfer of the Class R Certificates to a non-Permitted Transferee or (C) to
the extent necessary to comply with the Investment Company Act, the Exchange Act, Regulation AB, and/or any related regulatory
actions and/or interpretations;



 


		(v)	to make any other provisions with respect to matters or questions arising under the Pooling and
Servicing Agreement or any other change, provided that the amendment will not adversely affect in any material respect the
interests of any Certificateholder or, if applicable any Serviced Companion Loan Holder, as evidenced by an opinion of counsel;



 


		(vi)	to modify the procedures in the Pooling and Servicing Agreement relating to Rule 17g-5; provided
that such modification does not increase the obligations of the Trustee, the Certificate Administrator, the Operating Advisor,
the Master Servicer or the Special Servicer without such party’s consent (which consent may not be withheld unless such modification
would materially adversely affect such party or materially increase such party’s obligations under the Pooling and Servicing
Agreement); provided, further that notice of such modification is provided to all parties to the Pooling and Servicing
Agreement; and



 


		(vii)	to amend or supplement any provision of the Pooling and Servicing Agreement to the extent necessary
to maintain the ratings assigned to each Class of Certificates by any of the Rating Agencies, provided that the amendment
will not adversely affect in any material respect the interests of any Certificateholder or, if applicable, any Serviced Companion
Loan Holder;



 


provided that
no amendment pursuant to any of clauses (i)-(vii) above may be made that would (i) reduce the consent or consultation
rights or the right to receive information under the Pooling and Servicing Agreement of the Controlling Class Representative without
the consent of the


 






    	A-14-6



    	 



    

 


Controlling Class Representative; (ii) reduce the consultation rights or the right to receive information under
the Pooling and Servicing Agreement of the Operating Advisor without the consent of the Operating Advisor; (iii) change in any
manner the obligations or rights of any Mortgage Loan Seller under the Pooling and Servicing Agreement or the applicable Loan Purchase
Agreement without the consent of the affected Mortgage Loan Seller; (iv) change in any manner the obligations or rights of any
Underwriter or Initial Purchaser, without the consent of the affected Underwriter or Initial Purchaser; or (v) adversely affect
any Companion Loan Holder in its capacity as such without its consent. Expenses incurred with respect to any amendment shall be
borne by the party requesting such amendment, unless the Master Servicer, Special Servicer or Trustee is requesting an amendment
for the benefit of the Certificateholders, then such expense will be borne by the Trust.


 


The Pooling and Servicing
Agreement or any Custodial Agreement may also be amended from time to time by a writing signed by each of the Depositor, the Master
Servicer, the Special Servicer, the Operating Advisor, the Certificate Administrator and the Trustee with the consent of the Holders
of Certificates representing not less than 66-2/3% of the aggregate Percentage Interests of each Class of Certificates affected
by the amendment for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of
the Pooling and Servicing Agreement or of modifying in any manner the rights of the Certificateholders; provided, however,
that no such amendment shall:


 


		(i)	reduce in any manner the amount of, or delay the timing of, payments received on the Mortgage Loans
(or Serviced Whole Loans, if applicable) which are required to be distributed on a Certificate of any Class without the consent
of the Holder of that Certificate, or that are required to be distributed to any holder of a Serviced Companion Loan without the
consent of that holder;



 


		(ii)	reduce the aforesaid percentage of Certificates of any Class the Holders of which are required
to consent to the amendment or remove the requirement to obtain the consent of any Serviced Companion Loan Holder without the consent
of the Holders of all Certificates of that Class then-outstanding or the consent of each Serviced Companion Loan Holder, as applicable;



 


		(iii)	change in any manner the obligations or rights of any Mortgage Loan Seller under the Pooling and
Servicing Agreement or a Loan Purchase Agreement without the consent of the affected Mortgage Loan Seller;



 


		(iv)	change the definition of “Servicing Standard” without either (1) consent of 100% of
the holders of the Certificates or (2) Rating Agency Confirmation;



 


		(v)	without the consent of 100% of the Certificateholders of the Class or Classes of Certificates adversely
affected thereby, change (a) the percentages of Voting Rights of Certificateholders which are required to consent to any action
or inaction under the Pooling and Servicing Agreement, (b) the right of the Certificateholders to remove the Special 



 






    	A-14-7



    	 



    

 


	 	 	Servicer
pursuant to the Pooling and Servicing Agreement or (c) the right of the Certificateholders to terminate the Operating Advisor
pursuant to the Pooling and Servicing Agreement;



 


		(vi)	adversely affect any Companion Loan Holder in its capacity as such without its consent;



 


		(vii)	adversely affect the Controlling Class Representative without the consent of 100% of the Controlling
Class Certificateholders; or



 


		(viii)	change in any manner the obligations or rights of any Underwriter or Initial Purchaser, without
the consent of the affected Underwriter or Initial Purchaser.



 


The Holders of the
Controlling Class representing greater than 50% of the Percentage Interest of the Controlling Class may effect an early termination
of the Trust Fund, upon not less than 30 days’ prior notice given to the Depositor, the Trustee, the Certificate Administrator,
the Special Servicer and Master Servicer (whereupon the Master Servicer shall notify the Companion Loan Holders) any time on or
after the Early Termination Notice Date specifying the Anticipated Termination Date, by purchasing on such date all, but not less
than all, of the Mortgage Loans (and in the case of the Serviced Whole Loans, subject to certain rights of the related Companion
Loan Holder provided for in the related Co-Lender Agreement) then included in the Trust Fund, and all property or interests in
property acquired by the Trust Fund in respect of any Mortgage Loan, at a purchase price, payable in cash, equal to (i) the sum
of (A) the aggregate Purchase Price (excluding the amount described in clause (e) of the definition of Purchase Price) of all the
Mortgage Loans (exclusive of REO Mortgage Loans) included in the Trust Fund, (B) the Appraised Value of the Trust’s portion
of each REO Property, if any, included in the Trust Fund, as determined by the Special Servicer (such Appraisals in clause (i)(B)
shall be obtained by the Special Servicer) and (C) the reasonable out-of-pocket expenses of the Master Servicer (unless the Master
Servicer is the purchaser of such Mortgage Loans), the Special Servicer (unless the Special Servicer is the purchaser of such Mortgage
Loans), the Trustee and the Certificate Administrator, as applicable, with respect to such termination, minus (ii) solely in the
case where the Master Servicer or the Special Servicer is effecting such purchase, the aggregate amount of unreimbursed Advances
made by such party, together with any interest accrued and payable to the Master Servicer or the Special Servicer, as applicable,
in respect of such Advances and any unpaid Servicing Fees or Special Servicing Fees, as applicable, remaining outstanding (which
items will be deemed to have been paid or reimbursed to the purchasing Master Servicer or the Special Servicer, as applicable,
in connection with such purchase).


 


The Holders of the
Controlling Class representing greater than 50% of the Certificate Principal Balance of the Controlling Class may (or, if such
Holders do not, the Special Servicer, or if neither such Holders nor the Special Servicer do, the Master Servicer or, if neither
such Holders nor the Special Servicer nor the Master Servicer does, any Holder of a Class R Certificate representing greater than
a 50% Percentage Interest in such Class, may also) effect such termination as provided in the prior paragraph if such party first
notifies the Controlling Class Representative and each Certifying Certificateholder, or, in the case of a termination by the Holder
of a Class R Certificate, notifies the Certificate Administrator (who shall notify each of


 






    	A-14-8



    	 



    

 


the
Controlling Class Representative, each Certifying Certificateholder and the Master Servicer) of its intention to do so in writing
within 30 days following the Early Termination Notice Date. All costs and expenses incurred by any and all parties to the Pooling
and Servicing Agreement or by the Trust Fund in connection with the purchase of the Mortgage Loans and other assets of the Trust
Fund pursuant to Section 9.01(c) of the Pooling and Servicing Agreement shall be borne by the party exercising its purchase rights
thereunder. The Certificate Administrator shall be entitled to rely conclusively on any determination made by an Appraiser pursuant
to Section 9.01(c) of the Pooling and Servicing Agreement.


 


The respective obligations
and responsibilities of the Master Servicer, the Special Servicer, the Depositor, the Operating Advisor, the Certificate Administrator
and the Trustee created hereby with respect to the Certificates, the Mortgage Loans and the Serviced Companion Loans (other than
the obligation to make certain payments and to send certain notices to Certificateholders as set forth in the Pooling and Servicing
Agreement and to make any required remittances to the Serviced Companion Loan Holders in the month in which the final Distribution
Date occurs) shall terminate immediately following the earlier to occur of (i) the purchase by the Holders of the Controlling Class,
the Special Servicer, the Master Servicer or the Holders of the Class R Certificates of all the Mortgage Loans and REO Properties
(or interests therein) then included in the Trust Fund pursuant to Section 9.01(c) of the Pooling and Servicing Agreement, (ii)
the voluntary exchange by the Remaining Certificateholder of its Certificates for all the Mortgage Loans and REO Properties (or
interests therein) then included in the Trust Fund pursuant to Section 9.01(h) of the Pooling and Servicing Agreement and (iii)
the final payment or other liquidation (or any advance with respect thereto) of the last Mortgage Loan or REO Property (or interest
therein) contained in the Trust Fund; provided, however, that in no event shall the trust created thereby continue
beyond the expiration of twenty-one years from the death of the last survivor of the descendants of Joseph P. Kennedy, the late
ambassador of the United States to the United Kingdom, living on the date of the Pooling and Servicing Agreement. All such payments
as contemplated by the preceding paragraph shall be deposited into the Collection Account by the Master Servicer or Special Servicer,
as applicable promptly following receipt thereof.


 


Unless the Certificate
of Authentication on this Certificate has been executed by the Certificate Administrator or on its behalf by the Authenticating
Agent, by manual signature, this Certificate shall not be entitled to any benefit under the Pooling and Servicing Agreement or
be valid for any purpose.


 




    	A-14-9



    	 



    








IN
WITNESS WHEREOF, the Certificate Administrator has caused this Class D Certificate to be duly executed.

	 	 	 
	 	WELLS
                                         FARGO BANK, NATIONAL ASSOCIATION,


	 	not
                                         in its individual capacity but solely as Certificate Administrator


	 	 	 
	 	By:
                                         

	 
	 	 	Authorized
                                         Signatory








Dated:
______________


CERTIFICATE OF AUTHENTICATION


This
is one of the Class D Certificates referred to in the Pooling and Servicing Agreement.


Dated:
______________


	 	 	 
	 	WELLS
                                         FARGO BANK, NATIONAL ASSOCIATION,


	 	not
                                         in its individual capacity but solely as Authenticating Agent


	 	 	 
	 	By:
                                         

	 
	 	 	Authorized
                                         Signatory









    	A-14-10



    	 



    








ASSIGNMENT


 


FOR
VALUE RECEIVED, the undersigned (“Assignor(s)”) hereby sell(s), assign(s) and transfer(s) unto ____________________________________________________
______________________________ (please print or typewrite name(s) and address(es), including postal zip code(s) of assignee(s))
(“Assignee(s)”) the entire Percentage Interest represented by the within Class D Certificate and hereby authorize(s)
the registration of transfer of such interest to Assignee(s) on the Certificate Register of the Trust Fund. 


I
(we) further direct the Certificate Registrar to issue a new Class D Certificate of the entire Percentage Interest represented
by the within Class D Certificates to the above-named Assignee(s) and to deliver such Class D Certificate to the following
address: 


Date:
_________________


	 	 
	 	Signature by or on behalf of Assignor(s)


	 	 
	 	Taxpayer Identification Number










    	A-14-11



    	 



    





DISTRIBUTION
INSTRUCTIONS


The
Assignee(s) should include the following for purposes of distribution: 


Address
of the Assignee(s) for the purpose of receiving notices and distributions: ___________________________________________________________
______________________________________________________________________________________________________________________________
Distributions, if being made by wire transfer in immediately available funds to __________________________ for the account of
__________________________ account number ____________________________. This information is provided by ______________________________,
the Assignee(s) named above or ____________________________________ as its (their) agent.

	 	 	 
	 	By:

	 
	 	 	[Please print or type name(s)]


	 	 	 
	 	 	Title


	 	 	 
	 	 	Taxpayer
                                         Identification Number









    	A-14-12



    	 



    





EXHIBIT
A-15


 


CSAIL 2015-C4
COMMERCIAL MORTGAGE TRUST,

COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES

SERIES 2015-C4, CLASS X-D


 


[THIS CERTIFICATE IS A TEMPORARY REGULATION
S GLOBAL CERTIFICATE FOR PURPOSES OF REGULATION S UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES
ACT”). NEITHER THIS TEMPORARY REGULATION S GLOBAL CERTIFICATE NOR ANY INTEREST HEREIN MAY BE OFFERED, SOLD OR DELIVERED,
EXCEPT AS PERMITTED UNDER THE POOLING AND SERVICING AGREEMENT REFERRED TO BELOW.


 


NO BENEFICIAL OWNERS OF THIS TEMPORARY
REGULATION S GLOBAL CERTIFICATE SHALL BE ENTITLED TO RECEIVE PAYMENTS OF PRINCIPAL OR INTEREST HEREON UNLESS THE REQUIRED CERTIFICATIONS
HAVE BEEN DELIVERED PURSUANT TO THE TERMS OF THE POOLING AND SERVICING AGREEMENT.]1


 


[UNLESS THIS CERTIFICATE IS PRESENTED BY
AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), TO THE CERTIFICATE REGISTRAR
FOR REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN
SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER
ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE
BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.]2


 


[TRANSFERS OF THIS GLOBAL CERTIFICATE
SHALL BE LIMITED TO TRANSFERS IN WHOLE, BUT NOT IN PART, TO NOMINEES OF DTC OR A SUCCESSOR THEREOF OR SUCH SUCCESSOR’S NOMINEE,
AND TRANSFERS OF BENEFICIAL INTERESTS IN THIS GLOBAL CERTIFICATE SHALL BE LIMITED TO TRANSFERS MADE IN ACCORDANCE WITH THE RESTRICTIONS
SET FORTH IN THE POOLING AND SERVICING AGREEMENT REFERRED TO BELOW.]3


 


THIS CERTIFICATE DOES NOT REPRESENT AN
INTEREST IN OR OBLIGATION OF THE DEPOSITOR, THE SPONSORS, THE ORIGINATORS, THE MASTER SERVICER, THE SPECIAL SERVICER, THE TRUSTEE,
THE CERTIFICATE ADMINISTRATOR, THE OPERATING ADVISOR, THE CONTROLLING CLASS REPRESENTATIVE, THE COMPANION LOAN HOLDERS, THE INITIAL
PURCHASERS OR ANY OF THEIR


 











 



 


		1	Temporary
                                         Regulation S Global Certificate legend.



 


		2	Legend
                                         required as long as DTC is the Depository under the Pooling and Servicing Agreement.



 


		3	Global
                                         Certificate legend.







 






    	A-15-1



    	 



    

 


RESPECTIVE AFFILIATES. NEITHER THE CERTIFICATES NOR THE UNDERLYING MORTGAGE LOANS ARE INSURED OR GUARANTEED
BY ANY GOVERNMENTAL AGENCY OR INSTRUMENTALITY OR PRIVATE INSURER.


 


THE NOTIONAL
AMOUNT OF THIS CERTIFICATE WILL BE REDUCED IN CONNECTION WITH THE REDUCTION OF THE CERTIFICATE PRINCIPAL AMOUNTS OF THE
CLASS D AND CLASS E CERTIFICATES. ACCORDINGLY, THE NOTIONAL AMOUNT OF THIS CERTIFICATE AT ANY TIME MAY BE LESS THAN THE
INITIAL NOTIONAL AMOUNT SET FORTH BELOW.


 


THIS CERTIFICATE HAS NOT BEEN AND WILL
NOT BE REGISTERED OR QUALIFIED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE
OR FOREIGN SECURITIES LAW. THE HOLDER HEREOF, BY PURCHASING THIS CERTIFICATE, AGREES THAT THIS CERTIFICATE MAY BE REOFFERED, RESOLD,
PLEDGED OR OTHERWISE TRANSFERRED ONLY (A)(1) PURSUANT TO RULE 144A UNDER THE SECURITIES ACT (“RULE 144A”)
TO A PERSON THAT THE HOLDER REASONABLY BELIEVES IS A “QUALIFIED INSTITUTIONAL BUYER” WITHIN THE MEANING OF RULE 144A
(A “QIB”), OR IS PURCHASING FOR THE ACCOUNT OF A QIB, AND WHOM THE HOLDER HAS INFORMED THAT THE REOFFER, RESALE,
PLEDGE, OR OTHER TRANSFER IS BEING MADE IN RELIANCE ON RULE 144A, (2) TO A NON-“U.S. PERSON” IN AN “OFFSHORE
TRANSACTION”, AS SUCH TERMS ARE DEFINED IN, AND IN ACCORDANCE WITH RULE 903 OR RULE 904 OF, REGULATION S UNDER THE SECURITIES
ACT, OR (3) TO AN INSTITUTIONAL “ACCREDITED INVESTOR” WITHIN THE MEANING OF RULE 501(a)(1), (2), (3) OR (7)
OF REGULATION D UNDER THE SECURITIES ACT, OR ANY ENTITY IN WHICH ALL OF THE EQUITY OWNERS COME WITHIN RULE 501(a)(1), (2),
(3) OR (7) OF REGULATION D UNDER THE SECURITIES ACT, THAT IS NOT A QIB, AND (B) IN EACH CASE IN ACCORDANCE WITH FEDERAL SECURITIES
LAWS, AND ANY APPLICABLE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES OR ANY OTHER APPLICABLE JURISDICTION.


 


THIS CLASS X-D CERTIFICATE
WILL NOT BE ENTITLED TO RECEIVE DISTRIBUTIONS OF PRINCIPAL.


 


THIS CERTIFICATE REPRESENTS A “REGULAR
INTEREST” IN A “REAL ESTATE MORTGAGE INVESTMENT CONDUIT,” AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS
860G(a)(1) AND 860D OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED.


 




    	A-15-2



    	 



    

 


CSAIL 2015-C4
COMMERCIAL MORTGAGE TRUST,

COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES

SERIES 2015-C4, CLASS X-D


 


	Pass-Through Rate:  1.0000%	 	 
	 	 	 
	First Distribution Date: December 17, 2015	 	Cut-Off Date:  With respect to each Mortgage Loan, the Due Date in November, 2015 for that Mortgage Loan (or, in the case of any Mortgage Loan that has its first Due Date in December, 2015, the date that would have been its Due Date in November, 2015 under the terms of that Mortgage Loan if a monthly payment were scheduled to be due in that month).
	 	 	 
	Aggregate Initial Notional Amount of the Class X-D Certificates:  $49,331,000	 	 
	 	 	 





	
        CUSIP:  12635R
AA61

U2288D AA52

12635R AB43 

         
	 	
        Initial Notional Amount of this Certificate:

         

        $[    ]

	
        ISIN:   US12635RAA684

USU2288DAA555

US12635RAB426 
	 	 
	 	 	 
	Common Code: 1325624237 

                                    1325628068
	 	 
	 	 	 
	No.:  [X-D-1][X-D-S-1]	 	 





 





 



 


1
For Rule 144A Certificates


 


2
For Regulation S Certificates


 


3
For IAI Certificates


 


4
For Rule 144A Certificates


 


5
For Regulation S Certificates


 


6
For IAI Certificates


 


7
For Rule 144A Certificates


 


8
For Regulation S Certificates



 






    	A-15-3



    	 



    

 


This certifies that
[           ] is the registered owner of a beneficial ownership interest
in a Trust Fund, including the distributions to be made with respect to the Class X-D Certificates. The Trust Fund, described more
fully below, consists primarily of a pool of Mortgage Loans secured by first liens on commercial, multifamily and manufactured
housing community properties and held in trust by the Trustee and serviced by the Master Servicer. The Trust Fund was created,
and the Mortgage Loans are to be serviced, pursuant to the Pooling and Servicing Agreement (as defined below). The Holder of this
Certificate, by virtue of the acceptance hereof, assents to the terms, provisions and conditions of the Pooling and Servicing Agreement
and is bound thereby. In the event that there is any conflict between any provision of this Certificate and any provision of the
Pooling and Servicing Agreement, such provision of this Certificate shall be superseded to the extent of such inconsistency. Also
issued under the Pooling and Servicing Agreement are the Class A-1, Class A-2, Class A-3, Class A-4, Class A-SB, Class X-A, Class
X-B, Class X-F, Class X-G, Class X-NR, Class A-S, Class B, Class C, Class D, Class E, Class F, Class G, Class NR and Class R Certificates
(together with the Class X-D Certificates, the “Certificates”; the Holders of Certificates are collectively
referred to herein as “Certificateholders”).


 


This Certificate is
issued pursuant to, and in accordance with, the terms of a Pooling and Servicing Agreement dated as of November 1, 2015 (the “Pooling
and Servicing Agreement”), by and among Credit Suisse First Boston Mortgage Securities Corp., as Depositor, Wells Fargo
Bank, National Association, as Certificate Administrator, Wilmington Trust, National Association, as Trustee, Pentalpha Surveillance
LLC, as Operating Advisor, Wells Fargo Bank, National Association, as Master Servicer, and Midland Loan Services, a Division of
PNC Bank, National Association, as Special Servicer. To the extent not defined herein, capitalized terms used herein shall have
the meanings assigned thereto in the Pooling and Servicing Agreement.


 


This Certificate represents
a “regular interest” in a “real estate mortgage investment conduit,” as those terms are defined, respectively,
in Sections 860G(a)(1) and 860D of the Internal Revenue Code of 1986, as amended.


 


The Certificate Administrator
makes no representation or warranty as to any of the statements contained herein or the validity or sufficiency of the Certificates
or the Mortgage Loans and has executed this Certificate in its limited capacity as Certificate Administrator under the Pooling
and Servicing Agreement.


 


Pursuant to the terms
of the Pooling and Servicing Agreement, the Certificate Administrator will distribute (other than the final distribution on any
Certificate), on the 4th Business Day following the determination date of each month, commencing in December 2015 (each such date,
a “Distribution Date”), to the Person in whose name this Certificate is registered as of the related Record
Date, an amount equal to such Person’s pro rata share (based on the Percentage Interest represented by this Certificate)
of that portion of the aggregate amount of interest then distributable, if any, allocable to the Class X-D Certificates for such
Distribution Date, all as more fully described in the Pooling and Servicing Agreement.


 


Interest accrued on
this Certificate during an Interest Accrual Period, plus the aggregate unpaid Interest Shortfall with respect to this Certificate,
if any, will be payable on the related Distribution Date to the extent provided in the Pooling and Servicing Agreement. The “Interest
Accrual Period” with respect to any Distribution Date and with respect to the Class X-D


 






    	A-15-4



    	 



    

 


Certificates
is the calendar month preceding the month in which such Distribution Date occurs and is assumed to consist of 30 days.


 


All distributions
(other than the final distribution on any Certificate) will be made by the Certificate Administrator to the persons in whose names
the Certificates are registered at the close of business on each Record Date, which will be the close of business on the last day
of the month immediately preceding the month in which such Distribution Date occurs, or if such day is not a Business Day, the
immediately preceding Business Day. Distributions are required to be made (a) by wire transfer of immediately available funds to
the account of such Certificateholder at a bank or other entity located in the United States and having appropriate facilities
therefor, if such Certificateholder provides the Certificate Administrator with wiring instructions no less than five Business
Days prior to the related Record Date, or otherwise (b) by check mailed to such Certificateholder. The final distribution on each
Certificate shall be made in like manner, but only upon presentment and surrender of such Certificate at the office of the Certificate
Administrator or its agent (which may be the Paying Agent or the Certificate Registrar acting as such agent) that is specified
in the notice to Certificateholders of such final distribution.


 


Any funds not distributed
on the Termination Date because of the failure of any Certificateholders to tender their Certificates shall be set aside and held
in trust for the account of the appropriate non-tendering Certificateholders, whereupon the Trust Fund shall terminate. If any
Certificates as to which notice of the Termination Date has been given pursuant to Section 9.01 of the Pooling and Servicing Agreement
shall not have been surrendered for cancellation within six months after the time specified in such notice, the Certificate Administrator
shall mail a second notice to the remaining Certificateholders, at their last addresses shown in the Certificate Register, to surrender
their Certificates for cancellation in order to receive, from such funds held, the final distribution with respect thereto. If
within one year after the second notice any Certificate shall not have been surrendered for cancellation, the Certificate Administrator
may, directly or through an agent, take appropriate steps to contact the remaining Certificateholders concerning surrender of their
Certificates. The costs and expenses of maintaining such funds and of contacting Certificateholders shall be paid out of the assets
which remain held. If within two years after the second notice any Certificates shall not have been surrendered for cancellation,
the Paying Agent shall pay to the Class R Certificateholders all amounts distributable to the Holders thereof. No interest shall
accrue or be payable to any Certificateholder on any amount held as a result of such Certificateholder’s failure to surrender
its Certificate(s) for final payment thereof in accordance with Section 9.01 of the Pooling and Servicing Agreement.


 


This Certificate is
limited in right of payment to, among other things, certain collections and recoveries in respect of the Mortgage Loans, as more
specifically set forth herein and in the Pooling and Servicing Agreement.


 


As provided in the
Pooling and Servicing Agreement, the Trust Fund includes: (i) such Mortgage Loans as from time to time are subject to the Pooling
and Servicing Agreement, together with the Mortgage Files relating thereto; (ii) all scheduled or unscheduled payments on or collections
in respect of the Mortgage Loans due after the Cut Off Date (or with respect to a Qualified Substitute Mortgage Loan, the Due Date
in the month of substitution); (iii) any REO Property (but in the case of each Whole Loan, only to the extent of the Trust’s
interest in the related REO Property); (iv) all revenues received in respect of any REO Property (but in the case


 






    	A-15-5



    	 



    

 


of
each Whole Loan, only to the extent of the Trust’s interest in the revenues received in respect of such REO Property); (v)
the Master Servicer’s and the Trustee’s rights, in each case on behalf of the Trust, under the insurance policies
with respect to the Mortgage Loans required to be maintained pursuant to the Pooling and Servicing Agreement and any proceeds
thereof; (vi) the Trustee’s rights on behalf of the Trust in any Assignment of Leases and any security agreements; (vii)
the Trustee’s rights on behalf of the Trust under any indemnities or guaranties given as additional security for any Mortgage
Loan; (viii) all of the Trustee’s and the Certificate Administrator’s rights, in each case on behalf of the Trust,
in the Escrow Accounts and Lockbox Accounts and all proceeds of the Mortgage Loans deposited in the Collection Account, each Distribution
Account, the Interest Reserve Account, the Excess Liquidation Proceeds Reserve Account and any REO Account, including any reinvestment
income thereon; (ix) the Trustee’s rights on behalf of the Trust in any environmental indemnity agreements relating to the
Mortgaged Properties; (x) the Depositor’s rights under the Loan Purchase Agreements to the extent assigned to the Trustee
pursuant to Section 2.01 of the Pooling and Servicing Agreement and (xi)  the Lower-Tier Regular Interests.


 


This Certificate does
not purport to summarize the Pooling and Servicing Agreement, and reference is made to the Pooling and Servicing Agreement for
the interests, rights, benefits, obligations and duties evidenced hereby, and the limitations thereon, and the rights, duties and
immunities of the Certificate Administrator and Trustee.


 


As provided in the
Pooling and Servicing Agreement, subject to certain restrictions on transfer set forth therein, upon surrender for registration
of transfer of any Certificate, the Certificate Administrator shall execute, authenticate and deliver, in the name of the designated
transferee or transferees, one or more new Certificates in authorized denominations, in like aggregate interest and of the same
Class.


 


Prior to due presentation
of this Certificate for registration of transfer, the Master Servicer, the Special Servicer, the Operating Advisor, the Trustee,
the Certificate Administrator, the Certificate Registrar, and any agent of the Master Servicer, the Special Servicer, the Operating
Advisor, the Trustee, the Certificate Administrator or the Certificate Registrar may treat the Person in whose name any Certificate
is registered as the owner of such Certificate for the purpose of receiving distributions as provided in the Pooling and Servicing
Agreement and for all other purposes whatsoever, and none of the Master Servicer, the Special Servicer, the Operating Advisor,
the Trustee, the Certificate Administrator, the Certificate Registrar, or any agent of the Master Servicer, the Special Servicer,
the Operating Advisor, the Trustee, the Certificate Administrator or the Certificate Registrar shall be affected by any notice
to the contrary.


 


The Pooling and Servicing
Agreement or any Custodial Agreement may be amended from time to time by the Depositor, the Master Servicer, the Special Servicer,
the Operating Advisor, the Certificate Administrator and the Trustee, without the consent of any of the Certificateholders or,
as applicable, any Companion Loan Holder:


 






    	A-15-6



    	 



    

 


		(i)	to cure any ambiguity to the extent that it does not adversely affect any holders of Certificates
or any Serviced Companion Loan Holder;



 


		(ii)	to correct or supplement any of its provisions which may be inconsistent with any other provisions
of the Pooling and Servicing Agreement or with the description thereof in the Prospectus or the Prospectus Supplement or to correct
any error;



 


		(iii)	to change the timing and/or nature of deposits in the Collection Account, the Excess Liquidation
Proceeds Reserve Account, any Distribution Account or any REO Account, provided that (A) the Master Servicer Remittance
Date shall in no event be later than the Business Day prior to the related Distribution Date and (B) the change would not
adversely affect in any material respect the interests of any Certificateholder or Serviced Companion Loan Holder, as evidenced
by an opinion of counsel (at the expense of the party requesting the amendment);



 


		(iv)	to modify, eliminate or add to any of its provisions (A) to the extent necessary to maintain
the qualification of either Trust REMIC as a REMIC or to avoid or minimize the risk of imposition of any tax on the Trust Fund,
provided that the Trustee and the Certificate Administrator have received an opinion of counsel (at the expense of the party
requesting the amendment) to the effect that (1) the action is necessary or desirable to maintain such qualification or to
avoid or minimize such risk and (2) the action will not adversely affect in any material respect the interests of any holder of
the Certificates or, if applicable, any Serviced Companion Loan Holder, (B) to restrict (or to remove any existing restrictions
with respect to) the transfer of the Class R Certificates, provided that the Depositor has determined that the amendment
will not give rise to any tax with respect to the transfer of the Class R Certificates to a non-Permitted Transferee or (C) to
the extent necessary to comply with the Investment Company Act, the Exchange Act, Regulation AB, and/or any related regulatory
actions and/or interpretations;



 


		(v)	to make any other provisions with respect to matters or questions arising under the Pooling and
Servicing Agreement or any other change, provided that the amendment will not adversely affect in any material respect the
interests of any Certificateholder or, if applicable any Serviced Companion Loan Holder, as evidenced by an opinion of counsel;



 


		(vi)	to modify the procedures in
the Pooling and Servicing Agreement relating to Rule 17g-5; provided that such modification does not increase the
obligations of the Trustee, the Certificate Administrator, the Operating Advisor, the Master Servicer or the Special Servicer
without such party’s consent (which consent may not be withheld unless such modification would materially adversely affect
such party or materially increase such party’s obligations under the Pooling and Servicing Agreement); provided,



 






    	A-15-7



    	 



    

 


	 	 	further that notice of such modification is provided to all parties to the Pooling and Servicing
Agreement; and



 


		(vii)	to amend or supplement any provision of the Pooling and Servicing Agreement to the extent necessary
to maintain the ratings assigned to each Class of Certificates by any of the Rating Agencies, provided that the amendment
will not adversely affect in any material respect the interests of any Certificateholder or, if applicable, any Serviced Companion
Loan Holder;



 


provided that
no amendment pursuant to any of clauses (i)-(vii) above may be made that would (i) reduce the consent or consultation
rights or the right to receive information under the Pooling and Servicing Agreement of the Controlling Class Representative without
the consent of the Controlling Class Representative; (ii) reduce the consultation rights or the right to receive information under
the Pooling and Servicing Agreement of the Operating Advisor without the consent of the Operating Advisor; (iii) change in any
manner the obligations or rights of any Mortgage Loan Seller under the Pooling and Servicing Agreement or the applicable Loan Purchase
Agreement without the consent of the affected Mortgage Loan Seller; (iv) change in any manner the obligations or rights of any
Underwriter or Initial Purchaser, without the consent of the affected Underwriter or Initial Purchaser; or (v) adversely affect
any Companion Loan Holder in its capacity as such without its consent. Expenses incurred with respect to any amendment shall be
borne by the party requesting such amendment, unless the Master Servicer, Special Servicer or Trustee is requesting an amendment
for the benefit of the Certificateholders, then such expense will be borne by the Trust.


 


The Pooling and Servicing
Agreement or any Custodial Agreement may also be amended from time to time by a writing signed by each of the Depositor, the Master
Servicer, the Special Servicer, the Operating Advisor, the Certificate Administrator and the Trustee with the consent of the Holders
of Certificates representing not less than 66-2/3% of the aggregate Percentage Interests of each Class of Certificates affected
by the amendment for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of
the Pooling and Servicing Agreement or of modifying in any manner the rights of the Certificateholders; provided, however,
that no such amendment shall:


 






    	A-15-8



    	 



    

 


		(i)	reduce in any manner the amount of, or delay the timing of, payments received on the Mortgage Loans
(or Serviced Whole Loans, if applicable) which are required to be distributed on a Certificate of any Class without the consent
of the Holder of that Certificate, or that are required to be distributed to any holder of a Serviced Companion Loan without the
consent of that holder;



 


		(ii)	reduce the aforesaid percentage of Certificates of any Class the Holders of which are required
to consent to the amendment or remove the requirement to obtain the consent of any Serviced Companion Loan Holder without the consent
of the Holders of all Certificates of that Class then-outstanding or the consent of each Serviced Companion Loan Holder, as applicable;



 


		(iii)	change in any manner the obligations or rights of any Mortgage Loan Seller under the Pooling and
Servicing Agreement or a Loan Purchase Agreement without the consent of the affected Mortgage Loan Seller;



 


		(iv)	change the definition of “Servicing Standard” without either (1) consent of 100% of
the holders of the Certificates or (2) Rating Agency Confirmation;



 


		(v)	without the consent of 100% of the Certificateholders of the Class or Classes of Certificates adversely
affected thereby, change (a) the percentages of Voting Rights of Certificateholders which are required to consent to any action
or inaction under the Pooling and Servicing Agreement, (b) the right of the Certificateholders to remove the Special Servicer
pursuant to the Pooling and Servicing Agreement or (c) the right of the Certificateholders to terminate the Operating Advisor
pursuant to the Pooling and Servicing Agreement;



 


		(vi)	adversely affect any Companion Loan Holder in its capacity as such without its consent;



 


		(vii)	adversely affect the Controlling Class Representative without the consent of 100% of the Controlling
Class Certificateholders; or



 


		(viii)	change in any manner the obligations or rights of any Underwriter or Initial Purchaser, without
the consent of the affected Underwriter or Initial Purchaser.



 


The Holders of the
Controlling Class representing greater than 50% of the Percentage Interest of the Controlling Class may effect an early termination
of the Trust Fund, upon not less than 30 days’ prior notice given to the Depositor, the Trustee, the Certificate Administrator,
the Special Servicer and Master Servicer (whereupon the Master Servicer shall notify the Companion Loan Holders) any time on or
after the Early Termination Notice Date specifying the Anticipated Termination Date, by purchasing on such date all, but not less
than all, of the Mortgage Loans (and in the case of the Serviced Whole Loans, subject to certain rights of the related Companion
Loan Holder provided for in the related Co-Lender Agreement) then included


 






    	A-15-9



    	 



    

 


in
the Trust Fund, and all property or interests in property acquired by the Trust Fund in respect of any Mortgage Loan, at a purchase
price, payable in cash, equal to (i) the sum of (A) the aggregate Purchase Price (excluding the amount described in clause (e)
of the definition of Purchase Price) of all the Mortgage Loans (exclusive of REO Mortgage Loans) included in the Trust Fund, (B)
the Appraised Value of the Trust’s portion of each REO Property, if any, included in the Trust Fund, as determined by the
Special Servicer (such Appraisals in clause (i)(B) shall be obtained by the Special Servicer) and (C) the reasonable out-of-pocket
expenses of the Master Servicer (unless the Master Servicer is the purchaser of such Mortgage Loans), the Special Servicer (unless
the Special Servicer is the purchaser of such Mortgage Loans), the Trustee and the Certificate Administrator, as applicable, with
respect to such termination, minus (ii) solely in the case where the Master Servicer or the Special Servicer is effecting such
purchase, the aggregate amount of unreimbursed Advances made by such party, together with any interest accrued and payable to
the Master Servicer or the Special Servicer, as applicable, in respect of such Advances and any unpaid Servicing Fees or Special
Servicing Fees, as applicable, remaining outstanding (which items will be deemed to have been paid or reimbursed to the purchasing
Master Servicer or the Special Servicer, as applicable, in connection with such purchase).


 


The Holders of the
Controlling Class representing greater than 50% of the Certificate Principal Balance of the Controlling Class may (or, if such
Holders do not, the Special Servicer, or if neither such Holders nor the Special Servicer do, the Master Servicer or, if neither
such Holders nor the Special Servicer nor the Master Servicer does, any Holder of a Class R Certificate representing greater than
a 50% Percentage Interest in such Class, may also) effect such termination as provided in the prior paragraph if such party first
notifies the Controlling Class Representative and each Certifying Certificateholder, or, in the case of a termination by the Holder
of a Class R Certificate, notifies the Certificate Administrator (who shall notify each of the Controlling Class Representative,
each Certifying Certificateholder and the Master Servicer) of its intention to do so in writing within 30 days following the Early
Termination Notice Date. All costs and expenses incurred by any and all parties to the Pooling and Servicing Agreement or by the
Trust Fund in connection with the purchase of the Mortgage Loans and other assets of the Trust Fund pursuant to Section 9.01(c)
of the Pooling and Servicing Agreement shall be borne by the party exercising its purchase rights thereunder. The Certificate Administrator
shall be entitled to rely conclusively on any determination made by an Appraiser pursuant to Section 9.01(c) of the Pooling
and Servicing Agreement.


 


The respective obligations
and responsibilities of the Master Servicer, the Special Servicer, the Depositor, the Operating Advisor, the Certificate Administrator
and the Trustee created hereby with respect to the Certificates, the Mortgage Loans and the Serviced Companion Loans (other than
the obligation to make certain payments and to send certain notices to Certificateholders as set forth in the Pooling and Servicing
Agreement and to make any required remittances to the Serviced Companion Loan Holders in the month in which the final Distribution
Date occurs) shall terminate immediately following the earlier to occur of (i) the purchase by the Holders of the Controlling Class,
the Special Servicer, the Master Servicer or the Holders of the Class R Certificates of all the Mortgage Loans and REO Properties
(or interests therein) then included in the Trust Fund pursuant to Section 9.01(c) of the Pooling and Servicing Agreement, (ii)
the voluntary exchange by the Remaining Certificateholder of its Certificates for all the Mortgage Loans and REO Properties (or
interests therein) then included in the Trust Fund


 






    	A-15-10



    	 



    

 


pursuant
to Section 9.01(h) of the Pooling and Servicing Agreement and (iii) the final payment or other liquidation (or any advance with
respect thereto) of the last Mortgage Loan or REO Property (or interest therein) contained in the Trust Fund; provided,
however, that in no event shall the trust created thereby continue beyond the expiration of twenty-one years from the death
of the last survivor of the descendants of Joseph P. Kennedy, the late ambassador of the United States to the United Kingdom,
living on the date of the Pooling and Servicing Agreement. All such payments as contemplated by the preceding paragraph shall
be deposited into the Collection Account by the Master Servicer or Special Servicer, as applicable promptly following receipt
thereof.


 


Unless the Certificate
of Authentication on this Certificate has been executed by the Certificate Administrator or on its behalf by the Authenticating
Agent, by manual signature, this Certificate shall not be entitled to any benefit under the Pooling and Servicing Agreement or
be valid for any purpose.


 




    	A-15-11



    	 



    

 


IN
WITNESS WHEREOF, the Certificate Administrator has caused this Class X-D Certificate to be duly executed.

	 	 	 
	 	WELLS
                                         FARGO BANK, NATIONAL ASSOCIATION,


	 	not
                                         in its individual capacity but solely as Certificate Administrator


	 	 	 
	 	By:
                                         

	 
	 	 	Authorized
                                         Signatory








Dated:
______________


CERTIFICATE OF AUTHENTICATION


This
is one of the Class X-D Certificates referred to in the Pooling and Servicing Agreement.


Dated:
______________


	 	 	 
	 	WELLS
                                         FARGO BANK, NATIONAL ASSOCIATION,


	 	not
                                         in its individual capacity but solely as Authenticating Agent


	 	 	 
	 	By:
                                         

	 
	 	 	Authorized
                                         Signatory









    	A-15-12



    	 



    








ASSIGNMENT


 


FOR
VALUE RECEIVED, the undersigned (“Assignor(s)”) hereby sell(s), assign(s) and transfer(s) unto ____________________________________________________
______________________________ (please print or typewrite name(s) and address(es), including postal zip code(s) of assignee(s))
(“Assignee(s)”) the entire Percentage Interest represented by the within Class X-D Certificate and hereby authorize(s)
the registration of transfer of such interest to Assignee(s) on the Certificate Register of the Trust Fund. 


I
(we) further direct the Certificate Registrar to issue a new Class X-D Certificate of the entire Percentage Interest represented
by the within Class X-D Certificates to the above-named Assignee(s) and to deliver such Class X-D Certificate to the following
address: 


Date:
_________________


	 	 
	 	Signature by or on behalf of Assignor(s)


	 	 
	 	Taxpayer Identification Number










    	A-15-13



    	 



    





DISTRIBUTION
INSTRUCTIONS


The
Assignee(s) should include the following for purposes of distribution: 


Address
of the Assignee(s) for the purpose of receiving notices and distributions: ___________________________________________________________
______________________________________________________________________________________________________________________________
Distributions, if being made by wire transfer in immediately available funds to __________________________ for the account of
__________________________ account number ____________________________. This information is provided by ______________________________,
the Assignee(s) named above or ____________________________________ as its (their) agent.

	 	 	 
	 	By:

	 
	 	 	[Please print or type name(s)]


	 	 	 
	 	 	Title


	 	 	 
	 	 	Taxpayer
                                         Identification Number









    	A-15-14



    	 



    





EXHIBIT
A-16


 


CSAIL 2015-C4
COMMERCIAL MORTGAGE TRUST,

COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES

SERIES 2015-C4, CLASS E


 


[UNLESS THIS CERTIFICATE IS PRESENTED BY
AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), TO THE CERTIFICATE REGISTRAR
FOR REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN
SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER
ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE
BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.]1


 


[TRANSFERS OF THIS GLOBAL CERTIFICATE SHALL
BE LIMITED TO TRANSFERS IN WHOLE, BUT NOT IN PART, TO NOMINEES OF DTC OR A SUCCESSOR THEREOF OR SUCH SUCCESSOR’S NOMINEE,
AND TRANSFERS OF BENEFICIAL INTERESTS IN THIS GLOBAL CERTIFICATE SHALL BE LIMITED TO TRANSFERS MADE IN ACCORDANCE WITH THE RESTRICTIONS
SET FORTH IN THE POOLING AND SERVICING AGREEMENT REFERRED TO BELOW.]2


 


THIS CERTIFICATE DOES NOT REPRESENT AN
INTEREST IN OR OBLIGATION OF THE DEPOSITOR, THE SPONSORS, THE ORIGINATORS, THE MASTER SERVICER, THE SPECIAL SERVICER, THE TRUSTEE,
THE CERTIFICATE ADMINISTRATOR, THE OPERATING ADVISOR, THE CONTROLLING CLASS REPRESENTATIVE, THE COMPANION LOAN HOLDERS, THE INITIAL
PURCHASERS OR ANY OF THEIR RESPECTIVE AFFILIATES. NEITHER THE CERTIFICATES NOR THE UNDERLYING MORTGAGE LOANS ARE INSURED OR GUARANTEED
BY ANY GOVERNMENTAL AGENCY OR INSTRUMENTALITY OR PRIVATE INSURER.


 


PRINCIPAL PAYMENTS IN RESPECT OF THIS CERTIFICATE
ARE DISTRIBUTABLE AS SET FORTH IN THE POOLING AND SERVICING AGREEMENT. ACCORDINGLY, THE OUTSTANDING CERTIFICATE PRINCIPAL AMOUNT
OF THIS CERTIFICATE AT ANY TIME MAY BE LESS THAN THE INITIAL CERTIFICATE PRINCIPAL AMOUNT SET FORTH BELOW.


 


THIS CERTIFICATE REPRESENTS A “REGULAR
INTEREST” IN A “REAL ESTATE MORTGAGE INVESTMENT CONDUIT,” AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS
860G(a)(1) AND 860D OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED.


 





 



 


		1	Legend required as long
as DTC is the Depository under the Pooling and Servicing Agreement.



 


		2	Global Certificate legend.







 




    	A-16-1



    	 



    

 


CSAIL 2015-C4
COMMERCIAL MORTGAGE TRUST,

COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES

SERIES 2015-C4, CLASS E


 


	Pass-Through Rate:  WAC Rate minus 1.00%1	 	 
	 	 	 
	First Distribution Date: December 17, 2015	 	Cut-Off Date:  With respect to each Mortgage Loan, the Due Date in November, 2015 for that Mortgage Loan (or, in the case of any Mortgage Loan that has its first Due Date in December, 2015, the date that would have been its Due Date in November, 2015 under the terms of that Mortgage Loan if a monthly payment were scheduled to be due in that month).
	 	 	 
	Aggregate Initial Certificate Principal Amount of the Class E Certificates:  $22,316,000	 	 
	 	 	 





	CUSIP:  12635R BF4	 	Initial Certificate Principal Amount of this Certificate: $[   ]
	 	 	 
	
        ISIN:    US12635RBF47 
	 	 
	 	 	 
	Common Code: 132562113	 	 
	 	 	 
	No.:  E-1	 	 
	 	 	 


This certifies that
[           ] is the registered owner of a beneficial ownership interest
in a Trust Fund, including the distributions to be made with respect to the Class E Certificates. The Trust Fund, described more
fully below, consists primarily of a pool of Mortgage Loans secured by first liens on commercial, multifamily and manufactured
housing community properties and held in trust by the Trustee and serviced by the Master Servicer. The Trust Fund was created,
and the Mortgage Loans are to be serviced, pursuant to the Pooling and Servicing Agreement (as defined below). The Holder of this
Certificate, by virtue of the acceptance hereof, assents to the terms, provisions and conditions of the Pooling and Servicing Agreement
and is bound thereby. In the event that there is any conflict between any provision of this Certificate and any provision of the
Pooling and Servicing Agreement, such provision of this Certificate shall be superseded to the extent of such inconsistency. Also
issued under the Pooling and Servicing Agreement are the





 





 



 


1
The initial approximate Pass-Through Rate as of the Closing Date is 3.5858%.









 






    	A-16-2



    	 



    

 


Class
A-1, Class A-2, Class A-3, Class A-4, Class A-SB, Class X-A, Class X-B, Class X-F, Class X-G, Class X-NR, Class A-S, Class B,
Class C, Class D, Class X-D, Class F, Class G, Class NR and Class R Certificates (together with the Class E Certificates,
the “Certificates”; the Holders of Certificates issued under the Pooling and Servicing Agreement are collectively
referred to herein as “Certificateholders”).


 


This Certificate is
issued pursuant to, and in accordance with, the terms of a Pooling and Servicing Agreement dated as of November 1, 2015 (the “Pooling
and Servicing Agreement”), by and among Credit Suisse First Boston Mortgage Securities Corp., as Depositor, Wells Fargo
Bank, National Association, as Certificate Administrator, Wilmington Trust, National Association, as Trustee, Pentalpha Surveillance
LLC, as Operating Advisor, Wells Fargo Bank, National Association, as Master Servicer, and Midland Loan Services, a Division of
PNC Bank, National Association, as Special Servicer. To the extent not defined herein, capitalized terms used herein shall have
the meanings assigned thereto in the Pooling and Servicing Agreement.


 


This Certificate represents
a “regular interest” in a “real estate mortgage investment conduit,” as those terms are defined, respectively,
in Sections 860G(a)(1) and 860D of the Internal Revenue Code of 1986, as amended.


 


The Certificate Administrator
makes no representation or warranty as to any of the statements contained herein or the validity or sufficiency of the Certificates
or the Mortgage Loans and has executed this Certificate in its limited capacity as Certificate Administrator under the Pooling
and Servicing Agreement.


 


Pursuant to the terms
of the Pooling and Servicing Agreement, the Certificate Administrator will distribute (other than the final distribution on any
Certificate), on the 4th Business Day following the determination date of each month, commencing in December 2015 (each such date,
a “Distribution Date”), to the Person in whose name this Certificate is registered as of the related Record
Date, an amount equal to such Person’s pro rata share (based on the Percentage Interest represented by this Certificate)
of that portion of the aggregate amount of principal and interest then distributable, if any, allocable to the Class E Certificates
for such Distribution Date, all as more fully described in the Pooling and Servicing Agreement. Holders of this Certificate may
be entitled to Yield Maintenance Charges, as provided in the Pooling and Servicing Agreement.


 


Interest accrued on
this Certificate during an Interest Accrual Period, plus the aggregate unpaid Interest Shortfall with respect to this Certificate,
if any, will be payable on the related Distribution Date to the extent provided in the Pooling and Servicing Agreement. The “Interest
Accrual Period” with respect to any Distribution Date and with respect to the Class E Certificates is the calendar month
preceding the month in which such Distribution Date occurs and is assumed to consist of 30 days.


 


All distributions
(other than the final distribution on any Certificate) will be made by the Certificate Administrator to the persons in whose names
the Certificates are registered at the close of business on each Record Date, which will be the close of business on the last day
of the month immediately preceding the month in which such Distribution Date occurs, or if such day is not a Business Day, the
immediately preceding Business Day. Distributions are required to be made (a) by wire transfer of immediately available funds to
the account of such Certificateholder


 






    	A-16-3



    	 



    

 


at
a bank or other entity located in the United States and having appropriate facilities therefor, if such Certificateholder provides
the Certificate Administrator with wiring instructions no less than five Business Days prior to the related Record Date, or otherwise
(b) by check mailed to such Certificateholder. The final distribution on each Certificate shall be made in like manner, but only
upon presentment and surrender of such Certificate at the office of the Certificate Administrator or its agent (which may be the
Paying Agent or the Certificate Registrar acting as such agent) that is specified in the notice to Certificateholders of such
final distribution.


 


Any funds not distributed
on the Termination Date because of the failure of any Certificateholders to tender their Certificates shall be set aside and held
in trust for the account of the appropriate non-tendering Certificateholders, whereupon the Trust Fund shall terminate. If any
Certificates as to which notice of the Termination Date has been given pursuant to Section 9.01 of the Pooling and Servicing Agreement
shall not have been surrendered for cancellation within six months after the time specified in such notice, the Certificate Administrator
shall mail a second notice to the remaining Certificateholders, at their last addresses shown in the Certificate Register, to surrender
their Certificates for cancellation in order to receive, from such funds held, the final distribution with respect thereto. If
within one year after the second notice any Certificate shall not have been surrendered for cancellation, the Certificate Administrator
may, directly or through an agent, take appropriate steps to contact the remaining Certificateholders concerning surrender of their
Certificates. The costs and expenses of maintaining such funds and of contacting Certificateholders shall be paid out of the assets
which remain held. If within two years after the second notice any Certificates shall not have been surrendered for cancellation,
the Paying Agent shall pay to the Class R Certificateholders all amounts distributable to the Holders thereof. No interest shall
accrue or be payable to any Certificateholder on any amount held as a result of such Certificateholder’s failure to surrender
its Certificate(s) for final payment thereof in accordance with Section 9.01 of the Pooling and Servicing Agreement.


 


This Certificate is
limited in right of payment to, among other things, certain collections and recoveries in respect of the Mortgage Loans, as more
specifically set forth herein and in the Pooling and Servicing Agreement.


 


As provided in the
Pooling and Servicing Agreement, the Trust Fund includes: (i) such Mortgage Loans as from time to time are subject to the Pooling
and Servicing Agreement, together with the Mortgage Files relating thereto; (ii) all scheduled or unscheduled payments on or collections
in respect of the Mortgage Loans due after the Cut Off Date (or with respect to a Qualified Substitute Mortgage Loan, the Due Date
in the month of substitution); (iii) any REO Property (but in the case of each Whole Loan, only to the extent of the Trust’s
interest in the related REO Property); (iv) all revenues received in respect of any REO Property (but in the case of each Whole
Loan, only to the extent of the Trust’s interest in the revenues received in respect of such REO Property); (v) the Master
Servicer’s and the Trustee’s rights, in each case on behalf of the Trust, under the insurance policies with respect
to the Mortgage Loans required to be maintained pursuant to the Pooling and Servicing Agreement and any proceeds thereof; (vi)
the Trustee’s rights on behalf of the Trust in any Assignment of Leases and any security agreements; (vii) the Trustee’s
rights on behalf of the Trust under any indemnities or guaranties given as additional security for any Mortgage Loan; (viii) all
of the Trustee’s and the Certificate Administrator’s rights, in each case on behalf of the Trust, in the Escrow Accounts
and Lockbox


 






    	A-16-4



    	 



    

 


Accounts
and all proceeds of the Mortgage Loans deposited in the Collection Account, each Distribution Account, the Interest Reserve Account,
the Excess Liquidation Proceeds Reserve Account and any REO Account, including any reinvestment income thereon; (ix) the Trustee’s
rights on behalf of the Trust in any environmental indemnity agreements relating to the Mortgaged Properties; (x) the Depositor’s
rights under the Loan Purchase Agreements to the extent assigned to the Trustee pursuant to Section 2.01 of the Pooling and
Servicing Agreement and (xi)  the Lower-Tier Regular Interests.


 


This Certificate does
not purport to summarize the Pooling and Servicing Agreement, and reference is made to the Pooling and Servicing Agreement for
the interests, rights, benefits, obligations and duties evidenced hereby, and the limitations thereon, and the rights, duties and
immunities of the Certificate Administrator and Trustee.


 


As provided in the
Pooling and Servicing Agreement, subject to certain restrictions on transfer set forth therein, upon surrender for registration
of transfer of any Certificate, the Certificate Administrator shall execute, authenticate and deliver, in the name of the designated
transferee or transferees, one or more new Certificates in authorized denominations, in like aggregate interest and of the same
Class.


 


Prior to due presentation
of this Certificate for registration of transfer, the Master Servicer, the Special Servicer, the Operating Advisor, the Trustee,
the Certificate Administrator, the Certificate Registrar, and any agent of the Master Servicer, the Special Servicer, the Operating
Advisor, the Trustee, the Certificate Administrator or the Certificate Registrar may treat the Person in whose name any Certificate
is registered as the owner of such Certificate for the purpose of receiving distributions as provided in the Pooling and Servicing
Agreement and for all other purposes whatsoever, and none of the Master Servicer, the Special Servicer, the Operating Advisor,
the Trustee, the Certificate Administrator, the Certificate Registrar, or any agent of the Master Servicer, the Special Servicer,
the Operating Advisor, the Trustee, the Certificate Administrator or the Certificate Registrar shall be affected by any notice
to the contrary.


 


The Pooling and Servicing
Agreement or any Custodial Agreement may be amended from time to time by the Depositor, the Master Servicer, the Special Servicer,
the Operating Advisor, the Certificate Administrator and the Trustee, without the consent of any of the Certificateholders or,
as applicable, any Companion Loan Holder:


 


		(i)	to cure any ambiguity to the extent that it does not adversely affect any holders of Certificates
or any Serviced Companion Loan Holder;



 


		(ii)	to correct or supplement any of its provisions which may be inconsistent with any other provisions
of the Pooling and Servicing Agreement or with the description thereof in the Prospectus or the Prospectus Supplement or to correct
any error;



 


		(iii)	to change the timing and/or nature of deposits in the Collection Account, the Excess Liquidation
Proceeds Reserve Account, any Distribution Account or any REO Account, provided that (A) the Master Servicer Remittance
Date shall in no event be later than the Business Day prior to 



 






    	A-16-5



    	 



    

 


	 	 	the related Distribution Date and (B) the change would not
adversely affect in any material respect the interests of any Certificateholder or Serviced Companion Loan Holder, as evidenced
by an opinion of counsel (at the expense of the party requesting the amendment);



 


		(iv)	to modify, eliminate or add to any of its provisions (A) to the extent necessary to maintain
the qualification of either Trust REMIC as a REMIC or to avoid or minimize the risk of imposition of any tax on the Trust Fund,
provided that the Trustee and the Certificate Administrator have received an opinion of counsel (at the expense of the party
requesting the amendment) to the effect that (1) the action is necessary or desirable to maintain such qualification or to
avoid or minimize such risk and (2) the action will not adversely affect in any material respect the interests of any holder of
the Certificates or, if applicable, any Serviced Companion Loan Holder, (B) to restrict (or to remove any existing restrictions
with respect to) the transfer of the Class R Certificates, provided that the Depositor has determined that the amendment
will not give rise to any tax with respect to the transfer of the Class R Certificates to a non-Permitted Transferee or (C) to
the extent necessary to comply with the Investment Company Act, the Exchange Act, Regulation AB, and/or any related regulatory
actions and/or interpretations;



 


		(v)	to make any other provisions with respect to matters or questions arising under the Pooling and
Servicing Agreement or any other change, provided that the amendment will not adversely affect in any material respect the
interests of any Certificateholder or, if applicable any Serviced Companion Loan Holder, as evidenced by an opinion of counsel;



 


		(vi)	to modify the procedures in the Pooling and Servicing Agreement relating to Rule 17g-5; provided
that such modification does not increase the obligations of the Trustee, the Certificate Administrator, the Operating Advisor,
the Master Servicer or the Special Servicer without such party’s consent (which consent may not be withheld unless such modification
would materially adversely affect such party or materially increase such party’s obligations under the Pooling and Servicing
Agreement); provided, further that notice of such modification is provided to all parties to the Pooling and Servicing
Agreement; and



 


		(vii)	to amend or supplement any provision of the Pooling and Servicing Agreement to the extent necessary
to maintain the ratings assigned to each Class of Certificates by any of the Rating Agencies, provided that the amendment
will not adversely affect in any material respect the interests of any Certificateholder or, if applicable, any Serviced Companion
Loan Holder;



 


provided that
no amendment pursuant to any of clauses (i)-(vii) above may be made that would (i) reduce the consent or consultation
rights or the right to receive information under the Pooling and Servicing Agreement of the Controlling Class Representative without
the consent of the


 






    	A-16-6



    	 



    

 


Controlling
Class Representative; (ii) reduce the consultation rights or the right to receive information under the Pooling and Servicing
Agreement of the Operating Advisor without the consent of the Operating Advisor; (iii) change in any manner the obligations or
rights of any Mortgage Loan Seller under the Pooling and Servicing Agreement or the applicable Loan Purchase Agreement without
the consent of the affected Mortgage Loan Seller; (iv) change in any manner the obligations or rights of any Underwriter or Initial
Purchaser, without the consent of the affected Underwriter or Initial Purchaser; or (v) adversely affect any Companion Loan Holder
in its capacity as such without its consent. Expenses incurred with respect to any amendment shall be borne by the party requesting
such amendment, unless the Master Servicer, Special Servicer or Trustee is requesting an amendment for the benefit of the Certificateholders,
then such expense will be borne by the Trust.


 


The Pooling and Servicing
Agreement or any Custodial Agreement may also be amended from time to time by a writing signed by each of the Depositor, the Master
Servicer, the Special Servicer, the Operating Advisor, the Certificate Administrator and the Trustee with the consent of the Holders
of Certificates representing not less than 66-2/3% of the aggregate Percentage Interests of each Class of Certificates affected
by the amendment for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of
the Pooling and Servicing Agreement or of modifying in any manner the rights of the Certificateholders; provided, however,
that no such amendment shall:


 


		(i)	reduce in any manner the amount of, or delay the timing of, payments received on the Mortgage Loans
(or Serviced Whole Loans, if applicable) which are required to be distributed on a Certificate of any Class without the consent
of the Holder of that Certificate, or that are required to be distributed to any holder of a Serviced Companion Loan without the
consent of that holder;



 


		(ii)	reduce the aforesaid percentage of Certificates of any Class the Holders of which are required
to consent to the amendment or remove the requirement to obtain the consent of any Serviced Companion Loan Holder without the consent
of the Holders of all Certificates of that Class then-outstanding or the consent of each Serviced Companion Loan Holder, as applicable;



 


		(iii)	change in any manner the obligations or rights of any Mortgage Loan Seller under the Pooling and
Servicing Agreement or a Loan Purchase Agreement without the consent of the affected Mortgage Loan Seller;



 


		(iv)	change the definition of “Servicing Standard” without either (1) consent of 100% of
the holders of the Certificates or (2) Rating Agency Confirmation;



 


		(v)	without the consent of 100% of the Certificateholders of the Class or Classes of Certificates adversely
affected thereby, change (a) the percentages of Voting Rights of Certificateholders which are required to consent to any action
or inaction under the Pooling and Servicing Agreement, (b) the right of the Certificateholders to remove the Special 



 






    	A-16-7



    	 



    

 


	 	 	Servicer
pursuant to the Pooling and Servicing Agreement or (c) the right of the Certificateholders to terminate the Operating Advisor
pursuant to the Pooling and Servicing Agreement;



 


		(vi)	adversely affect any Companion Loan Holder in its capacity as such without its consent;



 


		(vii)	adversely affect the Controlling Class Representative without the consent of 100% of the Controlling
Class Certificateholders; or



 


		(viii)	change in any manner the obligations or rights of any Underwriter or Initial Purchaser, without
the consent of the affected Underwriter or Initial Purchaser.



 


The Holders of the
Controlling Class representing greater than 50% of the Percentage Interest of the Controlling Class may effect an early termination
of the Trust Fund, upon not less than 30 days’ prior notice given to the Depositor, the Trustee, the Certificate Administrator,
the Special Servicer and Master Servicer (whereupon the Master Servicer shall notify the Companion Loan Holders) any time on or
after the Early Termination Notice Date specifying the Anticipated Termination Date, by purchasing on such date all, but not less
than all, of the Mortgage Loans (and in the case of the Serviced Whole Loans, subject to certain rights of the related Companion
Loan Holder provided for in the related Co-Lender Agreement) then included in the Trust Fund, and all property or interests in
property acquired by the Trust Fund in respect of any Mortgage Loan, at a purchase price, payable in cash, equal to (i) the sum
of (A) the aggregate Purchase Price (excluding the amount described in clause (e) of the definition of Purchase Price) of all the
Mortgage Loans (exclusive of REO Mortgage Loans) included in the Trust Fund, (B) the Appraised Value of the Trust’s portion
of each REO Property, if any, included in the Trust Fund, as determined by the Special Servicer (such Appraisals in clause (i)(B)
shall be obtained by the Special Servicer) and (C) the reasonable out-of-pocket expenses of the Master Servicer (unless the Master
Servicer is the purchaser of such Mortgage Loans), the Special Servicer (unless the Special Servicer is the purchaser of such Mortgage
Loans), the Trustee and the Certificate Administrator, as applicable, with respect to such termination, minus (ii) solely in the
case where the Master Servicer or the Special Servicer is effecting such purchase, the aggregate amount of unreimbursed Advances
made by such party, together with any interest accrued and payable to the Master Servicer or the Special Servicer, as applicable,
in respect of such Advances and any unpaid Servicing Fees or Special Servicing Fees, as applicable, remaining outstanding (which
items will be deemed to have been paid or reimbursed to the purchasing Master Servicer or the Special Servicer, as applicable,
in connection with such purchase).


 


The Holders of the
Controlling Class representing greater than 50% of the Certificate Principal Balance of the Controlling Class may (or, if such
Holders do not, the Special Servicer, or if neither such Holders nor the Special Servicer do, the Master Servicer or, if neither
such Holders nor the Special Servicer nor the Master Servicer does, any Holder of a Class R Certificate representing greater than
a 50% Percentage Interest in such Class, may also) effect such termination as provided in the prior paragraph if such party first
notifies the Controlling Class Representative and each Certifying Certificateholder, or, in the case of a termination by the Holder
of a Class R Certificate, notifies the Certificate Administrator (who shall notify each of


 






    	A-16-8



    	 



    

 


the
Controlling Class Representative, each Certifying Certificateholder and the Master Servicer) of its intention to do so in writing
within 30 days following the Early Termination Notice Date. All costs and expenses incurred by any and all parties to the Pooling
and Servicing Agreement or by the Trust Fund in connection with the purchase of the Mortgage Loans and other assets of the Trust
Fund pursuant to Section 9.01(c) of the Pooling and Servicing Agreement shall be borne by the party exercising its purchase rights
thereunder. The Certificate Administrator shall be entitled to rely conclusively on any determination made by an Appraiser pursuant
to Section 9.01(c) of the Pooling and Servicing Agreement.


 


The respective obligations
and responsibilities of the Master Servicer, the Special Servicer, the Depositor, the Operating Advisor, the Certificate Administrator
and the Trustee created hereby with respect to the Certificates, the Mortgage Loans and the Serviced Companion Loans (other than
the obligation to make certain payments and to send certain notices to Certificateholders as set forth in the Pooling and Servicing
Agreement and to make any required remittances to the Serviced Companion Loan Holders in the month in which the final Distribution
Date occurs) shall terminate immediately following the earlier to occur of (i) the purchase by the Holders of the Controlling Class,
the Special Servicer, the Master Servicer or the Holders of the Class R Certificates of all the Mortgage Loans and REO Properties
(or interests therein) then included in the Trust Fund pursuant to Section 9.01(c) of the Pooling and Servicing Agreement, (ii)
the voluntary exchange by the Remaining Certificateholder of its Certificates for all the Mortgage Loans and REO Properties (or
interests therein) then included in the Trust Fund pursuant to Section 9.01(h) of the Pooling and Servicing Agreement and (iii)
the final payment or other liquidation (or any advance with respect thereto) of the last Mortgage Loan or REO Property (or interest
therein) contained in the Trust Fund; provided, however, that in no event shall the trust created thereby continue
beyond the expiration of twenty-one years from the death of the last survivor of the descendants of Joseph P. Kennedy, the late
ambassador of the United States to the United Kingdom, living on the date of the Pooling and Servicing Agreement. All such payments
as contemplated by the preceding paragraph shall be deposited into the Collection Account by the Master Servicer or Special Servicer,
as applicable promptly following receipt thereof.


 


Unless the Certificate
of Authentication on this Certificate has been executed by the Certificate Administrator or on its behalf by the Authenticating
Agent, by manual signature, this Certificate shall not be entitled to any benefit under the Pooling and Servicing Agreement or
be valid for any purpose.


 




    	A-16-9



    	 



    

 


IN
WITNESS WHEREOF, the Certificate Administrator has caused this Class E Certificate to be duly executed.

	 	 	 
	 	WELLS
                                         FARGO BANK, NATIONAL ASSOCIATION,


	 	not
                                         in its individual capacity but solely as Certificate Administrator


	 	 	 
	 	By:
                                         

	 
	 	 	Authorized
                                         Signatory








Dated:
______________


CERTIFICATE OF AUTHENTICATION


This
is one of the Class E Certificates referred to in the Pooling and Servicing Agreement.


Dated:
______________


	 	 	 
	 	WELLS
                                         FARGO BANK, NATIONAL ASSOCIATION,


	 	not
                                         in its individual capacity but solely as Authenticating Agent


	 	 	 
	 	By:
                                         

	 
	 	 	Authorized
                                         Signatory









    	A-16-10



    	 



    








ASSIGNMENT


 


FOR
VALUE RECEIVED, the undersigned (“Assignor(s)”) hereby sell(s), assign(s) and transfer(s) unto ____________________________________________________
______________________________ (please print or typewrite name(s) and address(es), including postal zip code(s) of assignee(s))
(“Assignee(s)”) the entire Percentage Interest represented by the within Class E Certificate and hereby authorize(s)
the registration of transfer of such interest to Assignee(s) on the Certificate Register of the Trust Fund. 


I
(we) further direct the Certificate Registrar to issue a new Class E Certificate of the entire Percentage Interest represented
by the within Class E Certificates to the above-named Assignee(s) and to deliver such Class E Certificate to the following
address: 


Date:
_________________


	 	 
	 	Signature by or on behalf of Assignor(s)


	 	 
	 	Taxpayer Identification Number










    	A-16-11



    	 



    





DISTRIBUTION
INSTRUCTIONS


The
Assignee(s) should include the following for purposes of distribution: 


Address
of the Assignee(s) for the purpose of receiving notices and distributions: ___________________________________________________________
______________________________________________________________________________________________________________________________
Distributions, if being made by wire transfer in immediately available funds to __________________________ for the account of
__________________________ account number ____________________________. This information is provided by ______________________________,
the Assignee(s) named above or ____________________________________ as its (their) agent.

	 	 	 
	 	By:

	 
	 	 	[Please print or type name(s)]


	 	 	 
	 	 	Title


	 	 	 
	 	 	Taxpayer
                                         Identification Number









    	A-16-12



    	 



    





EXHIBIT
A-17


 


CSAIL 2015-C4
COMMERCIAL MORTGAGE TRUST,

COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES

SERIES 2015-C4, CLASS F


 


[THIS CERTIFICATE IS A TEMPORARY REGULATION
S GLOBAL CERTIFICATE FOR PURPOSES OF REGULATION S UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES
ACT”). NEITHER THIS TEMPORARY REGULATION S GLOBAL CERTIFICATE NOR ANY INTEREST HEREIN MAY BE OFFERED, SOLD OR DELIVERED,
EXCEPT AS PERMITTED UNDER THE POOLING AND SERVICING AGREEMENT REFERRED TO BELOW.


 


NO BENEFICIAL OWNERS OF THIS TEMPORARY
REGULATION S GLOBAL CERTIFICATE SHALL BE ENTITLED TO RECEIVE PAYMENTS OF PRINCIPAL OR INTEREST HEREON UNLESS THE REQUIRED CERTIFICATIONS
HAVE BEEN DELIVERED PURSUANT TO THE TERMS OF THE POOLING AND SERVICING AGREEMENT.]1


 


[UNLESS THIS CERTIFICATE IS PRESENTED BY
AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), TO THE CERTIFICATE REGISTRAR
FOR REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN
SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER
ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE
BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.]2


 


[TRANSFERS OF THIS GLOBAL CERTIFICATE
SHALL BE LIMITED TO TRANSFERS IN WHOLE, BUT NOT IN PART, TO NOMINEES OF DTC OR A SUCCESSOR THEREOF OR SUCH SUCCESSOR’S NOMINEE,
AND TRANSFERS OF BENEFICIAL INTERESTS IN THIS GLOBAL CERTIFICATE SHALL BE LIMITED TO TRANSFERS MADE IN ACCORDANCE WITH THE RESTRICTIONS
SET FORTH IN THE POOLING AND SERVICING AGREEMENT REFERRED TO BELOW.]3


 


THIS CERTIFICATE DOES NOT REPRESENT AN
INTEREST IN OR OBLIGATION OF THE DEPOSITOR, THE SPONSORS, THE ORIGINATORS, THE MASTER SERVICER, THE SPECIAL SERVICER, THE TRUSTEE,
THE CERTIFICATE ADMINISTRATOR, THE OPERATING ADVISOR, THE CONTROLLING CLASS REPRESENTATIVE, THE COMPANION LOAN HOLDERS, THE INITIAL
PURCHASERS OR ANY OF THEIR


 











 



 


		1	Temporary
                                         Regulation S Global Certificate legend.



 


		2	Legend
                                         required as long as DTC is the Depository under the Pooling and Servicing Agreement.



 


		3	Global
                                         Certificate legend.







 






    	A-17-1



    	 



    

 


RESPECTIVE AFFILIATES. NEITHER THE CERTIFICATES NOR THE UNDERLYING MORTGAGE LOANS ARE INSURED OR GUARANTEED
BY ANY GOVERNMENTAL AGENCY OR INSTRUMENTALITY OR PRIVATE INSURER.


 


PRINCIPAL PAYMENTS IN RESPECT OF THIS CERTIFICATE
ARE DISTRIBUTABLE AS SET FORTH IN THE POOLING AND SERVICING AGREEMENT. ACCORDINGLY, THE OUTSTANDING CERTIFICATE PRINCIPAL AMOUNT
OF THIS CERTIFICATE AT ANY TIME MAY BE LESS THAN THE INITIAL CERTIFICATE PRINCIPAL AMOUNT SET FORTH BELOW.


 


THIS CERTIFICATE HAS
NOT BEEN AND WILL NOT BE REGISTERED OR QUALIFIED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”),
OR ANY STATE OR FOREIGN SECURITIES LAW. THE HOLDER HEREOF, BY PURCHASING THIS CERTIFICATE, AGREES THAT THIS CERTIFICATE MAY BE
REOFFERED, RESOLD, PLEDGED OR OTHERWISE TRANSFERRED ONLY (A)(1) PURSUANT TO RULE 144A UNDER THE SECURITIES ACT (“RULE 144A”)
TO A PERSON THAT THE HOLDER REASONABLY BELIEVES IS A “QUALIFIED INSTITUTIONAL BUYER” WITHIN THE MEANING OF RULE 144A
(A “QIB”), OR IS PURCHASING FOR THE ACCOUNT OF A QIB, AND WHOM THE HOLDER HAS INFORMED THAT THE REOFFER, RESALE,
PLEDGE, OR OTHER TRANSFER IS BEING MADE IN RELIANCE ON RULE 144A, (2) TO A NON-“U.S. PERSON” IN AN “OFFSHORE
TRANSACTION”, AS SUCH TERMS ARE DEFINED IN, AND IN ACCORDANCE WITH RULE 903 OR RULE 904 OF, REGULATION S UNDER THE SECURITIES
ACT, OR (3) TO AN INSTITUTIONAL “ACCREDITED INVESTOR” WITHIN THE MEANING OF RULE 501(a)(1), (2), (3) OR (7)
OF REGULATION D UNDER THE SECURITIES ACT, OR ANY ENTITY IN WHICH ALL OF THE EQUITY OWNERS COME WITHIN RULE 501(a)(1), (2),
(3) OR (7) OF REGULATION D UNDER THE SECURITIES ACT, THAT IS NOT A QIB, AND (B) IN EACH CASE IN ACCORDANCE WITH FEDERAL SECURITIES
LAWS, AND ANY APPLICABLE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES OR ANY OTHER APPLICABLE JURISDICTION.


 


THIS CERTIFICATE MAY
NOT BE PURCHASED BY OR PLEDGED, SOLD OR OTHERWISE TRANSFERRED TO ANY PERSON THAT IS OR BECOMES AN EMPLOYEE BENEFIT PLAN OR OTHER
PLAN THAT IS SUBJECT TO THE FIDUCIARY RESPONSIBILITY OR PROHIBITED TRANSACTION PROVISIONS OF THE EMPLOYEE RETIREMENT INCOME SECURITY
ACT OF 1974, AS AMENDED (“ERISA”), OR TO SECTION 4975 OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE
“CODE”), OR A GOVERNMENTAL PLAN (AS DEFINED IN SECTION 3(32) OF ERISA) OR OTHER PLAN THAT IS SUBJECT TO ANY
FEDERAL, STATE OR LOCAL LAW THAT IS, TO A MATERIAL EXTENT, SIMILAR TO THE FOREGOING PROVISIONS OF ERISA OR THE CODE (“SIMILAR
LAW”), OR ANY PERSON ACTING ON BEHALF OF ANY SUCH PLAN OR USING THE ASSETS OF SUCH PLAN TO ACQUIRE THIS CERTIFICATE,
UNLESS (A)(I) SUCH PERSON IS AN “INSURANCE COMPANY GENERAL ACCOUNT” WITHIN THE MEANING OF PROHIBITED TRANSACTION CLASS
EXEMPTION 95-60, AND (II) ALL CONDITIONS OF SECTIONS I AND III OF PROHIBITED TRANSACTION CLASS EXEMPTION 95-60 WILL BE MET WITH
RESPECT TO SUCH INSURANCE COMPANY GENERAL ACCOUNT’S ACQUISITION,


 






    	A-17-2



    	 



    

 


HOLDING AND DISPOSITION OF THIS CERTIFICATE, OR (B) WITH
RESPECT TO THE ACQUISITION, HOLDING OR DISPOSITION OF THIS CERTIFICATE BY ANY PLAN SUBJECT TO SIMILAR LAW, SUCH ACQUISITION, HOLDING
AND DISPOSITION BY SUCH PLAN WILL NOT CONSTITUTE OR OTHERWISE RESULT IN A NON-EXEMPT VIOLATION OF SIMILAR LAW.


 


THIS CERTIFICATE REPRESENTS A “REGULAR
INTEREST” IN A “REAL ESTATE MORTGAGE INVESTMENT CONDUIT,” AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS
860G(a)(1) AND 860D OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED.


 




    	A-17-3



    	 



    

 


CSAIL 2015-C4
COMMERCIAL MORTGAGE TRUST,

COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES

SERIES 2015-C4, CLASS F


 


	Pass-Through Rate: The lesser of 3.5000% per annum and the WAC Rate	 	 
	 	 	 
	First Distribution Date: December 17, 2015	 	Cut-Off Date:  With respect to each Mortgage Loan, the Due Date in November, 2015 for that Mortgage Loan (or, in the case of any Mortgage Loan that has its first Due Date in December, 2015, the date that would have been its Due Date in November, 2015 under the terms of that Mortgage Loan if a monthly payment were scheduled to be due in that month).
	 	 	 
	Aggregate Initial Certificate Principal Amount of the Class F Certificates:  $22,317,000	 	 
	 	 	 





	
        CUSIP:  12635R
AL21 

        U2288D AF42

12635R AM03 

         
	 	Initial Certificate Principal Amount of this Certificate: $[   ]
	
        ISIN:  
US12635RAL244

USU2288DAF435

US12635RAM076 
	 	 
	 	 	 
	
        Common Code: 1325625807 

        1325630398 
	 	 



 








 



 


1
For Rule 144A Certificates


 


2
For Regulation S Certificates


 


3
For IAI Certificates


 


4
For Rule 144A Certificates


 


5
For Regulation S Certificates


 


6
For IAI Certificates


 


7
For Rule 144A Certificates


 


8
For Regulation S Certificates



 






    	A-17-4



    	 



    

 


	No.:  [F-1][F-S-1]	 	 
	 	 	 


This certifies that
[           ] is the registered owner of a beneficial ownership interest
in a Trust Fund, including the distributions to be made with respect to the Class F Certificates. The Trust Fund, described more
fully below, consists primarily of a pool of Mortgage Loans secured by first liens on commercial, multifamily and manufactured
housing community properties and held in trust by the Trustee and serviced by the Master Servicer. The Trust Fund was created,
and the Mortgage Loans are to be serviced, pursuant to the Pooling and Servicing Agreement (as defined below). The Holder of this
Certificate, by virtue of the acceptance hereof, assents to the terms, provisions and conditions of the Pooling and Servicing Agreement
and is bound thereby. In the event that there is any conflict between any provision of this Certificate and any provision of the
Pooling and Servicing Agreement, such provision of this Certificate shall be superseded to the extent of such inconsistency. Also
issued under the Pooling and Servicing Agreement are the Class A-1, Class A-2, Class A-3, Class A-4, Class A-SB, Class X-A,
Class X-B, Class X-F, Class X-G, Class X-NR, Class A-S, Class B, Class C, Class D, Class X-D, Class E, Class
G, Class NR and Class R Certificates (together with the Class F Certificates, the “Certificates”; the Holders
of Certificates issued under the Pooling and Servicing Agreement are collectively referred to herein as “Certificateholders”).


 


This Certificate is
issued pursuant to, and in accordance with, the terms of a Pooling and Servicing Agreement dated as of November 1, 2015 (the “Pooling
and Servicing Agreement”), by and among Credit Suisse First Boston Mortgage Securities Corp., as Depositor, Wells Fargo
Bank, National Association, as Certificate Administrator, Wilmington Trust, National Association, as Trustee, Pentalpha Surveillance
LLC, as Operating Advisor, Wells Fargo Bank, National Association, as Master Servicer, and Midland Loan Services, a Division of
PNC Bank, National Association, as Special Servicer. To the extent not defined herein, capitalized terms used herein shall have
the meanings assigned thereto in the Pooling and Servicing Agreement.


 


This Certificate represents
a “regular interest” in a “real estate mortgage investment conduit,” as those terms are defined, respectively,
in Sections 860G(a)(1) and 860D of the Internal Revenue Code of 1986, as amended.


 


The Certificate Administrator
makes no representation or warranty as to any of the statements contained herein or the validity or sufficiency of the Certificates
or the Mortgage Loans and has executed this Certificate in its limited capacity as Certificate Administrator under the Pooling
and Servicing Agreement.


 


Pursuant to the terms
of the Pooling and Servicing Agreement, the Certificate Administrator will distribute (other than the final distribution on any
Certificate), on the 4th Business Day following the determination date of each month, commencing in December 2015 (each such date,
a “Distribution Date”), to the Person in whose name this Certificate is registered as of the related Record
Date, an amount equal to such Person’s pro rata share (based on the Percentage Interest represented by this Certificate)
of that portion of the aggregate amount of principal and interest then distributable, if any, allocable to the Class F Certificates
for such Distribution Date, all as more fully described in the Pooling and Servicing Agreement.


 






    	A-17-5



    	 



    

 


Interest accrued on
this Certificate during an Interest Accrual Period, plus the aggregate unpaid Interest Shortfall with respect to this Certificate,
if any, will be payable on the related Distribution Date to the extent provided in the Pooling and Servicing Agreement. The “Interest
Accrual Period” with respect to any Distribution Date and with respect to the Class F Certificates is the calendar month
preceding the month in which such Distribution Date occurs and is assumed to consist of 30 days.


 


All distributions
(other than the final distribution on any Certificate) will be made by the Certificate Administrator to the persons in whose names
the Certificates are registered at the close of business on each Record Date, which will be the close of business on the last day
of the month immediately preceding the month in which such Distribution Date occurs, or if such day is not a Business Day, the
immediately preceding Business Day. Distributions are required to be made (a) by wire transfer of immediately available funds to
the account of such Certificateholder at a bank or other entity located in the United States and having appropriate facilities
therefor, if such Certificateholder provides the Certificate Administrator with wiring instructions no less than five Business
Days prior to the related Record Date, or otherwise (b) by check mailed to such Certificateholder. The final distribution on each
Certificate shall be made in like manner, but only upon presentment and surrender of such Certificate at the office of the Certificate
Administrator or its agent (which may be the Paying Agent or the Certificate Registrar acting as such agent) that is specified
in the notice to Certificateholders of such final distribution.


 


Any funds not distributed
on the Termination Date because of the failure of any Certificateholders to tender their Certificates shall be set aside and held
in trust for the account of the appropriate non-tendering Certificateholders, whereupon the Trust Fund shall terminate. If any
Certificates as to which notice of the Termination Date has been given pursuant to Section 9.01 of the Pooling and Servicing Agreement
shall not have been surrendered for cancellation within six months after the time specified in such notice, the Certificate Administrator
shall mail a second notice to the remaining Certificateholders, at their last addresses shown in the Certificate Register, to surrender
their Certificates for cancellation in order to receive, from such funds held, the final distribution with respect thereto. If
within one year after the second notice any Certificate shall not have been surrendered for cancellation, the Certificate Administrator
may, directly or through an agent, take appropriate steps to contact the remaining Certificateholders concerning surrender of their
Certificates. The costs and expenses of maintaining such funds and of contacting Certificateholders shall be paid out of the assets
which remain held. If within two years after the second notice any Certificates shall not have been surrendered for cancellation,
the Paying Agent shall pay to the Class R Certificateholders all amounts distributable to the Holders thereof. No interest shall
accrue or be payable to any Certificateholder on any amount held as a result of such Certificateholder’s failure to surrender
its Certificate(s) for final payment thereof in accordance with Section 9.01 of the Pooling and Servicing Agreement.


 


This Certificate is
limited in right of payment to, among other things, certain collections and recoveries in respect of the Mortgage Loans, as more
specifically set forth herein and in the Pooling and Servicing Agreement.


 


As provided in the
Pooling and Servicing Agreement, the Trust Fund includes: (i) such Mortgage Loans as from time to time are subject to the Pooling
and Servicing Agreement, together with the Mortgage Files relating thereto; (ii) all scheduled or unscheduled payments on


 






    	A-17-6



    	 



    

 


or
collections in respect of the Mortgage Loans due after the Cut Off Date (or with respect to a Qualified Substitute Mortgage Loan,
the Due Date in the month of substitution); (iii) any REO Property (but in the case of each Whole Loan, only to the extent of
the Trust’s interest in the related REO Property); (iv) all revenues received in respect of any REO Property (but in the
case of each Whole Loan, only to the extent of the Trust’s interest in the revenues received in respect of such REO Property);
(v) the Master Servicer’s and the Trustee’s rights, in each case on behalf of the Trust, under the insurance policies
with respect to the Mortgage Loans required to be maintained pursuant to the Pooling and Servicing Agreement and any proceeds
thereof; (vi) the Trustee’s rights on behalf of the Trust in any Assignment of Leases and any security agreements; (vii)
the Trustee’s rights on behalf of the Trust under any indemnities or guaranties given as additional security for any Mortgage
Loan; (viii) all of the Trustee’s and the Certificate Administrator’s rights, in each case on behalf of the Trust,
in the Escrow Accounts and Lockbox Accounts and all proceeds of the Mortgage Loans deposited in the Collection Account, each Distribution
Account, the Interest Reserve Account, the Excess Liquidation Proceeds Reserve Account and any REO Account, including any reinvestment
income thereon; (ix) the Trustee’s rights on behalf of the Trust in any environmental indemnity agreements relating to the
Mortgaged Properties; (x) the Depositor’s rights under the Loan Purchase Agreements to the extent assigned to the Trustee
pursuant to Section 2.01 of the Pooling and Servicing Agreement and (xi)  the Lower-Tier Regular Interests.


 


This Certificate does
not purport to summarize the Pooling and Servicing Agreement, and reference is made to the Pooling and Servicing Agreement for
the interests, rights, benefits, obligations and duties evidenced hereby, and the limitations thereon, and the rights, duties and
immunities of the Certificate Administrator and Trustee.


 


As provided in the
Pooling and Servicing Agreement, subject to certain restrictions on transfer set forth therein, upon surrender for registration
of transfer of any Certificate, the Certificate Administrator shall execute, authenticate and deliver, in the name of the designated
transferee or transferees, one or more new Certificates in authorized denominations, in like aggregate interest and of the same
Class.


 


Prior to due presentation
of this Certificate for registration of transfer, the Master Servicer, the Special Servicer, the Operating Advisor, the Trustee,
the Certificate Administrator, the Certificate Registrar, and any agent of the Master Servicer, the Special Servicer, the Operating
Advisor, the Trustee, the Certificate Administrator or the Certificate Registrar may treat the Person in whose name any Certificate
is registered as the owner of such Certificate for the purpose of receiving distributions as provided in the Pooling and Servicing
Agreement and for all other purposes whatsoever, and none of the Master Servicer, the Special Servicer, the Operating Advisor,
the Trustee, the Certificate Administrator, the Certificate Registrar, or any agent of the Master Servicer, the Special Servicer,
the Operating Advisor, the Trustee, the Certificate Administrator or the Certificate Registrar shall be affected by any notice
to the contrary.


 


The Pooling and Servicing
Agreement or any Custodial Agreement may be amended from time to time by the Depositor, the Master Servicer, the Special Servicer,
the Operating Advisor, the Certificate Administrator and the Trustee, without the consent of any of the Certificateholders or,
as applicable, any Companion Loan Holder:


 






    	A-17-7



    	 



    

 


		(i)	to cure any ambiguity to the extent that it does not adversely affect any holders of Certificates
or any Serviced Companion Loan Holder;



 


		(ii)	to correct or supplement any of its provisions which may be inconsistent with any other provisions
of the Pooling and Servicing Agreement or with the description thereof in the Prospectus or the Prospectus Supplement or to correct
any error;



 


		(iii)	to change the timing and/or nature of deposits in the Collection Account, the Excess Liquidation
Proceeds Reserve Account, any Distribution Account or any REO Account, provided that (A) the Master Servicer Remittance
Date shall in no event be later than the Business Day prior to the related Distribution Date and (B) the change would not
adversely affect in any material respect the interests of any Certificateholder or Serviced Companion Loan Holder, as evidenced
by an opinion of counsel (at the expense of the party requesting the amendment);



 


		(iv)	to modify, eliminate or add to any of its provisions (A) to the extent necessary to maintain
the qualification of either Trust REMIC as a REMIC or to avoid or minimize the risk of imposition of any tax on the Trust Fund,
provided that the Trustee and the Certificate Administrator have received an opinion of counsel (at the expense of the party
requesting the amendment) to the effect that (1) the action is necessary or desirable to maintain such qualification or to
avoid or minimize such risk and (2) the action will not adversely affect in any material respect the interests of any holder of
the Certificates or, if applicable, any Serviced Companion Loan Holder, (B) to restrict (or to remove any existing restrictions
with respect to) the transfer of the Class R Certificates, provided that the Depositor has determined that the amendment
will not give rise to any tax with respect to the transfer of the Class R Certificates to a non-Permitted Transferee or (C) to
the extent necessary to comply with the Investment Company Act, the Exchange Act, Regulation AB, and/or any related regulatory
actions and/or interpretations;



 


		(v)	to make any other provisions with respect to matters or questions arising under the Pooling and
Servicing Agreement or any other change, provided that the amendment will not adversely affect in any material respect the
interests of any Certificateholder or, if applicable any Serviced Companion Loan Holder, as evidenced by an opinion of counsel;



 


		(vi)	to modify the procedures in
the Pooling and Servicing Agreement relating to Rule 17g-5; provided that such modification does not increase the
obligations of the Trustee, the Certificate Administrator, the Operating Advisor, the Master Servicer or the Special Servicer
without such party’s consent (which consent may not be withheld unless such modification would materially adversely affect
such party or materially increase such party’s obligations under the Pooling and Servicing Agreement); provided,



 






    	A-17-8



    	 



    

 


	 	 	further that notice of such modification is provided to all parties to the Pooling and Servicing
Agreement; and



 


		(vii)	to amend or supplement any provision of the Pooling and Servicing Agreement to the extent necessary
to maintain the ratings assigned to each Class of Certificates by any of the Rating Agencies, provided that the amendment
will not adversely affect in any material respect the interests of any Certificateholder or, if applicable, any Serviced Companion
Loan Holder;



 


provided that
no amendment pursuant to any of clauses (i)-(vii) above may be made that would (i) reduce the consent or consultation
rights or the right to receive information under the Pooling and Servicing Agreement of the Controlling Class Representative without
the consent of the Controlling Class Representative; (ii) reduce the consultation rights or the right to receive information under
the Pooling and Servicing Agreement of the Operating Advisor without the consent of the Operating Advisor; (iii) change in any
manner the obligations or rights of any Mortgage Loan Seller under the Pooling and Servicing Agreement or the applicable Loan Purchase
Agreement without the consent of the affected Mortgage Loan Seller; (iv) change in any manner the obligations or rights of any
Underwriter or Initial Purchaser, without the consent of the affected Underwriter or Initial Purchaser; or (v) adversely affect
any Companion Loan Holder in its capacity as such without its consent. Expenses incurred with respect to any amendment shall be
borne by the party requesting such amendment, unless the Master Servicer, Special Servicer or Trustee is requesting an amendment
for the benefit of the Certificateholders, then such expense will be borne by the Trust.


 


The Pooling and Servicing
Agreement or any Custodial Agreement may also be amended from time to time by a writing signed by each of the Depositor, the Master
Servicer, the Special Servicer, the Operating Advisor, the Certificate Administrator and the Trustee with the consent of the Holders
of Certificates representing not less than 66-2/3% of the aggregate Percentage Interests of each Class of Certificates affected
by the amendment for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of
the Pooling and Servicing Agreement or of modifying in any manner the rights of the Certificateholders; provided, however,
that no such amendment shall:


 






    	A-17-9



    	 



    

 


		(i)	reduce in any manner the amount of, or delay the timing of, payments received on the Mortgage Loans
(or Serviced Whole Loans, if applicable) which are required to be distributed on a Certificate of any Class without the consent
of the Holder of that Certificate, or that are required to be distributed to any holder of a Serviced Companion Loan without the
consent of that holder;



 


		(ii)	reduce the aforesaid percentage of Certificates of any Class the Holders of which are required
to consent to the amendment or remove the requirement to obtain the consent of any Serviced Companion Loan Holder without the consent
of the Holders of all Certificates of that Class then-outstanding or the consent of each Serviced Companion Loan Holder, as applicable;



 


		(iii)	change in any manner the obligations or rights of any Mortgage Loan Seller under the Pooling and
Servicing Agreement or a Loan Purchase Agreement without the consent of the affected Mortgage Loan Seller;



 


		(iv)	change the definition of “Servicing Standard” without either (1) consent of 100% of
the holders of the Certificates or (2) Rating Agency Confirmation;



 


		(v)	without the consent of 100% of the Certificateholders of the Class or Classes of Certificates adversely
affected thereby, change (a) the percentages of Voting Rights of Certificateholders which are required to consent to any action
or inaction under the Pooling and Servicing Agreement, (b) the right of the Certificateholders to remove the Special Servicer
pursuant to the Pooling and Servicing Agreement or (c) the right of the Certificateholders to terminate the Operating Advisor
pursuant to the Pooling and Servicing Agreement;



 


		(vi)	adversely affect any Companion Loan Holder in its capacity as such without its consent;



 


		(vii)	adversely affect the Controlling Class Representative without the consent of 100% of the Controlling
Class Certificateholders; or



 


		(viii)	change in any manner the obligations or rights of any Underwriter or Initial Purchaser, without
the consent of the affected Underwriter or Initial Purchaser.



 


The Holders of the
Controlling Class representing greater than 50% of the Percentage Interest of the Controlling Class may effect an early termination
of the Trust Fund, upon not less than 30 days’ prior notice given to the Depositor, the Trustee, the Certificate Administrator,
the Special Servicer and Master Servicer (whereupon the Master Servicer shall notify the Companion Loan Holders) any time on or
after the Early Termination Notice Date specifying the Anticipated Termination Date, by purchasing on such date all, but not less
than all, of the Mortgage Loans (and in the case of the Serviced Whole Loans, subject to certain rights of the related Companion
Loan Holder provided for in the related Co-Lender Agreement) then included


 






    	A-17-10



    	 



    

 


in
the Trust Fund, and all property or interests in property acquired by the Trust Fund in respect of any Mortgage Loan, at a purchase
price, payable in cash, equal to (i) the sum of (A) the aggregate Purchase Price (excluding the amount described in clause (e)
of the definition of Purchase Price) of all the Mortgage Loans (exclusive of REO Mortgage Loans) included in the Trust Fund, (B)
the Appraised Value of the Trust’s portion of each REO Property, if any, included in the Trust Fund, as determined by the
Special Servicer (such Appraisals in clause (i)(B) shall be obtained by the Special Servicer) and (C) the reasonable out-of-pocket
expenses of the Master Servicer (unless the Master Servicer is the purchaser of such Mortgage Loans), the Special Servicer (unless
the Special Servicer is the purchaser of such Mortgage Loans), the Trustee and the Certificate Administrator, as applicable, with
respect to such termination, minus (ii) solely in the case where the Master Servicer or the Special Servicer is effecting such
purchase, the aggregate amount of unreimbursed Advances made by such party, together with any interest accrued and payable to
the Master Servicer or the Special Servicer, as applicable, in respect of such Advances and any unpaid Servicing Fees or Special
Servicing Fees, as applicable, remaining outstanding (which items will be deemed to have been paid or reimbursed to the purchasing
Master Servicer or the Special Servicer, as applicable, in connection with such purchase).


 


The Holders of the
Controlling Class representing greater than 50% of the Certificate Principal Balance of the Controlling Class may (or, if such
Holders do not, the Special Servicer, or if neither such Holders nor the Special Servicer do, the Master Servicer or, if neither
such Holders nor the Special Servicer nor the Master Servicer does, any Holder of a Class R Certificate representing greater than
a 50% Percentage Interest in such Class, may also) effect such termination as provided in the prior paragraph if such party first
notifies the Controlling Class Representative and each Certifying Certificateholder, or, in the case of a termination by the Holder
of a Class R Certificate, notifies the Certificate Administrator (who shall notify each of the Controlling Class Representative,
each Certifying Certificateholder and the Master Servicer) of its intention to do so in writing within 30 days following the Early
Termination Notice Date. All costs and expenses incurred by any and all parties to the Pooling and Servicing Agreement or by the
Trust Fund in connection with the purchase of the Mortgage Loans and other assets of the Trust Fund pursuant to Section 9.01(c)
of the Pooling and Servicing Agreement shall be borne by the party exercising its purchase rights thereunder. The Certificate Administrator
shall be entitled to rely conclusively on any determination made by an Appraiser pursuant to Section 9.01(c) of the Pooling
and Servicing Agreement.


 


The respective obligations
and responsibilities of the Master Servicer, the Special Servicer, the Depositor, the Operating Advisor, the Certificate Administrator
and the Trustee created hereby with respect to the Certificates, the Mortgage Loans and the Serviced Companion Loans (other than
the obligation to make certain payments and to send certain notices to Certificateholders as set forth in the Pooling and Servicing
Agreement and to make any required remittances to the Serviced Companion Loan Holders in the month in which the final Distribution
Date occurs) shall terminate immediately following the earlier to occur of (i) the purchase by the Holders of the Controlling Class,
the Special Servicer, the Master Servicer or the Holders of the Class R Certificates of all the Mortgage Loans and REO Properties
(or interests therein) then included in the Trust Fund pursuant
to Section 9.01(c) of the Pooling and Servicing Agreement, (ii) the voluntary exchange by the Remaining Certificateholder of its
Certificates for all the Mortgage Loans and REO Properties (or interests therein) then included in the Trust Fund


 






    	A-17-11



    	 



    

 


 pursuant to
Section 9.01(h) of the Pooling and Servicing Agreement and (iii) the final payment or other liquidation (or any advance with respect
thereto) of the last Mortgage Loan or REO Property (or interest therein) contained in the Trust Fund; provided, however,
that in no event shall the trust created thereby continue beyond the expiration of twenty-one years from the death of the last
survivor of the descendants of Joseph P. Kennedy, the late ambassador of the United States to the United Kingdom, living on the
date of the Pooling and Servicing Agreement. All such payments as contemplated by the preceding paragraph shall be deposited into
the Collection Account by the Master Servicer or Special Servicer, as applicable promptly following receipt thereof.


 


Unless the Certificate
of Authentication on this Certificate has been executed by the Certificate Administrator or on its behalf by the Authenticating
Agent, by manual signature, this Certificate shall not be entitled to any benefit under the Pooling and Servicing Agreement or
be valid for any purpose.


 




    	A-17-12



    	 



    











IN
WITNESS WHEREOF, the Certificate Administrator has caused this Class F Certificate to be duly executed.

	 	 	 
	 	WELLS
                                         FARGO BANK, NATIONAL ASSOCIATION,


	 	not
                                         in its individual capacity but solely as Certificate Administrator


	 	 	 
	 	By:
                                         

	 
	 	 	Authorized
                                         Signatory








Dated:
______________


CERTIFICATE OF AUTHENTICATION


This
is one of the Class F Certificates referred to in the Pooling and Servicing Agreement.


Dated:
______________


	 	 	 
	 	WELLS
                                         FARGO BANK, NATIONAL ASSOCIATION,


	 	not
                                         in its individual capacity but solely as Authenticating Agent


	 	 	 
	 	By:
                                         

	 
	 	 	Authorized
                                         Signatory









    	A-17-13



    	 



    








ASSIGNMENT


 


FOR
VALUE RECEIVED, the undersigned (“Assignor(s)”) hereby sell(s), assign(s) and transfer(s) unto ____________________________________________________
______________________________ (please print or typewrite name(s) and address(es), including postal zip code(s) of assignee(s))
(“Assignee(s)”) the entire Percentage Interest represented by the within Class F Certificate and hereby authorize(s)
the registration of transfer of such interest to Assignee(s) on the Certificate Register of the Trust Fund. 


I
(we) further direct the Certificate Registrar to issue a new Class F Certificate of the entire Percentage Interest represented
by the within Class F Certificates to the above-named Assignee(s) and to deliver such Class F Certificate to the following
address: 


Date:
_________________


	 	 
	 	Signature by or on behalf of Assignor(s)


	 	 
	 	Taxpayer Identification Number










    	A-17-14



    	 



    





DISTRIBUTION
INSTRUCTIONS


The
Assignee(s) should include the following for purposes of distribution: 


Address
of the Assignee(s) for the purpose of receiving notices and distributions: ___________________________________________________________
______________________________________________________________________________________________________________________________
Distributions, if being made by wire transfer in immediately available funds to __________________________ for the account of
__________________________ account number ____________________________. This information is provided by ______________________________,
the Assignee(s) named above or ____________________________________ as its (their) agent.

	 	 	 
	 	By:

	 
	 	 	[Please print or type name(s)]


	 	 	 
	 	 	Title


	 	 	 
	 	 	Taxpayer
                                         Identification Number









    	A-17-15



    	 



    





EXHIBIT
A-18


 


CSAIL 2015-C4
COMMERCIAL MORTGAGE TRUST,

COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES

SERIES 2015-C4, CLASS g


 


[THIS CERTIFICATE IS A TEMPORARY REGULATION
S GLOBAL CERTIFICATE FOR PURPOSES OF REGULATION S UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES
ACT”). NEITHER THIS TEMPORARY REGULATION S GLOBAL CERTIFICATE NOR ANY INTEREST HEREIN MAY BE OFFERED, SOLD OR DELIVERED,
EXCEPT AS PERMITTED UNDER THE POOLING AND SERVICING AGREEMENT REFERRED TO BELOW.


 


NO BENEFICIAL OWNERS OF THIS TEMPORARY
REGULATION S GLOBAL CERTIFICATE SHALL BE ENTITLED TO RECEIVE PAYMENTS OF PRINCIPAL OR INTEREST HEREON UNLESS THE REQUIRED CERTIFICATIONS
HAVE BEEN DELIVERED PURSUANT TO THE TERMS OF THE POOLING AND SERVICING AGREEMENT.]1


 


[UNLESS THIS CERTIFICATE IS PRESENTED
BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), TO THE CERTIFICATE
REGISTRAR FOR REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE &
CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR
TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE
OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.]2


 


[TRANSFERS OF THIS GLOBAL CERTIFICATE
SHALL BE LIMITED TO TRANSFERS IN WHOLE, BUT NOT IN PART, TO NOMINEES OF DTC OR A SUCCESSOR THEREOF OR SUCH SUCCESSOR’S NOMINEE,
AND TRANSFERS OF BENEFICIAL INTERESTS IN THIS GLOBAL CERTIFICATE SHALL BE LIMITED TO TRANSFERS MADE IN ACCORDANCE WITH THE RESTRICTIONS
SET FORTH IN THE POOLING AND SERVICING AGREEMENT REFERRED TO BELOW.]3


 


THIS CERTIFICATE DOES NOT REPRESENT AN
INTEREST IN OR OBLIGATION OF THE DEPOSITOR, THE SPONSORS, THE ORIGINATORS, THE MASTER SERVICER, THE SPECIAL SERVICER, THE TRUSTEE,
THE CERTIFICATE ADMINISTRATOR, THE OPERATING ADVISOR, THE CONTROLLING CLASS REPRESENTATIVE, THE COMPANION LOAN HOLDERS, THE INITIAL
PURCHASERS OR ANY OF THEIR


 











 



 


		1	Temporary
                                         Regulation S Global Certificate legend.



 


		2	Legend
                                         required as long as DTC is the Depository under the Pooling and Servicing Agreement.



 


		3	Global
                                         Certificate legend.







 






    	A-18-1



    	 



    

 


RESPECTIVE AFFILIATES. NEITHER THE CERTIFICATES NOR THE UNDERLYING MORTGAGE LOANS ARE INSURED OR GUARANTEED
BY ANY GOVERNMENTAL AGENCY OR INSTRUMENTALITY OR PRIVATE INSURER.


 


PRINCIPAL PAYMENTS IN RESPECT OF THIS CERTIFICATE
ARE DISTRIBUTABLE AS SET FORTH IN THE POOLING AND SERVICING AGREEMENT. ACCORDINGLY, THE OUTSTANDING CERTIFICATE PRINCIPAL AMOUNT
OF THIS CERTIFICATE AT ANY TIME MAY BE LESS THAN THE INITIAL CERTIFICATE PRINCIPAL AMOUNT SET FORTH BELOW.


 


THIS CERTIFICATE HAS
NOT BEEN AND WILL NOT BE REGISTERED OR QUALIFIED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”),
OR ANY STATE OR FOREIGN SECURITIES LAW. THE HOLDER HEREOF, BY PURCHASING THIS CERTIFICATE, AGREES THAT THIS CERTIFICATE MAY BE
REOFFERED, RESOLD, PLEDGED OR OTHERWISE TRANSFERRED ONLY (A)(1) PURSUANT TO RULE 144A UNDER THE SECURITIES ACT (“RULE 144A”)
TO A PERSON THAT THE HOLDER REASONABLY BELIEVES IS A “QUALIFIED INSTITUTIONAL BUYER” WITHIN THE MEANING OF RULE 144A
(A “QIB”), OR IS PURCHASING FOR THE ACCOUNT OF A QIB, AND WHOM THE HOLDER HAS INFORMED THAT THE REOFFER, RESALE,
PLEDGE, OR OTHER TRANSFER IS BEING MADE IN RELIANCE ON RULE 144A, (2) TO A NON-“U.S. PERSON” IN AN “OFFSHORE
TRANSACTION”, AS SUCH TERMS ARE DEFINED IN, AND IN ACCORDANCE WITH RULE 903 OR RULE 904 OF, REGULATION S UNDER THE SECURITIES
ACT, OR (3) TO AN INSTITUTIONAL “ACCREDITED INVESTOR” WITHIN THE MEANING OF RULE 501(a)(1), (2), (3) OR (7)
OF REGULATION D UNDER THE SECURITIES ACT, OR ANY ENTITY IN WHICH ALL OF THE EQUITY OWNERS COME WITHIN RULE 501(a)(1), (2),
(3) OR (7) OF REGULATION D UNDER THE SECURITIES ACT, THAT IS NOT A QIB, AND (B) IN EACH CASE IN ACCORDANCE WITH FEDERAL SECURITIES
LAWS, AND ANY APPLICABLE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES OR ANY OTHER APPLICABLE JURISDICTION.


 


THIS CERTIFICATE MAY
NOT BE PURCHASED BY OR PLEDGED, SOLD OR OTHERWISE TRANSFERRED TO ANY PERSON THAT IS OR BECOMES AN EMPLOYEE BENEFIT PLAN OR OTHER
PLAN THAT IS SUBJECT TO THE FIDUCIARY RESPONSIBILITY OR PROHIBITED TRANSACTION PROVISIONS OF THE EMPLOYEE RETIREMENT INCOME SECURITY
ACT OF 1974, AS AMENDED (“ERISA”), OR TO SECTION 4975 OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE
“CODE”), OR A GOVERNMENTAL PLAN (AS DEFINED IN SECTION 3(32) OF ERISA) OR OTHER PLAN THAT IS SUBJECT TO ANY
FEDERAL, STATE OR LOCAL LAW THAT IS, TO A MATERIAL EXTENT, SIMILAR TO THE FOREGOING PROVISIONS OF ERISA OR THE CODE (“SIMILAR
LAW”), OR ANY PERSON ACTING ON BEHALF OF ANY SUCH PLAN OR USING THE ASSETS OF SUCH PLAN TO ACQUIRE THIS CERTIFICATE,
UNLESS (A)(I) SUCH PERSON IS AN “INSURANCE COMPANY GENERAL ACCOUNT” WITHIN THE MEANING OF PROHIBITED TRANSACTION CLASS
EXEMPTION 95-60, AND (II) ALL CONDITIONS OF SECTIONS I AND III OF PROHIBITED TRANSACTION CLASS EXEMPTION 95-60 WILL BE MET WITH
RESPECT TO SUCH INSURANCE COMPANY GENERAL ACCOUNT’S ACQUISITION,


 






    	A-18-2



    	 



    

 


HOLDING AND DISPOSITION OF THIS CERTIFICATE, OR (B) WITH
RESPECT TO THE ACQUISITION, HOLDING OR DISPOSITION OF THIS CERTIFICATE BY ANY PLAN SUBJECT TO SIMILAR LAW, SUCH ACQUISITION, HOLDING
AND DISPOSITION BY SUCH PLAN WILL NOT CONSTITUTE OR OTHERWISE RESULT IN A NON-EXEMPT VIOLATION OF SIMILAR LAW.


 


THIS CERTIFICATE REPRESENTS A “REGULAR
INTEREST” IN A “REAL ESTATE MORTGAGE INVESTMENT CONDUIT,” AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS
860G(a)(1) AND 860D OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED.


 




    	A-18-3



    	 



    

 


CSAIL 2015-C4
COMMERCIAL MORTGAGE TRUST,

COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES

SERIES 2015-C4, CLASS G


 


	Pass-Through Rate: The lesser of 3.5000% per annum and the WAC Rate	 	 
	 	 	 
	First Distribution Date: December 17, 2015	 	Cut-Off Date:  With respect to each Mortgage Loan, the Due Date in November, 2015 for that Mortgage Loan (or, in the case of any Mortgage Loan that has its first Due Date in December, 2015, the date that would have been its Due Date in November, 2015 under the terms of that Mortgage Loan if a monthly payment were scheduled to be due in that month).
	 	 	 
	Aggregate Initial Certificate Principal Amount of the Class G Certificates:  $9,396,000	 	 
	 	 	 





	
        CUSIP:  12635R
AN81 

        U2288D AG22

12635R AP33

         
	 	Initial Certificate Principal Amount of this Certificate: $[   ]
	
        ISIN:   US12635RAN894

USU2288DAG265

US12635RAP386 
	 	 
	 	 	 
	
        Common Code: 1325626367 

        1325630988
	 	 



 





 



 


1
For Rule 144A Certificates


 


2
For Regulation S Certificates


 


3
For IAI Certificates


 


4
For Rule 144A Certificates


 


5
For Regulation S Certificates


 


6
For IAI Certificates


 


7
For Rule 144A Certificates


 


8
For Regulation S Certificates



 






    	A-18-4



    	 



    

 


	No.:  [G-1][G-S-1]	 	 
	 	 	 


This certifies that
[           ] is the registered owner of a beneficial ownership interest
in a Trust Fund, including the distributions to be made with respect to the Class G Certificates. The Trust Fund, described more
fully below, consists primarily of a pool of Mortgage Loans secured by first liens on commercial, multifamily and manufactured
housing community properties and held in trust by the Trustee and serviced by the Master Servicer. The Trust Fund was created,
and the Mortgage Loans are to be serviced, pursuant to the Pooling and Servicing Agreement (as defined below). The Holder of this
Certificate, by virtue of the acceptance hereof, assents to the terms, provisions and conditions of the Pooling and Servicing Agreement
and is bound thereby. In the event that there is any conflict between any provision of this Certificate and any provision of the
Pooling and Servicing Agreement, such provision of this Certificate shall be superseded to the extent of such inconsistency. Also
issued under the Pooling and Servicing Agreement are the Class A-1, Class A-2, Class A-3, Class A-4, Class A-SB, Class X-A,
Class X-B, Class X-F, Class X-G, Class X-NR, Class A-S, Class B, Class C, Class D, Class X-D, Class E, Class
NR and Class R Certificates (together with the Class G Certificates, the “Certificates”; the Holders of Certificates
issued under the Pooling and Servicing Agreement are collectively referred to herein as “Certificateholders”).


 


This Certificate is
issued pursuant to, and in accordance with, the terms of a Pooling and Servicing Agreement dated as of November 1, 2015 (the “Pooling
and Servicing Agreement”), by and among Credit Suisse First Boston Mortgage Securities Corp., as Depositor, Wells Fargo
Bank, National Association, as Certificate Administrator, Wilmington Trust, National Association, as Trustee, Pentalpha Surveillance
LLC, as Operating Advisor, Wells Fargo Bank, National Association, as Master Servicer, and Midland Loan Services, a Division of
PNC Bank, National Association, as Special Servicer. To the extent not defined herein, capitalized terms used herein shall have
the meanings assigned thereto in the Pooling and Servicing Agreement.


 


This Certificate represents
a “regular interest” in a “real estate mortgage investment conduit,” as those terms are defined, respectively,
in Sections 860G(a)(1) and 860D of the Internal Revenue Code of 1986, as amended.


 


The Certificate Administrator
makes no representation or warranty as to any of the statements contained herein or the validity or sufficiency of the Certificates
or the Mortgage Loans and has executed this Certificate in its limited capacity as Certificate Administrator under the Pooling
and Servicing Agreement.


 


Pursuant to the terms
of the Pooling and Servicing Agreement, the Certificate Administrator will distribute (other than the final distribution on any
Certificate), on the 4th Business Day following the determination date of each month, commencing in December 2015 (each such date,
a “Distribution Date”), to the Person in whose name this Certificate is registered as of the related Record
Date, an amount equal to such Person’s pro rata share (based on the Percentage Interest represented by this Certificate)
of that portion of the aggregate amount of principal and interest then distributable, if any, allocable to the Class G Certificates
for such Distribution Date, all as more fully described in the Pooling and Servicing Agreement.


 






    	A-18-5



    	 



    

 


Interest accrued on
this Certificate during an Interest Accrual Period, plus the aggregate unpaid Interest Shortfall with respect to this Certificate,
if any, will be payable on the related Distribution Date to the extent provided in the Pooling and Servicing Agreement. The “Interest
Accrual Period” with respect to any Distribution Date and with respect to the Class G Certificates is the calendar month
preceding the month in which such Distribution Date occurs and is assumed to consist of 30 days.


 


All distributions
(other than the final distribution on any Certificate) will be made by the Certificate Administrator to the persons in whose names
the Certificates are registered at the close of business on each Record Date, which will be the close of business on the last day
of the month immediately preceding the month in which such Distribution Date occurs, or if such day is not a Business Day, the
immediately preceding Business Day. Distributions are required to be made (a) by wire transfer of immediately available funds to
the account of such Certificateholder at a bank or other entity located in the United States and having appropriate facilities
therefor, if such Certificateholder provides the Certificate Administrator with wiring instructions no less than five Business
Days prior to the related Record Date, or otherwise (b) by check mailed to such Certificateholder. The final distribution on each
Certificate shall be made in like manner, but only upon presentment and surrender of such Certificate at the office of the Certificate
Administrator or its agent (which may be the Paying Agent or the Certificate Registrar acting as such agent) that is specified
in the notice to Certificateholders of such final distribution.


 


Any funds not distributed
on the Termination Date because of the failure of any Certificateholders to tender their Certificates shall be set aside and held
in trust for the account of the appropriate non-tendering Certificateholders, whereupon the Trust Fund shall terminate. If any
Certificates as to which notice of the Termination Date has been given pursuant to Section 9.01 of the Pooling and Servicing Agreement
shall not have been surrendered for cancellation within six months after the time specified in such notice, the Certificate Administrator
shall mail a second notice to the remaining Certificateholders, at their last addresses shown in the Certificate Register, to surrender
their Certificates for cancellation in order to receive, from such funds held, the final distribution with respect thereto. If
within one year after the second notice any Certificate shall not have been surrendered for cancellation, the Certificate Administrator
may, directly or through an agent, take appropriate steps to contact the remaining Certificateholders concerning surrender of their
Certificates. The costs and expenses of maintaining such funds and of contacting Certificateholders shall be paid out of the assets
which remain held. If within two years after the second notice any Certificates shall not have been surrendered for cancellation,
the Paying Agent shall pay to the Class R Certificateholders all amounts distributable to the Holders thereof. No interest shall
accrue or be payable to any Certificateholder on any amount held as a result of such Certificateholder’s failure to surrender
its Certificate(s) for final payment thereof in accordance with Section 9.01 of the Pooling and Servicing Agreement.


 


This Certificate is
limited in right of payment to, among other things, certain collections and recoveries in respect of the Mortgage Loans, as more
specifically set forth herein and in the Pooling and Servicing Agreement.


 


As provided in the
Pooling and Servicing Agreement, the Trust Fund includes: (i) such Mortgage Loans as from time to time are subject to the Pooling
and Servicing Agreement, together with the Mortgage Files relating thereto; (ii) all scheduled or unscheduled payments on


 






    	A-18-6



    	 



    

 


or
collections in respect of the Mortgage Loans due after the Cut Off Date (or with respect to a Qualified Substitute Mortgage Loan,
the Due Date in the month of substitution); (iii) any REO Property (but in the case of each Whole Loan, only to the extent of
the Trust’s interest in the related REO Property); (iv) all revenues received in respect of any REO Property (but in the
case of each Whole Loan, only to the extent of the Trust’s interest in the revenues received in respect of such REO Property);
(v) the Master Servicer’s and the Trustee’s rights, in each case on behalf of the Trust, under the insurance policies
with respect to the Mortgage Loans required to be maintained pursuant to the Pooling and Servicing Agreement and any proceeds
thereof; (vi) the Trustee’s rights on behalf of the Trust in any Assignment of Leases and any security agreements; (vii)
the Trustee’s rights on behalf of the Trust under any indemnities or guaranties given as additional security for any Mortgage
Loan; (viii) all of the Trustee’s and the Certificate Administrator’s rights, in each case on behalf of the Trust,
in the Escrow Accounts and Lockbox Accounts and all proceeds of the Mortgage Loans deposited in the Collection Account, each Distribution
Account, the Interest Reserve Account, the Excess Liquidation Proceeds Reserve Account and any REO Account, including any reinvestment
income thereon; (ix) the Trustee’s rights on behalf of the Trust in any environmental indemnity agreements relating to the
Mortgaged Properties; (x) the Depositor’s rights under the Loan Purchase Agreements to the extent assigned to the Trustee
pursuant to Section 2.01 of the Pooling and Servicing Agreement and (xi)  the Lower-Tier Regular Interests.


 


This Certificate does
not purport to summarize the Pooling and Servicing Agreement, and reference is made to the Pooling and Servicing Agreement for
the interests, rights, benefits, obligations and duties evidenced hereby, and the limitations thereon, and the rights, duties and
immunities of the Certificate Administrator and Trustee.


 


As provided in the
Pooling and Servicing Agreement, subject to certain restrictions on transfer set forth therein, upon surrender for registration
of transfer of any Certificate, the Certificate Administrator shall execute, authenticate and deliver, in the name of the designated
transferee or transferees, one or more new Certificates in authorized denominations, in like aggregate interest and of the same
Class.


 


Prior to due presentation
of this Certificate for registration of transfer, the Master Servicer, the Special Servicer, the Operating Advisor, the Trustee,
the Certificate Administrator, the Certificate Registrar, and any agent of the Master Servicer, the Special Servicer, the Operating
Advisor, the Trustee, the Certificate Administrator or the Certificate Registrar may treat the Person in whose name any Certificate
is registered as the owner of such Certificate for the purpose of receiving distributions as provided in the Pooling and Servicing
Agreement and for all other purposes whatsoever, and none of the Master Servicer, the Special Servicer, the Operating Advisor,
the Trustee, the Certificate Administrator, the Certificate Registrar, or any agent of the Master Servicer, the Special Servicer,
the Operating Advisor, the Trustee, the Certificate Administrator or the Certificate Registrar shall be affected by any notice
to the contrary.


 


The Pooling and Servicing
Agreement or any Custodial Agreement may be amended from time to time by the Depositor, the Master Servicer, the Special Servicer,
the Operating Advisor, the Certificate Administrator and the Trustee, without the consent of any of the Certificateholders or,
as applicable, any Companion Loan Holder:


 






    	A-18-7



    	 



    

 


		(i)	to cure any ambiguity to the extent that it does not adversely affect any holders of Certificates
or any Serviced Companion Loan Holder;



 


		(ii)	to correct or supplement any of its provisions which may be inconsistent with any other provisions
of the Pooling and Servicing Agreement or with the description thereof in the Prospectus or the Prospectus Supplement or to correct
any error;



 


		(iii)	to change the timing and/or nature of deposits in the Collection Account, the Excess Liquidation
Proceeds Reserve Account, any Distribution Account or any REO Account, provided that (A) the Master Servicer Remittance
Date shall in no event be later than the Business Day prior to the related Distribution Date and (B) the change would not
adversely affect in any material respect the interests of any Certificateholder or Serviced Companion Loan Holder, as evidenced
by an opinion of counsel (at the expense of the party requesting the amendment);



 


		(iv)	to modify, eliminate or add to any of its provisions (A) to the extent necessary to maintain
the qualification of either Trust REMIC as a REMIC or to avoid or minimize the risk of imposition of any tax on the Trust Fund,
provided that the Trustee and the Certificate Administrator have received an opinion of counsel (at the expense of the party
requesting the amendment) to the effect that (1) the action is necessary or desirable to maintain such qualification or to
avoid or minimize such risk and (2) the action will not adversely affect in any material respect the interests of any holder of
the Certificates or, if applicable, any Serviced Companion Loan Holder, (B) to restrict (or to remove any existing restrictions
with respect to) the transfer of the Class R Certificates, provided that the Depositor has determined that the amendment
will not give rise to any tax with respect to the transfer of the Class R Certificates to a non-Permitted Transferee or (C) to
the extent necessary to comply with the Investment Company Act, the Exchange Act, Regulation AB, and/or any related regulatory
actions and/or interpretations;



 


		(v)	to make any other provisions with respect to matters or questions arising under the Pooling and
Servicing Agreement or any other change, provided that the amendment will not adversely affect in any material respect the
interests of any Certificateholder or, if applicable any Serviced Companion Loan Holder, as evidenced by an opinion of counsel;



 


		(vi)	to modify the procedures in
the Pooling and Servicing Agreement relating to Rule 17g-5; provided that such modification does not increase the
obligations of the Trustee, the Certificate Administrator, the Operating Advisor, the Master Servicer or the Special Servicer
without such party’s consent (which consent may not be withheld unless such modification would materially adversely affect
such party or materially increase such party’s obligations under the Pooling and Servicing Agreement); provided,



 






    	A-18-8



    	 



    

 


	 	 	further that notice of such modification is provided to all parties to the Pooling and Servicing
Agreement; and



 


		(vii)	to amend or supplement any provision of the Pooling and Servicing Agreement to the extent necessary
to maintain the ratings assigned to each Class of Certificates by any of the Rating Agencies, provided that the amendment
will not adversely affect in any material respect the interests of any Certificateholder or, if applicable, any Serviced Companion
Loan Holder;



 


provided that
no amendment pursuant to any of clauses (i)-(vii) above may be made that would (i) reduce the consent or consultation
rights or the right to receive information under the Pooling and Servicing Agreement of the Controlling Class Representative without
the consent of the Controlling Class Representative; (ii) reduce the consultation rights or the right to receive information under
the Pooling and Servicing Agreement of the Operating Advisor without the consent of the Operating Advisor; (iii) change in any
manner the obligations or rights of any Mortgage Loan Seller under the Pooling and Servicing Agreement or the applicable Loan Purchase
Agreement without the consent of the affected Mortgage Loan Seller; (iv) change in any manner the obligations or rights of any
Underwriter or Initial Purchaser, without the consent of the affected Underwriter or Initial Purchaser; or (v) adversely affect
any Companion Loan Holder in its capacity as such without its consent. Expenses incurred with respect to any amendment shall be
borne by the party requesting such amendment, unless the Master Servicer, Special Servicer or Trustee is requesting an amendment
for the benefit of the Certificateholders, then such expense will be borne by the Trust.


 


The Pooling and Servicing
Agreement or any Custodial Agreement may also be amended from time to time by a writing signed by each of the Depositor, the Master
Servicer, the Special Servicer, the Operating Advisor, the Certificate Administrator and the Trustee with the consent of the Holders
of Certificates representing not less than 66-2/3% of the aggregate Percentage Interests of each Class of Certificates affected
by the amendment for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of
the Pooling and Servicing Agreement or of modifying in any manner the rights of the Certificateholders; provided, however,
that no such amendment shall:


 






    	A-18-9



    	 



    

 


		(i)	reduce in any manner the amount of, or delay the timing of, payments received on the Mortgage Loans
(or Serviced Whole Loans, if applicable) which are required to be distributed on a Certificate of any Class without the consent
of the Holder of that Certificate, or that are required to be distributed to any holder of a Serviced Companion Loan without the
consent of that holder;



 


		(ii)	reduce the aforesaid percentage of Certificates of any Class the Holders of which are required
to consent to the amendment or remove the requirement to obtain the consent of any Serviced Companion Loan Holder without the consent
of the Holders of all Certificates of that Class then-outstanding or the consent of each Serviced Companion Loan Holder, as applicable;



 


		(iii)	change in any manner the obligations or rights of any Mortgage Loan Seller under the Pooling and
Servicing Agreement or a Loan Purchase Agreement without the consent of the affected Mortgage Loan Seller;



 


		(iv)	change the definition of “Servicing Standard” without either (1) consent of 100% of
the holders of the Certificates or (2) Rating Agency Confirmation;



 


		(v)	without the consent of 100% of the Certificateholders of the Class or Classes of Certificates adversely
affected thereby, change (a) the percentages of Voting Rights of Certificateholders which are required to consent to any action
or inaction under the Pooling and Servicing Agreement, (b) the right of the Certificateholders to remove the Special Servicer
pursuant to the Pooling and Servicing Agreement or (c) the right of the Certificateholders to terminate the Operating Advisor
pursuant to the Pooling and Servicing Agreement;



 


		(vi)	adversely affect any Companion Loan Holder in its capacity as such without its consent;



 


		(vii)	adversely affect the Controlling Class Representative without the consent of 100% of the Controlling
Class Certificateholders; or



 


		(viii)	change in any manner the obligations or rights of any Underwriter or Initial Purchaser, without
the consent of the affected Underwriter or Initial Purchaser.



 


The Holders of the
Controlling Class representing greater than 50% of the Percentage Interest of the Controlling Class may effect an early termination
of the Trust Fund, upon not less than 30 days’ prior notice given to the Depositor, the Trustee, the Certificate Administrator,
the Special Servicer and Master Servicer (whereupon the Master Servicer shall notify the Companion Loan Holders) any time on or
after the Early Termination Notice Date specifying the Anticipated Termination Date, by purchasing on such date all, but not less
than all, of the Mortgage Loans (and in the case of the Serviced Whole Loans, subject to certain rights of the related Companion
Loan Holder provided for in the related Co-Lender Agreement) then included


 






    	A-18-10



    	 



    

 


in
the Trust Fund, and all property or interests in property acquired by the Trust Fund in respect of any Mortgage Loan, at a purchase
price, payable in cash, equal to (i) the sum of (A) the aggregate Purchase Price (excluding the amount described in clause (e)
of the definition of Purchase Price) of all the Mortgage Loans (exclusive of REO Mortgage Loans) included in the Trust Fund, (B)
the Appraised Value of the Trust’s portion of each REO Property, if any, included in the Trust Fund, as determined by the
Special Servicer (such Appraisals in clause (i)(B) shall be obtained by the Special Servicer) and (C) the reasonable out-of-pocket
expenses of the Master Servicer (unless the Master Servicer is the purchaser of such Mortgage Loans), the Special Servicer (unless
the Special Servicer is the purchaser of such Mortgage Loans), the Trustee and the Certificate Administrator, as applicable, with
respect to such termination, minus (ii) solely in the case where the Master Servicer or the Special Servicer is effecting such
purchase, the aggregate amount of unreimbursed Advances made by such party, together with any interest accrued and payable to
the Master Servicer or the Special Servicer, as applicable, in respect of such Advances and any unpaid Servicing Fees or Special
Servicing Fees, as applicable, remaining outstanding (which items will be deemed to have been paid or reimbursed to the purchasing
Master Servicer or the Special Servicer, as applicable, in connection with such purchase).


 


The Holders of the
Controlling Class representing greater than 50% of the Certificate Principal Balance of the Controlling Class may (or, if such
Holders do not, the Special Servicer, or if neither such Holders nor the Special Servicer do, the Master Servicer or, if neither
such Holders nor the Special Servicer nor the Master Servicer does, any Holder of a Class R Certificate representing greater than
a 50% Percentage Interest in such Class, may also) effect such termination as provided in the prior paragraph if such party first
notifies the Controlling Class Representative and each Certifying Certificateholder, or, in the case of a termination by the Holder
of a Class R Certificate, notifies the Certificate Administrator (who shall notify each of the Controlling Class Representative,
each Certifying Certificateholder and the Master Servicer) of its intention to do so in writing within 30 days following the Early
Termination Notice Date. All costs and expenses incurred by any and all parties to the Pooling and Servicing Agreement or by the
Trust Fund in connection with the purchase of the Mortgage Loans and other assets of the Trust Fund pursuant to Section 9.01(c)
of the Pooling and Servicing Agreement shall be borne by the party exercising its purchase rights thereunder. The Certificate Administrator
shall be entitled to rely conclusively on any determination made by an Appraiser pursuant to Section 9.01(c) of the Pooling
and Servicing Agreement.


 


The respective obligations
and responsibilities of the Master Servicer, the Special Servicer, the Depositor, the Operating Advisor, the Certificate Administrator
and the Trustee created hereby with respect to the Certificates, the Mortgage Loans and the Serviced Companion Loans (other than
the obligation to make certain payments and to send certain notices to Certificateholders as set forth in the Pooling and Servicing
Agreement and to make any required remittances to the Serviced Companion Loan Holders in the month in which the final Distribution
Date occurs) shall terminate immediately following the earlier to occur of (i) the purchase by the Holders of the Controlling Class,
the Special Servicer, the Master Servicer or the Holders of the Class R Certificates of all the Mortgage Loans and REO Properties
(or interests therein) then included in the Trust Fund pursuant to Section 9.01(c) of the Pooling and Servicing Agreement, (ii)
the voluntary exchange by the Remaining Certificateholder of its Certificates for all the Mortgage Loans and REO Properties (or
interests therein) then included in the Trust Fund


 






    	A-18-11



    	 



    

 


pursuant
to Section 9.01(h) of the Pooling and Servicing Agreement and (iii) the final payment or other liquidation (or any advance with
respect thereto) of the last Mortgage Loan or REO Property (or interest therein) contained in the Trust Fund; provided,
however, that in no event shall the trust created thereby continue beyond the expiration of twenty-one years from the death
of the last survivor of the descendants of Joseph P. Kennedy, the late ambassador of the United States to the United Kingdom,
living on the date of the Pooling and Servicing Agreement. All such payments as contemplated by the preceding paragraph shall
be deposited into the Collection Account by the Master Servicer or Special Servicer, as applicable promptly following receipt
thereof.


 


Unless the Certificate
of Authentication on this Certificate has been executed by the Certificate Administrator or on its behalf by the Authenticating
Agent, by manual signature, this Certificate shall not be entitled to any benefit under the Pooling and Servicing Agreement or
be valid for any purpose.


 




    	A-18-12



    	 



    








IN
WITNESS WHEREOF, the Certificate Administrator has caused this Class G Certificate to be duly executed.

	 	 	 
	 	WELLS
                                         FARGO BANK, NATIONAL ASSOCIATION,


	 	not
                                         in its individual capacity but solely as Certificate Administrator


	 	 	 
	 	By:
                                         

	 
	 	 	Authorized
                                         Signatory








Dated:
______________


CERTIFICATE OF AUTHENTICATION


This
is one of the Class G Certificates referred to in the Pooling and Servicing Agreement.


Dated:
______________


	 	 	 
	 	WELLS
                                         FARGO BANK, NATIONAL ASSOCIATION,


	 	not
                                         in its individual capacity but solely as Authenticating Agent


	 	 	 
	 	By:
                                         

	 
	 	 	Authorized
                                         Signatory









    	A-18-13



    	 



    








ASSIGNMENT


 


FOR
VALUE RECEIVED, the undersigned (“Assignor(s)”) hereby sell(s), assign(s) and transfer(s) unto ____________________________________________________
______________________________ (please print or typewrite name(s) and address(es), including postal zip code(s) of assignee(s))
(“Assignee(s)”) the entire Percentage Interest represented by the within Class G Certificate and hereby authorize(s)
the registration of transfer of such interest to Assignee(s) on the Certificate Register of the Trust Fund. 


I
(we) further direct the Certificate Registrar to issue a new Class G Certificate of the entire Percentage Interest represented
by the within Class G Certificates to the above-named Assignee(s) and to deliver such Class G Certificate to the following
address: 


Date:
_________________


	 	 
	 	Signature by or on behalf of Assignor(s)


	 	 
	 	Taxpayer Identification Number










    	A-18-14



    	 



    





DISTRIBUTION
INSTRUCTIONS


The
Assignee(s) should include the following for purposes of distribution: 


Address
of the Assignee(s) for the purpose of receiving notices and distributions: ___________________________________________________________
______________________________________________________________________________________________________________________________
Distributions, if being made by wire transfer in immediately available funds to __________________________ for the account of
__________________________ account number ____________________________. This information is provided by ______________________________,
the Assignee(s) named above or ____________________________________ as its (their) agent.

	 	 	 
	 	By:

	 
	 	 	[Please print or type name(s)]


	 	 	 
	 	 	Title


	 	 	 
	 	 	Taxpayer
                                         Identification Number









    	A-18-15



    	 



    





EXHIBIT
A-19


 


CSAIL 2015-C4
COMMERCIAL MORTGAGE TRUST,

COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES

SERIES 2015-C4, CLASS NR


 


[THIS CERTIFICATE IS A TEMPORARY REGULATION
S GLOBAL CERTIFICATE FOR PURPOSES OF REGULATION S UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES
ACT”). NEITHER THIS TEMPORARY REGULATION S GLOBAL CERTIFICATE NOR ANY INTEREST HEREIN MAY BE OFFERED, SOLD OR DELIVERED,
EXCEPT AS PERMITTED UNDER THE POOLING AND SERVICING AGREEMENT REFERRED TO BELOW.


 


NO BENEFICIAL OWNERS OF THIS TEMPORARY
REGULATION S GLOBAL CERTIFICATE SHALL BE ENTITLED TO RECEIVE PAYMENTS OF PRINCIPAL OR INTEREST HEREON UNLESS THE REQUIRED CERTIFICATIONS
HAVE BEEN DELIVERED PURSUANT TO THE TERMS OF THE POOLING AND SERVICING AGREEMENT.]1


 


[UNLESS THIS CERTIFICATE IS PRESENTED BY
AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), TO THE CERTIFICATE REGISTRAR
FOR REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN
SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER
ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE
BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.]2


 


[TRANSFERS OF THIS GLOBAL CERTIFICATE
SHALL BE LIMITED TO TRANSFERS IN WHOLE, BUT NOT IN PART, TO NOMINEES OF DTC OR A SUCCESSOR THEREOF OR SUCH SUCCESSOR’S NOMINEE,
AND TRANSFERS OF BENEFICIAL INTERESTS IN THIS GLOBAL CERTIFICATE SHALL BE LIMITED TO TRANSFERS MADE IN ACCORDANCE WITH THE RESTRICTIONS
SET FORTH IN THE POOLING AND SERVICING AGREEMENT REFERRED TO BELOW.]3


 


THIS CERTIFICATE DOES NOT REPRESENT AN
INTEREST IN OR OBLIGATION OF THE DEPOSITOR, THE SPONSORS, THE ORIGINATORS, THE MASTER SERVICER, THE SPECIAL SERVICER, THE TRUSTEE,
THE CERTIFICATE ADMINISTRATOR, THE OPERATING ADVISOR, THE CONTROLLING CLASS REPRESENTATIVE, THE COMPANION LOAN HOLDERS, THE INITIAL
PURCHASERS OR ANY OF THEIR


 











 



 


		1	Temporary
                                         Regulation S Global Certificate legend.



 


		2	Legend
                                         required as long as DTC is the Depository under the Pooling and Servicing Agreement.



 


		3	Global
                                         Certificate legend.



 






    	A-19-1



    	 



    

 



RESPECTIVE AFFILIATES. NEITHER THE CERTIFICATES NOR THE UNDERLYING MORTGAGE LOANS ARE INSURED OR GUARANTEED
BY ANY GOVERNMENTAL AGENCY OR INSTRUMENTALITY OR PRIVATE INSURER.


 


PRINCIPAL PAYMENTS IN RESPECT OF THIS CERTIFICATE
ARE DISTRIBUTABLE AS SET FORTH IN THE POOLING AND SERVICING AGREEMENT. ACCORDINGLY, THE OUTSTANDING CERTIFICATE PRINCIPAL AMOUNT
OF THIS CERTIFICATE AT ANY TIME MAY BE LESS THAN THE INITIAL CERTIFICATE PRINCIPAL AMOUNT SET FORTH BELOW.


 


THIS CERTIFICATE HAS
NOT BEEN AND WILL NOT BE REGISTERED OR QUALIFIED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”),
OR ANY STATE OR FOREIGN SECURITIES LAW. THE HOLDER HEREOF, BY PURCHASING THIS CERTIFICATE, AGREES THAT THIS CERTIFICATE MAY BE
REOFFERED, RESOLD, PLEDGED OR OTHERWISE TRANSFERRED ONLY (A)(1) PURSUANT TO RULE 144A UNDER THE SECURITIES ACT (“RULE 144A”)
TO A PERSON THAT THE HOLDER REASONABLY BELIEVES IS A “QUALIFIED INSTITUTIONAL BUYER” WITHIN THE MEANING OF RULE 144A
(A “QIB”), OR IS PURCHASING FOR THE ACCOUNT OF A QIB, AND WHOM THE HOLDER HAS INFORMED THAT THE REOFFER, RESALE,
PLEDGE, OR OTHER TRANSFER IS BEING MADE IN RELIANCE ON RULE 144A, (2) TO A NON-“U.S. PERSON” IN AN “OFFSHORE
TRANSACTION”, AS SUCH TERMS ARE DEFINED IN, AND IN ACCORDANCE WITH RULE 903 OR RULE 904 OF, REGULATION S UNDER THE SECURITIES
ACT, OR (3) TO AN INSTITUTIONAL “ACCREDITED INVESTOR” WITHIN THE MEANING OF RULE 501(a)(1), (2), (3) OR (7)
OF REGULATION D UNDER THE SECURITIES ACT, OR ANY ENTITY IN WHICH ALL OF THE EQUITY OWNERS COME WITHIN RULE 501(a)(1), (2),
(3) OR (7) OF REGULATION D UNDER THE SECURITIES ACT, THAT IS NOT A QIB, AND (B) IN EACH CASE IN ACCORDANCE WITH FEDERAL SECURITIES
LAWS, AND ANY APPLICABLE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES OR ANY OTHER APPLICABLE JURISDICTION.


 


THIS CERTIFICATE MAY
NOT BE PURCHASED BY OR PLEDGED, SOLD OR OTHERWISE TRANSFERRED TO ANY PERSON THAT IS OR BECOMES AN EMPLOYEE BENEFIT PLAN OR OTHER
PLAN THAT IS SUBJECT TO THE FIDUCIARY RESPONSIBILITY OR PROHIBITED TRANSACTION PROVISIONS OF THE EMPLOYEE RETIREMENT INCOME SECURITY
ACT OF 1974, AS AMENDED (“ERISA”), OR TO SECTION 4975 OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE
“CODE”), OR A GOVERNMENTAL PLAN (AS DEFINED IN SECTION 3(32) OF ERISA) OR OTHER PLAN THAT IS SUBJECT TO ANY
FEDERAL, STATE OR LOCAL LAW THAT IS, TO A MATERIAL EXTENT, SIMILAR TO THE FOREGOING PROVISIONS OF ERISA OR THE CODE (“SIMILAR
LAW”), OR ANY PERSON ACTING ON BEHALF OF ANY SUCH PLAN OR USING THE ASSETS OF SUCH PLAN TO ACQUIRE THIS CERTIFICATE,
UNLESS (A)(I) SUCH PERSON IS AN “INSURANCE COMPANY GENERAL ACCOUNT” WITHIN THE MEANING OF PROHIBITED TRANSACTION CLASS
EXEMPTION 95-60, AND (II) ALL CONDITIONS OF SECTIONS I AND III OF PROHIBITED TRANSACTION CLASS EXEMPTION 95-60 WILL BE MET WITH
RESPECT TO SUCH INSURANCE COMPANY GENERAL ACCOUNT’S ACQUISITION,


 






    	A-19-2



    	 



    

 


HOLDING AND DISPOSITION OF THIS CERTIFICATE, OR (B) WITH
RESPECT TO THE ACQUISITION, HOLDING OR DISPOSITION OF THIS CERTIFICATE BY ANY PLAN SUBJECT TO SIMILAR LAW, SUCH ACQUISITION, HOLDING
AND DISPOSITION BY SUCH PLAN WILL NOT CONSTITUTE OR OTHERWISE RESULT IN A NON-EXEMPT VIOLATION OF SIMILAR LAW.


 


THIS CERTIFICATE REPRESENTS A “REGULAR
INTEREST” IN A “REAL ESTATE MORTGAGE INVESTMENT CONDUIT,” AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS
860G(a)(1) AND 860D OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED.


 




    	A-19-3



    	 



    

 


CSAIL 2015-C4
COMMERCIAL MORTGAGE TRUST,

COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES

SERIES 2015-C4, CLASS NR


 


	Pass-Through Rate: The lesser of 3.5000% per annum and the WAC Rate	 	 
	 	 	 
	First Distribution Date: December 17, 2015	 	Cut-Off Date:  With respect to each Mortgage Loan, the Due Date in November, 2015 for that Mortgage Loan (or, in the case of any Mortgage Loan that has its first Due Date in December, 2015, the date that would have been its Due Date in November, 2015 under the terms of that Mortgage Loan if a monthly payment were scheduled to be due in that month).
	 	 	 
	Aggregate Initial Certificate Principal Amount of the Class NR Certificates:  $43,458,786	 	 
	 	 	 





	
        CUSIP:
12635R AQ11

U2288D AH02

12635R AR93 

         
	 	Initial Certificate Principal Amount of this Certificate: $[   ]
	
        ISIN:   US12635RAQ114

USU2288DAH095

US12635RAR936 
	 	 
	 	 	 
	Common Code: 1325627417

    1325631368	 	 






 





 



 


1
For Rule 144A Certificates


 


2
For Regulation S Certificates


 


3
For IAI Certificates


 


4
For Rule 144A Certificates


 


5
For Regulation S Certificates


 


6
For IAI Certificates


 


7
For Rule 144A Certificates


 


8
For Regulation S Certificates



 






    	A-19-4



    	 



    

 


	No.:  [NR-1][NR-S-1]	 	 
	 	 	 


This certifies that
[           ] is the registered owner of a beneficial ownership interest
in a Trust Fund, including the distributions to be made with respect to the Class NR Certificates. The Trust Fund, described more
fully below, consists primarily of a pool of Mortgage Loans secured by first liens on commercial, multifamily and manufactured
housing community properties and held in trust by the Trustee and serviced by the Master Servicer. The Trust Fund was created,
and the Mortgage Loans are to be serviced, pursuant to the Pooling and Servicing Agreement (as defined below). The Holder of this
Certificate, by virtue of the acceptance hereof, assents to the terms, provisions and conditions of the Pooling and Servicing Agreement
and is bound thereby. In the event that there is any conflict between any provision of this Certificate and any provision of the
Pooling and Servicing Agreement, such provision of this Certificate shall be superseded to the extent of such inconsistency. Also
issued under the Pooling and Servicing Agreement are the Class A-1, Class A-2, Class A-3, Class A-4, Class A-SB, Class X-A,
Class X-B, Class X-F, Class X-G, Class X-NR, Class A-S, Class B, Class C, Class D, Class X-D, Class E, Class F,
Class G and Class R Certificates (together with the Class NR Certificates, the “Certificates”; the Holders of
Certificates issued under the Pooling and Servicing Agreement are collectively referred to herein as “Certificateholders”).


 


This Certificate is
issued pursuant to, and in accordance with, the terms of a Pooling and Servicing Agreement dated as of November 1, 2015 (the “Pooling
and Servicing Agreement”), by and among Credit Suisse First Boston Mortgage Securities Corp., as Depositor, Wells Fargo
Bank, National Association, as Certificate Administrator, Wilmington Trust, National Association, as Trustee, Pentalpha Surveillance
LLC, as Operating Advisor, Wells Fargo Bank, National Association, as Master Servicer, and Midland Loan Services, a Division of
PNC Bank, National Association, as Special Servicer. To the extent not defined herein, capitalized terms used herein shall have
the meanings assigned thereto in the Pooling and Servicing Agreement.


 


This Certificate represents
a “regular interest” in a “real estate mortgage investment conduit,” as those terms are defined, respectively,
in Sections 860G(a)(1) and 860D of the Internal Revenue Code of 1986, as amended.


 


The Certificate Administrator
makes no representation or warranty as to any of the statements contained herein or the validity or sufficiency of the Certificates
or the Mortgage Loans and has executed this Certificate in its limited capacity as Certificate Administrator under the Pooling
and Servicing Agreement.


 


Pursuant to the terms
of the Pooling and Servicing Agreement, the Certificate Administrator will distribute (other than the final distribution on any
Certificate), on the 4th Business Day following the determination date of each month, commencing in December 2015 (each such date,
a “Distribution Date”), to the Person in whose name this Certificate is registered as of the related Record
Date, an amount equal to such Person’s pro rata share (based on the Percentage Interest represented by this Certificate)
of that portion of the aggregate amount of principal and interest then distributable, if any, allocable to the Class NR Certificates
for such Distribution Date, all as more fully described in the Pooling and Servicing Agreement.


 






    	A-19-5



    	 



    

 


Interest accrued on
this Certificate during an Interest Accrual Period, plus the aggregate unpaid Interest Shortfall with respect to this Certificate,
if any, will be payable on the related Distribution Date to the extent provided in the Pooling and Servicing Agreement. The “Interest
Accrual Period” with respect to any Distribution Date and with respect to the Class NR Certificates is the calendar month
preceding the month in which such Distribution Date occurs and is assumed to consist of 30 days.


 


All distributions
(other than the final distribution on any Certificate) will be made by the Certificate Administrator to the persons in whose names
the Certificates are registered at the close of business on each Record Date, which will be the close of business on the last day
of the month immediately preceding the month in which such Distribution Date occurs, or if such day is not a Business Day, the
immediately preceding Business Day. Distributions are required to be made (a) by wire transfer of immediately available funds to
the account of such Certificateholder at a bank or other entity located in the United States and having appropriate facilities
therefor, if such Certificateholder provides the Certificate Administrator with wiring instructions no less than five Business
Days prior to the related Record Date, or otherwise (b) by check mailed to such Certificateholder. The final distribution on each
Certificate shall be made in like manner, but only upon presentment and surrender of such Certificate at the office of the Certificate
Administrator or its agent (which may be the Paying Agent or the Certificate Registrar acting as such agent) that is specified
in the notice to Certificateholders of such final distribution.


 


Any funds not distributed
on the Termination Date because of the failure of any Certificateholders to tender their Certificates shall be set aside and held
in trust for the account of the appropriate non-tendering Certificateholders, whereupon the Trust Fund shall terminate. If any
Certificates as to which notice of the Termination Date has been given pursuant to Section 9.01 of the Pooling and Servicing Agreement
shall not have been surrendered for cancellation within six months after the time specified in such notice, the Certificate Administrator
shall mail a second notice to the remaining Certificateholders, at their last addresses shown in the Certificate Register, to surrender
their Certificates for cancellation in order to receive, from such funds held, the final distribution with respect thereto. If
within one year after the second notice any Certificate shall not have been surrendered for cancellation, the Certificate Administrator
may, directly or through an agent, take appropriate steps to contact the remaining Certificateholders concerning surrender of their
Certificates. The costs and expenses of maintaining such funds and of contacting Certificateholders shall be paid out of the assets
which remain held. If within two years after the second notice any Certificates shall not have been surrendered for cancellation,
the Paying Agent shall pay to the Class R Certificateholders all amounts distributable to the Holders thereof. No interest shall
accrue or be payable to any Certificateholder on any amount held as a result of such Certificateholder’s failure to surrender
its Certificate(s) for final payment thereof in accordance with Section 9.01 of the Pooling and Servicing Agreement.


 


This Certificate is
limited in right of payment to, among other things, certain collections and recoveries in respect of the Mortgage Loans, as more
specifically set forth herein and in the Pooling and Servicing Agreement.


 


As provided in the
Pooling and Servicing Agreement, the Trust Fund includes: (i) such Mortgage Loans as from time to time are subject to the Pooling
and Servicing Agreement, together with the Mortgage Files relating thereto; (ii) all scheduled or unscheduled payments on


 






    	A-19-6



    	 



    

 


or
collections in respect of the Mortgage Loans due after the Cut Off Date (or with respect to a Qualified Substitute Mortgage Loan,
the Due Date in the month of substitution); (iii) any REO Property (but in the case of each Whole Loan, only to the extent of
the Trust’s interest in the related REO Property); (iv) all revenues received in respect of any REO Property (but in the
case of each Whole Loan, only to the extent of the Trust’s interest in the revenues received in respect of such REO Property);
(v) the Master Servicer’s and the Trustee’s rights, in each case on behalf of the Trust, under the insurance policies
with respect to the Mortgage Loans required to be maintained pursuant to the Pooling and Servicing Agreement and any proceeds
thereof; (vi) the Trustee’s rights on behalf of the Trust in any Assignment of Leases and any security agreements; (vii)
the Trustee’s rights on behalf of the Trust under any indemnities or guaranties given as additional security for any Mortgage
Loan; (viii) all of the Trustee’s and the Certificate Administrator’s rights, in each case on behalf of the Trust,
in the Escrow Accounts and Lockbox Accounts and all proceeds of the Mortgage Loans deposited in the Collection Account, each Distribution
Account, the Interest Reserve Account, the Excess Liquidation Proceeds Reserve Account and any REO Account, including any reinvestment
income thereon; (ix) the Trustee’s rights on behalf of the Trust in any environmental indemnity agreements relating to the
Mortgaged Properties; (x) the Depositor’s rights under the Loan Purchase Agreements to the extent assigned to the Trustee
pursuant to Section 2.01 of the Pooling and Servicing Agreement and (xi)  the Lower-Tier Regular Interests.


 


This Certificate does
not purport to summarize the Pooling and Servicing Agreement, and reference is made to the Pooling and Servicing Agreement for
the interests, rights, benefits, obligations and duties evidenced hereby, and the limitations thereon, and the rights, duties and
immunities of the Certificate Administrator and Trustee.


 


As provided in the
Pooling and Servicing Agreement, subject to certain restrictions on transfer set forth therein, upon surrender for registration
of transfer of any Certificate, the Certificate Administrator shall execute, authenticate and deliver, in the name of the designated
transferee or transferees, one or more new Certificates in authorized denominations, in like aggregate interest and of the same
Class.


 


Prior to due presentation
of this Certificate for registration of transfer, the Master Servicer, the Special Servicer, the Operating Advisor, the Trustee,
the Certificate Administrator, the Certificate Registrar, and any agent of the Master Servicer, the Special Servicer, the Operating
Advisor, the Trustee, the Certificate Administrator or the Certificate Registrar may treat the Person in whose name any Certificate
is registered as the owner of such Certificate for the purpose of receiving distributions as provided in the Pooling and Servicing
Agreement and for all other purposes whatsoever, and none of the Master Servicer, the Special Servicer, the Operating Advisor,
the Trustee, the Certificate Administrator, the Certificate Registrar, or any agent of the Master Servicer, the Special Servicer,
the Operating Advisor, the Trustee, the Certificate Administrator or the Certificate Registrar shall be affected by any notice
to the contrary.


 


The Pooling and Servicing
Agreement or any Custodial Agreement may be amended from time to time by the Depositor, the Master Servicer, the Special Servicer,
the Operating Advisor, the Certificate Administrator and the Trustee, without the consent of any of the Certificateholders or,
as applicable, any Companion Loan Holder:


 






    	A-19-7



    	 



    

 


		(i)	to cure any ambiguity to the extent that it does not adversely affect any holders of Certificates
or any Serviced Companion Loan Holder;



 


		(ii)	to correct or supplement any of its provisions which may be inconsistent with any other provisions
of the Pooling and Servicing Agreement or with the description thereof in the Prospectus or the Prospectus Supplement or to correct
any error;



 


		(iii)	to change the timing and/or nature of deposits in the Collection Account, the Excess Liquidation
Proceeds Reserve Account, any Distribution Account or any REO Account, provided that (A) the Master Servicer Remittance
Date shall in no event be later than the Business Day prior to the related Distribution Date and (B) the change would not
adversely affect in any material respect the interests of any Certificateholder or Serviced Companion Loan Holder, as evidenced
by an opinion of counsel (at the expense of the party requesting the amendment);



 


		(iv)	to modify, eliminate or add to any of its provisions (A) to the extent necessary to maintain
the qualification of either Trust REMIC as a REMIC or to avoid or minimize the risk of imposition of any tax on the Trust Fund,
provided that the Trustee and the Certificate Administrator have received an opinion of counsel (at the expense of the party
requesting the amendment) to the effect that (1) the action is necessary or desirable to maintain such qualification or to
avoid or minimize such risk and (2) the action will not adversely affect in any material respect the interests of any holder of
the Certificates or, if applicable, any Serviced Companion Loan Holder, (B) to restrict (or to remove any existing restrictions
with respect to) the transfer of the Class R Certificates, provided that the Depositor has determined that the amendment
will not give rise to any tax with respect to the transfer of the Class R Certificates to a non-Permitted Transferee or (C) to
the extent necessary to comply with the Investment Company Act, the Exchange Act, Regulation AB, and/or any related regulatory
actions and/or interpretations;



 


		(v)	to make any other provisions with respect to matters or questions arising under the Pooling and
Servicing Agreement or any other change, provided that the amendment will not adversely affect in any material respect the
interests of any Certificateholder or, if applicable any Serviced Companion Loan Holder, as evidenced by an opinion of counsel;



 


		(vi)	to modify the procedures in
the Pooling and Servicing Agreement relating to Rule 17g-5; provided that such modification does not increase the
obligations of the Trustee, the Certificate Administrator, the Operating Advisor, the Master Servicer or the Special Servicer
without such party’s consent (which consent may not be withheld unless such modification would materially adversely affect
such party or materially increase such party’s obligations under the Pooling and Servicing Agreement); provided,



 






    	A-19-8



    	 



    

 


	 	 	further that notice of such modification is provided to all parties to the Pooling and Servicing
Agreement; and



 


		(vii)	to amend or supplement any provision of the Pooling and Servicing Agreement to the extent necessary
to maintain the ratings assigned to each Class of Certificates by any of the Rating Agencies, provided that the amendment
will not adversely affect in any material respect the interests of any Certificateholder or, if applicable, any Serviced Companion
Loan Holder;



 


provided that
no amendment pursuant to any of clauses (i)-(vii) above may be made that would (i) reduce the consent or consultation
rights or the right to receive information under the Pooling and Servicing Agreement of the Controlling Class Representative without
the consent of the Controlling Class Representative; (ii) reduce the consultation rights or the right to receive information under
the Pooling and Servicing Agreement of the Operating Advisor without the consent of the Operating Advisor; (iii) change in any
manner the obligations or rights of any Mortgage Loan Seller under the Pooling and Servicing Agreement or the applicable Loan Purchase
Agreement without the consent of the affected Mortgage Loan Seller; (iv) change in any manner the obligations or rights of any
Underwriter or Initial Purchaser, without the consent of the affected Underwriter or Initial Purchaser; or (v) adversely affect
any Companion Loan Holder in its capacity as such without its consent. Expenses incurred with respect to any amendment shall be
borne by the party requesting such amendment, unless the Master Servicer, Special Servicer or Trustee is requesting an amendment
for the benefit of the Certificateholders, then such expense will be borne by the Trust.


 


The Pooling and Servicing
Agreement or any Custodial Agreement may also be amended from time to time by a writing signed by each of the Depositor, the Master
Servicer, the Special Servicer, the Operating Advisor, the Certificate Administrator and the Trustee with the consent of the Holders
of Certificates representing not less than 66-2/3% of the aggregate Percentage Interests of each Class of Certificates affected
by the amendment for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of
the Pooling and Servicing Agreement or of modifying in any manner the rights of the Certificateholders; provided, however,
that no such amendment shall:


 






    	A-19-9



    	 



    

 


		(i)	reduce in any manner the amount of, or delay the timing of, payments received on the Mortgage Loans
(or Serviced Whole Loans, if applicable) which are required to be distributed on a Certificate of any Class without the consent
of the Holder of that Certificate, or that are required to be distributed to any holder of a Serviced Companion Loan without the
consent of that holder;



 


		(ii)	reduce the aforesaid percentage of Certificates of any Class the Holders of which are required
to consent to the amendment or remove the requirement to obtain the consent of any Serviced Companion Loan Holder without the consent
of the Holders of all Certificates of that Class then-outstanding or the consent of each Serviced Companion Loan Holder, as applicable;



 


		(iii)	change in any manner the obligations or rights of any Mortgage Loan Seller under the Pooling and
Servicing Agreement or a Loan Purchase Agreement without the consent of the affected Mortgage Loan Seller;



 


		(iv)	change the definition of “Servicing Standard” without either (1) consent of 100% of
the holders of the Certificates or (2) Rating Agency Confirmation;



 


		(v)	without the consent of 100% of the Certificateholders of the Class or Classes of Certificates adversely
affected thereby, change (a) the percentages of Voting Rights of Certificateholders which are required to consent to any action
or inaction under the Pooling and Servicing Agreement, (b) the right of the Certificateholders to remove the Special Servicer
pursuant to the Pooling and Servicing Agreement or (c) the right of the Certificateholders to terminate the Operating Advisor
pursuant to the Pooling and Servicing Agreement;



 


		(vi)	adversely affect any Companion Loan Holder in its capacity as such without its consent;



 


		(vii)	adversely affect the Controlling Class Representative without the consent of 100% of the Controlling
Class Certificateholders; or



 


		(viii)	change in any manner the obligations or rights of any Underwriter or Initial Purchaser, without
the consent of the affected Underwriter or Initial Purchaser.



 


The Holders of the
Controlling Class representing greater than 50% of the Percentage Interest of the Controlling Class may effect an early termination
of the Trust Fund, upon not less than 30 days’ prior notice given to the Depositor, the Trustee, the Certificate Administrator,
the Special Servicer and Master Servicer (whereupon the Master Servicer shall notify the Companion Loan Holders) any time on or
after the Early Termination Notice Date specifying the Anticipated Termination Date, by purchasing on such date all, but not less
than all, of the Mortgage Loans (and in the case of the Serviced Whole Loans, subject to certain rights of the related Companion
Loan Holder provided for in the related Co-Lender Agreement) then included


 






    	A-19-10



    	 



    

 


in
the Trust Fund, and all property or interests in property acquired by the Trust Fund in respect of any Mortgage Loan, at a purchase
price, payable in cash, equal to (i) the sum of (A) the aggregate Purchase Price (excluding the amount described in clause (e)
of the definition of Purchase Price) of all the Mortgage Loans (exclusive of REO Mortgage Loans) included in the Trust Fund, (B)
the Appraised Value of the Trust’s portion of each REO Property, if any, included in the Trust Fund, as determined by the
Special Servicer (such Appraisals in clause (i)(B) shall be obtained by the Special Servicer) and (C) the reasonable out-of-pocket
expenses of the Master Servicer (unless the Master Servicer is the purchaser of such Mortgage Loans), the Special Servicer (unless
the Special Servicer is the purchaser of such Mortgage Loans), the Trustee and the Certificate Administrator, as applicable, with
respect to such termination, minus (ii) solely in the case where the Master Servicer or the Special Servicer is effecting such
purchase, the aggregate amount of unreimbursed Advances made by such party, together with any interest accrued and payable to
the Master Servicer or the Special Servicer, as applicable, in respect of such Advances and any unpaid Servicing Fees or Special
Servicing Fees, as applicable, remaining outstanding (which items will be deemed to have been paid or reimbursed to the purchasing
Master Servicer or the Special Servicer, as applicable, in connection with such purchase).


 


The Holders of the
Controlling Class representing greater than 50% of the Certificate Principal Balance of the Controlling Class may (or, if such
Holders do not, the Special Servicer, or if neither such Holders nor the Special Servicer do, the Master Servicer or, if neither
such Holders nor the Special Servicer nor the Master Servicer does, any Holder of a Class R Certificate representing greater than
a 50% Percentage Interest in such Class, may also) effect such termination as provided in the prior paragraph if such party first
notifies the Controlling Class Representative and each Certifying Certificateholder, or, in the case of a termination by the Holder
of a Class R Certificate, notifies the Certificate Administrator (who shall notify each of the Controlling Class Representative,
each Certifying Certificateholder and the Master Servicer) of its intention to do so in writing within 30 days following the Early
Termination Notice Date. All costs and expenses incurred by any and all parties to the Pooling and Servicing Agreement or by the
Trust Fund in connection with the purchase of the Mortgage Loans and other assets of the Trust Fund pursuant to Section 9.01(c)
of the Pooling and Servicing Agreement shall be borne by the party exercising its purchase rights thereunder. The Certificate Administrator
shall be entitled to rely conclusively on any determination made by an Appraiser pursuant to Section 9.01(c) of the Pooling
and Servicing Agreement.


 


The respective obligations
and responsibilities of the Master Servicer, the Special Servicer, the Depositor, the Operating Advisor, the Certificate Administrator
and the Trustee created hereby with respect to the Certificates, the Mortgage Loans and the Serviced Companion Loans (other than
the obligation to make certain payments and to send certain notices to Certificateholders as set forth in the Pooling and Servicing
Agreement and to make any required remittances to the Serviced Companion Loan Holders in the month in which the final Distribution
Date occurs) shall terminate immediately following the earlier to occur of (i) the purchase by the Holders of the Controlling Class,
the Special Servicer, the Master Servicer or the Holders of the Class R Certificates of all the Mortgage Loans and REO Properties
(or interests therein) then included in the Trust Fund pursuant to Section 9.01(c) of the Pooling and Servicing Agreement, (ii)
the voluntary exchange by the Remaining Certificateholder of its Certificates for all the Mortgage Loans and REO Properties (or
interests therein) then included in the Trust Fund


 






    	A-19-11



    	 



    

 


pursuant
to Section 9.01(h) of the Pooling and Servicing Agreement and (iii) the final payment or other liquidation (or any advance with
respect thereto) of the last Mortgage Loan or REO Property (or interest therein) contained in the Trust Fund; provided,
however, that in no event shall the trust created thereby continue beyond the expiration of twenty-one years from the death
of the last survivor of the descendants of Joseph P. Kennedy, the late ambassador of the United States to the United Kingdom,
living on the date of the Pooling and Servicing Agreement. All such payments as contemplated by the preceding paragraph shall
be deposited into the Collection Account by the Master Servicer or Special Servicer, as applicable promptly following receipt
thereof.


 


Unless the Certificate
of Authentication on this Certificate has been executed by the Certificate Administrator or on its behalf by the Authenticating
Agent, by manual signature, this Certificate shall not be entitled to any benefit under the Pooling and Servicing Agreement or
be valid for any purpose.


 




    	A-19-12



    	 



    

 


IN
WITNESS WHEREOF, the Certificate Administrator has caused this Class NR Certificate to be duly executed.

	 	 	 
	 	WELLS
                                         FARGO BANK, NATIONAL ASSOCIATION,


	 	not
                                         in its individual capacity but solely as Certificate Administrator


	 	 	 
	 	By:
                                         

	 
	 	 	Authorized
                                         Signatory








Dated:
______________


CERTIFICATE OF AUTHENTICATION


This
is one of the Class NR Certificates referred to in the Pooling and Servicing Agreement.


Dated:
______________


	 	 	 
	 	WELLS
                                         FARGO BANK, NATIONAL ASSOCIATION,


	 	not
                                         in its individual capacity but solely as Authenticating Agent


	 	 	 
	 	By:
                                         

	 
	 	 	Authorized
                                         Signatory









    	A-19-13



    	 



    








ASSIGNMENT


 


FOR
VALUE RECEIVED, the undersigned (“Assignor(s)”) hereby sell(s), assign(s) and transfer(s) unto ____________________________________________________
______________________________ (please print or typewrite name(s) and address(es), including postal zip code(s) of assignee(s))
(“Assignee(s)”) the entire Percentage Interest represented by the within Class NR Certificate and hereby authorize(s)
the registration of transfer of such interest to Assignee(s) on the Certificate Register of the Trust Fund. 


I
(we) further direct the Certificate Registrar to issue a new Class NR Certificate of the entire Percentage Interest represented
by the within Class NR Certificates to the above-named Assignee(s) and to deliver such Class NR Certificate to the following
address: 


Date:
_________________


	 	 
	 	Signature by or on behalf of Assignor(s)


	 	 
	 	Taxpayer Identification Number










    	A-19-14



    	 



    





DISTRIBUTION
INSTRUCTIONS


The
Assignee(s) should include the following for purposes of distribution: 


Address
of the Assignee(s) for the purpose of receiving notices and distributions: ___________________________________________________________
______________________________________________________________________________________________________________________________
Distributions, if being made by wire transfer in immediately available funds to __________________________ for the account of
__________________________ account number ____________________________. This information is provided by ______________________________,
the Assignee(s) named above or ____________________________________ as its (their) agent.

	 	 	 
	 	By:

	 
	 	 	[Please print or type name(s)]


	 	 	 
	 	 	Title


	 	 	 
	 	 	Taxpayer
                                         Identification Number









    	A-19-15



    	 



    





EXHIBIT
A-20


 


CSAIL 2015-C4
COMMERCIAL MORTGAGE TRUST,

COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES

SERIES 2015-C4, CLASS R


 


THIS CERTIFICATE DOES NOT REPRESENT AN
INTEREST IN OR OBLIGATION OF THE DEPOSITOR, THE SPONSORS, THE ORIGINATORS, THE MASTER SERVICER, THE SPECIAL SERVICER, THE TRUSTEE,
THE CERTIFICATE ADMINISTRATOR, THE OPERATING ADVISOR, THE CONTROLLING CLASS REPRESENTATIVE, THE COMPANION LOAN HOLDERS, THE INITIAL
PURCHASERS OR ANY OF THEIR RESPECTIVE AFFILIATES. NEITHER THE CERTIFICATES NOR THE UNDERLYING MORTGAGE LOANS ARE INSURED OR GUARANTEED
BY ANY GOVERNMENTAL AGENCY OR INSTRUMENTALITY OR PRIVATE INSURER.


 


THIS CERTIFICATE HAS NOT BEEN AND WILL
NOT BE REGISTERED OR QUALIFIED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE
OR FOREIGN SECURITIES LAW. THE HOLDER HEREOF, BY PURCHASING THIS CERTIFICATE, AGREES THAT THIS CERTIFICATE MAY BE REOFFERED, RESOLD,
PLEDGED OR OTHERWISE TRANSFERRED ONLY (A)(1) PURSUANT TO RULE 144A UNDER THE SECURITIES ACT (“RULE 144A”)
TO A PERSON THAT THE HOLDER REASONABLY BELIEVES IS A “QUALIFIED INSTITUTIONAL BUYER” WITHIN THE MEANING OF RULE 144A
(A “QIB”), OR IS PURCHASING FOR THE ACCOUNT OF A QIB, AND WHOM THE HOLDER HAS INFORMED THAT THE REOFFER, RESALE, PLEDGE,
OR OTHER TRANSFER IS BEING MADE IN RELIANCE ON RULE 144A, AND (B) IN EACH CASE IN ACCORDANCE WITH FEDERAL SECURITIES LAWS,
AND ANY APPLICABLE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES OR ANY OTHER APPLICABLE JURISDICTION.


 


THIS CERTIFICATE MAY NOT BE PURCHASED BY
OR PLEDGED, SOLD OR OTHERWISE TRANSFERRED TO ANY PERSON THAT IS OR BECOMES AN EMPLOYEE BENEFIT PLAN OR OTHER PLAN THAT IS SUBJECT
TO THE FIDUCIARY RESPONSIBILITY OR PROHIBITED TRANSACTION PROVISIONS OF THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974, AS
AMENDED (“ERISA”), OR TO SECTION 4975 OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE “CODE”),
OR A GOVERNMENTAL PLAN (AS DEFINED IN SECTION 3(32) OF ERISA) OR OTHER PLAN THAT IS SUBJECT TO ANY FEDERAL, STATE OR LOCAL LAW
THAT IS, TO A MATERIAL EXTENT, SIMILAR TO THE FOREGOING PROVISIONS OF ERISA OR THE CODE, OR ANY PERSON ACTING ON BEHALF OF ANY
SUCH PLAN OR USING THE ASSETS OF SUCH PLAN TO ACQUIRE THIS CERTIFICATE.


 


THIS CERTIFICATE REPRESENTS
A “RESIDUAL INTEREST” IN TWO “REAL ESTATE MORTGAGE INVESTMENT CONDUITS” AS THOSE TERMS ARE DEFINED, RESPECTIVELY,
IN SECTIONS 860G(a)(2) AND 860D OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED. EACH TRANSFEREE OF THIS CERTIFICATE, BY ACCEPTANCE
HEREOF, IS DEEMED TO HAVE ACCEPTED THIS CERTIFICATE SUBJECT TO CERTAIN RESTRICTIONS ON TRANSFERABILITY TO DISQUALIFIED


 






    	A-20-1



    	 



    

 


ORGANIZATIONS,
INSTITUTIONS THAT ARE NOT U.S. PERSONS OR AGENTS OF EITHER, AS SET FORTH IN SECTIONS 5.02 AND 5.03 OF THE POOLING AND SERVICING
AGREEMENT, AND SHALL BE REQUIRED TO FURNISH AN AFFIDAVIT TO THE TRANSFEROR AND THE CERTIFICATE ADMINISTRATOR TO THE EFFECT THAT,
AMONG OTHER THINGS, (A) IT IS NOT A DISQUALIFIED ORGANIZATION, AS SUCH TERM IS DEFINED IN CODE SECTION 860E(e)(5), OR AN AGENT
(INCLUDING A BROKER, NOMINEE OR OTHER MIDDLEMAN) FOR SUCH DISQUALIFIED ORGANIZATION AND IS OTHERWISE A PERMITTED TRANSFEREE, (B)
IT HAS HISTORICALLY PAID ITS DEBTS AS THEY HAVE COME DUE AND INTENDS TO PAY ITS DEBTS AS THEY COME DUE IN THE FUTURE, (C) IT UNDERSTANDS
THAT IT MAY INCUR TAX LIABILITIES WITH RESPECT TO THIS CERTIFICATE IN EXCESS OF CASH FLOWS GENERATED HEREBY, (D) IT INTENDS TO
PAY ANY TAXES ASSOCIATED WITH HOLDING THIS CERTIFICATE AS THEY BECOME DUE, (E) IT WILL NOT CAUSE INCOME WITH RESPECT TO THIS CERTIFICATE
TO BE ATTRIBUTABLE TO A FOREIGN PERMANENT ESTABLISHMENT OR FIXED BASE, WITHIN THE MEANING OF AN APPLICABLE INCOME TAX TREATY, OF
SUCH PERSON OR ANY OTHER U.S. PERSON AND (F) IT WILL NOT TRANSFER THIS CERTIFICATE TO ANY PERSON OR ENTITY THAT DOES NOT PROVIDE
A SIMILAR AFFIDAVIT. ANY PURPORTED TRANSFER TO A DISQUALIFIED ORGANIZATION OR OTHER PERSON THAT IS NOT A PERMITTED TRANSFEREE OR
OTHERWISE IN VIOLATION OF THESE RESTRICTIONS SHALL BE ABSOLUTELY NULL AND VOID AND SHALL VEST NO RIGHTS IN ANY PURPORTED TRANSFEREE.
THIS CERTIFICATE REPRESENTS MULTIPLE “NON-ECONOMIC RESIDUAL INTERESTS”, AS DEFINED IN TREASURY REGULATIONS SECTION 1.860E-1(c),
AND THEREFORE, TRANSFERS OF THIS CERTIFICATE MAY BE DISREGARDED FOR FEDERAL INCOME TAX PURPOSES. IN ORDER TO SATISFY A REGULATORY
SAFE HARBOR UNDER WHICH SUCH TRANSFERS WILL NOT BE DISREGARDED, THE TRANSFEROR MAY BE REQUIRED, AMONG OTHER THINGS, TO SATISFY
ITSELF AS TO THE FINANCIAL CONDITION OF THE PROPOSED TRANSFEREE AND EITHER TO TRANSFER AT A MINIMUM PRICE OR TO AN ELIGIBLE TRANSFEREE
AS SPECIFIED IN TREASURY REGULATIONS.


 




    	A-20-2



    	 



    

 


CSAIL 2015-C4
COMMERCIAL MORTGAGE TRUST,

COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES

SERIES 2015-C4, CLASS R


 


	Percentage Interest:  [     ]%	 	 
	 	 	 
	Cut-Off Date:  With respect to each Mortgage Loan, the Due Date in November, 2015 for that Mortgage Loan (or, in the case of any Mortgage Loan that has its first Due Date in December, 2015, the date that would have been its Due Date in November, 2015 under the terms of that Mortgage Loan if a monthly payment were scheduled to be due in that month).	 	 
	 	 	 





	CUSIP: 12635R AS7110


		 
	ISIN:   US12635RAS76111

	 	 
	 	 	 
	No.:  R-1	 	 
	 	 	 


This certifies that
[           ] is the registered owner of an interest in a Trust Fund, including
the distributions to be made with respect to the Class R Certificates. The Trust Fund, described more fully below, consists primarily
of a pool of Mortgage Loans secured by first liens on commercial, multifamily and manufactured housing community properties and
held in trust by the Trustee and serviced by the Master Servicer. The Trust Fund was created, and the Mortgage Loans are to be
serviced, pursuant to the Pooling and Servicing Agreement (as defined below). The Holder of this Certificate, by virtue of the
acceptance hereof, assents to the terms, provisions and conditions of the Pooling and Servicing Agreement and is bound thereby.
In the event that there is any conflict between any provision of this Certificate and any provision of the Pooling and Servicing
Agreement, such provision of this Certificate shall be superseded to the extent of such inconsistency. Also issued under the Pooling
and Servicing Agreement are the Class A-1, Class A-2, Class A-3, Class A-4, Class A-SB, Class X-A, Class X-B, Class X-F,
Class X-G, Class X-NR, Class A-S, Class B, Class C, Class D, Class X-D, Class E, Class F, Class G and
Class NR Certificates (together with the Class R Certificates, the “Certificates”; the Holders of Certificates
are collectively referred to herein as “Certificateholders”).


  





 



 


110
For Rule 144A Certificates


 


111
For Rule 144A Certificates






 






    	A-20-3



    	 



    

 


This Certificate is
issued pursuant to, and in accordance with, the terms of a Pooling and Servicing Agreement dated as of November 1, 2015 (the “Pooling
and Servicing Agreement”), by and among Credit Suisse First Boston Mortgage Securities Corp., as Depositor, Wells Fargo
Bank, National Association, as Certificate Administrator, Wilmington Trust, National Association, as Trustee, Pentalpha Surveillance
LLC, as Operating Advisor, Wells Fargo Bank, National Association, as Master Servicer, and Midland Loan Services, a Division of
PNC Bank, National Association, as Special Servicer. To the extent not defined herein, capitalized terms used herein shall have
the meanings assigned thereto in the Pooling and Servicing Agreement.


 


This Certificate represents
the “residual interest” in two “real estate mortgage investment conduits,” as those terms are defined,
respectively, in Sections 860G(a)(2) and 860D of the Internal Revenue Code of 1986, as amended.


 


The Certificate Administrator
makes no representation or warranty as to any of the statements contained herein or the validity or sufficiency of the Certificates
or the Mortgage Loans and has executed this Certificate in its limited capacity as Certificate Administrator under the Pooling
and Servicing Agreement.


 


Pursuant to the terms
of the Pooling and Servicing Agreement, the Certificate Administrator will distribute (other than the final distribution on any
Certificate), on the 4th Business Day following the determination date of each month, commencing in December 2015 (each such date,
a “Distribution Date”), to the Person in whose name this Certificate is registered as of the related Record
Date, an amount equal to such Person’s pro rata share (based on the Percentage Interest represented by this Certificate)
of the aggregate amount, if any, allocable to the Class R Certificates for such Distribution Date, all as more fully described
in the Pooling and Servicing Agreement.


 


All distributions
(other than the final distribution on any Certificate) will be made by the Certificate Administrator to the persons in whose names
the Certificates are registered at the close of business on each Record Date, which will be the close of business on the last day
of the month immediately preceding the month in which such Distribution Date occurs, or if such day is not a Business Day, the
immediately preceding Business Day. Distributions are required to be made (a) by wire transfer of immediately available funds to
the account of such Certificateholder at a bank or other entity located in the United States and having appropriate facilities
therefor, if such Certificateholder provides the Certificate Administrator with wiring instructions no less than five Business
Days prior to the related Record Date, or otherwise (b) by check mailed to such Certificateholder. The final distribution on each
Certificate shall be made in like manner, but only upon presentment and surrender of such Certificate at the office of the Certificate
Administrator or its agent (which may be the Paying Agent or the Certificate Registrar acting as such agent) that is specified
in the notice to Certificateholders of such final distribution.


 


Any funds not distributed
on the Termination Date because of the failure of any Certificateholders to tender their Certificates shall be set aside and held
in trust for the account of the appropriate non-tendering Certificateholders, whereupon the Trust Fund shall terminate. If any
Certificates as to which notice of the Termination Date has been given pursuant to Section 9.01 of the Pooling and Servicing Agreement
shall not have been surrendered for cancellation within six months after the time specified in such notice, the Certificate Administrator
shall mail a second notice to the remaining Certificateholders, at their last addresses shown in the


 






    	A-20-4



    	 



    

 


Certificate
Register, to surrender their Certificates for cancellation in order to receive, from such funds held, the final distribution with
respect thereto. If within one year after the second notice any Certificate shall not have been surrendered for cancellation,
the Certificate Administrator may, directly or through an agent, take appropriate steps to contact the remaining Certificateholders
concerning surrender of their Certificates. The costs and expenses of maintaining such funds and of contacting Certificateholders
shall be paid out of the assets which remain held. If within two years after the second notice any Certificates shall not have
been surrendered for cancellation, the Paying Agent shall pay to the Class R Certificateholders all amounts distributable to the
Holders thereof. No interest shall accrue or be payable to any Certificateholder on any amount held as a result of such Certificateholder’s
failure to surrender its Certificate(s) for final payment thereof in accordance with Section 9.01 of the Pooling and Servicing
Agreement.


 


This Certificate is
limited in right of payment to, among other things, certain collections and recoveries in respect of the Mortgage Loans, as more
specifically set forth herein and in the Pooling and Servicing Agreement.


 


As provided in the
Pooling and Servicing Agreement, the Trust Fund includes: (i) such Mortgage Loans as from time to time are subject to the Pooling
and Servicing Agreement, together with the Mortgage Files relating thereto; (ii) all scheduled or unscheduled payments on or collections
in respect of the Mortgage Loans due after the Cut Off Date (or with respect to a Qualified Substitute Mortgage Loan, the Due Date
in the month of substitution); (iii) any REO Property (but in the case of each Whole Loan, only to the extent of the Trust’s
interest in the related REO Property); (iv) all revenues received in respect of any REO Property (but in the case of each Whole
Loan, only to the extent of the Trust’s interest in the revenues received in respect of such REO Property); (v) the Master
Servicer’s and the Trustee’s rights, in each case on behalf of the Trust, under the insurance policies with respect
to the Mortgage Loans required to be maintained pursuant to the Pooling and Servicing Agreement and any proceeds thereof; (vi)
the Trustee’s rights on behalf of the Trust in any Assignment of Leases and any security agreements; (vii) the Trustee’s
rights on behalf of the Trust under any indemnities or guaranties given as additional security for any Mortgage Loan; (viii) all
of the Trustee’s and the Certificate Administrator’s rights, in each case on behalf of the Trust, in the Escrow Accounts
and Lockbox Accounts and all proceeds of the Mortgage Loans deposited in the Collection Account, each Distribution Account, the
Interest Reserve Account, the Excess Liquidation Proceeds Reserve Account and any REO Account, including any reinvestment income
thereon; (ix) the Trustee’s rights on behalf of the Trust in any environmental indemnity agreements relating to the Mortgaged
Properties; (x) the Depositor’s rights under the Loan Purchase Agreements to the extent assigned to the Trustee pursuant
to Section 2.01 of the Pooling and Servicing Agreement and (xi)  the Lower-Tier Regular Interests.


 


This Certificate does
not purport to summarize the Pooling and Servicing Agreement, and reference is made to the Pooling and Servicing Agreement for
the interests, rights, benefits, obligations and duties evidenced hereby, and the limitations thereon, and the rights, duties and
immunities of the Certificate Administrator and Trustee.


 


As provided in the
Pooling and Servicing Agreement, subject to certain restrictions on transfer set forth therein, upon surrender for registration
of transfer of any Certificate, the Certificate Administrator shall execute, authenticate and deliver, in the name of the designated


 






    	A-20-5



    	 



    

 


transferee
or transferees, one or more new Certificates in authorized denominations, in like aggregate interest and of the same Class.


 


Prior to due presentation
of this Certificate for registration of transfer, the Master Servicer, the Special Servicer, the Operating Advisor, the Trustee,
the Certificate Administrator, the Certificate Registrar, and any agent of the Master Servicer, the Special Servicer, the Operating
Advisor, the Trustee, the Certificate Administrator or the Certificate Registrar may treat the Person in whose name any Certificate
is registered as the owner of such Certificate for the purpose of receiving distributions as provided in the Pooling and Servicing
Agreement and for all other purposes whatsoever, and none of the Master Servicer, the Special Servicer, the Operating Advisor,
the Trustee, the Certificate Administrator, the Certificate Registrar, or any agent of the Master Servicer, the Special Servicer,
the Operating Advisor, the Trustee, the Certificate Administrator or the Certificate Registrar shall be affected by any notice
to the contrary.


 


The Pooling and Servicing
Agreement or any Custodial Agreement may be amended from time to time by the Depositor, the Master Servicer, the Special Servicer,
the Operating Advisor, the Certificate Administrator and the Trustee, without the consent of any of the Certificateholders or,
as applicable, any Companion Loan Holder:


 


		(i)	to cure any ambiguity to the extent that it does not adversely affect any holders of Certificates
or any Serviced Companion Loan Holder;



 


		(ii)	to correct or supplement any of its provisions which may be inconsistent with any other provisions
of the Pooling and Servicing Agreement or with the description thereof in the Prospectus or the Prospectus Supplement or to correct
any error;



 


		(iii)	to change the timing and/or nature of deposits in the Collection Account, the Excess Liquidation
Proceeds Reserve Account, any Distribution Account or any REO Account, provided that (A) the Master Servicer Remittance
Date shall in no event be later than the Business Day prior to the related Distribution Date and (B) the change would not
adversely affect in any material respect the interests of any Certificateholder or Serviced Companion Loan Holder, as evidenced
by an opinion of counsel (at the expense of the party requesting the amendment);



 


		(iv)	to modify, eliminate or add to any of its provisions (A) to the extent necessary to maintain
the qualification of either Trust REMIC as a REMIC or to avoid or minimize the risk of imposition of any tax on the Trust Fund,
provided that the Trustee and the Certificate Administrator have received an opinion of counsel (at the expense of the party
requesting the amendment) to the effect that (1) the action is necessary or desirable to maintain such qualification or to
avoid or minimize such risk and (2) the action will not adversely affect in any material respect the interests of any holder of
the Certificates or, if applicable, any Serviced Companion Loan Holder, (B) to restrict (or to remove any existing restrictions
with respect to) the transfer of the Class R Certificates, provided that the Depositor has 



 






    	A-20-6



    	 



    

 


	 	 	determined that the amendment
will not give rise to any tax with respect to the transfer of the Class R Certificates to a non-Permitted Transferee or (C) to
the extent necessary to comply with the Investment Company Act, the Exchange Act, Regulation AB, and/or any related regulatory
actions and/or interpretations;



 


		(v)	to make any other provisions with respect to matters or questions arising under the Pooling and
Servicing Agreement or any other change, provided that the amendment will not adversely affect in any material respect the
interests of any Certificateholder or, if applicable any Serviced Companion Loan Holder, as evidenced by an opinion of counsel;



 


		(vi)	to modify the procedures in the Pooling and Servicing Agreement relating to Rule 17g-5; provided
that such modification does not increase the obligations of the Trustee, the Certificate Administrator, the Operating Advisor,
the Master Servicer or the Special Servicer without such party’s consent (which consent may not be withheld unless such modification
would materially adversely affect such party or materially increase such party’s obligations under the Pooling and Servicing
Agreement); provided, further that notice of such modification is provided to all parties to the Pooling and Servicing
Agreement; and



 


		(vii)	to amend or supplement any provision of the Pooling and Servicing Agreement to the extent necessary
to maintain the ratings assigned to each Class of Certificates by any of the Rating Agencies, provided that the amendment
will not adversely affect in any material respect the interests of any Certificateholder or, if applicable, any Serviced Companion
Loan Holder;



 


provided that
no amendment pursuant to any of clauses (i)-(vii) above may be made that would (i) reduce the consent or consultation
rights or the right to receive information under the Pooling and Servicing Agreement of the Controlling Class Representative without
the consent of the Controlling Class Representative; (ii) reduce the consultation rights or the right to receive information under
the Pooling and Servicing Agreement of the Operating Advisor without the consent of the Operating Advisor; (iii) change in any
manner the obligations or rights of any Mortgage Loan Seller under the Pooling and Servicing Agreement or the applicable Loan Purchase
Agreement without the consent of the affected Mortgage Loan Seller; (iv) change in any manner the obligations or rights of any
Underwriter or Initial Purchaser, without the consent of the affected Underwriter or Initial Purchaser; or (v) adversely affect
any Companion Loan Holder in its capacity as such without its consent. Expenses incurred with respect to any amendment shall be
borne by the party requesting such amendment, unless the Master Servicer, Special Servicer or Trustee is requesting an amendment
for the benefit of the Certificateholders, then such expense will be borne by the Trust.


 


The Pooling and Servicing
Agreement or any Custodial Agreement may also be amended from time to time by a writing signed by each of the Depositor, the Master
Servicer, the Special Servicer, the Operating Advisor, the Certificate Administrator and the Trustee with the consent of the Holders
of Certificates representing not less than 66-2/3% of the aggregate Percentage


 






    	A-20-7



    	 



    

 


Interests
of each Class of Certificates affected by the amendment for the purpose of adding any provisions to or changing in any manner
or eliminating any of the provisions of the Pooling and Servicing Agreement or of modifying in any manner the rights of the Certificateholders;
provided, however, that no such amendment shall:


 


		(i)	reduce in any manner the amount of, or delay the timing of, payments received on the Mortgage Loans
(or Serviced Whole Loans, if applicable) which are required to be distributed on a Certificate of any Class without the consent
of the Holder of that Certificate, or that are required to be distributed to any holder of a Serviced Companion Loan without the
consent of that holder;



 


		(ii)	reduce the aforesaid percentage of Certificates of any Class the Holders of which are required
to consent to the amendment or remove the requirement to obtain the consent of any Serviced Companion Loan Holder without the consent
of the Holders of all Certificates of that Class then-outstanding or the consent of each Serviced Companion Loan Holder, as applicable;



 


		(iii)	change in any manner the obligations or rights of any Mortgage Loan Seller under the Pooling and
Servicing Agreement or a Loan Purchase Agreement without the consent of the affected Mortgage Loan Seller;



 


		(iv)	change the definition of “Servicing Standard” without either (1) consent of 100% of
the holders of the Certificates or (2) Rating Agency Confirmation;



 


		(v)	without the consent of 100% of the Certificateholders of the Class or Classes of Certificates adversely
affected thereby, change (a) the percentages of Voting Rights of Certificateholders which are required to consent to any action
or inaction under the Pooling and Servicing Agreement, (b) the right of the Certificateholders to remove the Special Servicer
pursuant to the Pooling and Servicing Agreement or (c) the right of the Certificateholders to terminate the Operating Advisor
pursuant to the Pooling and Servicing Agreement;



 


		(vi)	adversely affect any Companion Loan Holder in its capacity as such without its consent;



 


		(vii)	adversely affect the Controlling Class Representative without the consent of 100% of the Controlling
Class Certificateholders; or



 


		(viii)	change in any manner the obligations or rights of any Underwriter or Initial Purchaser, without
the consent of the affected Underwriter or Initial Purchaser.



 


The Holders of the
Controlling Class representing greater than 50% of the Percentage Interest of the Controlling Class may effect an early termination
of the Trust Fund, upon not less than 30 days’ prior notice given to the Depositor, the Trustee, the Certificate Administrator,
the


 






    	A-20-8



    	 



    

 


Special
Servicer and Master Servicer (whereupon the Master Servicer shall notify the Companion Loan Holders) any time on or after the
Early Termination Notice Date specifying the Anticipated Termination Date, by purchasing on such date all, but not less than all,
of the Mortgage Loans (and in the case of the Serviced Whole Loans, subject to certain rights of the related Companion Loan Holder
provided for in the related Co-Lender Agreement) then included in the Trust Fund, and all property or interests in property acquired
by the Trust Fund in respect of any Mortgage Loan, at a purchase price, payable in cash, equal to (i) the sum of (A) the aggregate
Purchase Price (excluding the amount described in clause (e) of the definition of Purchase Price) of all the Mortgage Loans (exclusive
of REO Mortgage Loans) included in the Trust Fund, (B) the Appraised Value of the Trust’s portion of each REO Property,
if any, included in the Trust Fund, as determined by the Special Servicer (such Appraisals in clause (i)(B) shall be obtained
by the Special Servicer) and (C) the reasonable out-of-pocket expenses of the Master Servicer (unless the Master Servicer is the
purchaser of such Mortgage Loans), the Special Servicer (unless the Special Servicer is the purchaser of such Mortgage Loans),
the Trustee and the Certificate Administrator, as applicable, with respect to such termination, minus (ii) solely in the case
where the Master Servicer or the Special Servicer is effecting such purchase, the aggregate amount of unreimbursed Advances made
by such party, together with any interest accrued and payable to the Master Servicer or the Special Servicer, as applicable, in
respect of such Advances and any unpaid Servicing Fees or Special Servicing Fees, as applicable, remaining outstanding (which
items will be deemed to have been paid or reimbursed to the purchasing Master Servicer or the Special Servicer, as applicable,
in connection with such purchase).


 


The Holders of the
Controlling Class representing greater than 50% of the Certificate Principal Balance of the Controlling Class may (or, if such
Holders do not, the Special Servicer, or if neither such Holders nor the Special Servicer do, the Master Servicer or, if neither
such Holders nor the Special Servicer nor the Master Servicer does, any Holder of a Class R Certificate representing greater than
a 50% Percentage Interest in such Class, may also) effect such termination as provided in the prior paragraph if such party first
notifies the Controlling Class Representative and each Certifying Certificateholder, or, in the case of a termination by the Holder
of a Class R Certificate, notifies the Certificate Administrator (who shall notify each of the Controlling Class Representative,
each Certifying Certificateholder and the Master Servicer) of its intention to do so in writing within 30 days following the Early
Termination Notice Date. All costs and expenses incurred by any and all parties to the Pooling and Servicing Agreement or by the
Trust Fund in connection with the purchase of the Mortgage Loans and other assets of the Trust Fund pursuant to Section 9.01(c)
of the Pooling and Servicing Agreement shall be borne by the party exercising its purchase rights thereunder. The Certificate Administrator
shall be entitled to rely conclusively on any determination made by an Appraiser pursuant to Section 9.01(c) of the Pooling
and Servicing Agreement.


 


The respective obligations
and responsibilities of the Master Servicer, the Special Servicer, the Depositor, the Operating Advisor, the Certificate Administrator
and the Trustee created hereby with respect to the Certificates, the Mortgage Loans and the Serviced Companion Loans (other than
the obligation to make certain payments and to send certain notices to Certificateholders as set forth in the Pooling and Servicing
Agreement and to make any required remittances to the Serviced Companion Loan Holders in the month in which the final Distribution
Date occurs) shall terminate immediately following the earlier to occur of (i) the


 






    	A-20-9



    	 



    

 


purchase
by the Holders of the Controlling Class, the Special Servicer, the Master Servicer or the Holders of the Class R Certificates
of all the Mortgage Loans and REO Properties (or interests therein) then included in the Trust Fund pursuant to Section 9.01(c)
of the Pooling and Servicing Agreement, (ii) the voluntary exchange by the Remaining Certificateholder of its Certificates for
all the Mortgage Loans and REO Properties (or interests therein) then included in the Trust Fund pursuant to Section 9.01(h) of
the Pooling and Servicing Agreement and (iii) the final payment or other liquidation (or any advance with respect thereto) of
the last Mortgage Loan or REO Property (or interest therein) contained in the Trust Fund; provided, however, that
in no event shall the trust created thereby continue beyond the expiration of twenty-one years from the death of the last survivor
of the descendants of Joseph P. Kennedy, the late ambassador of the United States to the United Kingdom, living on the date of
the Pooling and Servicing Agreement. All such payments as contemplated by the preceding paragraph shall be deposited into the
Collection Account by the Master Servicer or Special Servicer, as applicable promptly following receipt thereof.


 


Unless the Certificate
of Authentication on this Certificate has been executed by the Certificate Administrator or on its behalf by the Authenticating
Agent, by manual signature, this Certificate shall not be entitled to any benefit under the Pooling and Servicing Agreement or
be valid for any purpose.


 




    	A-20-10



    	 



    

 


IN
WITNESS WHEREOF, the Certificate Administrator has caused this Class R  Certificate to be duly executed.

	 	 	 
	 	WELLS
                                         FARGO BANK, NATIONAL ASSOCIATION,


	 	not
                                         in its individual capacity but solely as Certificate Administrator


	 	 	 
	 	By:
                                         

	 
	 	 	Authorized
                                         Signatory








Dated:
______________


CERTIFICATE OF AUTHENTICATION


This
is one of the Class R Certificates referred to in the Pooling and Servicing Agreement.


Dated:
______________


	 	 	 
	 	WELLS
                                         FARGO BANK, NATIONAL ASSOCIATION,


	 	not
                                         in its individual capacity but solely as Authenticating Agent


	 	 	 
	 	By:
                                         

	 
	 	 	Authorized
                                         Signatory









    	A-20-11



    	 



    








ASSIGNMENT


 


FOR
VALUE RECEIVED, the undersigned (“Assignor(s)”) hereby sell(s), assign(s) and transfer(s) unto ____________________________________________________
______________________________ (please print or typewrite name(s) and address(es), including postal zip code(s) of assignee(s))
(“Assignee(s)”) the entire Percentage Interest represented by the within Class R Certificate and hereby authorize(s)
the registration of transfer of such interest to Assignee(s) on the Certificate Register of the Trust Fund. 


I
(we) further direct the Certificate Registrar to issue a new Class R Certificate of the entire Percentage Interest represented
by the within Class R Certificates to the above-named Assignee(s) and to deliver such Class R Certificate to the following
address: 


Date:
_________________


	 	 
	 	Signature by or on behalf of Assignor(s)


	 	 
	 	Taxpayer Identification Number










    	A-20-12



    	 



    





DISTRIBUTION
INSTRUCTIONS


The
Assignee(s) should include the following for purposes of distribution: 


Address
of the Assignee(s) for the purpose of receiving notices and distributions: ___________________________________________________________
______________________________________________________________________________________________________________________________
Distributions, if being made by wire transfer in immediately available funds to __________________________ for the account of
__________________________ account number ____________________________. This information is provided by ______________________________,
the Assignee(s) named above or ____________________________________ as its (their) agent.

	 	 	 
	 	By:

	 
	 	 	[Please print or type name(s)]


	 	 	 
	 	 	Title


	 	 	 
	 	 	Taxpayer
                                         Identification Number









    	A-20-13



    	 



    



 




 


EXHIBIT B



MORTGAGE LOAN SCHEDULE


 





    	 



    	 



    

 








 


	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Loan
    ID #	 	Originator/Loan
    Seller	 	Mortgagor
    Name	 	Property
    Address	 	City	 	State	 	Zip
    Code	 	County	 	Property
    Name	 	Size
    	 	Measure	 	 Mortgage
    Rate in Effect at Origination (%) 	 	 Net
    Mortgage Rate in Effect at the Cut-off Date (%) 	 	 Companion
    Loan Mortgage Rate in Effect at Origination (%) 	 	 Companion
    Loan Net Mortgage Rate in Effect at the Cut-off Date (%) 	 	 Original
    Principal Balance 	 	 Cut-off
    Principal Balance 	 	Original
    Term	 	Remaining
    Term	 	Maturity/ARD
    Date	 	Amortiziation
    Term	 	Remaining
    Amortization Term for Balloon Loans	 	 Companion
    Loan Cut-off Principal Balance 	 	Companion
    Loan Original Term	 	Companion
    Loan Remaining Term	 	Companion
    Loan Maturity/ARD Date	 	Companion
    Loan Amortiziation Term	 	Companion
    Loan Remaining Amortization Term for Balloon Loans	 	 Monthly
    Payment 	 	 Serviced
    Whole Loan 	 	Servicing
    Fee Rate
	1	 	Column
    Financial, Inc.	 	MAPS
    Orchid Hotel LLC	 	1
    North Kaniku Drive	 	Kohala
    Coast	 	HI	 	96743	 	Hawaii	 	Fairmont
    Orchid	 	540	 	Rooms	 	3.7700%	 	3.75735%	 	3.7700%	 	3.75735%	 	112,500,000	 	112,500,000	 	120	 	115	 	6/6/2025	 	0	 	0	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	358,346.35	 	NAP	 	0.00500%
	2	 	Column
    Financial, Inc.	 	Arizona
    Grand Resort, LLC	 	8000
    Arizona Grand Parkway	 	Phoenix	 	AZ	 	85044	 	Maricopa	 	Arizona
    Grand Resort & Spa	 	744	 	Rooms	 	4.274736842%	 	4.26209%	 	4.274736842%	 	4.26444%	 	45,000,000	 	45,000,000	 	120	 	116	 	7/6/2025	 	360	 	360	 	50,000,000	 	120	 	116	 	7/6/2025	 	360	 	360	 	206,542.21	 	No	 	0.00250%
	3	 	Walker
    & Dunlop	 	Jefferson-Marumsco
    1, LLC	 	13901
    Jefferson Davis Highway	 	Woodbridge	 	VA	 	22191	 	Prince
    William	 	Marumsco
    Plaza	 	253,836	 	Square
    Feet	 	4.7400%	 	4.68735%	 	4.7400%	 	4.68735%	 	34,650,000	 	   34,650,000
    	 	120	 	120	 	11/1/2025	 	360	 	360	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	180,542.01	 	NAP	 	0.00500%
	4	 	MC-FiveMile	 	324
    South Service Road Associates, LLC	 	324
    South Service Road	 	Melville	 	NY	 	11747	 	Suffolk	 	324
    South Service Road	 	117,781	 	Square
    Feet	 	4.8000%	 	4.78735%	 	4.8000%	 	4.78735%	 	30,000,000	 	   30,000,000
    	 	120	 	120	 	11/6/2025	 	360	 	360	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	157,399.61	 	NAP	 	0.00500%
	5	 	Column
    Financial, Inc.	 	Sante
    Fe Properties SPE, LLC	 	1000
    Antietam Creek Drive	 	Fayetteville	 	NC	 	28303	 	Cumberland	 	Addison
    Ridge Apartments	 	211	 	Units	 	5.1000%	 	5.08735%	 	5.1000%	 	5.08735%	 	25,000,000	 	25,000,000	 	120	 	119	 	10/6/2025	 	360	 	360	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	135,737.44	 	NAP	 	0.00500%
	6	 	BSP	 	JBK
    Hotels, LLC	 	800
    15th Street	 	Denver	 	CO	 	80202	 	Denver	 	Aloft
    Hotel - Downtown Denver	 	140	 	Rooms	 	4.8200%	 	4.77735%	 	4.8200%	 	4.77735%	 	24,000,000	 	   24,000,000
    	 	120	 	117	 	8/6/2025	 	300	 	300	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	137,796.22	 	NAP	 	0.00500%
	7	 	Walker
    & Dunlop	 	Continental
    157 Fund LLC	 	11211
    Westwood Loop	 	San
    Antonio	 	TX	 	78253	 	Bexar	 	Springs
    at Alamo Ranch	 	232	 	Units	 	4.3610%	 	4.30835%	 	4.3610%	 	4.30835%	 	23,400,000	 	   23,339,516
    	 	120	 	118	 	9/1/2025	 	360	 	358	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	116,639.60	 	NAP	 	0.00500%
	8	 	MC-FiveMile	 	 Greyhound
    Plaza Associates, LP	 	14610
    North U.S. Highway 31	 	Westfield	 	IN	 	46032	 	Hamilton	 	 Greyhound
    Plaza	 	174,280	 	Square
    Feet	 	4.7970%	 	4.75685%	 	4.7970%	 	4.75685%	 	21,400,000	 	   21,376,158
    	 	120	 	119	 	10/6/2025	 	360	 	359	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	112,239.58	 	NAP	 	0.00250%
	9	 	Walker
    & Dunlop	 	Summit
    Oaktree I, LLC and Summit Oaktree II, LLC	 	5800
    Osuna Road Northeast	 	Albuquerque	 	NM	 	87109	 	Bernalillo	 	Oak
    Tree Park	 	320	 	Units	 	4.4540%	 	4.40135%	 	4.4540%	 	4.40135%	 	21,187,500	 	   21,187,500
    	 	120	 	117	 	8/1/2025	 	360	 	360	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	106,775.63	 	NAP	 	0.00500%
	10	 	BSP	 	Glasgow
    Court MHP, LLC	 	268
    Cornell Drive	 	Newark	 	DE	 	19702	 	New
    Castle	 	Glasgow
    Court MHC	 	470	 	Pads	 	5.2200%	 	5.20735%	 	5.2200%	 	5.20735%	 	20,000,000	 	   20,000,000
    	 	60	 	57	 	8/6/2020	 	360	 	360	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	110,069.41	 	NAP	 	0.00500%
	11	 	BSP	 	MMJT,
    LLC	 	Various	 	Various	 	IL	 	Various	 	Cook	 	Chicago
    Multifamily Portfolio	 	368	 	Units	 	5.1000%	 	5.08735%	 	5.1000%	 	5.08735%	 	19,650,000	 	   19,620,277
    	 	120	 	119	 	10/6/2025	 	300	 	299	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	116,019.71	 	NAP	 	0.00500%
	11.01	 	BSP	 	 	 	4127
    West 127th Street	 	Alsip	 	IL	 	60803	 	Cook	 	4127
    West 127th Street	 	240	 	Units	 	 	 	 	 	 	 	 	 	13,267,502	 	   13,247,433
    	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	11.02	 	BSP	 	 	 	3048
    West 119th Street	 	Merrionette
    Park	 	IL	 	60803	 	Cook	 	3048
    West 119th Street	 	72	 	Units	 	 	 	 	 	 	 	 	 	3,543,657	 	      3,538,296
    	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	11.03	 	BSP	 	 	 	6011
    North Kenmore Avenue	 	Chicago	 	IL	 	60660	 	Cook	 	6011
    North Kenmore Avenue	 	56	 	Units	 	 	 	 	 	 	 	 	 	2,838,841	 	      2,834,547
    	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	12	 	Column
    Financial, Inc.	 	RSH
    Properties I, LLC 	 	1233
    North La Brea Avenue	 	West
    Hollywood	 	CA	 	90038	 	Los
    Angeles	 	Ralph’s
    West Hollywood	 	47,000	 	Square
    Feet	 	4.8900%	 	4.87735%	 	4.8900%	 	4.87735%	 	19,000,000	 	18,979,283	 	120	 	119	 	10/6/2025	 	360	 	359	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	100,722.62	 	NAP	 	0.00500%
	13	 	BSP	 	Jubilee-Sawmill
    LLC	 	3700
    West Dublin-Granville Road	 	Columbus	 	OH	 	43235	 	Franklin	 	Sun
    Center	 	154,557	 	Square
    Feet	 	4.3800%	 	4.36735%	 	4.3800%	 	4.36735%	 	18,000,000	 	   17,977,966
    	 	120	 	119	 	10/6/2025	 	360	 	359	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	89,924.44	 	NAP	 	0.00500%
	14	 	Column
    Financial, Inc.	 	Thor
    118 NE 39TH LLC	 	118
    Northeast 39th Street 	 	Miami	 	FL	 	33137	 	Miami-Dade
    	 	120
    NE 39th Street Miami	 	5,607	 	Square
    Feet	 	4.6500%	 	4.63735%	 	4.6500%	 	4.63735%	 	17,000,000	 	   17,000,000
    	 	120	 	119	 	10/6/2025	 	0	 	0	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	66,789.93	 	NAP	 	0.00500%
	15	 	Column
    Financial, Inc.	 	5300
    Majestic Parkway LLC	 	5300
    Majestic Parkway	 	Bedford
    Heights	 	OH	 	44146	 	Cuyahoga	 	Majestic
    Steel	 	324,752	 	Square
    Feet	 	4.6000%	 	4.58735%	 	4.6000%	 	4.58735%	 	16,875,000	 	16,875,000	 	120	 	117	 	8/6/2025	 	360	 	360	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	86,508.74	 	NAP	 	0.00500%
	16	 	BSP	 	Eastern
    Market 150 LLC	 	10050
    South Eastern Avenue	 	Henderson	 	NV	 	89052	 	Clark	 	Eastern
    Market	 	68,583	 	Square
    Feet	 	4.7400%	 	4.72735%	 	4.7400%	 	4.72735%	 	15,250,000	 	   15,232,786
    	 	120	 	119	 	10/6/2025	 	360	 	359	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	79,459.32	 	NAP	 	0.00500%
	17	 	BSP	 	Highlands
    Place On 38th, LLC	 	3372
    West 38th Avenue	 	Denver	 	CO	 	80211	 	Denver	 	Highland
    Place	 	68	 	Units	 	4.4000%	 	4.38735%	 	4.4000%	 	4.38735%	 	15,000,000	 	   15,000,000
    	 	120	 	120	 	11/6/2025	 	0	 	0	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	55,763.89	 	NAP	 	0.00500%
	18	 	BSP	 	Medford
    Capital, LLC	 	2045-2325
    East Cheyenne Avenue	 	North
    Las Vegas	 	NV	 	89030	 	Clark	 	Cheyenne
    Pointe	 	93,901	 	Square
    Feet	 	4.6700%	 	4.65735%	 	4.6700%	 	4.65735%	 	14,775,000	 	   14,775,000
    	 	120	 	118	 	9/6/2025	 	360	 	360	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	76,362.55	 	NAP	 	0.00500%
	19	 	Column
    Financial, Inc.	 	Patrician
    LS, L.L.C.	 	10100
    Brown Bridge Road	 	Covington	 	GA	 	30014	 	Newton	 	Leaf
    Stone Apartments	 	232	 	Units	 	4.5300%	 	4.51735%	 	4.5300%	 	4.51735%	 	13,275,000	 	13,275,000	 	120	 	117	 	8/6/2025	 	360	 	360	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	67,499.31	 	NAP	 	0.00500%
	20	 	The
    Bancorp Bank	 	Berkeley
    Realty Associates, LLC	 	1203
    North Berkeley Boulevard	 	Goldsboro	 	NC	 	27534	 	Wayne	 	Berkely
    Commons Shopping Center	 	136,897	 	Square
    Feet	 	5.0500%	 	5.03735%	 	5.0500%	 	5.03735%	 	13,000,000	 	   13,000,000
    	 	120	 	118	 	9/5/2025	 	360	 	360	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	70,184.60	 	NAP	 	0.00500%
	21	 	Column
    Financial, Inc.	 	Mar
    Single, LLC	 	Various	 	Austin	 	TX	 	Various	 	Travis	 	Austin
    2 Portfolio	 	269	 	Units	 	4.9100%	 	4.89735%	 	4.9100%	 	4.89735%	 	12,825,000	 	12,825,000	 	120	 	119	 	10/6/2025	 	360	 	360	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	68,143.68	 	NAP	 	0.00500%
	21.01	 	Column
    Financial, Inc.	 	 	 	9500
    Dessau Road	 	Austin	 	TX	 	78754	 	Travis	 	Marlborough
    Square	 	189	 	Units	 	 	 	 	 	 	 	 	 	9,531,571	 	9,531,571	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	21.02	 	Column
    Financial, Inc.	 	 	 	1400
    East Rundberg Lane	 	Austin	 	TX	 	78753	 	Travis	 	Englebrook	 	80	 	Units	 	 	 	 	 	 	 	 	 	3,293,429	 	3,293,429	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	22	 	MC-FiveMile	 	IDV
    Emerald Field, LP	 	4001
    Emerald Field Drive	 	Pasadena	 	TX	 	77503	 	Harris	 	4001
    Emerald Field Drive	 	95,415	 	Square
    Feet	 	4.6000%	 	4.58735%	 	4.6000%	 	4.58735%	 	12,750,000	 	   12,750,000
    	 	120	 	119	 	10/6/2025	 	360	 	360	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	65,362.16	 	NAP	 	0.00500%
	23	 	BSP	 	100
    Algonquin Owners LLC	 	100
    East Algonquin Road	 	Arlington
    Heights	 	IL	 	60005	 	Cook	 	Mitsuwa
    Marketplace	 	60,800	 	Square
    Feet	 	4.8100%	 	4.79735%	 	4.8100%	 	4.79735%	 	12,700,000	 	   12,700,000
    	 	120	 	120	 	11/6/2025	 	360	 	360	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	66,709.29	 	NAP	 	0.00500%
	24	 	Column
    Financial, Inc.	 	Calabasas
    Harvest Fund, LLC	 	2000
    Corporate Center Drive	 	Thousand
    Oaks	 	CA	 	91320	 	Ventura	 	2000
    Corporate Center	 	106,560	 	Square
    Feet	 	4.8400%	 	4.82735%	 	4.8400%	 	4.82735%	 	12,400,000	 	12,400,000	 	120	 	120	 	11/6/2025	 	360	 	360	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	65,358.65	 	NAP	 	0.00500%
	25	 	BSP	 	Observation
    Point Investors, LLC	 	4104
    South 130th East Avenue	 	Tulsa	 	OK	 	74134	 	Tulsa	 	Observation
    Point Apartments	 	400	 	Units	 	4.6000%	 	4.58735%	 	4.6000%	 	4.58735%	 	12,275,000	 	   12,275,000
    	 	120	 	119	 	10/6/2025	 	360	 	360	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	62,927.10	 	NAP	 	0.00500%
	26	 	Walker
    & Dunlop	 	Sundown
    Capital, LLC	 	15300-15500
    West Beloit Road	 	New
    Berlin	 	WI	 	53151	 	Waukesha	 	Moorland
    Commons	 	126,382	 	Square
    Feet	 	4.3220%	 	4.26935%	 	4.3220%	 	4.26935%	 	12,150,000	 	   12,150,000
    	 	120	 	117	 	8/1/2025	 	360	 	360	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	60,283.94	 	NAP	 	0.00500%
	27	 	The
    Bancorp Bank	 	Centergate
    Properties, LLC	 	5808
    Bee Ridge Road	 	Sarasota	 	FL	 	34233	 	Sarasota	 	Centergate
    Plaza	 	89,978	 	Square
    Feet	 	4.9700%	 	4.90985%	 	4.9700%	 	4.90985%	 	12,000,000	 	   12,000,000
    	 	120	 	120	 	11/5/2025	 	360	 	360	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	64,198.76	 	NAP	 	0.00250%
	28	 	BSP	 	Broyhill
    Exec-Greensboro PMC, LLC; Broymed Greensboro PMC, LLC; Flagship Greensboro PMC, LLC; WCF Greensboro, LLC	 	1002
    North Church Street	 	Greensboro	 	NC	 	27401	 	Guilford	 	Professional
    Medical Center	 	91,488	 	Square
    Feet	 	4.9400%	 	4.92735%	 	4.9400%	 	4.92735%	 	11,900,000	 	   11,900,000
    	 	120	 	117	 	8/6/2025	 	360	 	360	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	63,446.12	 	NAP	 	0.00500%
	29	 	BSP	 	SV
    II Partners, Ltd.	 	20211
    Huebner Road	 	San
    Antonio	 	TX	 	78258	 	Bexar	 	Villas
    at Sonterra	 	156	 	Units	 	5.0000%	 	4.94985%	 	5.0000%	 	4.94985%	 	11,700,000	 	   11,673,448
    	 	120	 	118	 	9/6/2025	 	360	 	358	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	62,808.13	 	NAP	 	0.00250%
	30	 	Column
    Financial, Inc.	 	Cambria
    Alamosa Investors LLC	 	2833-2949
    East Desert Inn Road	 	Las
    Vegas	 	NV	 	89121	 	Clark	 	Alamosa
    Plaza	 	77,650	 	Square
    Feet	 	4.6300%	 	4.61735%	 	4.6300%	 	4.61735%	 	10,800,000	 	   10,800,000
    	 	120	 	118	 	9/1/2025	 	360	 	360	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	55,559.39	 	NAP	 	0.00500%
	31	 	The
    Bancorp Bank	 	Gils
    Shopping Center Investments, LLC	 	2125
    West Highway 70	 	Thatcher	 	AZ	 	85552	 	Graham	 	Gila
    Valley Plaza	 	119,225	 	Square
    Feet	 	4.5200%	 	4.46735%	 	4.5200%	 	4.46735%	 	10,050,000	 	   10,050,000
    	 	120	 	117	 	8/5/2025	 	360	 	360	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	51,041.37	 	NAP	 	0.00500%
	32	 	The
    Bancorp Bank	 	Advantage
    U.S. Holdings, L.L.C., Advantage U.S. Holdings II, L.L.C., Advantage U.S. Holdings IIA, L.L.C. & Advantage U.S. Holdings
    III, L.L.C.	 	Various	 	Various	 	Various	 	Various	 	Various	 	Advantage
    Self Storage	 	1,774	 	Units	 	4.4600%	 	4.44735%	 	4.4600%	 	4.44735%	 	10,000,000	 	10,000,000	 	120	 	117	 	8/5/2025	 	360	 	360	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	50,431.14	 	NAP	 	0.00500%
	32.01	 	The
    Bancorp Bank	 	 	 	2938
    Walden Avenue	 	Depew	 	NY	 	14043	 	Erie	 	Walden
    Avenue	 	757	 	Units	 	 	 	 	 	 	 	 	 	3,137,028	 	3,137,028	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	32.02	 	The
    Bancorp Bank	 	 	 	1570
    Marion Quimby Drive	 	Stevensville	 	MD	 	21666	 	Queen
    Anne’s	 	Marion
    Quimby	 	264	 	Units	 	 	 	 	 	 	 	 	 	2,542,281	 	2,542,281	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	32.03	 	The
    Bancorp Bank	 	 	 	1715
    Piney Creek Road	 	Chester	 	MD	 	21619	 	Queen
    Anne’s	 	Piney
    Creek	 	189	 	Units	 	 	 	 	 	 	 	 	 	1,410,000	 	1,410,000	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	32.04	 	The
    Bancorp Bank	 	 	 	10
    Council Drive	 	Woodsboro	 	MD	 	21798	 	Frederick	 	Council
    Drive	 	368	 	Units	 	 	 	 	 	 	 	 	 	1,395,691	 	1,395,691	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	32.05	 	The
    Bancorp Bank	 	 	 	528
    Thompson Creek Road	 	Stevensville	 	MD	 	21666	 	Queen
    Anne’s	 	Thompson
    Creek	 	110	 	Units	 	 	 	 	 	 	 	 	 	890,000	 	890,000	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	32.06	 	The
    Bancorp Bank	 	 	 	112
    Cheslou Road	 	Chester	 	MD	 	21619	 	Queen
    Anne’s	 	Cheslou
    Road	 	86	 	Units	 	 	 	 	 	 	 	 	 	625,000	 	625,000	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	33	 	Walker
    & Dunlop	 	TBP
    Buckingham LLC	 	1332
    South Plano Road	 	Richardson	 	TX	 	75081	 	Dallas	 	Buckingham
    Place	 	150,254	 	Square
    Feet	 	4.6800%	 	4.62735%	 	4.6800%	 	4.62735%	 	9,975,000	 	      9,975,000
    	 	120	 	120	 	11/1/2025	 	360	 	360	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	51,614.28	 	NAP	 	0.00500%
	34	 	Column
    Financial, Inc.	 	Linmark
    Oaks, LLC	 	127
    Plantation Drive West	 	Lake
    Jackson	 	TX	 	77566	 	Brazoria	 	Oaks
    of Flagridge	 	144	 	Units	 	4.7900%	 	4.77735%	 	4.7900%	 	4.77735%	 	9,800,000	 	9,800,000	 	120	 	117	 	8/6/2025	 	360	 	360	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	51,357.99	 	NAP	 	0.00500%
	35	 	MC-FiveMile	 	Beacon’s
    Bay Mobile Home Park, LLC; Wicomico I, LLC, Wicomico II, LLC and Nassau Woods MHP, LLC	 	Various	 	Various	 	Various	 	Various	 	Various	 	Franklin
    Management Portfolio II	 	426	 	Pads	 	4.6300%	 	4.61735%	 	4.6300%	 	4.61735%	 	9,500,000	 	      9,500,000
    	 	120	 	120	 	11/6/2025	 	360	 	360	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	48,871.69	 	NAP	 	0.00500%
	35.01	 	MC-FiveMile	 	 	 	1602
    Dean Forest Road	 	Garden
    City	 	GA	 	31408	 	Chatham	 	Nassau
    Woods MHC	 	299	 	Pads	 	 	 	 	 	 	 	 	 	5,345,000	 	      5,345,000
    	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	35.02	 	MC-FiveMile	 	 	 	2966
    Crewe Road & 3108 Williams Landing Road	 	Hayes	 	VA	 	23072	 	Gloucester	 	Wicomico
    I & II MHC	 	82	 	Pads	 	 	 	 	 	 	 	 	 	2,632,500	 	      2,632,500
    	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	35.03	 	MC-FiveMile	 	 	 	3085
    Ambrose Road	 	Gloucester
    Point	 	VA	 	23072	 	Gloucester	 	Beacon’s
    Bay MHC	 	45	 	Pads	 	 	 	 	 	 	 	 	 	1,522,500	 	      1,522,500
    	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 



 



 



    	 



    	 



    




	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Loan
    ID #	 	Originator/Loan
    Seller	 	Mortgagor
    Name	 	Property
    Address	 	City	 	State	 	Zip
    Code	 	County	 	Property
    Name	 	Size
    	 	Measure	 	 Mortgage
    Rate in Effect at Origination (%) 	 	 Net
    Mortgage Rate in Effect at the Cut-off Date (%) 	 	 Companion
    Loan Mortgage Rate in Effect at Origination (%) 	 	 Companion
    Loan Net Mortgage Rate in Effect at the Cut-off Date (%) 	 	 Original
    Principal Balance 	 	 Cut-off
    Principal Balance 	 	Original
    Term	 	Remaining
    Term	 	Maturity/ARD
    Date	 	Amortiziation
    Term	 	Remaining
    Amortization Term for Balloon Loans	 	 Companion
    Loan Cut-off Principal Balance 	 	Companion
    Loan Original Term	 	Companion
    Loan Remaining Term	 	Companion
    Loan Maturity/ARD Date	 	Companion
    Loan Amortiziation Term	 	Companion
    Loan Remaining Amortization Term for Balloon Loans	 	 Monthly
    Payment 	 	 Serviced
    Whole Loan 	 	Servicing
    Fee Rate
	36	 	The
    Bancorp Bank	 	Mainstreet
    Partners, LC	 	20
    North Main Street	 	St.
    George	 	UT	 	84770	 	Washington	 	Mainstreet
    Plaza	 	83,452	 	Square
    Feet	 	4.6600%	 	4.64735%	 	4.6600%	 	4.64735%	 	9,350,000	 	      9,350,000
    	 	120	 	120	 	11/5/2025	 	360	 	360	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	48,268.10	 	NAP	 	0.00500%
	37	 	BSP	 	Plymouth
    Crossing Associates	 	4110
    Butler Pike	 	Plymouth
    Meeting	 	PA	 	19462	 	Montgomery	 	Plymouth
    Crossing	 	85,463	 	Square
    Feet	 	4.8100%	 	4.79735%	 	4.8100%	 	4.79735%	 	8,775,000	 	      8,765,253
    	 	120	 	119	 	10/6/2025	 	360	 	359	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	46,092.44	 	NAP	 	0.00500%
	38	 	BSP	 	Sandstone
    Fossil Creek Associates, LLC; Buena Sands Fossil Creek, LLC	 	4296-4398
    Western Center Boulevard	 	Fort
    Worth	 	TX	 	76137	 	Tarrant	 	Fossil
    Creek Plaza	 	68,492	 	Square
    Feet	 	4.8000%	 	4.78735%	 	4.8000%	 	4.78735%	 	8,000,000	 	      8,000,000
    	 	120	 	119	 	10/6/2025	 	360	 	360	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	41,973.23	 	NAP	 	0.00500%
	39	 	BSP	 	VFC
    III Industrial Buildings L.L.C.	 	7705,
    7715 & 7725 Commercial Way	 	Henderson	 	NV	 	89011	 	Clark	 	Valley
    Freeway Center	 	112,947	 	Square
    Feet	 	4.9500%	 	4.93735%	 	4.9500%	 	4.93735%	 	8,000,000	 	      7,991,398
    	 	120	 	119	 	10/6/2025	 	360	 	359	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	42,701.60	 	NAP	 	0.00500%
	40	 	Column
    Financial, Inc.	 	Nexus
    Snoqualmie LLC	 	8226
    Bracken Place Southeast	 	Snoqualmie	 	WA	 	98065	 	King	 	Nexus
    Snoqualmie Ridge	 	76,661	 	Square
    Feet	 	4.5810%	 	4.56835%	 	4.5810%	 	4.56835%	 	7,950,000	 	      7,930,339
    	 	120	 	118	 	9/6/2025	 	360	 	358	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	40,665.00	 	NAP	 	0.00500%
	41	 	The
    Bancorp Bank	 	Yarbrough
    Plaza Development LLLP	 	10501
    Gateway West	 	El
    Paso	 	TX	 	79925	 	El
    Paso	 	Yarbrough
    Plaza	 	79,140	 	Square
    Feet	 	4.3500%	 	4.28735%	 	4.3500%	 	4.28735%	 	7,600,000	 	      7,600,000
    	 	120	 	117	 	8/5/2025	 	360	 	360	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	37,833.70	 	NAP	 	0.00500%
	42	 	Column
    Financial, Inc.	 	ROCO-Arlington
    Place, LLC	 	116
    East Edgebrook Drive	 	Houston	 	TX	 	77034	 	Harris	 	Arlington
    Place Apartments	 	230	 	Units	 	4.3000%	 	4.28735%	 	4.3000%	 	4.28735%	 	7,575,000	 	      7,575,000
    	 	120	 	119	 	10/1/2025	 	360	 	360	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	37,486.51	 	NAP	 	0.00500%
	43	 	Walker
    & Dunlop	 	BRIT-Southgate
    LLC	 	4500
    Southgate Place	 	Chantilly	 	VA	 	20151	 	Fairfax	 	Southgate
    Business Center	 	78,420	 	Square
    Feet	 	4.5080%	 	4.45535%	 	4.5080%	 	4.45535%	 	7,300,000	 	      7,291,315
    	 	120	 	119	 	10/1/2025	 	360	 	359	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	37,022.74	 	NAP	 	0.00500%
	44	 	Column
    Financial, Inc.	 	Mallard
    Landing Apartments (Delaware) LLC	 	4151-4187
    Market Street Northeast	 	Salem	 	OR	 	97301	 	Marion	 	Mallard
    Landing	 	144	 	Units	 	4.7900%	 	4.77735%	 	4.7900%	 	4.77735%	 	7,025,000	 	7,008,351	 	120	 	118	 	9/6/2025	 	360	 	358	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	36,815.29	 	NAP	 	0.00500%
	45	 	BSP	 	Jai
    BWI Airport, LLC	 	1717
    West Nursery Road	 	Linthicum
    Heights	 	MD	 	21090	 	Anne
    Arundel	 	Country
    Inn & Suites BWI	 	107	 	Rooms	 	5.0000%	 	4.98735%	 	5.0000%	 	4.98735%	 	7,000,000	 	      6,984,114
    	 	120	 	118	 	9/6/2025	 	360	 	358	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	37,577.51	 	NAP	 	0.00500%
	46	 	The
    Bancorp Bank	 	Niu
    Enterprises LLC	 	Various	 	Various	 	WA	 	Various	 	Various	 	Niu
    Portfolio	 	20,014	 	Square
    Feet	 	4.7500%	 	4.73735%	 	4.7500%	 	4.73735%	 	6,862,500	 	6,862,500	 	120	 	120	 	11/5/2025	 	360	 	360	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	35,798.05	 	NAP	 	0.00500%
	46.01	 	The
    Bancorp Bank	 	 	 	102-104
    Samish Way	 	Bellingham	 	WA	 	98225	 	Whatcom	 	Village
    On Samish Way	 	9,460	 	Square
    Feet	 	 	 	 	 	 	 	 	 	2,667,000	 	2,667,000	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	46.02	 	The
    Bancorp Bank	 	 	 	8014
    Lake City Way Northeast	 	Seattle	 	WA	 	98115	 	King	 	Village
    At Maple Leaf	 	6,225	 	Square
    Feet	 	 	 	 	 	 	 	 	 	2,101,500	 	2,101,500	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	46.03	 	The
    Bancorp Bank	 	 	 	2756
    Northeast 45th Street	 	Seattle	 	WA	 	98105	 	King	 	Village
    on 45th 	 	4,329	 	Square
    Feet	 	 	 	 	 	 	 	 	 	2,094,000	 	2,094,000	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	47	 	BSP	 	Sky
    ATL, LLC	 	5070
    Phillip Lee Drive Southwest	 	Atlanta	 	GA	 	30336	 	Fulton	 	5070
    Phillip Lee Drive	 	400,800	 	Square
    Feet	 	4.7900%	 	4.77735%	 	4.7900%	 	4.77735%	 	6,850,000	 	      6,827,127
    	 	120	 	118	 	9/6/2025	 	300	 	298	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	39,210.80	 	NAP	 	0.00500%
	48	 	Walker
    & Dunlop	 	BRIT-Dorsey
    III LLC	 	6797
    Deerpath Road	 	Elkridge	 	MD	 	21075	 	Howard	 	Dorsey
    Business Center III	 	54,381	 	Square
    Feet	 	4.5080%	 	4.45535%	 	4.5080%	 	4.45535%	 	6,800,000	 	      6,791,910
    	 	120	 	119	 	10/1/2025	 	360	 	359	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	34,486.93	 	NAP	 	0.00500%
	49	 	The
    Bancorp Bank	 	Pro’s
    Zaragoza Real Estate, LLC	 	703
    North Zaragoza Road	 	El
    Paso	 	TX	 	79907	 	El
    Paso	 	Los
    Altos Ranch Market	 	77,295	 	Square
    Feet	 	4.6600%	 	4.58985%	 	4.6600%	 	4.58985%	 	6,700,000	 	      6,700,000
    	 	120	 	120	 	11/5/2025	 	360	 	360	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	34,587.83	 	NAP	 	0.00250%
	50	 	BSP	 	Akshar
    Investments, Inc.	 	385
    Ruin Creek Road	 	Henderson	 	NC	 	27536	 	Vance	 	Hampton
    Inn Henderson NC	 	75	 	Rooms	 	5.0400%	 	5.02735%	 	5.0400%	 	5.02735%	 	6,300,000	 	      6,285,822
    	 	120	 	118	 	9/6/2025	 	360	 	358	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	33,973.94	 	NAP	 	0.00500%
	51	 	BSP	 	Bella
    Roe Lots 1 and 4 07 A, LLC	 	4950
    Roe Boulevard	 	Roeland
    Park 	 	KS	 	66205	 	Johnson	 	Bella
    Roe Plaza	 	89,226	 	Square
    Feet	 	4.6000%	 	4.53985%	 	4.6000%	 	4.53985%	 	6,250,000	 	      6,250,000
    	 	120	 	118	 	9/6/2025	 	360	 	360	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	32,040.27	 	NAP	 	0.00250%
	52	 	Column
    Financial, Inc.	 	Merchant
    Development, L.L.C.	 	7767
    Elm Creek Boulevard	 	Maple
    Grove	 	MN	 	55369	 	Hennepin	 	Maple
    Grove Executive Plaza	 	58,062	 	Square
    Feet	 	4.5070%	 	4.44685%	 	4.5070%	 	4.44685%	 	6,050,000	 	      6,050,000
    	 	120	 	120	 	11/6/2025	 	360	 	360	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	30,679.63	 	NAP	 	0.00250%
	53	 	BSP	 	Livermore
    Hotel Group, LLC	 	3759
    North Expressway 83	 	Brownsville	 	TX	 	78520	 	Cameron	 	Homewood
    Suites - Brownsville	 	86	 	Rooms	 	5.2500%	 	5.23735%	 	5.2500%	 	5.23735%	 	6,000,000	 	      5,981,421
    	 	120	 	118	 	9/6/2025	 	300	 	298	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	35,954.86	 	NAP	 	0.00500%
	54	 	Column
    Financial, Inc.	 	Cobblestone
    Apartments Partners LLC	 	201,
    203, 207, and 209 Colorado Street	 	Muscatine	 	IA	 	52761	 	Muscatine	 	Cobblestone
    Apartments	 	80	 	Units	 	5.2700%	 	5.25735%	 	5.2700%	 	5.25735%	 	5,920,000	 	5,901,354	 	120	 	117	 	8/6/2025	 	360	 	357	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	32,763.83	 	NAP	 	0.00500%
	55	 	BSP	 	Miami
    DD 101 Blue LLC	 	101
    Northeast 40th Street	 	Miami	 	FL	 	33137	 	Miami-Dade	 	Theory
    - Design District	 	4,958	 	Square
    Feet	 	4.6300%	 	4.61735%	 	4.6300%	 	4.61735%	 	5,300,000	 	      5,300,000
    	 	60	 	58	 	9/6/2020	 	0	 	0	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	20,733.18	 	NAP	 	0.00500%
	56	 	Column
    Financial, Inc.	 	Richmond
    Road Partners, LLC	 	4834-4850
    Richmond Road	 	Warrensville
    Heights	 	OH	 	44128	 	Cuyahoga	 	Richmond
    Highlands Center	 	31,852	 	Square
    Feet	 	4.6600%	 	4.64735%	 	4.6600%	 	4.64735%	 	5,250,000	 	      5,250,000
    	 	120	 	117	 	8/1/2025	 	360	 	360	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	27,102.41	 	NAP	 	0.00500%
	57	 	The
    Bancorp Bank	 	Expressway
    Plaza Shops, Ltd.	 	1200
    Lowes Boulevard	 	Killeen	 	TX	 	76542	 	Bell	 	Expressway
    Plaza	 	26,218	 	Square
    Feet	 	4.7100%	 	4.69735%	 	4.7100%	 	4.69735%	 	4,875,000	 	      4,875,000
    	 	120	 	120	 	11/5/2025	 	360	 	360	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	25,312.90	 	NAP	 	0.00500%
	58	 	The
    Bancorp Bank	 	Wakeman
    Family 1, LLC; Tweedy I, LLC & Wildiris Investment I, LLC	 	9401
    Statesville Road	 	Charlotte	 	NC	 	28269	 	Mecklenburg	 	Northern
    Tool - Charlotte	 	36,691	 	Square
    Feet	 	4.7800%	 	4.71735%	 	4.7800%	 	4.71735%	 	4,800,000	 	      4,794,631
    	 	120	 	119	 	10/5/2025	 	360	 	359	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	25,125.94	 	NAP	 	0.00500%
	59	 	MC-FiveMile	 	Michigan
    AA & NM, LLC	 	Various	 	Various	 	MI	 	Various	 	Various	 	Nomad
    and Avenue A	 	248	 	Pads	 	4.8000%	 	4.78735%	 	4.8000%	 	4.78735%	 	4,520,000	 	      4,520,000
    	 	120	 	119	 	10/6/2025	 	360	 	360	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	23,714.87	 	NAP	 	0.00500%
	59.01	 	MC-FiveMile	 	 	 	1267
    Avenue A	 	Springfield	 	MI	 	49037	 	Calhoun	 	Avenue
    A MHC	 	144	 	Pads	 	 	 	 	 	 	 	 	 	2,500,000	 	      2,500,000
    	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	59.02	 	MC-FiveMile	 	 	 	2701
    Huizenga Street	 	Muskegon	 	MI	 	49444	 	Muskegon	 	Nomad
    MHC	 	104	 	Pads	 	 	 	 	 	 	 	 	 	2,020,000	 	      2,020,000
    	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	60	 	Column
    Financial, Inc.	 	Hideaway
    Partners, LLLP	 	2206
    Chaney Drive	 	Ruskin	 	FL	 	33570	 	Hillsborough	 	Hide-A-Way
    RV Resort	 	400	 	Pads	 	4.4700%	 	4.45735%	 	4.4700%	 	4.45735%	 	4,500,000	 	      4,500,000
    	 	120	 	117	 	8/6/2025	 	360	 	360	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	22,720.70	 	NAP	 	0.00500%
	61	 	Column
    Financial, Inc.	 	Country
    Club Urmta LLC	 	1940
    and 1950 South Country Club Drive	 	Mesa	 	AZ	 	85210	 	Maricopa	 	Country
    Club Medical Office	 	40,123	 	Square
    Feet	 	4.5810%	 	4.56835%	 	4.5810%	 	4.56835%	 	4,400,000	 	      4,400,000
    	 	120	 	120	 	11/6/2025	 	360	 	360	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	22,506.41	 	NAP	 	0.00500%
	62	 	The
    Bancorp Bank	 	Wakeman
    Family 2, LLC; Tweedy 2, LLC & Wildiris 2, LLC	 	840
    Concord Parkway North	 	Concord	 	NC	 	28027	 	Cabarrus	 	Northern
    Tool - Concord	 	51,749	 	Square
    Feet	 	4.7800%	 	4.71735%	 	4.7800%	 	4.71735%	 	4,350,000	 	      4,345,135
    	 	120	 	119	 	10/5/2025	 	360	 	359	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	22,770.39	 	NAP	 	0.00500%
	63	 	Column
    Financial, Inc.	 	Rithy
    Ohio 4314, LLC	 	4314
    Dresden Street	 	Columbus	 	OH	 	43224	 	Franklin	 	Whispering
    Oaks	 	247	 	Units	 	4.2450%	 	4.23235%	 	4.2450%	 	4.23235%	 	4,300,000	 	      4,300,000
    	 	120	 	115	 	6/6/2025	 	360	 	360	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	21,140.83	 	NAP	 	0.00500%
	64	 	Walker
    & Dunlop	 	Old
    Orchard - Holt, LLC	 	4330
    Keller Road	 	Delhi
    Township	 	MI	 	48842	 	Ingham	 	Old
    Orchard Apartments	 	168	 	Units	 	4.5140%	 	4.46135%	 	4.5140%	 	4.46135%	 	4,200,000	 	      4,200,000
    	 	120	 	117	 	8/1/2025	 	360	 	360	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	21,315.73	 	NAP	 	0.00500%
	65	 	Column
    Financial, Inc.	 	445
    Dolley Madison, LP	 	445
    Dolley Madison Road	 	Greensboro	 	NC	 	27410	 	Guilford	 	Dolley
    Madison Office Building	 	51,066	 	Square
    Feet	 	4.6500%	 	4.63735%	 	4.6500%	 	4.63735%	 	4,200,000	 	      4,195,161
    	 	120	 	119	 	10/6/2025	 	360	 	359	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	21,656.75	 	NAP	 	0.00500%
	66	 	The
    Bancorp Bank	 	El
    Paseo Plaza Partners, LLC	 	3544-3630
    East Chapman Avenue	 	Orange	 	CA	 	92869	 	Orange	 	El
    Paseo Plaza	 	17,283	 	Square
    Feet	 	4.9700%	 	4.88735%	 	4.9700%	 	4.88735%	 	4,000,001	 	      4,000,001
    	 	120	 	120	 	11/5/2025	 	360	 	360	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	21,399.59	 	NAP	 	0.00500%
	67	 	The
    Bancorp Bank	 	Viole
    California Self Storage LLC	 	18716
    Oxnard Street	 	Tarzana	 	CA	 	91356	 	Los
    Angeles	 	Viole
    Self Storage	 	351	 	Units	 	4.7800%	 	4.76735%	 	4.7800%	 	4.76735%	 	3,800,000	 	      3,800,000
    	 	120	 	118	 	9/5/2025	 	360	 	360	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	19,891.37	 	NAP	 	0.00500%
	68	 	Column
    Financial, Inc.	 	103
    Sherwood Hotel, LLC	 	103
    Sherwood Drive	 	Augusta	 	GA	 	30909	 	Richmond	 	Country
    Inn & Suites Augusta	 	65	 	Rooms	 	5.5000%	 	5.48735%	 	5.5000%	 	5.48735%	 	3,800,000	 	3,791,858	 	120	 	119	 	10/6/2025	 	240	 	239	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	26,139.72	 	NAP	 	0.00500%
	69	 	The
    Bancorp Bank	 	WG-Riverview,
    LLC	 	17071
    Fort Street	 	Riverview	 	MI	 	48193	 	Wayne	 	Walgreens
    - Riverview	 	13,905	 	Square
    Feet	 	4.7200%	 	4.70735%	 	4.7200%	 	4.70735%	 	3,768,750	 	      3,768,750
    	 	120	 	118	 	9/5/2025	 	360	 	360	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	19,591.49	 	NAP	 	0.00500%
	70	 	Column
    Financial, Inc.	 	Chancellor’s
    MHC LLC	 	800
    South Santa Fe Avenue	 	Fountain	 	CO	 	80817	 	El
    Paso	 	Chancellor’s
    MHC	 	120	 	Pads	 	4.6340%	 	4.62135%	 	4.6340%	 	4.62135%	 	3,525,000	 	      3,520,924
    	 	120	 	119	 	10/6/2025	 	360	 	359	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	18,142.41	 	NAP	 	0.00500%
	71	 	The
    Bancorp Bank	 	Panther
    Center FIP LLC	 	14580
    Global Parkway	 	Fort
    Myers	 	FL	 	33913	 	Lee	 	Global
    Parkway Industrial	 	37,344	 	Square
    Feet	 	5.2100%	 	5.19735%	 	5.2100%	 	5.19735%	 	3,150,000	 	      3,150,000
    	 	120	 	119	 	10/5/2025	 	360	 	360	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	17,316.46	 	NAP	 	0.00500%
	72	 	The
    Bancorp Bank	 	University
    Square One, LLC	 	 7414
    & 7484 University Boulevard	 	Winter
    Park	 	FL	 	32792	 	Orange	 	University
    Square	 	16,840	 	Square
    Feet	 	4.9500%	 	4.93735%	 	4.9500%	 	4.93735%	 	3,050,000	 	      3,045,259
    	 	120	 	119	 	10/5/2025	 	300	 	299	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	17,741.26	 	NAP	 	0.00500%
	73	 	MC-FiveMile	 	WSG
    SHOPPES LLC.	 	2035-2059
    West Center Street	 	Beebe	 	AK	 	72012	 	White	 	Shoppes
    at Center Street	 	25,081	 	Square
    Feet	 	5.0000%	 	4.98735%	 	5.0000%	 	4.98735%	 	3,000,000	 	      3,000,000
    	 	120	 	118	 	9/6/2025	 	360	 	360	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	16,104.65	 	NAP	 	0.00500%
	74	 	MC-FiveMile	 	Crown
    Hill Associates, LLC	 	155
    Crown Hill Road	 	Excelsior
    Springs	 	MO	 	64024	 	Clay	 	Crown
    Hill Plaza Center	 	73,904	 	Square
    Feet	 	4.9900%	 	4.97735%	 	4.9900%	 	4.97735%	 	3,000,000	 	      2,993,178
    	 	120	 	118	 	9/6/2025	 	360	 	358	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	16,086.32	 	NAP	 	0.00500%
	75	 	BSP	 	Williamsburg
    Properties 76, LLC	 	500
    East Eisenhower Parkway & 1601 Briarwood Circle 	 	Ann
    Arbor	 	MI	 	48108	 	Washtenaw	 	Williamsburg
    Square VI	 	31,940	 	Square
    Feet	 	4.7300%	 	4.71735%	 	4.7300%	 	4.71735%	 	3,000,000	 	      2,989,381
    	 	120	 	117	 	8/6/2025	 	360	 	357	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	15,613.28	 	NAP	 	0.00500%
	76	 	The
    Bancorp Bank	 	Partridge
    Realty, LLC	 	1900,
    1906 & 1909 11th Avenue	 	Greeley	 	CO	 	80631	 	Weld	 	Campus
    Hause/Bear Hause	 	110	 	Beds	 	4.9600%	 	4.94735%	 	4.9600%	 	4.94735%	 	2,900,000	 	      2,900,000
    	 	120	 	120	 	11/5/2025	 	360	 	360	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	15,497.01	 	NAP	 	0.00500%
	77	 	BSP	 	Williamson
    Developments, LLC; Williamson Development II, Inc.	 	Various	 	Various	 	Various	 	Various	 	Various	 	Williamson
    MHP Portfolio	 	151	 	Pads	 	5.5000%	 	5.48735%	 	5.5000%	 	5.48735%	 	2,750,000	 	      2,750,000
    	 	120	 	120	 	11/6/2025	 	300	 	300	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	16,887.41	 	NAP	 	0.00500%
	77.01	 	BSP	 	 	 	100
    3rd Street Southwest	 	Mandan	 	ND	 	58554	 	Morton	 	Parkview
    Estates - Mandan, ND	 	88	 	Pads	 	 	 	 	 	 	 	 	 	1,750,000	 	      1,750,000
    	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	77.02	 	BSP	 	 	 	1049
    North Warpole Street	 	Upper
    Sandusky	 	OH	 	43351	 	Wyandot	 	Parkway
    Estates MHP - Sandusky, OH	 	63	 	Pads	 	 	 	 	 	 	 	 	 	1,000,000	 	      1,000,000
    	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	78	 	The
    Bancorp Bank	 	Fontana
    Retail Group, LLC	 	10515
    Sierra Avenue	 	Fontana	 	CA	 	92337	 	San
    Bernardino	 	Fontana
    Retail	 	7,350	 	Square
    Feet	 	5.2700%	 	5.20735%	 	5.2700%	 	5.20735%	 	2,723,000	 	      2,723,000
    	 	120	 	118	 	9/5/2025	 	360	 	360	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	15,070.26	 	NAP	 	0.00500%
	79	 	MC-FiveMile	 	NDI
    Quail Valley Partners, Ltd.	 	1306
    FM Road 1092	 	Missouri
    City	 	TX	 	77459	 	Fort
    Bend	 	Quail
    Valley Business Center	 	66,000	 	Square
    Feet	 	4.5870%	 	4.57435%	 	4.5870%	 	4.57435%	 	2,700,000	 	      2,700,000
    	 	120	 	119	 	10/6/2025	 	0	 	0	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	10,464.09	 	NAP	 	0.00500%
	80	 	BSP	 	Georgetowne
    Properties, LLC	 	31600
    & 31700 Telegraph Road	 	Bingham
    Farms	 	MI	 	48025	 	Oakland	 	Georgetowne
    Executive Offices	 	35,822	 	Square
    Feet	 	4.7300%	 	4.71735%	 	4.7300%	 	4.71735%	 	2,600,000	 	      2,590,797
    	 	120	 	117	 	8/6/2025	 	360	 	357	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	13,531.51	 	NAP	 	0.00500%
	81	 	MC-FiveMile	 	RSA
    Cocoa LLC	 	2711
    Clearlake Road	 	Cocoa	 	FL	 	32926	 	Brevard	 	Paradise
    Shoppes of Cocoa	 	13,958	 	Square
    Feet	 	4.8000%	 	4.78735%	 	4.8000%	 	4.78735%	 	2,587,500	 	      2,583,369
    	 	120	 	119	 	10/6/2025	 	300	 	299	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	14,826.30	 	NAP	 	0.00500%
	82	 	The
    Bancorp Bank	 	Clermont
    Concepts, LLC	 	1640
    US Highway 27	 	Clermont	 	FL	 	34714	 	Lake	 	CVS
    - Clermont	 	13,813	 	Square
    Feet	 	5.3500%	 	5.33735%	 	5.3500%	 	5.33735%	 	2,500,000	 	      2,494,531
    	 	120	 	119	 	10/5/2025	 	240	 	239	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	16,986.07	 	NAP	 	0.00500%
	83	 	Column
    Financial, Inc.	 	Dora
    Street Retirement Residence, LP	 	1199
    South Dora Street	 	Ukiah	 	CA	 	95482	 	Mendocino	 	Brookside
    Independent Living	 	66	 	Units	 	4.6500%	 	4.63735%	 	4.6500%	 	4.63735%	 	2,500,000	 	2,488,085	 	120	 	116	 	7/6/2025	 	360	 	356	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	12,890.92	 	NAP	 	0.00500%
	84	 	The
    Bancorp Bank	 	Desiard
    Plaza, Ltd.	 	7929
    Desiard Street	 	Monroe	 	LA	 	71203	 	Ouachita
    Parish	 	Desiard
    Plaza	 	65,439	 	Square
    Feet	 	4.9800%	 	4.96735%	 	4.9800%	 	4.96735%	 	2,200,000	 	      2,200,000
    	 	120	 	118	 	9/5/2025	 	360	 	360	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	11,783.20	 	NAP	 	0.00500%
	85	 	BSP	 	Hamilton
    Avenue LLC	 	5819,
    5843 Hamilton Avenue & 1613 Cedar Avenue	 	Cincinnati	 	OH	 	45224	 	Hamilton	 	College
    Hill Shopping Center	 	55,450	 	Square
    Feet	 	5.3100%	 	5.29735%	 	5.3100%	 	5.29735%	 	2,000,000	 	      1,993,869
    	 	120	 	118	 	9/6/2025	 	300	 	298	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	12,055.86	 	NAP	 	0.00500%
	86	 	MC-FiveMile	 	Helios
    Realty Company	 	925-931
    North Front Street	 	Harrisburg	 	PA	 	17102	 	Dauphin	 	The
    Parkway Apartments	 	34	 	Units	 	4.7960%	 	4.78335%	 	4.7960%	 	4.78335%	 	2,000,000	 	      1,993,019
    	 	120	 	117	 	8/6/2025	 	360	 	357	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	10,488.47	 	NAP	 	0.00500%
	87	 	Column
    Financial, Inc.	 	Portage
    Park Apartments LLC	 	3555
    Ash Street	 	Portage	 	IN	 	46368	 	Porter	 	A
    - One Apartments	 	44	 	Units	 	4.6340%	 	4.62135%	 	4.6340%	 	4.62135%	 	1,751,000	 	1,751,000	 	120	 	117	 	8/6/2025	 	360	 	360	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	NAP	 	9,012.02	 	NAP	 	0.00500%


 



    	 



    	 



    



 





		 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	UPFRONT
    ESCROW	 	 PERIODIC
    ESCROW 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Loan
    ID #	 	Originator/Loan
    Seller	 	Mortgagor
    Name	 	Property
    Address	 	Subservicing
    Fee	 	Accrual
    Type	 	ARD
    Loan (Y/N)	 	Revised
    Rate (%)	 	Title
    Type	 	Crossed
    Collateralized Loan	 	Cross
    Defaulted Loan	 	Guarantor	 	Letter
    of Credit	 	Upfront
    CapEx Reserve	 	Upfront
    Eng. Reserve	 	Upfront
    Envir. Reserve	 	Upfront
    TI/LC Reserve	 	Upfront
    RE Tax Reserve	 	Upfront
    Ins. Reserve	 	Upfront
    Debt Service Reserve	 	Upfront
    Other Reserve	 	 Monthly
    Capex Reserve 	 	 Monthly
    Envir. Reserve 	 	 Monthly
    TI/LC Reserve 	 	 Monthly
    RE Tax Reserve 	 	 Monthly
    Ins. Reserve 	 	 Monthly
    Debt Service Reserve 	 	 Monthly
    Other Reserve 	 	Grace
    (Late Payment)	 	Cash-Management
    Account or Lockbox In-place	 	General
    Property Type	 	Defeasance
    Permitted	 	Final
    Maturity Date
	1	 	Column Financial,
    Inc.	 	MAPS Orchid
    Hotel LLC	 	1 North Kaniku
    Drive	 	0.00000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	Maps Hotels
    and Resorts Hawaii 1 LLC	 	No	 	0	 	137,820	 	4,200	 	0	 	548,178	 	0	 	0	 	358,346	 	Springing	 	0	 	0	 	126,765	 	61,550	 	0	 	Springing	 	0	 	Yes	 	Hotel	 	Yes	 	6/6/2025
	2	 	Column Financial,
    Inc.	 	Arizona
    Grand Resort, LLC	 	8000 Arizona
    Grand Parkway	 	0.00250%	 	Actual/360	 	No	 	0.00000%	 	Fee &
    Leasehold	 	No	 	No	 	Southwest
    Recourse III, LLC ; Grossman Company Properties, Inc.; Southwest Associates Investments, LLC	 	No	 	311,695	 	20,700	 	0	 	0	 	695,361	 	703,114	 	0	 	597,267	 	Greater
    of 4% of the gross income from operations for the calendar month which is 2 months prior to the payment date or amount required
    in the management agreement	 	0	 	0	 	163,614	 	54,086	 	0	 	Springing	 	0	 	Yes	 	Hotel	 	Yes	 	7/6/2025
	3	 	Walker &
    Dunlop	 	Jefferson-Marumsco
    1, LLC	 	13901 Jefferson
    Davis Highway	 	0.04000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	Andrew S.
    Garrett	 	Yes	 	0	 	69,125	 	300,000	 	0	 	162,570	 	30,862	 	0	 	925,000	 	4,550	 	0	 	14,312	 	32,514	 	5,144	 	0	 	0	 	5	 	Yes	 	Retail	 	Yes	 	11/1/2025
	4	 	MC-FiveMile	 	324 South
    Service Road Associates, LLC	 	324 South
    Service Road	 	0.00000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	Teddy D.
    Weiss	 	No	 	0	 	0	 	0	 	0	 	169,154	 	0	 	0	 	41,842	 	2,454	 	0	 	19,630	 	24,165	 	Springing	 	0	 	Springing	 	0	 	Yes	 	Office	 	Yes	 	11/6/2025
	5	 	Column Financial,
    Inc.	 	Sante Fe
    Properties SPE, LLC	 	1000 Antietam
    Creek Drive	 	0.00000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	Charles
    F. Weber	 	No	 	3,517	 	0	 	0	 	0	 	20,973	 	29,041	 	0	 	0	 	3,517	 	0	 	0	 	20,973	 	3,630	 	0	 	0	 	0	 	Yes	 	Multifamily	 	Yes	 	10/6/2025
	6	 	BSP	 	JBK Hotels,
    LLC	 	800 15th
    Street	 	0.03000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	Jonathan
    Gandhi; Krishna Gandhi	 	No	 	0	 	0	 	0	 	0	 	96,500	 	46,500	 	0	 	413,389	 	1/12th
    of 4% of the greater of (i) gross revenues in the preceding calendar year or (ii) the projected gross revenues for the current
    calendar year	 	0	 	0	 	32,167	 	5,167	 	0	 	0	 	0	 	Yes	 	Hotel	 	Yes	 	8/6/2025
	7	 	Walker &
    Dunlop	 	Continental
    157 Fund LLC	 	11211 Westwood
    Loop	 	0.04000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	Continental
    Properties Company, Inc.	 	No	 	0	 	0	 	0	 	0	 	483,331	 	24,684	 	0	 	0	 	4,060	 	0	 	0	 	53,703	 	3,086	 	0	 	0	 	0	 	Yes	 	Multifamily	 	Yes	 	9/1/2025
	8	 	MC-FiveMile	 	 Greyhound Plaza Associates,
    LP	 	14610 North
    U.S. Highway 31	 	0.03000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	George P. Broadbent	 	No	 	0	 	86,087	 	0	 	400,000	 	44,483	 	37,758	 	0	 	0	 	2,759	 	0	 	12,500	 	44,483	 	3,433	 	0	 	0	 	0	 	Yes	 	Retail	 	No	 	10/6/2025
	9	 	Walker &
    Dunlop	 	Summit Oaktree
    I, LLC and Summit Oaktree II, LLC	 	5800 Osuna
    Road Northeast	 	0.04000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	Joseph S.
    Rosen, Michael C. Thom, Ryan P. Lynch	 	No	 	0	 	7,500	 	0	 	0	 	58,052	 	59,850	 	0	 	0	 	7,147	 	0	 	0	 	14,513	 	4,988	 	0	 	0	 	0	 	Yes	 	Multifamily	 	Yes	 	8/1/2025
	10	 	BSP	 	Glasgow
    Court MHP, LLC	 	268 Cornell
    Drive	 	0.00000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	Kelli DiSabatino	 	No	 	138,604	 	122,141	 	0	 	0	 	28,079	 	4,848	 	0	 	800,000	 	0	 	0	 	0	 	14,039	 	2,424	 	0	 	12,500	 	0	 	Yes	 	Manufactured
    Housing	 	Yes	 	8/6/2020
	11	 	BSP	 	MMJT,
    LLC	 	Various	 	0.00000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	Joseph
    Junkovic; Thomas Junkovic; Maria Junkovic	 	No	 	0	 	87,058	 	0	 	0	 	166,021	 	47,941	 	0	 	0	 	7,667	 	0	 	0	 	41,505	 	7,990	 	0	 	0	 	0	 	Yes	 	Multifamily	 	Yes	 	10/6/2025
	11.01	 	BSP	 	 	 	4127
    West 127th Street	 	 	 	 	 	 	 	 	 	Fee	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	Multifamily	 	 	 	 
	11.02	 	BSP	 	 	 	3048
    West 119th Street	 	 	 	 	 	 	 	 	 	Fee	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	Multifamily	 	 	 	 
	11.03	 	BSP	 	 	 	6011
    North Kenmore Avenue	 	 	 	 	 	 	 	 	 	Fee	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	Multifamily	 	 	 	 
	12	 	Column Financial,
    Inc.	 	RSH Properties
    I, LLC 	 	1233 North
    La Brea Avenue	 	0.00000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	Robert S.
    Howard, Jr.; The Robert S. Howard, Jr. Trust Dated October 17, 2013	 	No	 	0	 	12,375	 	0	 	0	 	0	 	0	 	0	 	0	 	685	 	0	 	3,035	 	Springing	 	Springing	 	0	 	Springing	 	0	 	Yes	 	Retail	 	Yes	 	10/6/2025
	13	 	BSP	 	Jubilee-Sawmill
    LLC	 	3700 West
    Dublin-Granville Road	 	0.00000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	Schottenstein
    Realty LLC	 	No	 	0	 	0	 	0	 	0	 	0	 	0	 	0	 	0	 	Springing	 	0	 	Springing	 	Springing	 	Springing	 	0	 	0	 	0	 	Yes	 	Retail	 	No	 	10/6/2025
	14	 	Column Financial,
    Inc.	 	Thor 118
    NE 39TH LLC	 	118 Northeast
    39th Street 	 	0.00000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	Joseph J.
    Sitt	 	Yes	 	0	 	0	 	0	 	584,585	 	0	 	2,207	 	0	 	500,000	 	71	 	0	 	0	 	3,273	 	221	 	0	 	Springing	 	0	 	Yes	 	Retail	 	Yes	 	10/6/2025
	15	 	Column Financial,
    Inc.	 	5300 Majestic
    Parkway LLC	 	5300 Majestic
    Parkway	 	0.00000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	LCN North
    American Fund REIT	 	No	 	0	 	0	 	0	 	0	 	0	 	0	 	129,375	 	0	 	Springing	 	0	 	0	 	Springing	 	Springing	 	0	 	Springing	 	0	 	Yes	 	Industrial 	 	Yes	 	8/6/2025
	16	 	BSP	 	Eastern
    Market 150 LLC	 	10050 South
    Eastern Avenue	 	0.00000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	DT GRAT
    CS, LLC	 	No	 	0	 	0	 	0	 	0	 	12,160	 	2,204	 	0	 	0	 	1,829	 	0	 	5,715	 	6,080	 	2,204	 	0	 	Springing	 	0	 	Yes	 	Retail	 	Yes	 	10/6/2025
	17	 	BSP	 	Highlands
    Place On 38th, LLC	 	3372 West
    38th Avenue	 	0.00000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	Monte Re
    Schmidt; Daren Schmidt	 	No	 	0	 	0	 	0	 	404,895	 	98,876	 	25,114	 	0	 	295,905	 	1,557	 	0	 	0	 	12,360	 	2,511	 	0	 	0	 	0	 	Yes	 	Mixed
    Use	 	Yes	 	11/6/2025
	18	 	BSP	 	Medford
    Capital, LLC	 	2045-2325
    East Cheyenne Avenue	 	0.00000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	Maryam Arjmand	 	No	 	0	 	0	 	0	 	0	 	26,031	 	5,296	 	0	 	9,930	 	1,565	 	0	 	5,712	 	8,677	 	2,648	 	0	 	Springing	 	0	 	Yes	 	Retail	 	Yes	 	9/6/2025
	19	 	Column Financial,
    Inc.	 	Patrician
    LS, L.L.C.	 	10100 Brown
    Bridge Road	 	0.00000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	Alexis V.
    Lewis; James R. Hatcher	 	No	 	4,833	 	19,813	 	0	 	0	 	82,100	 	25,299	 	0	 	0	 	4,833	 	0	 	0	 	9,122	 	5,060	 	0	 	0	 	0	 	Yes	 	Multifamily	 	Yes	 	8/6/2025
	20	 	The Bancorp
    Bank	 	Berkeley
    Realty Associates, LLC	 	1203 North
    Berkeley Boulevard	 	0.00000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	Myron D.
    Vogel	 	No	 	1,141	 	0	 	0	 	5,704	 	15,052	 	7,508	 	0	 	0	 	1,141	 	0	 	5,704	 	15,052	 	7,508	 	0	 	0	 	0	 	Yes	 	Retail	 	Yes	 	9/5/2025
	21	 	Column
    Financial, Inc.	 	Mar
    Single, LLC	 	Various	 	0.00000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	Alex
    Moghavem	 	No	 	5,583	 	3,125	 	0	 	0	 	185,624	 	26,367	 	0	 	1,672,250	 	5,583	 	0	 	0	 	20,625	 	4,394	 	0	 	0	 	0	 	Yes	 	Multifamily	 	Yes	 	10/6/2025
	21.01	 	Column
    Financial, Inc.	 	 	 	9500
    Dessau Road	 	 	 	 	 	 	 	 	 	Fee	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	Multifamily	 	 	 	 
	21.02	 	Column
    Financial, Inc.	 	 	 	1400
    East Rundberg Lane	 	 	 	 	 	 	 	 	 	Fee	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	Multifamily	 	 	 	 
	22	 	MC-FiveMile	 	IDV Emerald Field, LP	 	4001 Emerald
    Field Drive	 	0.00000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	Donald Tyndall Yaap, Jarrad
    Ean Coulter, Timothy Clark Harrington	 	No	 	0	 	0	 	0	 	0	 	33,133	 	35,114	 	0	 	0	 	1,193	 	0	 	Springing	 	3,313	 	5,852	 	0	 	0	 	0	 	Yes	 	Industrial	 	Yes	 	10/6/2025
	23	 	BSP	 	100 Algonquin
    Owners LLC	 	100 East
    Algonquin Road	 	0.00000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	Lloyd Goldman	 	No	 	0	 	0	 	0	 	0	 	0	 	0	 	0	 	0	 	Springing	 	0	 	Springing	 	Springing	 	Springing	 	0	 	Springing	 	0	 	Yes	 	Retail	 	Yes	 	11/6/2025
	24	 	Column Financial,
    Inc.	 	Calabasas
    Harvest Fund, LLC	 	2000 Corporate
    Center Drive	 	0.00000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	Jian Yang;
    Xiyu Li	 	No	 	0	 	0	 	18,044	 	0	 	121,731	 	13,143	 	0	 	0	 	2,398	 	0	 	8,904	 	17,390	 	2,629	 	0	 	Springing	 	0	 	Yes	 	Office	 	Yes	 	11/6/2025
	25	 	BSP	 	Observation
    Point Investors, LLC	 	4104 South
    130th East Avenue	 	0.00000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	Greg Wright;
    Greg Wright, as Trustee of the Wright Family Revocable Trust, dated June 3, 2004; R. Royce Wright; R. Royce Wright, as Co-Trustee
    of the 2009 Revocable Trust of Argentia S. Wright, dated April 1, 2009	 	No	 	0	 	0	 	0	 	0	 	114,762	 	158,661	 	0	 	1,549,510	 	8,333	 	0	 	0	 	10,433	 	13,222	 	0	 	0	 	0	 	Yes	 	Multifamily	 	Yes	 	10/6/2025
	26	 	Walker &
    Dunlop	 	Sundown
    Capital, LLC	 	15300-15500
    West Beloit Road	 	0.04000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	Steven W.
    Doran	 	No	 	0	 	0	 	0	 	0	 	66,005	 	14,778	 	0	 	782,152	 	2,106	 	0	 	7,559	 	16,501	 	1,847	 	0	 	Springing	 	0	 	Yes	 	Retail	 	Yes	 	8/1/2025
	27	 	The Bancorp
    Bank	 	Centergate
    Properties, LLC	 	5808 Bee
    Ridge Road	 	0.05000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	Sally H.
    Bailey, L. Blair Bailey & S. Brooke Bailey	 	No	 	131,736	 	88,428	 	0	 	0	 	0	 	68,293	 	0	 	0	 	1,125	 	0	 	3,749	 	13,420	 	6,829	 	0	 	0	 	0	 	Yes	 	Retail	 	Yes	 	11/5/2025
	28	 	BSP	 	Broyhill
    Exec-Greensboro PMC, LLC; Broymed Greensboro PMC, LLC; Flagship Greensboro PMC, LLC; WCF Greensboro, LLC	 	1002 North
    Church Street	 	0.00000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	Flagship
    Healthcare Real Estate Fund, LLC	 	No	 	0	 	0	 	0	 	500,000	 	14,486	 	14,348	 	0	 	0	 	1,144	 	0	 	Springing	 	14,486	 	1,594	 	0	 	Springing	 	0	 	Yes	 	Office	 	Yes	 	8/6/2025
	29	 	BSP	 	SV II Partners,
    Ltd.	 	20211 Huebner
    Road	 	0.04000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	Atlantic
    Housing Foundation, Inc.	 	No	 	0	 	0	 	0	 	0	 	0	 	24,173	 	300,000	 	0	 	3,250	 	0	 	0	 	0	 	3,453	 	0	 	0	 	0	 	Yes	 	Multifamily	 	Yes	 	9/6/2025
	30	 	Column Financial,
    Inc.	 	Cambria
    Alamosa Investors LLC	 	2833-2949
    East Desert Inn Road	 	0.00000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	Shahrod
    Yari	 	No	 	0	 	123,063	 	0	 	0	 	5,231	 	16,433	 	0	 	0	 	1,294	 	0	 	8,089	 	5,231	 	1,369	 	0	 	Springing	 	10	 	Yes	 	Retail	 	Yes	 	9/1/2025
	31	 	The Bancorp
    Bank	 	Gils Shopping
    Center Investments, LLC	 	2125 West
    Highway 70	 	0.04000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	Mark Vakili,
    Moshen Sharif & Albert Minoofar	 	No	 	0	 	0	 	0	 	0	 	22,820	 	5,885	 	0	 	0	 	2,683	 	0	 	4,968	 	4,564	 	Springing	 	0	 	0	 	0	 	Yes	 	Retail	 	Yes	 	8/5/2025
	32	 	The
    Bancorp Bank	 	Advantage
    U.S. Holdings, L.L.C., Advantage U.S. Holdings II, L.L.C., Advantage U.S. Holdings IIA, L.L.C. & Advantage U.S. Holdings
    III, L.L.C.	 	Various	 	0.00000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	Jeffrey
    S. Kinder & David C. Parr	 	No	 	0	 	10,813	 	0	 	0	 	152,160	 	3,572	 	0	 	0	 	2,996	 	0	 	0	 	18,091	 	3,572	 	0	 	0	 	0	 	Yes	 	Self
    Storage	 	Yes	 	8/5/2025
	32.01	 	The
    Bancorp Bank	 	 	 	2938
    Walden Avenue	 	 	 	 	 	 	 	 	 	Fee	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	Self
    Storage	 	 	 	 
	32.02	 	The
    Bancorp Bank	 	 	 	1570
    Marion Quimby Drive	 	 	 	 	 	 	 	 	 	Fee	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	Self
    Storage	 	 	 	 
	32.03	 	The
    Bancorp Bank	 	 	 	1715
    Piney Creek Road	 	 	 	 	 	 	 	 	 	Fee	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	Self
    Storage	 	 	 	 
	32.04	 	The
    Bancorp Bank	 	 	 	10
    Council Drive	 	 	 	 	 	 	 	 	 	Fee	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	Self
    Storage	 	 	 	 
	32.05	 	The
    Bancorp Bank	 	 	 	528
    Thompson Creek Road	 	 	 	 	 	 	 	 	 	Fee	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	Self
    Storage	 	 	 	 
	32.06	 	The
    Bancorp Bank	 	 	 	112
    Cheslou Road	 	 	 	 	 	 	 	 	 	Fee	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	Self
    Storage	 	 	 	 
	33	 	Walker &
    Dunlop	 	TBP Buckingham
    LLC	 	1332 South
    Plano Road	 	0.04000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	Jon Goldberg,
    Leo Bernstein	 	No	 	0	 	92,812	 	0	 	285,750	 	0	 	10,596	 	0	 	0	 	2,505	 	0	 	4,978	 	18,803	 	5,298	 	0	 	Springing	 	0	 	Yes	 	Retail	 	Yes	 	11/1/2025
	34	 	Column Financial,
    Inc.	 	Linmark
    Oaks, LLC	 	127 Plantation
    Drive West	 	0.00000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	Marc A.
    Harvey	 	No	 	3,000	 	3,375	 	0	 	0	 	70,725	 	28,343	 	0	 	1,209,233	 	3,000	 	0	 	0	 	8,841	 	5,988	 	0	 	0	 	0	 	Yes	 	Multifamily	 	Yes	 	8/6/2025
	35	 	MC-FiveMile	 	Beacon’s
    Bay Mobile Home Park, LLC; Wicomico I, LLC, Wicomico II, LLC and Nassau Woods MHP, LLC	 	Various	 	0.00000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	John
    A. Franklin	 	No	 	0	 	171,875	 	0	 	0	 	5,163	 	12,943	 	0	 	0	 	2,788	 	0	 	0	 	5,163	 	3,236	 	0	 	0	 	0	 	Yes	 	Manufactured
    Housing	 	Yes	 	11/6/2025
	35.01	 	MC-FiveMile	 	 	 	1602
    Dean Forest Road	 	 	 	 	 	 	 	 	 	Fee	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	Manufactured
    Housing	 	 	 	 
	35.02	 	MC-FiveMile	 	 	 	2966
    Crewe Road & 3108 Williams Landing Road	 	 	 	 	 	 	 	 	 	Fee	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	Manufactured
    Housing	 	 	 	 
	35.03	 	MC-FiveMile	 	 	 	3085
    Ambrose Road	 	 	 	 	 	 	 	 	 	Fee	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	Manufactured
    Housing	 	 	 	 



 






        	 



     


    

 


	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	UPFRONT
    ESCROW	 	 PERIODIC
    ESCROW 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Loan
    ID #	 	Originator/Loan
    Seller	 	Mortgagor
    Name	 	Property
    Address	 	Subservicing
    Fee	 	Accrual
    Type	 	ARD
    Loan (Y/N)	 	Revised
    Rate (%)	 	Title
    Type	 	Crossed
    Collateralized Loan	 	Cross
    Defaulted Loan	 	Guarantor	 	Letter
    of Credit	 	Upfront
    CapEx Reserve	 	Upfront
    Eng. Reserve	 	Upfront
    Envir. Reserve	 	Upfront
    TI/LC Reserve	 	Upfront
    RE Tax Reserve	 	Upfront
    Ins. Reserve	 	Upfront
    Debt Service Reserve	 	Upfront
    Other Reserve	 	 Monthly
    Capex Reserve 	 	 Monthly
    Envir. Reserve 	 	 Monthly
    TI/LC Reserve 	 	 Monthly
    RE Tax Reserve 	 	 Monthly
    Ins. Reserve 	 	 Monthly
    Debt Service Reserve 	 	 Monthly
    Other Reserve 	 	Grace
    (Late Payment)	 	Cash-Management
    Account or Lockbox In-place	 	General
    Property Type	 	Defeasance
    Permitted	 	Final
    Maturity Date
	36	 	The Bancorp
    Bank	 	Mainstreet
    Partners, LC	 	20 North
    Main Street	 	0.00000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	Gilbert
    Jennings & Larry Gardner	 	No	 	0	 	1,250	 	0	 	191,224	 	0	 	1,366	 	0	 	0	 	1,391	 	0	 	6,954	 	14,342	 	1,366	 	0	 	0	 	0	 	Yes	 	Office	 	Yes	 	11/5/2025
	37	 	BSP	 	Plymouth
    Crossing Associates	 	4110 Butler
    Pike	 	0.00000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	William
    Peter R. Cross	 	No	 	0	 	0	 	0	 	0	 	24,071	 	13,408	 	0	 	300,000	 	2,564	 	0	 	3,917	 	8,024	 	1,219	 	0	 	0	 	0	 	Yes	 	Industrial	 	Yes	 	10/6/2025
	38	 	BSP	 	Sandstone
    Fossil Creek Associates, LLC; Buena Sands Fossil Creek, LLC	 	4296-4398
    Western Center Boulevard	 	0.00000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	Eri S. Kroh	 	No	 	0	 	0	 	0	 	400,000	 	188,596	 	14,643	 	0	 	200,000	 	1,142	 	0	 	2,854	 	18,860	 	1,331	 	0	 	0	 	0	 	Yes	 	Retail	 	Yes	 	10/6/2025
	39	 	BSP	 	VFC III
    Industrial Buildings L.L.C.	 	7705, 7715
    & 7725 Commercial Way	 	0.00000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	DT GRAT
    CS, LLC	 	No	 	0	 	0	 	0	 	325,000	 	11,578	 	14,259	 	0	 	0	 	941	 	0	 	4,706	 	5,789	 	1,296	 	0	 	0	 	0	 	Yes	 	Industrial	 	Yes	 	10/6/2025
	40	 	Column Financial,
    Inc.	 	Nexus Snoqualmie
    LLC	 	8226 Bracken
    Place Southeast	 	0.00000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	Michael
    J. Reidy	 	No	 	0	 	36,250	 	0	 	1,250,000	 	62,539	 	10,868	 	0	 	0	 	1,278	 	0	 	6,388	 	10,423	 	1,208	 	0	 	Springing	 	0	 	Yes	 	Office	 	Yes	 	9/6/2025
	41	 	The Bancorp
    Bank	 	Yarbrough
    Plaza Development LLLP	 	10501 Gateway
    West	 	0.05000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	Craig F.
    Eisenberg	 	No	 	0	 	15,000	 	0	 	0	 	74,738	 	13,219	 	0	 	0	 	Springing	 	0	 	Springing	 	10,677	 	2,644	 	0	 	0	 	0	 	Yes	 	Retail	 	Yes	 	8/5/2025
	42	 	Column Financial,
    Inc.	 	ROCO-Arlington
    Place, LLC	 	116 East
    Edgebrook Drive	 	0.00000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	Tyler Ross
    and Michael Colman	 	No	 	0	 	2,500	 	0	 	0	 	99,286	 	26,079	 	0	 	0	 	5,884	 	0	 	0	 	9,929	 	13,039	 	0	 	0	 	5	 	Yes	 	Multifamily	 	Yes	 	10/1/2025
	43	 	Walker &
    Dunlop	 	BRIT-Southgate
    LLC	 	4500 Southgate
    Place	 	0.04000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	BRIT Limited
    Partnership	 	No	 	60,000	 	0	 	0	 	225,000	 	43,836	 	0	 	0	 	0	 	Springing	 	0	 	Springing	 	8,767	 	Springing	 	0	 	Springing	 	0	 	Yes	 	Industrial	 	No	 	10/1/2025
	44	 	Column Financial,
    Inc.	 	Mallard
    Landing Apartments (Delaware) LLC	 	4151-4187 Market
    Street Northeast	 	0.00000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	Michael
    D Hummel	 	No	 	0	 	244,688	 	0	 	0	 	38,373	 	20,676	 	0	 	0	 	3,600	 	0	 	0	 	9,593	 	2,068	 	0	 	0	 	0	 	Yes	 	Multifamily	 	Yes	 	9/6/2025
	45	 	BSP	 	Jai BWI
    Airport, LLC	 	1717 West
    Nursery Road	 	0.00000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	Vinay B.
    Patel; Ashok Lodha	 	No	 	0	 	0	 	0	 	0	 	29,007	 	3,278	 	0	 	27,329	 	1/12th
    of 4% of the greater of (i) gross revenues in the preceding calendar year or (ii) the projected gross revenues for the current
    calendar year	 	0	 	0	 	9,669	 	3,278	 	0	 	3,416	 	0	 	Yes	 	Hotel	 	Yes	 	9/6/2025
	46	 	The
    Bancorp Bank	 	Niu
    Enterprises LLC	 	Various	 	0.00000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	Jia
    Lin Niu	 	No	 	0	 	0	 	0	 	0	 	4,266	 	6,135	 	0	 	0	 	554	 	0	 	1,668	 	4,266	 	614	 	0	 	0	 	0	 	Yes	 	Retail	 	Yes	 	11/5/2025
	46.01	 	The
    Bancorp Bank	 	 	 	102-104
    Samish Way	 	 	 	 	 	 	 	 	 	Fee	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	Retail	 	 	 	 
	46.02	 	The
    Bancorp Bank	 	 	 	8014
    Lake City Way Northeast	 	 	 	 	 	 	 	 	 	Fee	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	Retail	 	 	 	 
	46.03	 	The
    Bancorp Bank	 	 	 	2756
    Northeast 45th Street	 	 	 	 	 	 	 	 	 	Fee	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	Retail	 	 	 	 
	47	 	BSP	 	Sky ATL,
    LLC	 	5070 Phillip
    Lee Drive Southwest	 	0.00000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	Sky Management
    Services LLC	 	No	 	0	 	0	 	0	 	0	 	169,563	 	0	 	0	 	212,311	 	3,340	 	0	 	8,350	 	15,415	 	0	 	0	 	Springing	 	0	 	Yes	 	Industrial	 	Yes	 	9/6/2025
	48	 	Walker &
    Dunlop	 	BRIT-Dorsey
    III LLC	 	6797 Deerpath
    Road	 	0.04000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	BRIT Limited
    Partnership	 	No	 	45,000	 	0	 	0	 	241,350	 	0	 	0	 	0	 	0	 	Springing	 	0	 	Springing	 	6,309	 	Springing	 	0	 	Springing	 	0	 	Yes	 	Office	 	No	 	10/1/2025
	49	 	The Bancorp
    Bank	 	Pro’s Zaragoza
    Real Estate, LLC	 	703 North
    Zaragoza Road	 	0.06000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	Michael
    Provenzano, Jr. & Michael Provenzano III	 	No	 	0	 	16,250	 	0	 	0	 	136,454	 	10,110	 	0	 	0	 	966	 	0	 	6,441	 	13,645	 	1,123	 	0	 	0	 	0	 	Yes	 	Retail	 	Yes	 	11/5/2025
	50	 	BSP	 	Akshar Investments,
    Inc.	 	385 Ruin
    Creek Road	 	0.00000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	Hiren Patel;
    Balkrishna Patel	 	No	 	0	 	6,938	 	0	 	0	 	41,913	 	10,948	 	0	 	61,926	 	1/12th
    of 4% of the greater of (i) gross revenues in the preceding calendar year or (ii) the projected gross revenues for the current
    calendar year	 	0	 	0	 	4,657	 	1,369	 	0	 	Springing	 	0	 	Yes	 	Hotel	 	Yes	 	9/6/2025
	51	 	BSP	 	Bella Roe
    Lots 1 and 4 07 A, LLC	 	4950 Roe
    Boulevard	 	0.05000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	Alan C.
    Fox	 	No	 	0	 	0	 	0	 	0	 	80,792	 	0	 	0	 	0	 	1,115	 	0	 	3,329	 	20,198	 	Springing	 	0	 	Springing	 	0	 	Yes	 	Retail	 	Yes	 	9/6/2025
	52	 	Column Financial,
    Inc.	 	Merchant
    Development, L.L.C.	 	7767 Elm
    Creek Boulevard	 	0.05000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	Patrick
    M. Gannon, Dennis W. Cornelius. Todd Christopherson, James F. Winkels, Gordon J. Schmitz, Michael b. Pagh	 	No	 	0	 	24,375	 	0	 	0	 	24,551	 	1,894	 	0	 	323,550	 	968	 	0	 	7,259	 	24,551	 	1,894	 	0	 	Springing	 	0	 	Yes	 	Office	 	Yes	 	11/6/2025
	53	 	BSP	 	Livermore
    Hotel Group, LLC	 	3759 North
    Expressway 83	 	0.00000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	Harminder
    Singh, Parminder Singh	 	No	 	0	 	0	 	0	 	0	 	102,260	 	8,679	 	0	 	1,000,000	 	1/12th
    of 4% of the greater of (i) gross revenues in the preceding calendar year or (ii) the projected gross revenues for the current
    calendar year	 	0	 	0	 	8,522	 	4,340	 	0	 	0	 	0	 	Yes	 	Hotel	 	Yes	 	9/6/2025
	54	 	Column Financial,
    Inc.	 	Cobblestone
    Apartments Partners LLC	 	201, 203, 207,
    and 209 Colorado Street	 	0.00000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	Deanna L.
    Hanson; Scott R. Dahlberg	 	No	 	1,667	 	4,125	 	0	 	0	 	75,833	 	0	 	0	 	0	 	1,667	 	0	 	0	 	14,209	 	1,483	 	0	 	monthly
    amount set forth in the approved annual budget	 	0	 	Yes	 	Multifamily	 	Yes	 	8/6/2025
	55	 	BSP	 	Miami DD
    101 Blue LLC	 	101 Northeast
    40th Street	 	0.00000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	Edward Gindi;
    Isaac A. Gindi	 	No	 	3,719	 	0	 	0	 	0	 	58,168	 	3,994	 	250,019	 	0	 	0	 	0	 	0	 	5,518	 	333	 	0	 	Springing	 	0	 	Yes	 	Retail	 	No	 	9/6/2020
	56	 	Column Financial,
    Inc.	 	Richmond
    Road Partners, LLC	 	4834-4850
    Richmond Road	 	0.00000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	Gregg S.
    Levy, Steven Passov, and Bradley T. Kowit	 	No	 	0	 	0	 	0	 	0	 	9,915	 	3,269	 	0	 	0	 	400	 	0	 	2,000	 	5,656	 	467	 	0	 	Springing	 	0	 	Yes	 	Mixed
    Use	 	Yes	 	8/1/2025
	57	 	The Bancorp
    Bank	 	Expressway
    Plaza Shops, Ltd.	 	1200 Lowes
    Boulevard	 	0.00000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	Andrew M.
    Kaplan	 	No	 	37,200	 	9,500	 	0	 	0	 	7,129	 	8,714	 	0	 	0	 	634	 	0	 	2,185	 	3,564	 	871	 	0	 	0	 	0	 	Yes	 	Retail	 	Yes	 	11/5/2025
	58	 	The Bancorp
    Bank	 	Wakeman
    Family 1, LLC; Tweedy I, LLC & Wildiris Investment I, LLC	 	9401 Statesville
    Road	 	0.05000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	Jeffrey
    Wakeman, Dale E. Tweedy & Ann L. Vano	 	No	 	0	 	0	 	0	 	100,000	 	53,462	 	355	 	0	 	0	 	459	 	0	 	1,529	 	5,940	 	355	 	0	 	0	 	0	 	Yes	 	Retail	 	Yes	 	10/5/2025
	59	 	MC-FiveMile	 	Michigan
    AA & NM, LLC	 	Various	 	0.00000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	David
    H. Reynolds	 	No	 	0	 	19,860	 	0	 	0	 	19,535	 	1,776	 	0	 	0	 	1,151	 	0	 	0	 	6,512	 	888	 	0	 	0	 	0	 	Yes	 	Manufactured
    Housing	 	Yes	 	10/6/2025
	59.01	 	MC-FiveMile	 	 	 	1267
    Avenue A	 	 	 	 	 	 	 	 	 	Fee	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	Manufactured
    Housing	 	 	 	 
	59.02	 	MC-FiveMile	 	 	 	2701
    Huizenga Street	 	 	 	 	 	 	 	 	 	Fee	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	Manufactured
    Housing	 	 	 	 
	60	 	Column Financial,
    Inc.	 	Hideaway
    Partners, LLLP	 	2206 Chaney
    Drive	 	0.00000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	Frank Struchen;
    David Marger	 	No	 	0	 	62,500	 	0	 	0	 	83,392	 	6,038	 	0	 	135,000	 	1,667	 	0	 	0	 	8,339	 	3,019	 	0	 	Springing	 	0	 	Yes	 	Manufactured
    Housing	 	Yes	 	8/6/2025
	61	 	Column Financial,
    Inc.	 	Country
    Club Urmta LLC	 	1940 and
    1950 South Country Club Drive	 	0.00000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	Thomas Ahdoot	 	No	 	0	 	0	 	0	 	0	 	15,938	 	8,290	 	0	 	212,000	 	502	 	0	 	5,015	 	7,969	 	691	 	0	 	Springing	 	0	 	Yes	 	Office	 	Yes	 	11/6/2025
	62	 	The Bancorp
    Bank	 	Wakeman
    Family 2, LLC; Tweedy 2, LLC & Wildiris 2, LLC	 	840 Concord
    Parkway North	 	0.05000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	Jeffrey
    Wakeman, Dale E. Tweedy & Ann L. Vano	 	No	 	0	 	0	 	0	 	0	 	28,749	 	311	 	0	 	0	 	647	 	0	 	2,156	 	3,194	 	311	 	0	 	0	 	0	 	Yes	 	Retail	 	Yes	 	10/5/2025
	63	 	Column Financial,
    Inc.	 	Rithy Ohio
    4314, LLC	 	4314 Dresden
    Street	 	0.00000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	Konstantinos
    Schoinas; John Peter Bertakis; Nektarios Manos; Pantelis Alexelis	 	No	 	110,000	 	42,350	 	0	 	0	 	17,313	 	11,408	 	0	 	0	 	7,142	 	0	 	0	 	8,657	 	3,803	 	0	 	0	 	0	 	Yes	 	Multifamily	 	Yes	 	6/6/2025
	64	 	Walker &
    Dunlop	 	Old Orchard
    - Holt, LLC	 	4330 Keller
    Road	 	0.04000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	Jerry E.
    White	 	No	 	0	 	39,938	 	0	 	0	 	71,982	 	10,730	 	0	 	0	 	4,452	 	0	 	0	 	10,283	 	Springing	 	0	 	0	 	0	 	Yes	 	Multifamily	 	Yes	 	8/1/2025
	65	 	Column Financial,
    Inc.	 	445 Dolley
    Madison, LP	 	445 Dolley
    Madison Road	 	0.00000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	Maoz Goldshtein	 	No	 	25,000	 	0	 	0	 	150,000	 	18,260	 	2,975	 	0	 	0	 	Springing	 	0	 	Springing	 	6,087	 	595	 	0	 	0	 	0	 	Yes	 	Office	 	Yes	 	10/6/2025
	66	 	The Bancorp
    Bank	 	El Paseo
    Plaza Partners, LLC	 	3544-3630
    East Chapman Avenue	 	0.07000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	Roger C.
    Hobbs	 	No	 	0	 	83,125	 	0	 	0	 	15,699	 	844	 	0	 	0	 	216	 	0	 	1,440	 	5,233	 	422	 	0	 	0	 	0	 	Yes	 	Retail	 	Yes	 	11/5/2025
	67	 	The Bancorp
    Bank	 	Viole California
    Self Storage LLC	 	18716 Oxnard
    Street	 	0.00000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	Timothy
    P. Viole & Marian H. Viole	 	No	 	0	 	0	 	0	 	0	 	4,651	 	3,904	 	0	 	0	 	761	 	0	 	0	 	2,325	 	651	 	0	 	0	 	0	 	Yes	 	Self Storage	 	Yes	 	9/5/2025
	68	 	Column Financial,
    Inc.	 	103 Sherwood
    Hotel, LLC	 	103 Sherwood
    Drive	 	0.00000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	Jugal Purohit
    and Chandra Purohit	 	No	 	4,474	 	1,875	 	0	 	0	 	3,208	 	1,408	 	0	 	85,000	 	With each
    monthly payment occurring until and including April 6, 2016, 2% times the annual rent of the property for the prior 12 month
    period.  With each monthly payment date occurring on May 6, 2016 and thereafter, an amount equal to the greater
    of (i) 4%  times the annual rent of the property for the prior 12 month period or (ii) the monthly amount required
    to be reserved pursuant to the Franchise Agreement for the replacement of FF&E but excluding any amounts attributable
    to a PIP	 	0	 	0	 	3,208	 	1,408	 	0	 	2,237	 	0	 	Yes	 	Hotel	 	Yes	 	10/6/2025
	69	 	The Bancorp
    Bank	 	WG-Riverview,
    LLC	 	17071 Fort
    Street	 	0.00000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	James A.
    Devincenti & Deborah A. Devincenti	 	No	 	0	 	5,313	 	0	 	0	 	0	 	335	 	0	 	0	 	174	 	0	 	0	 	Springing	 	Springing	 	0	 	0	 	0	 	Yes	 	Retail	 	Yes	 	9/5/2025
	70	 	Column Financial,
    Inc.	 	Chancellor’s
    MHC LLC	 	800 South
    Santa Fe Avenue	 	0.00000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	Caddis Capital
    Investments LLC, Trico Fund III LLC	 	No	 	0	 	6,875	 	0	 	0	 	4,892	 	2,088	 	0	 	0	 	500	 	0	 	0	 	699	 	1,044	 	0	 	0	 	0	 	Yes	 	Manufactured
    Housing	 	Yes	 	10/6/2025
	71	 	The Bancorp
    Bank	 	Panther
    Center FIP LLC	 	14580 Global
    Parkway	 	0.00000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	George A.
    Graham	 	No	 	0	 	3,750	 	0	 	0	 	15,612	 	0	 	0	 	0	 	311	 	0	 	1,556	 	2,230	 	1,744	 	0	 	0	 	0	 	Yes	 	Industrial	 	Yes	 	10/5/2025
	72	 	The Bancorp
    Bank	 	University
    Square One, LLC	 	 7414
    & 7484 University Boulevard	 	0.00000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	Douglas
    F. Eshelman	 	No	 	0	 	438	 	0	 	0	 	34,886	 	11,512	 	0	 	0	 	211	 	0	 	772	 	3,876	 	959	 	0	 	0	 	0	 	Yes	 	Retail	 	Yes	 	10/5/2025
	73	 	MC-FiveMile	 	WSG SHOPPES
    LLC.	 	2035-2059
    West Center Street	 	0.00000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	J. Gregg
    Pritchard	 	No	 	0	 	1,313	 	0	 	0	 	1,269	 	5,444	 	0	 	0	 	314	 	0	 	1,045	 	1,269	 	454	 	0	 	0	 	0	 	Yes	 	Retail	 	Yes	 	9/6/2025
	74	 	MC-FiveMile	 	Crown Hill
    Associates, LLC	 	155 Crown
    Hill Road	 	0.00000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	David E.
    Noon and H. Richard Noon	 	No	 	0	 	275,796	 	0	 	0	 	67,874	 	11,924	 	0	 	150,000	 	1,540	 	0	 	3,141	 	6,787	 	1,987	 	0	 	0	 	0	 	Yes	 	Retail	 	No	 	9/6/2025
	75	 	BSP	 	Williamsburg
    Properties 76, LLC	 	500 East
    Eisenhower Parkway & 1601 Briarwood Circle 	 	0.00000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	Richard
    A. Roeser Marital Trust; James C. Beachum Revocable Trust U/A/D October 2, 1986	 	No	 	532	 	0	 	0	 	200,000	 	19,885	 	3,797	 	0	 	0	 	532	 	0	 	Springing	 	9,943	 	633	 	0	 	0	 	0	 	Yes	 	Office	 	Yes	 	8/6/2025
	76	 	The Bancorp
    Bank	 	Partridge
    Realty, LLC	 	1900, 1906
    & 1909 11th Avenue	 	0.00000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	Ruby H.
    Lindblad & Lee Eugene Lindblad	 	No	 	0	 	21,769	 	0	 	0	 	6,214	 	5,141	 	0	 	0	 	1,405	 	0	 	0	 	1,243	 	857	 	0	 	0	 	0	 	Yes	 	Multifamily	 	Yes	 	11/5/2025
	77	 	BSP	 	Williamson
    Developments, LLC; Williamson Development II, Inc.	 	Various	 	0.00000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	James
    Williamson; Charles Williamson	 	No	 	0	 	33,300	 	0	 	0	 	9,723	 	7,641	 	0	 	0	 	629	 	0	 	0	 	1,620	 	849	 	0	 	0	 	0	 	Yes	 	Manufactured
    Housing	 	Yes	 	11/6/2025
	77.01	 	BSP	 	 	 	100
    3rd Street Southwest	 	 	 	 	 	 	 	 	 	Fee	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	Manufactured
    Housing	 	 	 	 
	77.02	 	BSP	 	 	 	1049
    North Warpole Street	 	 	 	 	 	 	 	 	 	Fee	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	Manufactured
    Housing	 	 	 	 
	78	 	The Bancorp
    Bank	 	Fontana
    Retail Group, LLC	 	10515 Sierra
    Avenue	 	0.05000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	Ralph Borelli,
    Kelly Heil & John Della Penna	 	No	 	0	 	0	 	0	 	112,799	 	8,611	 	2,631	 	0	 	0	 	92	 	0	 	613	 	2,153	 	219	 	0	 	0	 	0	 	Yes	 	Retail	 	Yes	 	9/5/2025
	79	 	MC-FiveMile	 	NDI Quail
    Valley Partners, Ltd.	 	1306 FM
    Road 1092	 	0.00000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	Richard
    R. Nelson III and John C. Duffie	 	No	 	0	 	4,000	 	0	 	190,000	 	14,480	 	14,038	 	0	 	0	 	660	 	0	 	Springing	 	4,827	 	1,170	 	0	 	0	 	0	 	Yes	 	Industrial	 	Yes	 	10/6/2025
	80	 	BSP	 	Georgetowne
    Properties, LLC	 	31600 &
    31700 Telegraph Road	 	0.00000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	Richard
    A. Roeser Marital Trust; James C. Beachum Revocable Trust U/A/D October 2, 1986	 	No	 	597	 	0	 	0	 	200,000	 	8,576	 	4,717	 	0	 	0	 	597	 	0	 	Springing	 	8,576	 	674	 	0	 	0	 	0	 	Yes	 	Office	 	Yes	 	8/6/2025
	81	 	MC-FiveMile	 	RSA Cocoa
    LLC	 	2711 Clearlake
    Road	 	0.00000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	Richard
    Smith-Allen	 	No	 	0	 	1,250	 	0	 	0	 	22,666	 	3,002	 	0	 	7,000	 	511	 	0	 	1,047	 	1,889	 	1,501	 	0	 	0	 	0	 	Yes	 	Retail	 	Yes	 	10/6/2025
	82	 	The Bancorp
    Bank	 	Clermont
    Concepts, LLC	 	1640 US
    Highway 27	 	0.00000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	Keith Markes	 	No	 	0	 	0	 	0	 	0	 	0	 	1,563	 	0	 	0	 	115	 	0	 	1,151	 	Springing	 	Springing	 	0	 	0	 	0	 	Yes	 	Retail	 	Yes	 	10/5/2025
	83	 	Column Financial,
    Inc.	 	Dora Street
    Retirement Residence, LP	 	1199 South
    Dora Street	 	0.00000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	John D.
    Reynen; Belan K. Wagner 	 	No	 	1,826	 	2,313	 	0	 	0	 	17,908	 	8,669	 	0	 	0	 	1,826	 	0	 	0	 	2,985	 	1,648	 	0	 	0	 	0	 	Yes	 	Multifamily	 	Yes	 	7/6/2025
	84	 	The Bancorp
    Bank	 	Desiard
    Plaza, Ltd.	 	7929 Desiard
    Street	 	0.00000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	Hardam S.
    Azad	 	No	 	0	 	3,125	 	0	 	100,000	 	25,537	 	2,290	 	0	 	0	 	818	 	0	 	4,090	 	2,837	 	2,290	 	0	 	0	 	0	 	Yes	 	Retail	 	Yes	 	9/5/2025
	85	 	BSP	 	Hamilton
    Avenue LLC	 	5819, 5843
    Hamilton Avenue & 1613 Cedar Avenue	 	0.00000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	Daniel Frija;
    Yaacov Yosef Vanono	 	No	 	0	 	0	 	0	 	0	 	22,564	 	5,814	 	0	 	300,000	 	924	 	0	 	3,697	 	5,641	 	1,453	 	0	 	Springing	 	0	 	Yes	 	Retail	 	Yes	 	9/6/2025
	86	 	MC-FiveMile	 	Helios Realty
    Company	 	925-931
    North Front Street	 	0.00000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	St. John
    Holdings, Inc.	 	No	 	0	 	7,969	 	0	 	0	 	7,023	 	3,163	 	0	 	0	 	932	 	0	 	410	 	2,341	 	1,054	 	0	 	0	 	0	 	Yes	 	Multifamily	 	Yes	 	8/6/2025
	87	 	Column Financial,
    Inc.	 	Portage
    Park Apartments LLC	 	3555 Ash Street	 	0.00000%	 	Actual/360	 	No	 	0.00000%	 	Fee	 	No	 	No	 	Bryan Pritchard
    ; Matthew Van Arkel	 	No	 	10,000	 	11,570	 	0	 	0	 	13,067	 	3,223	 	0	 	0	 	1,100	 	0	 	0	 	3,267	 	1,611	 	0	 	0	 	0	 	Yes	 	Multifamily	 	Yes	 	8/6/2025




 


 






    	 



     


    



 


EXHIBIT C


 


FORM OF REQUEST FOR RELEASE

(for Trustee/Custodian/Certificate Administrator)


 


Loan Information:


Name of Mortgagor: __________________


Master Servicer Loan No.: __________________


Custodian/Trustee


Name: __________________


		Address:	__________________






		 	__________________





		 	__________________


Custodian/Trustee Mortgage File No.: __________________


[Seller]


Name: __________________


Address: __________________


 


__________________


 


		Certificates:	CSAIL 2015-C4 Commercial Mortgage Trust, Commercial Mortgage Pass-Through Certificates, Series 2015-C4,
Class [____]



 


The undersigned [Master
Servicer][Special Servicer][Other Master Servicer][Other Special Servicer] hereby requests release from Wells Fargo Bank, National
Association, as Custodian, for the Holders of CSAIL 2015-C4 Commercial Mortgage Trust, Commercial Mortgage Pass-Through Certificates,
Series 2015-C4, of the documents referred to below (the “Documents”). All capitalized terms not otherwise
defined in this Request for Release shall have the meanings given them in the Pooling and Servicing Agreement, dated as of November
1, 2015 (the “Pooling and Servicing Agreement”), by and among Credit Suisse First Boston Mortgage Securities
Corp., as Depositor, Wells Fargo Bank, National Association, as Certificate Administrator, Wilmington Trust, National Association,
as Trustee, Pentalpha Surveillance LLC, as Operating Advisor, Wells Fargo Bank, National Association, as Master Servicer, and Midland
Loan Services, a Division of PNC Bank, National Association, as Special Servicer.


 


(  )   Note
dated _________, _____, in the original principal sum of $_____, made by _______, payable to, or endorsed to the order of, the
Trustee.


 


(  )   Mortgage
recorded on ____________ as instrument no. ________ in the County Recorder’s Office of the County of _______________, State
of _________________ in book/reel/docket ___________ of official records at page/image ________.


 


(  )   Deed
of Trust recorded on __________ as instrument no. ________ in the County Recorder’s Office of the County of ____________,
State of _______ in book/reel/docket ____________ of official records at page/image.


  






    	Exhibit C-1



    	 



    




 


(  )   Assignment
of Mortgage or Deed of Trust to the Trustee, recorded on _____________ as instrument no. _______ in the County Recorder’s
Office of the County of _________, State of _______ in book/reel/docket __________ of official records at page/image _____________.


 


(  )   Other
documents, including any amendments, assignments or other assumptions of the Note or Mortgage.


 


		(  )	___________________________



 


		(  )	___________________________



 


		(  )	___________________________



 


		(  )	___________________________



 


The undersigned [Master
Servicer][Special Servicer][Other Master Servicer][Other Special Servicer] hereby acknowledges and agrees as follows:


 


(i)          The
[Master Servicer][Special Servicer][Other Master Servicer][Other Special Servicer] shall hold and retain possession of the Documents
in trust for the benefit of the Trustee, solely for the purposes provided in the Agreement.


 


(ii)         The
[Master Servicer][Special Servicer][Other Master Servicer][Other Special Servicer] shall not cause or permit the Documents to
become subject to, or encumbered by, any claim, liens, security interest, charges, writs of attachment or other impositions nor
shall the [Master Servicer][Special Servicer][Other Master Servicer][Other Special Servicer] assert or seek to assert any claims
or rights of set-off to or against the Documents or any proceeds thereof.


 


(iii)        The [Master Servicer][Special Servicer][Other Master Servicer][Other Special Servicer] shall return the Documents to the
Custodian when the need therefor no longer exists, unless the Mortgage Loan relating to the Documents has been liquidated and
the proceeds thereof have been remitted to the Collection Account and except as expressly provided in the Agreement.


 


(iv)        The Documents and any proceeds thereof, including any proceeds of proceeds, coming into the possession or control of the
[Master Servicer][Special Servicer][Other Master Servicer][Other Special Servicer] shall at all times be earmarked for the account
of the Trustee, and the [Master Servicer][Special Servicer][Other Master Servicer][Other Special Servicer] shall keep the Documents
and any proceeds separate and distinct from all other property in the [Master Servicer][Special Servicer][Other Master Servicer][Other
Special Servicer]’s possession, custody or control.


 






    	Exhibit C-2



    	 



    




 





	 	 	 
	 	[                    ]
	 	 	
	 	By:	 
	 	 	Name:
	 	 	Title:
	 	 	 
	 	Dated:







 



    	Exhibit C-3



    	 



    


 


EXHIBIT D



FORM OF DISTRIBUTION DATE STATEMENT


  


See Annex D to the Prospectus Supplement








 






    	Exhibit D-1



    	 



    




 


EXHIBIT E


 


FORM OF TRANSFER CERTIFICATE

FOR RULE 144A GLOBAL CERTIFICATE

TO TEMPORARY REGULATION S GLOBAL CERTIFICATE


 


(Exchanges or transfers pursuant to

Section 5.03(c) of the Pooling and Servicing Agreement)


 


Wells Fargo Bank, National
Association,





as Certificate Registrar





Sixth Street and Marquette
Avenue





Minneapolis, Minnesota 55479-0113





Attention: CMBS – CSAIL
2015-C4


 


		Re:	CSAIL 2015-C4 Commercial Mortgage Trust, Commercial
Mortgage Pass-Through Certificates, Series 2015-C4, Class [__]



 


Reference is hereby
made to the Pooling and Servicing Agreement, dated as of November 1, 2015 (the “Pooling and Servicing Agreement”),
by and among Credit Suisse First Boston Mortgage Securities Corp., as Depositor, Wells Fargo Bank, National Association, as Certificate
Administrator, Wilmington Trust, National Association, as Trustee, Pentalpha Surveillance LLC, as Operating Advisor, Wells Fargo
Bank, National Association, as Master Servicer, and Midland Loan Services, a Division of PNC Bank, National Association, as Special
Servicer. Capitalized terms used but not defined herein shall have the meanings given to them in the Pooling and Servicing Agreement.


 


This letter relates
to US $[______] aggregate [Certificate Balance] [Notional Amount] of the Class [__] Certificates (the “Certificates”)
which are held in the form of a beneficial interest in the Rule 144A Global Certificate of such Class (CUSIP No. [______])
with the Depository in the name of [insert name of Transferor] (the “Transferor”). The Transferor has requested
an exchange or transfer of such beneficial interest for a beneficial interest in the Temporary Regulation S Global Certificate
of such Class (CINS No. [______] and ISIN No. [______]) to be held with the Depository in the name of [Euroclear] [Clearstream]*
(Common Code No. [______]).


 


In connection with
such request and in respect of such Certificates, the Transferor does hereby certify that such exchange or transfer has been made
in compliance with the transfer restrictions set forth in the Pooling and Servicing Agreement and pursuant to and in accordance
with Regulation S (“Regulation S”) under the Securities Act of 1933, as amended (the “Securities
Act”), and accordingly the Transferor does hereby certify that:


 


(1)  the offer of
the Certificates was not made to a person in the United States;


 





 












*     Select appropriate
depository.


 










    	Exhibit E-1



    	 



    




 


[(2)  at the time
the buy order was originated, the transferee was outside the United States or the Transferor and any person acting on its behalf
reasonably believed and believes that the transferee was outside the United States;]**


 


[(2)  the transaction
was executed in, on or through the facilities of a designated offshore securities market and neither the Transferor nor any person
acting on its behalf knows that the transaction was pre-arranged with a buyer in the United States;]**


 


(3)    no directed
selling efforts have been made in contravention of the requirements of Rule 903(b) or 904(b) of Regulation S, as applicable;


 


(4)    the transaction
is not part of a plan or scheme to evade the registration requirements of the Securities Act; and


 


(5)    the transferee
is an institution.


 


We understand that
this certificate is required in connection with certain securities laws of the United States. In connection therewith, if administrative
or legal proceedings are commenced or threatened in connection with which this certificate is or would be relevant, we irrevocably
authorize you to produce this certificate to any interested party in such proceeding. This certificate and the statements contained
herein are made for your benefit and the benefit of the Depositor, Trustee, Operating Advisor, Certificate Administrator, Master
Servicer, Special Servicer and the Underwriters.








	 	 	 
	 	[Insert Name of Transferor]
	 	 	 
	 	By:	 
	 	 	Name:
	 	 	Title:










  





	Dated:	 	 







 





cc:  Credit Suisse First Boston Mortgage Securities Corp.




















 












 






**     Insert
one of these two provisions, which come from the definition of “offshore transaction” in Regulation S.





 




    	Exhibit E-2



    	 



    


 


EXHIBIT F


 


FORM OF TRANSFER CERTIFICATE

FOR RULE 144A GLOBAL CERTIFICATE

TO REGULATION S GLOBAL CERTIFICATE


 


(Exchange or transfers pursuant to

Section 5.03(d) of the Pooling and Servicing Agreement)


 


Wells Fargo Bank, National
Association,





as Certificate Registrar 


Sixth Street and Marquette
Avenue





Minneapolis, Minnesota 55479-0113





Attention: CMBS – CSAIL
2015-C4


 


		Re:	CSAIL 2015-C4 Commercial Mortgage Trust, Commercial
Mortgage Pass-Through Certificates, Series 2015-C4, Class [__]



 


Reference is hereby
made to the Pooling and Servicing Agreement, dated as of November 1, 2015 (the “Pooling and Servicing Agreement”),
by and among Credit Suisse First Boston Mortgage Securities Corp., as Depositor, Wells Fargo Bank, National Association, as Certificate
Administrator, Wilmington Trust, National Association, as Trustee, Pentalpha Surveillance LLC, as Operating Advisor, Wells Fargo
Bank, National Association, as Master Servicer, and Midland Loan Services, a Division of PNC Bank, National Association, as Special
Servicer. Capitalized terms used but not defined herein shall have the meanings given to them in the Pooling and Servicing Agreement.


 


This letter relates
to US $[______] aggregate [Certificate Balance] [Notional Amount] of the Class [__] Certificates (the “Certificates”)
which are held in the form of a beneficial interest in the Rule 144A Global Certificate of such Class (CUSIP No. [______])
with the Depository in the name of [insert name of Transferor] (the “Transferor”). The Transferor has requested
an exchange or transfer of such beneficial interest for a beneficial interest in the Regulation S Global Certificate of such
Class (CINS No. [______], ISIN No. [______], and Common Code No. [______]).


 


In connection with
such request and in respect of such Certificates, the Transferor does hereby certify that such exchange or transfer has been made
in compliance with the transfer restrictions set forth in the Pooling and Servicing Agreement and, (i) with respect to transfers
made in reliance on Regulation S (“Regulation S”) under the Securities Act of 1933, as amended (the
“Securities Act”), the Transferor does hereby certify that:


 


(1)  the offer of
the Certificates was not made to a person in the United States;


 









    	Exhibit F-1



    	 



    




 


[(2)  at the time
the buy order was originated, the transferee was outside the United States or the Transferor and any person acting on its behalf
reasonably believed and believes that the transferee was outside the United States;]*


 


[(2)  the transaction
was executed in, on or through the facilities of a designated offshore securities market and neither the Transferor nor any person
acting on its behalf knows that the transaction was pre-arranged with a buyer in the United States;] *


 


(3)   no directed
selling efforts have been made in contravention of the requirements of Rule 903(b) or 904(b) of Regulation S, as applicable;


 


(4)   the transaction
is not part of a plan or scheme to evade the registration requirements of the Securities Act; and


 


(5)   the transferee
is an institution.


 


or (ii) with respect to transfers
made in reliance on Rule 144 under the Securities Act, the Transferor does hereby certify that the Certificates are being transferred
in a transaction permitted by Rule 144 under the Securities Act.**


 


We understand that
this certificate is required in connection with certain securities laws of the United States. In connection therewith, if administrative
or legal proceedings are commenced or threatened in connection with which this certificate is or would be relevant, we irrevocably
authorize you to produce this certificate to any interested party in such proceeding. This certificate and the statements contained
herein are made for your benefit and the benefit of the Depositor, Trustee, Operating Advisor, Certificate Administrator, Master
Servicer, Special Servicer and the Underwriters.








	 	 	 
	 	[Insert Name of Transferor]
	 	 	 
	 	By:	 
	 	 	Name:
	 	 	Title:





  





	Dated:	 	 


 





cc:   Credit Suisse First Boston Mortgage Securities Corp.



  


 






*      Insert
one of these two provisions, which come from the definition of “offshore transaction” in Regulation S.


 


**    Select
(i) or (ii), as applicable.






  




    	Exhibit F-2



    	 



    


 


EXHIBIT G


 


FORM OF TRANSFER CERTIFICATE

FOR TEMPORARY REGULATION S GLOBAL CERTIFICATE

TO RULE 144A GLOBAL CERTIFICATE DURING RESTRICTED PERIOD


 


(Exchange or transfers pursuant to

Section 5.03(e) of the Pooling and Servicing Agreement)


 


Wells Fargo Bank, National
Association,





as Certificate Registrar





Sixth Street and Marquette
Avenue





Minneapolis, Minnesota 55479-0113





Attention: CMBS – CSAIL
2015-C4


 


		Re:	CSAIL 2015-C4 Commercial Mortgage Trust, Commercial
Mortgage Pass-Through Certificates, Series 2015-C4, Class [__]



 


Reference is hereby
made to the Pooling and Servicing Agreement, dated as of November 1, 2015 (the “Pooling and Servicing Agreement”),
by and among Credit Suisse First Boston Mortgage Securities Corp., as Depositor, Wells Fargo Bank, National Association, as Certificate
Administrator, Wilmington Trust, National Association, as Trustee, Pentalpha Surveillance LLC, as Operating Advisor, Wells Fargo
Bank, National Association, as Master Servicer, and Midland Loan Services, a Division of PNC Bank, National Association, as Special
Servicer. Capitalized terms used but not defined herein shall have the meanings given to them in the Pooling and Servicing Agreement.


 


This letter relates
to US $[______] aggregate [Certificate Balance][Notional Amount] of the Class [__] Certificates (the “Certificates”)
which are held in the form of a beneficial interest in the Temporary Regulation S Global Certificate of such Class (CINS No.
[______] and ISIN No. [______]) with [Euroclear] [Clearstream]* (Common Code [______]) through the Depository in the
name of [insert name of transferor] (the “Transferor”). The Transferor has requested an exchange or transfer
of such beneficial interest for a beneficial interest in the Rule 144A Global Certificate of such Class (CUSIP No. [______]).


 


In connection with
such request, and in respect of such Certificates, the Transferor does hereby certify that such Certificates are being exchanged
or transferred in accordance with Rule 144A (“Rule 144A”) under the Securities Act of 1933, as amended
(the “Securities Act”), to a transferee that the Transferor reasonably believes is purchasing the Certificates
for its own account, or for one or more accounts with respect to which the transferee exercises sole investment discretion, and
the transferee and any such account is a “qualified institutional buyer” within the meaning of Rule 144A in each
case in a transaction meeting the requirements of Rule 144A and in accordance with any applicable securities laws of any state
of the United States or other applicable jurisdiction.


 


 






*     Select appropriate depository.


 






    	Exhibit G-1



    	 



    

 





We understand that
this certificate is required in connection with certain securities laws of the United States. In connection therewith, if administrative
or legal proceedings are commenced or threatened in connection with which this certificate is or would be relevant, we irrevocably
authorize you to produce this certificate to any interested party in such proceeding. This certificate and the statements contained
herein are made for your benefit and the benefit of the Depositor, Trustee, Operating Advisor, Certificate Administrator, Master
Servicer, Special Servicer and the Underwriters.








	 	 	 
	 	[Insert Name of Transferor]
	 	 	 
	 	By:	 
	 	 	Name:
	 	 	Title:





 





	Dated:	 	 





 


cc:  Credit Suisse First Boston Mortgage Securities Corp.



  




    	Exhibit G-2



    	 



    


 


EXHIBIT H


 


FORM OF CERTIFICATION TO BE GIVEN BY

BENEFICIAL OWNER OF TEMPORARY

REGULATION S GLOBAL CERTIFICATE


 


(Exchanges pursuant to

Section 5.03(f) of the Pooling and Servicing Agreement)


 


Wells Fargo Bank, National
Association,





as Certificate Registrar





Sixth Street and Marquette
Avenue





Minneapolis, Minnesota 55479-0113

Attention: CMBS – CSAIL 2015-C4


 


		Re:	CSAIL 2015-C4 Commercial Mortgage Trust, Commercial
Mortgage Pass-Through Certificates, Series 2015-C4, Class [__]



 


Reference is hereby
made to the Pooling and Servicing Agreement, dated as of November 1, 2015 (the “Pooling and Servicing Agreement”),
by and among Credit Suisse First Boston Mortgage Securities Corp., as Depositor, Wells Fargo Bank, National Association, as Certificate
Administrator, Wilmington Trust, National Association, as Trustee, Pentalpha Surveillance LLC, as Operating Advisor, Wells Fargo
Bank, National Association, as Master Servicer, and Midland Loan Services, a Division of PNC Bank, National Association, as Special
Servicer. Capitalized terms used but not defined herein shall have the meanings given to them in the Pooling and Servicing Agreement.


 


[For purposes of acquiring
a beneficial interest in a Regulation S Global Certificate of the Class specified above after the expiration of the Restricted
Period,] [For purposes of receiving payments under a Temporary Regulation S Global Certificate of the Class specified above,]*
the undersigned holder of a beneficial interest in a Temporary Regulation S Global Certificate of the Class specified above
issued under the Pooling and Servicing Agreement certifies that it is an institution that is not a “U.S. person” as
defined by Regulation S under the Securities Act of 1933, as amended.


 


We undertake to advise
you promptly by facsimile on or prior to the date on which you intend to submit your corresponding certification relating to the
Certificates of the Class specified above held by you for our account if any applicable statement herein is not correct on such
date, and in the absence of any such notification it may be assumed that this certification applies as of such date.


 


We understand that
this certificate is required in connection with certain securities laws of the United States. In connection therewith, if administrative
or legal proceedings are commenced or threatened in connection with which this certificate is or would be relevant, we irrevocably
authorize you to produce this certificate to any interested party in such proceeding.


 





 



*     Select,
as applicable.


  






    	Exhibit H-1



    	 



    

 


This certificate and
the statements contained herein are made for your benefit and the benefit of the Depositor, Trustee, Operating Advisor, Certificate
Administrator, Master Servicer, Special Servicer and the Underwriters. 





	 	 	 	 	 	 
	 	Dated:	 	 	 
	 	 	 	 	 
	 	By:	 	 	 
	 	as, or as agent for, the holder of a beneficial interest in the Certificates to which this
certificate relates.	 







 







    	Exhibit H-2



    	 



    


 


EXHIBIT I


 


FORM OF TRANSFER CERTIFICATE

FOR NON-BOOK ENTRY CERTIFICATE

TO TEMPORARY REGULATION S GLOBAL CERTIFICATE


 


(Exchanges or transfers pursuant to

Section 5.03(g) of the Pooling and Servicing Agreement)


 


Wells Fargo Bank, National
Association,





as Certificate Registrar 


Sixth Street and Marquette
Avenue





Minneapolis, Minnesota 55479-0113

Attention: CMBS – CSAIL 2015-C4


 


		Re:	CSAIL 2015-C4 Commercial Mortgage Trust, Commercial
Mortgage Pass-Through Certificates, Series 2015-C4, Class [__]



 


Reference is hereby
made to the Pooling and Servicing Agreement, dated as of November 1, 2015 (the “Pooling and Servicing Agreement”),
by and among Credit Suisse First Boston Mortgage Securities Corp., as Depositor, Wells Fargo Bank, National Association, as Certificate
Administrator, Wilmington Trust, National Association, as Trustee, Pentalpha Surveillance LLC, as Operating Advisor, Wells Fargo
Bank, National Association, as Master Servicer, and Midland Loan Services, a Division of PNC Bank, National Association, as Special
Servicer. Capitalized terms used but not defined herein shall have the meanings given to them in the Pooling and Servicing Agreement.


 


This letter relates
to US $[______] aggregate [Certificate Balance] [Notional Amount] of the Class [__] Certificates (the “Certificates”)
which are held in the form of Non-Book Entry Certificates of such Class (CUSIP No. [______]) in the name of [insert name of Transferor]
(the “Transferor”). The Transferor has requested an exchange or transfer of such Non-Book Entry Certificates
for a beneficial interest in the Temporary Regulation S Global Certificate of such Class (CINS No. [______] and ISIN No. [______])
to be held with [Euroclear] [Clearstream]* (Common Code [______]) through the Depository.


 


In connection with
such request, and in respect of such Certificates, the Transferor does hereby certify that such exchange or transfer has been made
in compliance with the transfer restrictions set forth in the Pooling and Servicing Agreement and pursuant to and in accordance
with Regulation S (“Regulation S”) under the Securities Act of 1933, as amended (the “Securities
Act”), and accordingly the Transferor does hereby certify that:


 


(1)   the offer of
the Certificates was not made to a person in the United States;


  





 






*         Select
appropriate depository.


 






    	Exhibit I-1



    	 



    

  


[(2)  at the time
the buy order was originated, the transferee was outside the United States or the Transferor and any person acting on its behalf
reasonably believed and believes that the transferee was outside the United States;]**


 


[(2)  the transaction
was executed in, on or through the facilities of a designated offshore securities market and neither the Transferor nor any person
acting on its behalf knows that the transaction was pre-arranged with a buyer in the United States;] **


 


(3)    no directed
selling efforts have been made in contravention of the requirements of Rule 903(b) or 904(b) of Regulation S, as applicable;


 


(4)    the transaction
is not part of a plan or scheme to evade the registration requirements of the Securities Act; and


 


(5)    the transferee
is an institution.


 


We understand that
this certificate is required in connection with certain securities laws of the United States. In connection therewith, if administrative
or legal proceedings are commenced or threatened in connection with which this certificate is or would be relevant, we irrevocably
authorize you to produce this certificate to any interested party in such proceeding. This certificate and the statements contained
herein are made for your benefit and the benefit of the Depositor, Trustee, Operating Advisor, Certificate Administrator, Master
Servicer, Special Servicer and the Underwriters.





	 	 	 
	 	[Insert Name of Transferor]
	 	 	 
	 	By:	 
	 	 	Name:
	 	 	Title:





  





	Dated:	 	 





 


cc:  Credit Suisse First Boston Mortgage Securities Corp.


 





 









**    Insert one of these two provisions, which come from the definition of “offshore transaction” in Regulation
S.


 




    	Exhibit I-2



    	 



    

 


EXHIBIT J


 


FORM OF TRANSFER CERTIFICATE

FOR NON-BOOK ENTRY CERTIFICATE

TO REGULATION S GLOBAL CERTIFICATE


 


(Exchange or transfers pursuant to

Section 5.03(g) of the Pooling and Servicing Agreement)


 




Wells Fargo Bank, National
Association,





as Certificate Registrar





Sixth Street and Marquette
Avenue





Minneapolis, Minnesota 55479-0113

Attention: CMBS – CSAIL 2015-C4


 


		Re:	CSAIL 2015-C4 Commercial Mortgage Trust, Commercial
Mortgage Pass-Through Certificates, Series 2015-C4, Class [__]



 


Reference is hereby
made to the Pooling and Servicing Agreement, dated as of November 1, 2015 (the “Pooling and Servicing Agreement”),
by and among Credit Suisse First Boston Mortgage Securities Corp., as Depositor, Wells Fargo Bank, National Association, as Certificate
Administrator, Wilmington Trust, National Association, as Trustee, Pentalpha Surveillance LLC, as Operating Advisor, Wells Fargo
Bank, National Association, as Master Servicer, and Midland Loan Services, a Division of PNC Bank, National Association, as Special
Servicer. Capitalized terms used but not defined herein shall have the meanings given to them in the Pooling and Servicing Agreement.


 


This letter relates
to US $[______] aggregate [Certificate Balance] [Notional Amount] of the Class [__] Certificates (the “Certificates”)
which are held in the form of Non-Book Entry Certificates of such Class (CUSIP No. [______]) in the name of [insert name of Transferor]
(the “Transferor”). The Transferor has requested an exchange or transfer of such Non-Book Entry Certificates
for a beneficial interest in the Regulation S Global Certificate (CINS No. [______], ISIN No. [______], and Common Code No. [______]).


 


In connection with
such request, and in respect of such Certificates, the Transferor does hereby certify that such exchange or transfer has been made
in compliance with the transfer restrictions set forth in the Pooling and Servicing Agreement and, (i) with respect to transfers
made in reliance on Regulation S (“Regulation S”) under the Securities Act of 1933, as amended (the
“Securities Act”), the Transferor does hereby certify that:


 


(1)  the offer of
the Certificates was not made to a person in the United States;


 


[(2) at the time
the buy order was originated, the transferee was outside the United States or the Transferor and any person acting on its behalf
reasonably believed and believes that the transferee was outside the United States;]*


 





 






*      Insert
one of these two provisions, which come from the definition of “offshore transaction” in Regulation S.


  









    	Exhibit J-1



    	 



    

 





[(2) the transaction
was executed in, on or through the facilities of a designated offshore securities market and neither the Transferor nor any person
acting on its behalf knows that the transaction was pre-arranged with a buyer in the United States;] *


 


(3)  no directed
selling efforts have been made in contravention of the requirements of Rule 903(b) or 904(b) of Regulation S, as applicable;
and


 


(4)  the transaction
is not part of a plan or scheme to evade the registration requirements of the Securities Act; and


 


(5)  the transferee
is an institution.


 


or (ii) with respect to transfers
made in reliance on Rule 144 under the Securities Act, the Transferor does hereby certify that the Certificates are being
transferred in a transaction permitted by Rule 144 under the Securities Act.**


 


We understand that
this certificate is required in connection with certain securities laws of the United States. In connection therewith, if administrative
or legal proceedings are commenced or threatened in connection with which this certificate is or would be relevant, we irrevocably
authorize you to produce this certificate to any interested party in such proceeding. This certificate and the statements contained
herein are made for your benefit and the benefit of the Depositor, Trustee, Operating Advisor, Certificate Administrator, Master
Servicer, Special Servicer and the Underwriters.











	 	 	 
	 	[Insert Name of Transferor]
	 	 	 
	 	By:	 
	 	 	Name:
	 	 	Title:


  





	Dated:	 	 





 


cc:  Credit Suisse First Boston Mortgage Securities Corp.


 





 






**     Select
(i) or (ii), as applicable.


 




    	Exhibit J-2



    	 



    


 


EXHIBIT K


 


FORM OF TRANSFER CERTIFICATE

FOR NON-BOOK ENTRY CERTIFICATE

TO RULE 144A GLOBAL CERTIFICATE


 


(Exchange or transfers pursuant to

Section 5.03(g) of the Pooling and Servicing Agreement)


 


Wells Fargo Bank, National
Association,





as Certificate Registrar





Sixth Street and Marquette
Avenue





Minneapolis, Minnesota 55479-0113

Attention: CMBS – CSAIL 2015-C4


 


		Re:	CSAIL 2015-C4 Commercial Mortgage Trust, Commercial
Mortgage Pass-Through Certificates, Series 2015-C4, Class [__]



 


Reference is hereby
made to the Pooling and Servicing Agreement, dated as of November 1, 2015 (the “Pooling and Servicing Agreement”),
by and among Credit Suisse First Boston Mortgage Securities Corp., as Depositor, Wells Fargo Bank, National Association, as Certificate
Administrator, Wilmington Trust, National Association, as Trustee, Pentalpha Surveillance LLC, as Operating Advisor, Wells Fargo
Bank, National Association, as Master Servicer, and Midland Loan Services, a Division of PNC Bank, National Association, as Special
Servicer. Capitalized terms used but not defined herein shall have the meanings given to them in the Pooling and Servicing Agreement.


 


This letter relates
to US $[______] aggregate [Certificate Balance] [Notional Amount] of the Class [__] Certificates (the “Certificates”)
which are held in the form of Non-Book Entry Certificates of such Class (CUSIP No. [______]) in the name of [insert name of transferor]
(the “Transferor”). The Transferor has requested an exchange or transfer of such beneficial interest for a beneficial
interest in the Rule 144A Global Certificate of such Class (CUSIP No. [______]).


 


In connection with
such request, and in respect of such Certificates, the Transferor does hereby certify that such Certificates are being exchanged
or transferred in accordance with Rule 144A (“Rule 144A”) under the Securities Act of 1933, as amended
(the “Securities Act”), to a transferee that the Transferor reasonably believes is purchasing the Certificates
for its own account, or for one or more accounts with respect to which the transferee exercises sole investment discretion, and
the transferee and any such account is a “qualified institutional buyer” within the meaning of Rule 144A in each
case in a transaction meeting the requirements of Rule 144A and in accordance with any applicable securities laws of any state
of the United States or other applicable jurisdiction.


 


We understand that
this certificate is required in connection with certain securities laws of the United States. In connection therewith, if administrative
or legal proceedings are commenced or threatened in connection with which this certificate is or would be relevant, we


 






    	Exhibit K-1



    	 



    

 


irrevocably authorize
you to produce this certificate to any interested party in such proceeding. This certificate and the statements contained herein
are made for your benefit and the benefit of the Depositor, Trustee, Operating Advisor, Certificate Administrator, Master Servicer,
Special Servicer and the Underwriters. 





	 	 	 
	 	[Insert Name of Transferor]
	 	 	 
	 	By:	 
	 	 	Name:
	 	 	Title:


  





	Dated:	 	 


  





cc:  Credit Suisse First Boston Mortgage Securities Corp.


 




    	Exhibit K-2



    	 



    


 


EXHIBIT L-1


 


FORM OF TRANSFEREE AFFIDAVIT


 


AFFIDAVIT PURSUANT TO

SECTIONS 860D(a)(6)(A) AND 860E(e)(4) OF

THE INTERNAL REVENUE CODE OF 1986, AS AMENDED


 





Wells Fargo Bank, National
Association,





as Certificate Registrar





Sixth Street and Marquette
Avenue





Minneapolis, Minnesota 55479-0113

Attention: CMBS – CSAIL 2015-C4


 








	 	Re:	CSAIL 2015-C4 Commercial Mortgage Trust,
    Commercial Mortgage Pass-Through Certificates, Series 2015-C4 (the “Certificates”) issued pursuant to the
    Pooling and Servicing Agreement, dated as of November 1, 2015 (the “Pooling and Servicing Agreement”),
    by and among Credit Suisse First Boston Mortgage Securities Corp., as Depositor, Wells Fargo Bank, National Association, as
    Certificate Administrator, Wilmington Trust, National Association, as Trustee, Pentalpha Surveillance LLC, as Operating Advisor,
    Wells Fargo Bank, National Association, as Master Servicer, and Midland Loan Services, a Division of PNC Bank, National
    Association, as Special Servicer.	 





















	 	 	 
	STATE OF	)	 
	 	)	ss.:
	COUNTY OF	)	 










 


Capitalized terms
not defined herein shall have the meaning ascribed to them in the Pooling and Servicing Agreement.


 


I, [______], under
penalties of perjury, declare that, to the best of my knowledge and belief, the following representations are true, correct and
complete, and being first sworn, depose and say that:


 


1.    I am a [______]
of [______] (the “Purchaser”), on behalf of which I have the authority to make this affidavit.


 


2.    The Purchaser
is acquiring Class R Certificates representing [__]% of the residual interest in each of the real estate mortgage investment
conduits (each, a “REMIC”) designated as the “Lower-Tier REMIC” and “Upper-Tier
REMIC”, respectively, relating to the Certificates for which an election is to be made under Section 860D of the
Internal Revenue Code of 1986 (the “Code”).


 


3.    The Purchaser
is not a “Disqualified Organization” (as defined below), and that the Purchaser is not acquiring the Class R
Certificates for the account of, or as agent or nominee of, or with a view to the transfer of direct or indirect record or beneficial
ownership thereof, to a Disqualified Organization. For the purposes hereof, a Disqualified Organization is any of the


 






    	Exhibit L-1-1



    	 



    

 


following:
(a) the United States, a State or any political subdivision of a State, any possession of the United States or any agency
or instrumentality of any of the foregoing (other than an instrumentality that is a corporation if all of its activities are subject
to tax and, except for the Federal Home Loan Mortgage Corporation, a majority of its board of directors is not selected by any
such governmental unit), (b) a foreign government, International Organization or agency or instrumentality of either of the
foregoing, (c) an organization that is exempt from tax imposed by Chapter 1 of the Code (including the tax imposed by Code
Section 511 on unrelated business taxable income) on any excess inclusions (as defined in Code Section 860E(c)(1)) with respect
to the Class R Certificates (except certain farmers’ cooperatives described in Code Section 521), (d) rural electric
and telephone cooperatives described in Code Section 1381(a)(2) or (e) any other Person so designated by the Certificate Registrar
based upon an opinion of counsel to the effect that any transfer to such Person may cause either Trust REMIC to be subject to tax
or to fail to qualify as a REMIC at any time that the Certificates are outstanding. The terms “United States”,
“State” and “international organization” shall have the meanings set forth in Section 7701
of the Code.


 


4.     The Purchaser
acknowledges that Section 860E(e) of the Code would impose a substantial tax on the transferor or, in certain circumstances,
on an agent for the transferee, with respect to any transfer of any interest in any Class R Certificates to a Disqualified
Organization.


 


5.     The Purchaser
is a Permitted Transferee. For the purpose hereof, a “Permitted Transferee” is any Person or agent of such Person
other than (a) a Disqualified Organization, (b) any other Person so designated by the Certificate Registrar who is unable to provide
an Opinion of Counsel (provided at the expense of such Person or the Person requesting the transfer) to the effect that the transfer
of an ownership interest in any Class R Certificate to such Person will not cause either Trust REMIC to fail to qualify as
a REMIC at any time that the Certificates are outstanding, (c) a Disqualified Non-U.S. Tax Person, (d) an entity treated as
a U.S. partnership if any of its partners, directly or indirectly (other than through a U.S. corporation) is (or is permitted to
be under the partnership agreement) a Disqualified Non-U.S. Tax Person or (e) a U.S. Tax Person with respect to which income
from a Class R Certificate is attributable to a foreign permanent establishment or fixed base, within the meaning of an applicable
income tax treaty, of the transferee or any other U.S. Tax Person.


 


6.     No purpose of
the acquisition of the Class R Certificates is to impede the assessment or collection of tax.


 


7.     The Purchaser
will not cause income from the Class R Certificate to be attributable to a foreign permanent establishment or fixed base,
within the meaning of an applicable income tax treaty, of the Purchaser or any other U.S. Tax Person.


 


8.     Check the applicable
paragraph:


 


☐    The present value
of the anticipated tax liabilities associated with holding the Class R Certificate, as applicable, does not exceed the sum
of:


 


(i)    the present
value of any consideration given to the Purchaser to acquire such Class R Certificate;


 


(ii)   the present
value of the expected future distributions on such Class R Certificate; and


 









    	Exhibit L-1-2



    	 



    




 


(iii)  the present
value of the anticipated tax savings associated with holding such Class R Certificate as the related REMIC generates losses.


 


For purposes of this
calculation, (i) the Purchaser is assumed to pay tax at the highest rate currently specified in Section 11(b) of the
Code (but the tax rate in Section 55(b)(1)(B) of the Code may be used in lieu of the highest rate specified in Section 11(b)
of the Code if the Purchaser has been subject to the alternative minimum tax under Section 55 of the Code in the preceding
two years and will compute its taxable income in the current taxable year using the alternative minimum tax rate) and (ii) present
values are computed using a discount rate equal to the short-term Federal rate prescribed by Section 1274(d) of the Code for
the month of the transfer and the compounding period used by the Purchaser.


 


☐    The transfer
of the Class R Certificate complies with U.S. Treasury Regulations Sections 1.860E-1(c)(5) and (6) and, accordingly,


 


(i)    the Purchaser
is an “eligible corporation”, as defined in U.S. Treasury Regulations Section 1.860E-1(c)(6)(i), as to which income
from the Class R Certificate will only be taxed in the United States;


 


(ii)   at the time
of the transfer, and at the close of the Purchaser’s two fiscal years preceding the year of the transfer, the Purchaser had
gross assets for financial reporting purposes (excluding any obligation of a Person related to the Purchaser within the meaning
of U.S. Treasury Regulations Section 1.860E-1(c)(6)(ii)) in excess of $100 million and net assets in excess of $10 million;


 


(iii)  the Purchaser
will transfer the Class R Certificate only to another “eligible corporation”, as defined in Treasury Regulations
Section 1.860E-1(c)(6)(i), in a transaction that satisfies the requirements of Sections 1.860E-1(c)(4)(i), (ii) and (iii) and
Treasury Regulations Section 1.860E-1(c)(5); and


 


(iv)  the Purchaser
determined the consideration paid to it to acquire the Class R Certificate based on reasonable market assumptions (including,
but not limited to, borrowing and investment rates, prepayment and loss assumptions, expense and reinvestment assumptions, tax
rates and other factors specific to the Purchaser) that it has determined in good faith.


 


☐    None of the above.


 


9.     The Purchaser
historically has paid its debts as they have come due and intends to pay its debts as they come due in the future and the Purchaser
intends to pay taxes associated with holding the Class R Certificates as they become due.


 


10.   The Purchaser
understands that it may incur tax liabilities with respect to the Class R Certificate in excess of any cash flows generated
by such Certificate.


 


11.   The Purchaser
is aware that the Certificate Registrar will not register any transfer of a Class R Certificate by the Transferor unless the
Purchaser, or such Purchaser’s agent, delivers to the Certificate Registrar, among other things, an affidavit and agreement
in substantially the same form as this affidavit and agreement. The Purchaser expressly agrees that it will not consummate any
such transfer to any Person that does not provide an affidavit and agreement in


 






    	Exhibit L-1-3



    	 



    

 


substantially the same form as this affidavit and
agreement or as to which the Purchaser has actual knowledge that such Person is not a Permitted Transferee or is acting as an agent
(including a broker, nominee or other middleman) for a Person that is not a Permitted Transferee.


 


12.   The Purchaser
represents that it is not acquiring the Class R Certificate as a nominee, trustee or agent for any Person that is not a Permitted
Transferee and that for so long as it retains its interest in the Class R Certificate, it will endeavor to remain a Permitted
Transferee.


 


13.   The Purchaser
consents to any additional restrictions or arrangements that shall be deemed necessary upon advice of counsel to constitute a reasonable
arrangement to ensure that the Class R Certificate will only be owned, directly or indirectly, by a Permitted Transferee.


 


14.   The Purchaser
has reviewed the provisions of Section 5.03 of the Pooling and Servicing Agreement, a description of which provisions is set
forth in the Class R Certificates; and the Purchaser expressly agrees to be bound by and to comply with such provisions.


 


15.   The Purchaser
consents to the designation of the Certificate Administrator as the agent of the Tax Matters Person of the Lower-Tier REMIC and Upper-Tier
REMIC pursuant to Section 4.04 of the Pooling and Servicing Agreement.


 


Capitalized terms
used but not defined herein have the meanings assigned thereto in the Pooling and Servicing Agreement.


 


IN WITNESS WHEREOF,
the Purchaser has caused this instrument to be duly executed on its behalf by its duly authorized officer this ___day of _________,
20__.








	 	 	 
	 	By:	 
	 	 	Name:
	 	 	Title:
	 	 	 
	 	By:	 
	 	 	Name:
	 	 	Title:













 


On this ____ day of
_______20__, before me, the undersigned, a Notary Public in and for the State of _______________, duly commissioned and sworn,
personally appeared ______________________ and ________________________, known or proved to me to be the same persons who executed
the foregoing instrument and to be _____________________________ and ___________________________, respectively, of the Purchaser,
and acknowledged to me that they executed the same as their respective free acts and deeds and as the free act and deed of the
Purchaser.


 






    	Exhibit L-1-4



    	 



    
















   





	 	 	 	 
	 	NOTARY PUBLIC in and for the
	 	State of _____________











 


	[SEAL]	 



 


My Commission expires:



 





 






  




    	Exhibit L-1-5



    	 



    








 


EXHIBIT L-2


 


FORM OF TRANSFEROR LETTER


 


[Date]


 


Wells Fargo Bank, National
Association,


as Certificate Registrar 


Sixth Street and Marquette
Avenue 


Minneapolis, Minnesota 55479-0113

Attention: CMBS – CSAIL 2015-C4


  


		Re:	CSAIL 2015-C4 Commercial Mortgage Trust, Commercial
Mortgage Pass-Through Certificates, Series 2015-C4, Class R	



 


Ladies and Gentlemen:


 


This letter is delivered
to you in connection with the transfer by [______] (the “Transferor”) to [______] (the “Transferee”) of
Class R Certificates evidencing a [__]% Percentage Interest in such Class (the “Residual Certificates”).
The Certificates, including the Residual Certificates, were issued pursuant to the Pooling and Servicing Agreement, dated as of
November 1, 2015 (the “Pooling and Servicing Agreement”), by and among Credit Suisse First Boston Mortgage Securities
Corp., as Depositor, Wells Fargo Bank, National Association, as Certificate Administrator, Wilmington Trust, National Association,
as Trustee, Pentalpha Surveillance LLC, as Operating Advisor, Wells Fargo Bank, National Association, as Master Servicer, and Midland
Loan Services, a Division of PNC Bank, National Association, as Special Servicer. All capitalized terms used but not otherwise
defined herein shall have the respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies,
represents and warrants to you, as Certificate Registrar, that:


 


(1) No purpose
of the Transferor relating to the transfer of the Residual Certificates by the Transferor to the Transferee is or will be to impede
the assessment or collection of any tax.


 


(2) The Transferor
understands that the Transferee has delivered to you a Transfer Affidavit and Agreement in the form attached to the Pooling and
Servicing Agreement as Exhibit L-1. The Transferor has no actual knowledge that the Transferee is not a Permitted Transferee (as
defined in such Transfer Affidavit and Agreement) and has no actual knowledge or reason to know that the Transferee’s representations
in such Transfer Affidavit and Agreement are false.


 


(3) The Transferor
has at the time of this transfer conducted a reasonable investigation of the financial condition of the Transferee as contemplated
by Treasury regulation Section 1.860E-1(c)(4)(i) and, as a result of that investigation, the Transferor has determined
that the Transferee has historically paid its debts as they became due and has found no significant evidence to indicate that the
Transferee will not continue to pay its debts as they become due in the future. The Transferor understands that the transfer of
the Residual Certificates may not be respected for United States income tax purposes (and the Transferor may continue to be liable
for United


 






    	Exhibit L-2-1



    	 



    




 


States income taxes
associated therewith) unless the Transferor has conducted such an investigation. 





	 	 	 
	 	Very truly yours,
	 	 	 
	 	(Transferor)
	 	 	 
	 	By:	 
	 	 	Name:
	 	 	Title:







 






    	Exhibit L-2-2



    	 



    

 







EXHIBIT L-3


 


FORM OF TRANSFEREE LETTER


 


[Date]


 


Wells Fargo Bank, National
Association, 


as Certificate Registrar 


Sixth Street and Marquette
Avenue 


Minneapolis, Minnesota 55479-0113

Attention: CMBS – CSAIL 2015-C4


  


Wilmington Trust, National
Association, 


as Trustee 


1100 North Market Street 


Wilmington, Delaware 19890 


Attention: CMBS – CSAIL 2015-C4


  


Credit Suisse First Boston Mortgage Securities Corp.

11 Madison Avenue

New York, New York 10010

Attention: Chuck Lee




 


[Transferor]


 [______]


 [______]


 Attention: [______]


 


		Re:	CSAIL 2015-C4 Commercial Mortgage Trust, Commercial
Mortgage Pass-Through Certificates, Series 2015-C4



 


Ladies and Gentlemen:


 


The undersigned (the
“Purchaser”) proposes to purchase [$_____________ initial Certificate Principal Amount] [_____% Percentage Interest]
of CSAIL 2015-C4 Commercial Mortgage Trust, Commercial Mortgage Pass-Through Certificates, Series 2015-C4, Class [_], CUSIP
No. [____] (the “Certificates”), issued pursuant to that certain Pooling and Servicing Agreement, dated as of
November 1, 2015 (the “Pooling and Servicing Agreement”), by and among Credit Suisse First Boston Mortgage Securities
Corp., as Depositor, Wells Fargo Bank, National Association, as Certificate Administrator, Wilmington Trust, National Association,
as Trustee, Pentalpha Surveillance LLC, as Operating Advisor, Wells Fargo Bank, National Association, as Master Servicer, and Midland
Loan Services, a Division of PNC Bank, National Association, as Special Servicer. Capitalized terms used and not otherwise defined
herein have the respective meanings ascribed to such terms in the Pooling and Servicing Agreement.


 


In connection with
such transfer, the Purchaser hereby represents and warrants to you that with respect to the Class F, Class G, Class NR and Class
R Certificates, the Purchaser is not and


 






    	Exhibit L-3-1



    	 



    

 


will not be (i) a retirement plan or other employee benefit plan or arrangement, including
an individual retirement account or a Keogh plan, which is subject to Title I of the Employee Retirement Income Security Act of
1974, as amended (“ERISA”), or Section 4975 of the Internal Revenue Code of 1986, as amended (the “Code”),
or a governmental plan (as defined in Section 3(32) of ERISA) or other plan that is subject to any federal, state or local law
(“Similar Law”) that is, to a material extent, similar to the foregoing provisions of ERISA or the Code (each,
a “Plan”), or (ii) a collective investment fund, the assets of which are considered Plan assets under the U.S.
Department of Labor Reg. Section 2510.3-101, as modified by Section 3(42) of ERISA or for purposes of Similar Law, an insurance
company using assets of separate accounts or general accounts which include assets of Plans (or which are deemed pursuant to ERISA
or Similar Law to include assets of Plans) or other Person acting on behalf of any such Plan or using the assets of any such Plan,
other than (with respect to any transfer of a Class F, Class G or Class NR Certificate) an insurance company using assets of its
general account under circumstances whereby such purchase and the subsequent holding of Certificate(s) by such insurance company
would be exempt from the prohibited transaction provisions of ERISA and Section 4975 of the Code under Sections I and III of Prohibited
Transaction Class Exemption 95-60 or, as applicable, would not constitute a non-exempt violation of Similar Law.


 






    	Exhibit L-3-2



    	 



    

 





IN WITNESS WHEREOF,
the Purchaser hereby executes this ERISA Representation Letter on the ___ day of _____, ____.





	 	 	 
	 	Very truly yours,
	 	 	 
	 	[INSERT NAME OF PURCHASER]
	 	 	 
	 	By:	 
	 	 	Name:
	 	 	Title:










 






    	Exhibit L-3-3



    	 



    

  





EXHIBIT L-4


 


FORM OF INVESTMENT REPRESENTATION
LETTER


 


[Date]


 


Wells Fargo Bank, National
Association, 


as Certificate Registrar 


Sixth Street and Marquette
Avenue 


Minneapolis, Minnesota 55479-0113

Attention: CMBS – CSAIL 2015-C4


 


Credit Suisse First Boston Mortgage Securities Corp.

11 Madison Avenue

New York, New York 10010

Attention: Chuck Lee


 


		Re:	CSAIL 2015-C4 Commercial Mortgage Trust, Commercial
Mortgage Pass-Through Certificates, Series 2015-C4, Class [__]



 


Ladies and Gentlemen:


 


This letter is delivered
pursuant to Section 5.03 of the Pooling and Servicing Agreement, dated as of November 1, 2015 (the “Pooling and Servicing
Agreement”), entered into by Credit Suisse First Boston Mortgage Securities Corp., as Depositor, Pentalpha Surveillance
LLC, as Operating Advisor, Wells Fargo Bank, National Association, as Master Servicer, Midland Loan Services, a Division of PNC
Bank, National Association, as Special Servicer, Wells Fargo Bank, National Association, as Certificate Administrator, and Wilmington
Trust, National Association, as Trustee, on behalf of the holders of Commercial Mortgage Pass Through Certificates, Series 2015-C4
(the “Certificates”) in connection with the transfer by [             ]
(the “Seller”) to the undersigned (the “Purchaser”) of $_____ aggregate [Certificate Principal
Balance][Notional Amount] of Class [ ] Certificates [representing a [  ]% Percentage Interest in the related Class],
in certificated fully registered form (such registered interest, the “Certificate”). Terms used but not defined
herein shall have the meanings ascribed thereto in the Pooling and Servicing Agreement.


 


In connection with
such transfer, the undersigned hereby represents and warrants to you as follows:


 


[For Institutional
Accredited Investors only]1.The Purchaser is an institutional “accredited investor” (an “Institutional
Accredited Investor”), i.e., an entity meeting the requirements of Rule 501 (a)(1), (2), (3) or (7) of Regulation D under
the Securities Act of 1933, as amended (the “Securities Act”), or an entity in which all of the equity owners
come within Rule 501(a)(1), (2), (3) or (7) of Regulation D under the Securities Act, and has such knowledge and experience in
financial and business matters as to be capable of evaluating the merits and risks of the investment in the Certificate, and the
Purchaser and any accounts for which the Purchaser is acting are each able to bear the economic risk of our or its investment.
The Purchaser is acquiring the Certificate for its own account or for one or more accounts (each


 






    	Exhibit L-4-1



    	 



    




 


of which is an Institutional Accredited
Investor), as to each of which the Purchaser exercises sole investment discretion. The Purchaser hereby undertakes to reimburse
the Trust for any costs incurred by it in connection with this transfer.


 


[For Qualified Institutional
Buyers only]1.The Purchaser is a “qualified institutional buyer” within the meaning of Rule 144A (“Rule
144A”) promulgated under the Securities Act of 1933, as amended (the “Securities Act”). The Purchaser
is aware that the transfer is being made in reliance on Rule 144A, and the Purchaser has had the opportunity to obtain the information
required to be provided pursuant to paragraph (d)(4)(i) of Rule 144A.


 


2.     The Purchaser’s
intention is to acquire the Certificate (a) for investment for the Purchaser’s own account or (b) for resale to (i) “qualified
institutional buyers” in transactions complying with Rule 144A, or (ii) Institutional Accredited Investors under the Securities
Act, pursuant to any other exemption from the registration requirements of the Securities Act, subject in the case of this clause
(ii) to (a) the receipt by the Certificate Registrar of a letter substantially in the form hereof, (b) the receipt by the
Certificate Registrar of an opinion of counsel acceptable to the Certificate Registrar that such reoffer, resale, pledge or transfer
is in compliance with the Securities Act, (c) the receipt by the Certificate Registrar of such other evidence acceptable to
the Certificate Registrar that such reoffer, resale, pledge or transfer is in compliance with the Securities Act and other applicable
laws (including applicable state and foreign securities laws), and (d) a written undertaking to reimburse the Trust for any
costs incurred by it in connection with the proposed transfer. It understands that the Certificate (and any subsequent Non-Book
Entry Certificate) has not been registered under the Securities Act, by reason of a specified exemption from the registration provisions
of the Securities Act which depends upon, among other things, the bona fide nature of the Purchaser’s investment intent (or
intent to resell to only certain investors in certain exempted transactions) as expressed herein.


 


3.    The Purchaser
acknowledges that the Certificate (and any Certificate issued on transfer or exchange thereof) has not been registered or qualified
under the Securities Act or the securities laws of any State or any other jurisdiction, and that the Certificate cannot be reoffered,
resold, pledged or otherwise transferred unless it is registered or qualified thereunder or unless an exemption from such registration
or qualification is available.


 


4.    The Purchaser
has reviewed the applicable Offering Circular dated November 23, 2015, relating to the Certificates (the “Offering Circular”)
and the agreements and other materials referred to therein and has had the opportunity to ask questions and receive answers concerning
the terms and conditions of the transactions contemplated by the Offering Circular.


 


5.    The Purchaser
hereby undertakes to be bound by the terms and conditions of the Pooling and Servicing Agreement in its capacity as an owner of
a Non-Book Entry Certificate or Certificates, as the case may be (each, a “Certificateholder”), in all respects
as if it were a signatory thereto. This undertaking is made for the benefit of the Trust, the Certificate Registrar and all Certificateholders
present and future.


 


6.    The Purchaser
will not sell or otherwise transfer any portion of the Certificate, except in compliance with Section 5.03 of the Pooling and Servicing
Agreement.


 


7.    Check one of
the following:


 






    	Exhibit L-4-2



    	 



    

 


☐          The
Purchaser is a “U.S. Tax Person” and it has attached hereto an Internal Revenue Service (“IRS”) Form W-9
(or successor form).


 


☐          The
Purchaser is not a “U.S. Tax Person” and under applicable law in effect on the date hereof, no taxes will be required
to be withheld by the Certificate Administrator (or its agent) with respect to Distributions to be made on the Certificate(s).
The Purchaser has attached hereto (i) a duly executed IRS Form W-8BEN or IRS Form W-8BEN-E, as applicable (or successor form),
which identifies such Purchaser as the beneficial owner of the Certificate(s) and states that such Purchaser is not a U.S. Person,
(ii) two duly executed copies of IRS Form W-8IMY (and all appropriate attachment) or (iii) two duly executed copies of IRS Form
W-8ECI (or successor form), which identify such Purchaser as the beneficial owner of the Certificate(s) and state that interest
and original issue discount on the Certificate(s) is, or is expected to be, effectively connected with a U.S. trade or business.
The Purchaser agrees to provide to the Certificate Administrator updated IRS Forms W-8BEN, IRS Forms W-8BEN-E, IRS Forms W-8IMY
or IRS Forms W-8ECI, as the case may be, any applicable successor IRS forms, or such other certifications as the Certificate Administrator
may reasonably request, on or before the date that any such IRS form or certification expires or becomes obsolete, or promptly
after the occurrence of any event requiring a change in the most recent IRS form of certification furnished by it to the Certificate
Administrator.


 


For purposes of this
paragraph 7, “U.S. Tax Person” means a citizen or resident of the United States, a corporation, partnership (except
to the extent provided in applicable Treasury Regulations), or other entity created or organized in or under the laws of the United
States, any state thereof or the District of Columbia, including any entity treated as a corporation or partnership for federal
income tax purposes, an estate whose income is subject to United States federal income tax regardless of its source, or a trust
if a court within the United States is able to exercise primary supervision over the administration of such trust, and one or more
such U.S. Tax Persons have the authority to control all substantial decisions of such trust (or, to the extent provided in applicable
Treasury Regulations, certain trusts in existence on August 20, 1996 that have elected to be treated as U.S. Tax Persons).


 


Please make all payments
due on the Certificates:**


 


(a)          by
wire transfer to the following account at a bank or entity in New York, New York, having appropriate facilities therefor:


 


		Account number:
	 	



 




		
Institution:	 	



  


(b)          by
mailing a check or draft to the following address:


 


	 	
 	 	



 


	 	
 	 	


 





	 	
 	 	


  


 






**    Please
select (a) or (b).





 






    	Exhibit L-4-3



    	 



    



  


	 	 	 
	 	Very truly yours,
	 	 	 
	 	[INSERT NAME OF PURCHASER]
	 	 	 
	 	By:	 
	 	 	Name:
	 	 	Title:


Dated: ________________,
20__







    	Exhibit L-4-4



    	 



    

 


EXHIBIT M-1A



FORM OF INVESTOR CERTIFICATION FOR OBTAINING INFORMATION AND NOTICES


 


(FOR PERSONS OTHER THAN THE CONTROLLING
CLASS REPRESENTATIVE AND/OR A CONTROLLING CLASS CERTIFICATEHOLDER)


 


[Date]


 


	
        Wells Fargo Bank,
National Association 

        Commercial Mortgage
Servicing 

        MAC D1086 

        550 South Tryon Street,
14th Floor 

        Charlotte, North Carolina 28202

Attention: CSAIL 2015-C4 Asset Manager 
	 	
        Midland Loan Services, a Division of PNC Bank, 

National
Association

10851 Mastin Street

Overland Park, Kansas 66210 

        Attention: Executive Vice President – Division
Head 

	 	 	 
	
        Wilmington Trust,
National Association

as Trustee 

        1100 North Market
Street 

        Wilmington, Delaware
19890 

        Attention: CMBS – CSAIL 2015-C4 
	 	
        Wells Fargo Bank,
National Association

as Certificate Administrator 

        9062 Old Annapolis Road 

        Columbia, Maryland 21045-1951 

        Attention: CMBS – CSAIL 2015-C4

	 	 	 
	
        Pentalpha Surveillance LLC

        375 N. French Road, Suite 100

        Amherst, New York 14228

        Attention: Don Simon, Chief Operating Officer

       		


  


		Attention:	Corporate Trust Services (CMBS) - CSAIL 2015-C4 Commercial
Mortgage Trust, Commercial Mortgage Pass-Through Certificates Series 2015-C4



 


In accordance with
the requirements for obtaining certain information under the Pooling and Servicing Agreement, dated as of November 1, 2015 (the
“Agreement”), among Credit Suisse First Boston Mortgage Securities Corp., as Depositor, Wells Fargo Bank, National
Association, as Certificate Administrator, Wilmington Trust, National Association, as Trustee, Pentalpha Surveillance LLC, as Operating
Advisor, Wells Fargo Bank, National Association, as Master Servicer and Midland Loan Services, a Division of PNC Bank, National
Association, as Special Servicer, with respect to the above-referenced certificates (the “Certificates”), the
undersigned hereby certifies and agrees as follows:


 


1.           The undersigned
is a [certificateholder][beneficial owner][prospective purchaser] of the Class ___ Certificates][Companion Loan Holder or its representative
(as defined in the Agreement)] and is neither the Controlling Class Representative nor a Controlling Class Certificateholder.


 


2.            The undersigned
has received a copy of the Prospectus Supplement and the Prospectus.1


  

 



1
Only required for a certificateholder or a beneficial owner.





 



    	Exhibit M-1A-1



    	 



    

 





3.             The undersigned
is not a Mortgagor, a Manager of a Mortgaged Property, an Affiliate of any of the foregoing or an agent, principal, partner, member,
joint venturer, limited partner, employee, representative, director, trustee, advisor of or investor in or of any of the foregoing.


 


4.             The undersigned
is requesting access pursuant to the Agreement to certain information (the “Information”) on the [Master Servicer’s
website][Certificate Administrator’s Website] and/or is requesting the information identified on the schedule attached hereto
(also, the “Information”) pursuant to the provisions of the Agreement.


 


In consideration of
the disclosure to the undersigned of the Information, or the access thereto, the undersigned will keep the Information confidential
(except from such outside persons as are assisting it in making an evaluation in connection with purchasing the related Certificates,
from its accountants and attorneys, and otherwise from such governmental or banking authorities or agencies to which the undersigned
is subject), and such Information will not, without the prior written consent of the Master Servicer or Certificate Administrator,
as applicable, be otherwise disclosed by the undersigned or by its officers, directors, partners, employees, agents or representatives
(collectively, the “Representatives”) in any manner whatsoever, in whole or in part, unless required to do so
by law.


 


The undersigned will
not use or disclose the Information in any manner which could result in a violation of any provision of the Securities Act of 1933,
as amended (the “Securities Act”), or the Securities Exchange Act of 1934, as amended, or would require registration
of any Certificate not previously registered pursuant to Section 5 of the Securities Act.


 


5.             The undersigned
shall be fully liable for any breach of this agreement by itself or any of its Representatives and shall indemnify the Depositor,
the Operating Advisor, the Certificate Administrator, the Trustee, the Master Servicer, the Special Servicer and the Trust Fund
for any loss, liability or expense incurred thereby with respect to any such breach by the undersigned or any of its Representatives.


 


6.             The undersigned
agrees that each time it accesses the [Master Servicer’s website][Certificate Administrator’s Website], the undersigned
is deemed to have recertified that the representations and covenants contained herein remain true and correct.


 


7.             Capitalized terms
used but not defined herein shall have the respective meanings assigned thereto in the Agreement.


 


BY ITS CERTIFICATION
HEREOF, the undersigned has made the representations above and shall be deemed to have caused its name to be signed hereto by
its duly authorized signatory, as of the date certified. 


 


		[Certificateholder][Beneficial Owner][Prospective Purchaser][Companion Loan Holder or its representative]



 


		By:	 



 


		Name:	 



 


		Title:



 


		Company:	 



 


		Phone:	 



   



    	Exhibit M-1A-2



    	 



    




  



EXHIBIT M-1B


 


FORM OF INVESTOR CERTIFICATION FOR
NON-BORROWER PARTY


 


(FOR THE CONTROLLING CLASS REPRESENTATIVE
AND/OR A CONTROLLING CLASS CERTIFICATEHOLDER)


 


[Date] 


 


	
        Wells Fargo Bank,
National Association 

        Commercial Mortgage
Servicing

        MAC D1086

         550 South Tryon
Street, 14th Floor 

        Charlotte, North Carolina 28202

Attention: CSAIL 2015-C4 Asset Manager 
	
        Midland Loan Services, a Division of PNC Bank, 

National
Association

10851 Mastin Street

Overland Park, Kansas 66210 

        Attention: Executive Vice President – Division
Head 

	 	 
	
        Wilmington Trust,
National Association

as Trustee 

        1100 North Market
Street 

        Wilmington, Delaware
19890 

        Attention: CMBS – CSAIL 2015-C4

         
	
        Wells Fargo Bank,
National Association

as Certificate Administrator 

        9062 Old Annapolis Road 

        Columbia, Maryland 21045-1951 

        Attention: CMBS – CSAIL 2015-C4

	
        Pentalpha Surveillance LLC

        375 N. French Road, Suite 100

        Amherst, New York 14228

        Attention: Don Simon, Chief Operating Officer

      	 


  


		Attention:	Corporate Trust Services (CMBS) - CSAIL 2015-C4 Commercial Mortgage Trust, Commercial Mortgage Pass-Through Certificates
Series 2015-C4



 


In accordance with
the requirements for the exercise of Voting Rights pursuant to the Pooling and Servicing Agreement, dated as of November 1, 2015
(the “Agreement”), among Credit Suisse First Boston Mortgage Securities Corp., as Depositor, Wells Fargo Bank,
National Association, as Certificate Administrator, Wilmington Trust, National Association, as Trustee, Pentalpha Surveillance
LLC, as Operating Advisor, Wells Fargo Bank, National Association, as Master Servicer and Midland Loan Services, a Division of
PNC Bank, National Association, as Special Servicer, with respect to the above-referenced certificates (the “Certificates”),
the undersigned hereby certifies and agrees as follows:


 


1.             The undersigned
is [the Controlling Class Representative][a holder of [___]% of the Controlling Class, by Certificate Balance].


 


2.            The undersigned
is not a Borrower Party.


 


3.             The undersigned
is requesting access pursuant to the Agreement to certain information (the “Information”) on the Certificate
Administrator’s Website, provided, however, that the confidentiality requirement detailed below shall not apply to information
which (i) is already in the undersigned’s possession, (ii) is or becomes


 






    	Exhibit M-1B-1



    	 



    

 


publicly available other than as a result of a
disclosure by the undersigned in breach of this Agreement or (iii) is or becomes available to the undersigned from a source other
than the Certificate Administrator’s Website.


 


In consideration of
the disclosure to the undersigned of the Information, or the access thereto, the undersigned will keep the Information confidential
(except from such outside persons as are assisting it in making an evaluation in connection with purchasing the related Certificates,
from its accountants and attorneys, and otherwise from such governmental or banking authorities or agencies to which the undersigned
is subject), and such Information will not, without the prior written consent of the Master Servicer or Certificate Administrator,
as applicable, be otherwise disclosed by the undersigned or by its officers, directors, partners, employees, agents or representatives
(collectively, the “Representatives”) in any manner whatsoever, in whole or in part, unless required to do so
by law, regulation or legal, judicial, or administrative process.


 


The undersigned will
not use or disclose the Information in any manner which could result in a violation of any provision of the Securities Act of 1933,
as amended (the “Securities Act”), or the Securities Exchange Act of 1934, as amended, or would require registration
of any Certificate not previously registered pursuant to Section 5 of the Securities Act.


 


4.             The undersigned
shall be fully liable for any breach of this agreement by itself or any of its officers, directors, partners, employees, agents
or representatives (collectively, the “Representatives”) and shall indemnify the Depositor, the Operating Advisor,
the Certificate Administrator, the Trustee, the Master Servicer, the Special Servicer and the Trust Fund for any loss, liability
or expense incurred thereby with respect to any such breach by the undersigned or any of its Representatives.


 


5.            At any time the
undersigned becomes a Borrower Party with respect to any Mortgage Loan, the undersigned shall deliver the certification attached
as Exhibit M-1C to the Agreement and shall deliver to the applicable parties the notice attached as Exhibit M-1D
and Exhibit M-1E to the Agreement.


 


6.             To the extent
the undersigned receives access to any Excluded Information on the Certificate Administrator’s Website or otherwise receives
access to such Excluded Information, the undersigned hereby agrees that it (i) will not directly or indirectly provide such Excluded
Information to (A) the related Mortgagor, (B) any Excluded Controlling Class Holder, (C) any employees or personnel of the undersigned,
(D) any Affiliate involved in the management of any investment in the related Mortgagor or the related Mortgaged Property or (E)
to its actual knowledge, any non-Affiliate that holds a direct or indirect ownership interest in the related Mortgagor, and (ii)
will maintain sufficient internal controls and appropriate policies and procedures in place in order to comply with the obligations
described in clause (i) above.


 


7.             The undersigned
agrees that each time it accesses the Certificate Administrator’s Website, the undersigned is deemed to have recertified
that the representations and covenants contained herein remain true and correct.


 


8.             The undersigned
hereby certifies that an executed copy of this certification in paper form has been delivered in accordance with the notice provisions
of the Agreement to each of the addressees listed above (a) by overnight courier or (b) mailed by registered mail, postage prepaid.


 


9.             Capitalized terms
used but not defined herein shall have the respective meanings assigned thereto in the Agreement.


 


BY ITS CERTIFICATION
HEREOF, the undersigned has made the representations above and shall be deemed to have caused its name to be signed hereto by its
duly authorized signatory, as of the date certified.


 


		[The Controlling Class Representative][a Controlling Class
Certificateholder]



 


		By:	 



 


		Name:	 



 






    	Exhibit M-1B-2



    	 



    

 


		Title:



 


		Company:	 



 


		Phone:	 



   



    	Exhibit M-1B-3



    	 



    





  




EXHIBIT M-1C


  


FORM OF INVESTOR CERTIFICATION FOR
BORROWER PARTY


 


(FOR THE CONTROLLING CLASS REPRESENTATIVE
AND/OR A CONTROLLING CLASS CERTIFICATEHOLDER)


 


[Date]


 


	
        Wells Fargo Bank,
National Association 

        Commercial Mortgage
Servicing 

        MAC D1086 

        550 South Tryon Street,
14th Floor 

        Charlotte, North Carolina 28202

Attention: CSAIL 2015-C4 Asset Manager 
	 	
        Midland Loan Services, a Division of PNC Bank, 

National Association

10851 Mastin Street

Overland Park, Kansas 66210 

        Attention: Executive Vice President – Division
        Head

	 	 	 
	
        Wilmington Trust,
National Association

as Trustee 

        1100 North Market
Street 

        Wilmington, Delaware
19890 

        Attention: CMBS – CSAIL 2015-C4
	 	
Wells Fargo Bank,
National Association

as Certificate Administrator 

        9062 Old Annapolis Road 

        Columbia, Maryland 21045-1951 

        Attention: CMBS – CSAIL 2015-C4 

	 	 	 
	
        Pentalpha Surveillance LLC

        375 N. French Road, Suite 100

        Amherst, New York 14228

        Attention: Don Simon, Chief Operating Officer
        

       	 	 




 



		Re:	CSAIL 2015-C4 Commercial Mortgage Trust, Commercial Mortgage Pass-Through Certificates,
                                                                                 Series 2015-C4



 


In accordance with
Section 4.02(a) of the Pooling and Servicing Agreement, dated as of November 1, 2015 (the “Agreement”),
among Credit Suisse First Boston Mortgage Securities Corp., as Depositor, Credit Suisse First Boston Mortgage Securities Corp.,
as Depositor, Wells Fargo Bank, National Association, as Certificate Administrator, Wilmington Trust, National Association, as
Trustee, Pentalpha Surveillance LLC, as Operating Advisor, Wells Fargo Bank, National Association, as Master Servicer and Midland
Loan Services, a Division of PNC Bank, National Association, as Special Servicer, with respect to the above-referenced certificates
(the “Certificates”), the undersigned hereby certifies and agrees as follows:


 


1.             The undersigned
is [the Controlling Class Representative][a holder of [___]% of the Controlling Class, by Certificate Balance].


 


2.            The undersigned
is a Borrower Party with respect to the following Mortgage Loans (the “Excluded Controlling Class Loans”):


 






    	Exhibit M-1C-1



    	 



    

 


	Mortgage Loan Number	Loan Name	Borrower Name
	 	 	 
	 	 	 
	 	 	 


 


3.             If the undersigned
is (a) a holder of 50% or more of the Controlling Class or (b) the Controlling Class Representative, then in each case with respect
to each of the Mortgage Loans listed in this Exhibit M-1C, a Control Termination Event and a Consultation Termination Event
shall be deemed to occur and the Certificate Administrator is hereby directed to post such information on its website as a special
notice.


 


4.             Except with respect
to the Excluded Controlling Class Loans, the undersigned is requesting access pursuant to the Agreement to certain information
(the “Information”) on the Certificate Administrator’s Website.


 


In consideration of
the disclosure to the undersigned of the Information, or the access thereto, the undersigned will keep the Information confidential
(except from such outside persons as are assisting it in making an evaluation in connection with its holding or purchasing the
related Certificates, from its accountants and attorneys, and otherwise from such governmental or banking authorities or agencies
to which the undersigned is subject), and such Information will not, without the prior written consent of the Trustee, be otherwise
disclosed by the undersigned or by its officers, directors, partners, employees, agents or representatives (collectively, the “Representatives”)
in any manner whatsoever, in whole or in part, unless required to do so by law.


 


The undersigned will
not use or disclose the Information in any manner which could result in a violation of any provision of the Securities Act of 1933,
as amended (the “Securities Act”), or the Securities Exchange Act of 1934, as amended, or would require registration
of any Certificate not previously registered pursuant to Section 5 of the Securities Act.


 


5.             The undersigned
hereby acknowledges and agrees that it is prohibited from accessing, reviewing and using Excluded Information (as defined in the
Agreement) relating to the Excluded Controlling Class Loans to the extent the undersigned receives access to such Excluded Information
on the Certificate Administrator’s Website or otherwise receives access to such Excluded Information in connection with its
duties, or exercise of its rights pursuant to the Agreement.


 


6.             The undersigned
shall be fully liable for any breach of this agreement by itself or any of its Representatives and shall indemnify the Depositor,
the Operating Advisor, the Certificate Administrator, the Trustee, the Master Servicer, the Special Servicer and the Trust Fund
for any loss, liability or expense incurred thereby with respect to any such breach by the undersigned or any of its Representatives.


 


7.             To the extent
the undersigned receives access to any Excluded Information on the Certificate Administrator’s Website or otherwise receives
access to such Excluded Information, the undersigned hereby agrees that it (i) will not directly or indirectly provide such Excluded
Information to (A) the related Mortgagor, (B) any Excluded Controlling Class Holder, (C) any employees or personnel of the undersigned,
(D) any Affiliate involved in the management of any investment in the related Mortgagor or the related Mortgaged Property or (E)
to its actual knowledge, any non-Affiliate that holds a direct or indirect ownership interest in the related Mortgagor, and (ii)
will maintain sufficient internal controls and appropriate policies and procedures in place in order to comply with the obligations
described in clause (i) above.


 


8.             The undersigned
agrees that each time it accesses the Certificate Administrator’s Website, the undersigned is deemed to have recertified
that the representations and covenants contained herein remain true and correct.


 


9.             The undersigned
hereby certifies that an executed copy of this certification in paper form has been delivered in accordance with the notice provisions
of the Agreement to each of the addressees listed above (a) by overnight courier or (b) mailed by registered mail, postage prepaid.


 






    	Exhibit M-1C-2



    	 



    




 


10.           Capitalized
terms used but not defined herein shall have the respective meanings assigned thereto in the Agreement.


 


BY ITS CERTIFICATION
HEREOF, the undersigned has made the representations above and shall have caused, or shall be deemed to have caused, its name to
be signed hereto by its duly authorized signatory, as of the day and year written above.


 

		[The Controlling Class Representative][a Controlling Class
Certificateholder]



 


		By:	 



 


		Name:	 


 


		Title:



 


		Company:	 



 






    	Exhibit M-1C-3



    	 



    




 


EXHIBIT M-1D


 


FORM OF NOTICE OF EXCLUDED CONTROLLING
CLASS HOLDER


 


[Date]


 


	
        Wells Fargo Bank,
National Association

        Commercial Mortgage
Servicing

        MAC D1086

        550 South Tryon Street,
14th Floor

        Charlotte, North Carolina 28202

        Attention: CSAIL 2015-C4 Asset Manager
	 	
        Midland Loan Services, a Division of PNC Bank,

 National
Association

10851 Mastin Street

Overland Park, Kansas 66210

        Attention: Executive Vice President – Division Head

	 	 	 
	
        Wilmington Trust,
National Association

as Trustee

        1100 North Market
Street

        Wilmington, Delaware
19890

        Attention: CMBS – CSAIL 2015-C4
	 	
        Wells Fargo Bank,
National Association

as Certificate Administrator

        9062 Old Annapolis Road

        Columbia, Maryland 21045-1951

        Attention: CMBS – CSAIL 2015-C4

	 	 	 
	
        Pentalpha Surveillance LLC

375 N. French Road, Suite 100

Amherst, New York 14228

Attention: Don Simon, Chief Operating Officer
	 	 


 


		Re:	CSAIL 2015-C4 Commercial Mortgage Trust, Commercial
Mortgage Pass-Through Certificates, Series 2015-C4



 


THIS NOTICE IDENTIFIES AN “EXCLUDED
CONTROLLING CLASS LOAN” RELATING TO THE CSAIL 2015-C4 COMMERCIAL MORTGAGE TRUST, COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES
SERIES 2015-C4 REQUIRING ACTION BY YOU AS THE RECIPIENT PURSUANT TO SECTION 4.02(A) OF THE POOLING AND SERVICING AGREEMENT.


 


In accordance with Section 4.02(a) of the
Pooling and Servicing Agreement, dated as of November 1, 2015 (the “Agreement”), among Credit Suisse First Boston
Mortgage Securities Corp., as Depositor, Wells Fargo Bank, National Association, as Certificate Administrator, Wilmington Trust,
National Association, as Trustee, Pentalpha Surveillance LLC, as Operating Advisor, Wells Fargo Bank, National Association, as
Master Servicer and Midland Loan Services, a Division of PNC Bank, National Association, as Special Servicer, with respect to the
above-referenced certificates (the “Certificates”), the undersigned hereby certifies and agrees as follows:


 


1.            The undersigned is [the Controlling
Class Representative] [a holder of [___]% of the Controlling Class, by Certificate Balance,] as of the date hereof.


 



    	Exhibit M-1D-1



    	 



    




 


2.            The undersigned has become an Excluded
Controlling Class Holder with respect to the following Mortgage Loan(s) (“Excluded Controlling Class Loans”):


 


	Mortgage Loan Number	Loan Name	Borrower Name
	 	 	 
	 	 	 
	 	 	 


 


3.            If the undersigned is either (a) a holder
of 50% or more of the Controlling Class or (b) the Controlling Class Representative, then in each case with respect to the Mortgage
Loans listed herein, each Mortgage Loan shall be an “Excluded Loan”, as defined in the Pooling and Servicing Agreement.
In addition, each of the recipients to this Exhibit M-1D are hereby notified that Consultation Termination Event and a Control
Termination Event is hereby deemed to occur with respect to each Mortgage Loan listed herein.


 


4.            The undersigned hereby requests termination
of access to any Excluded Information relating to such Excluded Controlling Class Loans. The undersigned acknowledges that it is
not permitted to access and shall not access any Excluded Information related to the Excluded Controlling Class Loans and made
available on the Certificate Administrator’s Website or otherwise pursuant to the Agreement unless and until it (i) is no
longer an Excluded Controlling Class Holder with respect to such Excluded Controlling Class Loans, (ii) has delivered notice of
the termination of the related Excluded Controlling Class Holder status and (iii) has submitted a new Investor Certification in
accordance with Section 4.02(a) of the Agreement.


 


5.            The undersigned agrees to indemnify
and hold harmless each party to the Agreement, the Underwriters, the Initial Purchasers and the Trust Fund from any damage, loss,
cost or liability (including legal fees and expenses and the cost of enforcing this indemnity) arising out of or resulting from
any unauthorized access by the undersigned or any agent, employee, representative or person acting on its behalf of any Excluded
Information relating to the Excluded Controlling Class Loans listed in Paragraph 2 above.


 


6.            The undersigned agrees that each time
it accesses the Certificate Administrator’s Website, the undersigned is deemed to have recertified that the representations
and covenants contained herein remain true and correct.


 


7.            The undersigned hereby certifies that
an executed copy of this certification in paper form has been delivered in accordance with the notice provisions of the Agreement
to each of the addressees listed above (a) by overnight courier or (b) mailed by registered mail, postage prepaid.


 


Capitalized terms used but not defined herein
have the respective meanings given to them in the Agreement.


 


BY ITS CERTIFICATION HEREOF, the undersigned
has made the representations above and shall be deemed to have caused its name to be signed hereto by its duly authorized signatory,
as of the date certified.


	 	 	 	 
		[Controlling Class Representative] [a Controlling Class Certificateholder]
	 	 	 	 
	 	By: 	 	 
	 	Name:	 
	 	Title:	 
	 	Phone:	 






	 	Email:	 
	 	Address	 



 



    	Exhibit M-1D-2



    	 



    




 





EXHIBIT M-1E


 


FORM OF NOTICE OF EXCLUDED CONTROLLING
CLASS HOLDER TO CERTIFICATE ADMINISTRATOR


 


[Date]


 


	
        Via: Email

        Wells Fargo Bank, National Association

        9062 Old Annapolis Road

        Columbia, Maryland 21045

        Attention: Corporate Trust Services – CSAIL 2015-C4

        cts.cmbs.bond.admin@wellsfargo.com

         

        with a copy to:

         

        Wells Fargo Bank, National Association

8480 Stagecoach Circle

Frederick, Maryland 21701-4747

Attention: CSAIL 2015-C4




 


		Re:	Pooling and Servicing Agreement (“Pooling and Servicing Agreement”)
relating to CSAIL 2015-C4 Mortgage Trust Commercial Mortgage Pass-Through Certificates



 


In accordance with Section 4.02(a) of the
Pooling and Servicing Agreement, with respect to the above-referenced certificates (the “Certificates”), the
undersigned (the “Excluded Controlling Class Holder”) hereby directs you as follows:


 


1.            The undersigned is the [Controlling
Class Representative] [a holder of [__%] of the Controlling Class, by Certificate Balance] as of the date hereof.


 


2.            The undersigned has become an Excluded
Controlling Class Holder with respect to the following Mortgage Loan(s) (“Excluded Controlling Class Loans”):


 


	Mortgage Loan Number	ODCR	Loan Name	Borrower Name
	 	 	 	 
	 	 	 	 
	 	 	 	 


 


3.            The following USER IDs for CTSLink are
affiliated with the undersigned and access to any information on the Certificate Administrator’s Website with respect to
the CSAIL 2015-C4 Mortgage Trust securitization should be revoked as to such users:





		 	 



		 	 



		 	 
	 	 	 



 



    	Exhibit M-1E-1



    	 



    







 


4.            The undersigned acknowledges that it
is not permitted to access and shall not access any Excluded Information with respect to such Excluded Controlling Class Mortgage
Loans on the Certificate Administrator’s website unless and until it (i) is no longer an Excluded Controlling Class Holder
with respect to such Excluded Controlling Class Mortgage Loans, (ii) has delivered notice of the related Excluded Controlling Class
Holder status and (iii) has submitted an investor certification in the form of Exhibit M-1C to the Pooling and Servicing Agreement.


 


Capitalized terms used but not defined herein
have the respective meanings given to them in the Pooling and Servicing Agreement.


 


BY ITS CERTIFICATION HEREOF, the undersigned
has made the representations above and shall be deemed to have caused its name to be signed hereto by its duly authorized signatory,
as of the date certified.


	 	 	 
		[Controlling Class Representative] [a Controlling Class Certificateholder]
	 	 	 
	 	 	 
	 	Name:	 
	 	Title:	 
	 	Phone:	 
	 	Email:	 
	 	Address:	 





 


The undersigned hereby acknowledges that

access to CTSLink has been revoked for

the users listed in Paragraph 3.


 


	WELLS FARGO BANK, NATIONAL ASSOCIATION,
 Certificate Administrator 
	 	 
	Name:	 



 



    	Exhibit M-1E-2



    	 



    




 


EXHIBIT M-1F


 


FORM OF CERTIFICATION OF CONTROLLING
CLASS REPRESENTATIVE


  


	
        Wells Fargo Bank,
National Association

        Commercial Mortgage
Servicing

        MAC D1086

        550 South Tryon Street,
14th Floor

        Charlotte, North Carolina 28202

Attention: CSAIL 2015-C4 Asset Manager 
	 	
        Midland Loan Services, a Division of PNC Bank, 

National
Association

10851 Mastin Street

Overland Park, Kansas 66210

        Attention: Executive Vice President – Division
Head

	 	 	 
	
        Wilmington Trust,
National Association

as Trustee

        1100 North Market
Street

        Wilmington, Delaware
19890

        Attention: CMBS – CSAIL 2015-C4
	 	
        Wells Fargo Bank,
National Association

as Certificate Administrator

        9062 Old Annapolis Road

        Columbia, Maryland 21045-1951

        Attention: CMBS – CSAIL 2015-C4

	 	 	 
	
        Pentalpha Surveillance LLC

375 N. French Road, Suite 100

Amherst, New York 14228

Attention: Don Simon, Chief Operating Officer 
	 	Credit Suisse First Boston Mortgage Securities Corp.

11 Madison Avenue

New York, New York 10010

Attention: Chuck Lee


 


		Re:	CSAIL 2015-C4 Commercial Mortgage Trust, Commercial
Mortgage Pass-Through Certificates, Series 2015-C4	



 


In accordance with
Section 6.09(d) of the Pooling and Servicing Agreement, dated as of November 1, 2015 (the “Agreement”),
among Credit Suisse First Boston Mortgage Securities Corp., as Depositor, Wells Fargo Bank, National Association, as Certificate
Administrator, Wilmington Trust, National Association, as Trustee, Pentalpha Surveillance LLC, as Operating Advisor, Wells Fargo
Bank, National Association, as Master Servicer and Midland Loan Services, a Division of PNC Bank, National Association, as Special
Servicer, with respect to the above-referenced certificates (the “Certificates”), the undersigned hereby certifies
and agrees as follows:


 


1.     The undersigned
has been appointed to act as the Controlling Class Representative.


 


2.     The undersigned
is not a Borrower Party.


 


3.     If the undersigned
becomes a Borrower Party with respect to any Mortgage Loan, the undersigned agrees to and shall deliver the certification attached
as Exhibit M-1C to the Pooling and Servicing Agreement and shall deliver to the applicable parties the notice attached as Exhibit
M-1D and Exhibit M-1E to the Pooling and Servicing Agreement.


 


4.     [[For each Certification
other than the Closing Date Certification]The undersigned hereby certifies that an executed copy of this certification in paper
form has been delivered in accordance with the notice provisions of the Pooling and Servicing Agreement to each of the addressees
listed above (a) by overnight courier or (b) mailed by registered mail, postage prepaid.]


 



    	Exhibit M-1F-1



    	 



    




 


5.     Capitalized
terms used but not defined herein shall have the respective meanings assigned thereto in the Pooling and Servicing Agreement.


 


[BY ITS CERTIFICATION
HEREOF, the undersigned shall be deemed to have caused its name to be signed hereto by its duly authorized signatory, as of the
date certified.]


	 	 	 
		[The Controlling Class Representative]
	 	 	 
	 	By: 	 
	 	Title:
	 	Company:
	 	Phone:








 



    	Exhibit M-1F-2



    	 



    







 


EXHIBIT M-2A


 


FORM OF INVESTOR CERTIFICATION FOR EXERCISING
VOTING RIGHTS FOR 

NON-BORROWER PARTY


 


[Date]


 


Wells Fargo Bank, National Association,


 


9062 Old Annapolis Road


 


Columbia, Maryland 21045-1951


 


Attention: CSAIL 2015-C4


 


		Attention:	Corporate Trust Services (CMBS) - CSAIL 2015-C4 Commercial Mortgage Trust, Commercial Mortgage Pass-Through Certificates
Series 2015-C4



 


In accordance with
the requirements for the exercise of Voting Rights pursuant to the Pooling and Servicing Agreement, dated as of November 1, 2015
(the “Agreement”), among Credit Suisse First Boston Mortgage Securities Corp., as Depositor, Wells Fargo Bank,
National Association, as Certificate Administrator, Wilmington Trust, National Association, as Trustee (the “Trustee”),
Pentalpha Surveillance LLC, as Operating Advisor, Wells Fargo Bank, National Association, as Master Servicer and Midland Loan Services,
a Division of PNC Bank, National Association, as Special Servicer, with respect to the above-referenced certificates (the “Certificates”),
the undersigned hereby certifies and agrees as follows:


 


1.           The undersigned
is a [Certificateholder][Beneficial Owner] of the Class ___ Certificates.


 


2.           The undersigned
has received a copy of the Prospectus Supplement and the Prospectus.


 


3.           The undersigned
is not a Borrower Party.


 


4.           The undersigned
intends to exercise Voting Rights under the Agreement and certifies that (please check one of the following):


 


		___	The undersigned is the Depositor, the Master Servicer, the Special Servicer, the Trustee, the Certificate
Administrator or the Operating Advisor.



 


		___	The undersigned is an Affiliate of the Depositor, the Master Servicer, the Special Servicer, the
Trustee, the Certificate Administrator or the Operating Advisor and hereby certifies to the existence of an Affiliate Ethical Wall
between it and the Depositor, the Master Servicer, the Special Servicer, the Trustee, the Certificate Administrator or the Operating
Advisor, as applicable.



 


		___	The undersigned is not the Depositor, the Master Servicer, the Special Servicer, the Trustee, the
Certificate Administrator, the Operating Advisor or an Affiliate of any of the foregoing.



 


5.           The undersigned
shall be fully liable for any breach of this agreement by itself or any of its officers, directors, partners, employees, agents
or representatives (collectively, the “Representatives”) and shall indemnify the Depositor, the Operating Advisor,
the Certificate Administrator, the Trustee, the Master Servicer, the


 



    	Exhibit M-2A-1



    	 



    




 


Special Servicer and the Trust Fund for any loss, liability
or expense incurred thereby with respect to any such breach by the undersigned or any of its Representatives.


 


6.           Capitalized terms
used but not defined herein shall have the respective meanings assigned thereto in the Agreement.


 


BY ITS CERTIFICATION
HEREOF, the undersigned has made the representations above and shall be deemed to have caused its name to be signed hereto by its
duly authorized signatory, as of the date certified.


	 	 	 
		[Certificateholder][Beneficial Owner]
	 	 
	 	By:	 
	 	 
	 	Name:
	 	 
	 	Title:
	 	 
	 	Company:
	 	 
	 	Phone:


 



    	Exhibit M-2A-2



    	 



    




 





EXHIBIT M-2B


 


FORM OF INVESTOR CERTIFICATION FOR EXERCISING
VOTING RIGHTS FOR BORROWER PARTY


 


[Date]


 


Wells Fargo Bank, National Association, 


9062 Old Annapolis Road


Columbia, Maryland 21045-1951


Attention: CSAIL 2015-C4


 


		Attention:	Corporate Trust Services (CMBS) - CSAIL 2015-C4 Commercial Mortgage Trust, Commercial Mortgage Pass-Through Certificates
Series 2015-C4



 


In accordance with
the requirements for the exercise of Voting Rights pursuant to the Pooling and Servicing Agreement, dated as of November 1, 2015
(the “Agreement”), among Credit Suisse First Boston Mortgage Securities Corp., as Depositor, Wells Fargo Bank,
National Association, as Certificate Administrator, Wilmington Trust, National Association, as Trustee (the “Trustee”),
Pentalpha Surveillance LLC, as Operating Advisor, Wells Fargo Bank, National Association, as Master Servicer and Midland Loan Services,
a Division of PNC Bank, National Association, as Special Servicer, with respect to the above-referenced certificates (the “Certificates”),
the undersigned hereby certifies and agrees as follows:


 


1.           The undersigned
is a [Certificateholder][Beneficial Owner] of the Class ___ Certificates.


 


2.           The undersigned
has received a copy of the Prospectus Supplement and the Prospectus.


 


3.           The undersigned
is a Borrower Party.


 


4.           The undersigned
intends to exercise Voting Rights under the Agreement and certifies that (please check one of the following):


 


		___	The undersigned is the Depositor, the Master Servicer, the Special Servicer, the Trustee, the Certificate
Administrator or the Operating Advisor.



 


		___	The undersigned is an Affiliate of the Depositor, the Master Servicer, the Special Servicer, the
Trustee, the Certificate Administrator or the Operating Advisor and hereby certifies to the existence of an Affiliate Ethical Wall
between it and the Depositor, the Master Servicer, the Special Servicer, the Trustee, the Certificate Administrator or the Operating
Advisor, as applicable.



 


		___	The undersigned is not the Depositor, the Master Servicer, the Special Servicer, the Trustee, the
Certificate Administrator, the Operating Advisor or an Affiliate of any of the foregoing.



 


		___	The undersigned is an Excluded Controlling Class Holder. The undersigned is an Excluded Controlling
Class Holder with respect to the following Mortgage Loan(s):



 


			



 


	Mortgage Loan 

Number	Loan Name	Borrower Name
	 	 	 
	 	 	 
	 	 	 


 



    	Exhibit M-2B-1



    	 



    




 


		___	The undersigned is the Special Servicer and is a Borrower Party with respect to the following Excluded
Special Servicer Loans:



  


	Mortgage Loan 

Number	Loan Name	Borrower Name
	 	 	 
	 	 	 
	 	 	 


 


5.           The undersigned
shall be fully liable for any breach of this agreement by itself or any of its officers, directors, partners, employees, agents
or representatives (collectively, the “Representatives”) and shall indemnify the Depositor, the Operating Advisor,
the Certificate Administrator, the Trustee, the Master Servicer, the Special Servicer and the Trust Fund for any loss, liability
or expense incurred thereby with respect to any such breach by the undersigned or any of its Representatives.


 


6.           Capitalized terms
used but not defined herein shall have the respective meanings assigned thereto in the Agreement.


 


BY ITS CERTIFICATION
HEREOF, the undersigned has made the representations above and shall be deemed to have caused its name to be signed hereto by its
duly authorized signatory, as of the date certified.


	 	 	 
		[Certificateholder][Beneficial Owner]
	 	 
	 	By:	 
	 	 
	 	Name:
	 	 
	 	Title:
	 	 
	 	Company:
	 	 
	 	Phone:





 



    	Exhibit M-2B-2



    	 



    







 


EXHIBIT M-3


 


FORM OF ONLINE VENDOR CERTIFICATION


 


This Certification
has been prepared for provision of information to the market data providers listed in Paragraph 1 below pursuant to the direction
of the Depositor. If you represent a Vendor Provider not listed herein and would like access to the information, please contact
CTSLink at 866-846-4526, or at ctslink.customerservice@wellsfargo.com.


 


In connection with
the CSAIL 2015-C4 Commercial Mortgage Trust, Commercial Mortgage Pass-Through Certificates, Series 2015-C4 (the “Certificates”),
the undersigned hereby certifies and agrees as follows:


 


1.           The undersigned
is an employee or agent of Bloomberg Financial Markets, L.P., Trepp, LLC, Intex Solutions, Inc. or BlackRock Financial Management
Inc., a market data provider that has been given access to the Distribution Date Statements, CREFC reports and supplemental notices
on www.ctslink.com (“CTSLink”) by request of the Depositor.


 


2.           The undersigned
agrees that each time it accesses CTSLink, the undersigned is deemed to have recertified that the representation above remains
true and correct.


 


3.           The undersigned
acknowledges and agrees that the provision to it of information and/or reports on CTSLink is for its own use only, and agrees that
it will not disseminate or otherwise make such information available to any other person without the written consent of the Depositor,
and any confidentiality agreement applicable to the undersigned with respect to information obtained from the Rule 17g-5 Information
Provider’s Website shall also be applicable to information obtained from CTSLink.


 


4.           Capitalized terms
used but not defined herein shall have the respective meanings assigned thereto in the Pooling and Servicing Agreement, dated as
of November 1, 2015, by and among Credit Suisse First Boston Mortgage Securities Corp., as Depositor, Wells Fargo Bank, National
Association, as Certificate Administrator, Wilmington Trust, National Association, as Trustee, Pentalpha Surveillance LLC, as Operating
Advisor, Wells Fargo Bank, National Association, as Master Servicer, and Midland Loan Services, a Division of PNC Bank, National
Association, as Special Servicer.


 


BY ITS CERTIFICATION
HEREOF, the undersigned has made the representations above and shall be deemed to have caused its name to be signed hereto by its
duly authorized signatory, as of the date certified.


 


 


	 	 	 
		[                               ]
	 	 
	 	By:	 



 



    	Exhibit M-3-1



    	 



    




 


	 	Name:	 



 


	 	Title:	 



 


	 	Company:	 



 


	 	Phone:	 





 



    	Exhibit M-3-2



    	 



    




 





EXHIBIT M-4



FORM OF CONFIDENTIALITY AGREEMENT


 


Credit Suisse First Boston Mortgage Securities Corp.

11 Madison Avenue

New York, New York 10010

Attention: Chuck Lee


 


Wells Fargo Bank, National
Association,


9062 Old Annapolis Road


Columbia, Maryland 21045


Attention: CMBS – CSAIL
2015-C4


 


Wells Fargo Bank, National Association

Commercial Mortgage Servicing

MAC D1086

550 South Tryon Street, 14th Floor

Charlotte, North Carolina 28202

Attention: CSAIL 2015-C4 Asset Manager


 


Midland Loan Services, a Division of PNC Bank, National Association

10851 Mastin Street, Suite 700

Overland Park, Kansas 66210

Attention: Executive Vice President – Division Head


 


		Re:	CSAIL 2015-C4 Commercial Mortgage Trust, Commercial
Mortgage Pass-Through Certificates, Series 2015-C4



 


Ladies and Gentlemen:


 


In connection with
the CSAIL 2015-C4 Commercial Mortgage Trust, Commercial Mortgage Pass-Through Certificates, Series 2015-C4 (the “Certificates”),
we acknowledge that we will be furnished by Wells Fargo Bank, National Association, as Master Servicer, and Midland Loan Services,
a Division of PNC Bank, National Association, as Special Servicer (and may have been previously furnished) with certain information
(the “Information”). For the purposes of this letter agreement (this “Agreement”), “Representative”
of a Person refers to such Person’s directors, officers, employees, and agents; and “Person” refers to any individual,
group or entity.


 


In connection with
and in consideration of our being provided with Information, we hereby acknowledge and agree that we are requesting and will use
the Information solely for purposes of making investment decisions and/or exercising the rights of the Controlling Class Representative
with respect to the above-referenced Certificates and the related Mortgage Loans and will not disclose such Information to any
Person or entity other than (i) our Representatives, (ii) our auditors and regulators and (iii) any Person or entity contemplating
the purchase of any Certificate held by the undersigned or of an interest therein (or such outside Persons as are assisting it
in making an evaluation in connection with purchasing the related Certificates (but


 



    	Exhibit M-4-1



    	 



    




 


only if such Persons confirm in writing such
contemplation of a prospective ownership interest and agree in writing to keep such Information confidential)), (iv) our accountants
and attorneys, and (v) such governmental or banking authorities or agencies to which the undersigned is subject; and such Information
will not, without the prior written consent of the Master Servicer or Special Servicer, as applicable, be otherwise disclosed by
the undersigned or by its Representatives in any manner whatsoever, in whole or in part, unless required to do so by law.


 


The undersigned shall
be fully liable for any breach of this agreement by itself or any of its Representatives and shall indemnify the Depositor, the
Operating Advisor, the Certificate Administrator, the Trustee, the Master Servicer, the Special Servicer and the Trust Fund for
any loss, liability or expense incurred thereby with respect to any such breach by the undersigned or any of its Representatives.


 


This Agreement shall
not apply to any of the Information which: (i) is or becomes generally available and known to the public other than as a result
of a disclosure directly or indirectly by us or any of our Representatives; (ii) becomes lawfully available to us on a non-confidential
basis from a source other than you or one of your Representatives, which source is not bound by a contractual or other obligation
of confidentiality to any Person; or (iii) was lawfully known to us on a non-confidential basis prior to its disclosure to us by
you.


 


Capitalized terms
used but not defined herein shall have the meanings assigned thereto in that certain Pooling and Servicing Agreement, dated as
of November 1, 2015, by and among Credit Suisse First Boston Mortgage Securities Corp., as Depositor, Wells Fargo Bank, National
Association, as Certificate Administrator, Wilmington Trust, National Association, as Trustee, Pentalpha Surveillance LLC, as Operating
Advisor, Wells Fargo Bank, National Association, as Master Servicer, and Midland Loan Services, a Division of PNC Bank, National
Association, as Special Servicer.


 


This Agreement, when
signed by us, will constitute our agreement with respect to the subject matter contained herein.


 


		Very truly yours,



 


		[NAME OF ENTITY]



 





	 	By:.	 








	 	Name:	 






	 	Title:	 






	 	Company:	 






	 	Phone:	 





  


	cc:	Credit Suisse First Boston Mortgage Securities Corp. Trustee






 



    	Exhibit M-4-2



    	 



    







 


EXHIBIT M-5



FORM OF NRSRO CERTIFICATION


 


[Date]




 


Wells Fargo Bank, National Association

9062 Old Annapolis Road

Columbia, Maryland 21045

Attention: CSAIL 2015-C4 Mortgage Trust


  


		Re:	CSAIL 2015-C4 Mortgage Trust Commercial Mortgage Pass-Through Certificates




 


In accordance with
the Pooling and Servicing Agreement, dated as of November 1, 2015 (the “Agreement”), entered into and executed
in connection with the above-referenced transaction, with respect to the certificates issued thereunder (the “Certificates”),
the undersigned hereby certifies as follows:


 


1.           (a)           The undersigned
is a Rating Agency; or


 


(b)   The undersigned
is a nationally recognized statistical rating organization and either (x) has provided the Depositor with the appropriate certifications
under Exchange Act Rule 17g-5(e), had access to the Depositor’s 17g-5 website prior to the Closing Date, is requesting access
pursuant to the Agreement to certain information (the “Information”) on such 17g-5 website pursuant to the provisions
of the Agreement, and agrees that any confidentiality agreement applicable to the undersigned with respect to the information obtained
from the Depositor’s 17g-5 website prior to the Closing Date shall also be applicable to information obtained from the 17g-5
Information Provider’s Website (including without limitation, to any information received by the Depositor for posting on
the 17g-5 Information Provider’s Website), or (y), if the undersigned did not have access to the Depositor’s 17g-5
website prior to the Closing Date, it hereby agrees that it shall be bound by the provisions of the confidentiality agreement attached
hereto as Annex A which shall be applicable to it with respect to any information obtained from the 17g-5 Information Provider’s
Website, including any information that is obtained from the section of the 17g-5 Information Provider’s Website that hosts
the Depositor’s 17g-5 website after the Closing Date


 


2.           The undersigned
either (a) has not accessed information pursuant to Rule 17g–5(a)(3) ten (10) or more times during the most recently ended
calendar year, or (b) has determined and maintained credit ratings for at least 10% of the issued securities and money market instruments
for which it accessed information pursuant to Rule 17g–5(a)(3)(iii) in the calendar year prior to the year covered by the
SEC Certification, if it accessed such information for 10 or more issued securities or money market instruments.


 


3.          The
undersigned agrees that each time it accesses the 17g-5 Information Provider’s Website, it is deemed to have recertified
that the representations herein contained remain true and correct.


 


Capitalized terms used
but not defined herein shall have the respective meanings assigned thereto in the Agreement.


 


BY ITS CERTIFICATION HEREOF,
the undersigned has made the representations above and shall be deemed to have caused its name to be signed hereto by its duly
authorized signatory, as of the date certified.


 



    	Exhibit M-5-1



    	 



    




 





		Very truly yours,



 


		[NRSRO Name]



 





	 	By:	 	 








	 	Name:	 






	 	Title:	 






	 	Phone:	 






	 	Email:	 





 



    	Exhibit M-5-2



    	 



    

 


ANNEX A


 


CONFIDENTIALITY AGREEMENT


 


This Confidentiality Agreement (the “Confidentiality
Agreement”) is made in connection with the [Depositor] together with its affiliates, the “Furnishing Entities”
and each a “Furnishing Entity”) furnishing certain financial, operational, structural and other information
relating to the issuance of the certificates (the “Certificates”) pursuant to the Pooling and Servicing Agreement,
dated as of November 1, 2015 (the “Pooling and Servicing Agreement”), by and among Credit Suisse First Boston
Mortgage Securities Corp., as Depositor, Wells Fargo Bank, National Association, as Certificate Administrator, Wilmington Trust,
National Association, as Trustee, Pentalpha Surveillance LLC, as Operating Advisor, Wells Fargo Bank, National Association, as
Master Servicer, and Midland Loan Services, a Division of PNC Bank, National Association, as Special Servicer and the assets underlying
or referenced by the Certificates, including the identity of, and financial information with respect to borrowers, sponsors, guarantors,
managers and lessees with respect to such assets (together, the “Collateral”) to you (the “NRSRO”)
through the website of Wells Fargo Bank, National Association, as 17g-5 Information Provider under the Pooling and Servicing Agreement,
including the [section of the 17g-5 Information Provider’s website that hosts the Depositor’s 17g-5 website after the
Closing Date (as defined in the Pooling and Servicing Agreement]. Information provided by each Furnishing Entity is labeled as
provided by the specific Furnishing Entity.


 


Definition of Confidential Information. For purposes
of this Confidentiality Agreement, the term “Confidential Information” shall include the following information
(irrespective of its source or form of communication, including information obtained by you through access to this site) that may
be furnished to you by or on behalf of a Furnishing Entity in connection with the issuance or monitoring of a rating with respect
to the Certificates: (x) all data, reports, interpretations, forecasts, records, agreements, legal documents and other information
(such information, the “Evaluation Material”) and (y) any of the terms, conditions or other facts with respect
to the transactions contemplated by the Pooling and Servicing Agreement, including the status thereof; provided, however,
that the term Confidential Information shall not include information which:


 


was or becomes generally available to the
public (including through filing with the Securities and Exchange Commission or disclosure in an offering document) other than
as a result of a disclosure by you or a NRSRO Representative (as defined in Section 2(c)(i) below) in violation of this
Confidentiality Agreement;


 


was or is lawfully obtained by you from
a source other than a Furnishing Entity or its representatives that (i) is reasonably believed by you to be under no obligation
to maintain the information as confidential and (ii) provides it to you without any obligation to maintain the information as confidential;
or is independently developed by the NRSRO without reference to any Confidential Information.


 


Information to Be Held in Confidence. You will use the
Confidential Information solely for the purpose of determining or monitoring a credit rating on the Certificates and, to the extent
that any information used is derived from but does not reveal any Confidential Information, for benchmarking, modeling or research
purposes (the “Intended Purpose”).


 


You acknowledge that you are aware that
the United States and state securities laws impose restrictions on trading in securities when in possession of material, non-public
information and that the NRSRO will advise (through policy manuals or otherwise) each NRSRO Representative who is informed of the
matters that are the subject of this Confidentiality Agreement to that effect.


 


You will treat the Confidential Information
as private and confidential. Subject to Section 4, without the prior written consent of the applicable Furnishing Entity, you will
not disclose to any person any Confidential Information, whether such Confidential Information was furnished to you before, on
or after the date of this Confidentiality Agreement. Notwithstanding the foregoing, you may:


 


disclose the Confidential Information
to any of the NRSRO’s affiliates, directors, officers, employees, legal representatives, agents and advisors (each, a “NRSRO
Representative”) who, in the


 



    	Exhibit M-5-3



    	 



    




 


reasonable judgment of the NRSRO, need to know such Confidential Information in connection
with the Intended Purpose; provided, that, prior to disclosure of the Confidential Information to a NRSRO Representative,
the NRSRO shall have taken reasonable precautions to ensure, and shall be satisfied, that such NRSRO Representative will act in
accordance with this Confidentiality Agreement;


 


solely to the extent required
for compliance with Rule 17g-5(a)(3) of the Act (17 C.F.R. 240.17g-5),post the Confidential Information to the NRSRO’s password
protected website; and


 


use information derived from the
Confidential Information in connection with an Intended Purpose, if such derived information does not reveal any Confidential Information.


 


Disclosures Required by Law. If you or any NRSRO Representative
is requested or required (orally or in writing, by interrogatory, subpoena, civil investigatory demand, request for information
or documents, deposition or similar process relating to any legal proceeding, investigation, hearing or otherwise) to disclose
any Confidential Information, you agree to provide the relevant Furnishing Entity with notice as soon as practicable (except in
the case of regulatory or other governmental inquiry, examination or investigation, and otherwise to the extent practical and permitted
by law, regulation or regulatory or other governmental authority) that a request to disclose the Confidential Information has been
made so that the relevant Furnishing Entity may seek an appropriate protective order or other reasonable assurance that confidential
treatment will be accorded the Confidential Information if it so chooses. Unless otherwise required by a court or other governmental
or regulatory authority to do so, and provided that you been informed by written notice that the related Furnishing Entity is seeking
a protective order or other reasonable assurance for confidential treatment with respect to the requested Confidential Information,
you agree not to disclose the Confidential Information while the Furnishing Entity’s effort to obtain such a protective order
or other reasonable assurance for confidential treatment is pending. You agree to reasonably cooperate with each Furnishing Entity
in its efforts to obtain a protective order or other reasonable assurance that confidential treatment will be accorded to the portion
of the Confidential Information that is being disclosed, at the sole expense of such Furnishing Entity; provided, however,
that in no event shall the NRSRO be required to take a position that such information should be entitled to receive such a protective
order or reasonable assurance as to confidential treatment. If a Furnishing Entity succeeds in obtaining a protective order or
other remedy, you agree to comply with its terms with respect to the disclosure of the Confidential Information, at the sole expense
of such Furnishing Entity. If a protective order or other remedy is not obtained or if the relevant Furnishing Entity waives compliance
with the provisions of this Confidentiality Agreement in writing, you agree to furnish only such information as you are legally
required to disclose, at the sole expense of the relevant Furnishing Entity.


 


Obligation to Return Evaluation Material. Promptly upon
written request by or on behalf of the relevant Furnishing Entity, all material or documents, including copies thereof, that contain
Evaluation Material will be destroyed or, in your sole discretion, returned to the relevant Furnishing Entity. Notwithstanding
the foregoing, (a) the NRSRO may retain one or more copies of any document or other material containing Evaluation Material to
the extent necessary for legal or regulatory compliance (or compliance with the NRSRO’s internal policies and procedures
designed to ensure legal or regulatory compliance) and (b) the NRSRO may retain any portion of the Evaluation Material that may
be found in backup tapes or other archive or electronic media or other documents prepared by the NRSRO and any Evaluation Material
obtained in an oral communication; provided, that any Evaluation Material so retained by the NRSRO will remain subject to
this Confidentiality Agreement and the NRSRO will remain bound by the terms of this Confidentiality Agreement.


 


Violations of this Confidentiality Agreement. The NRSRO
will be responsible for any breach of this Confidentiality Agreement by you, the NRSRO or any NRSRO Representative.


 


You agree promptly to advise each relevant Furnishing Entity
in writing of any misappropriation or unauthorized disclosure or use by any person of the Confidential Information which may come
to your attention and to take all steps reasonably requested by such Furnishing Entity to limit, stop or otherwise remedy such
misappropriation, or unauthorized disclosure or use.


 



    	Exhibit M-5-4



    	 



    




 


You acknowledge and agree that the Furnishing
Entities would not have an adequate remedy at law and would be irreparably harmed in the event that any of the provisions of this
Confidentiality Agreement were not performed in accordance with their specific terms or were otherwise breached. It is accordingly
agreed that each Furnishing Entity shall be entitled to specific performance and injunctive relief to prevent breaches of this
Confidentiality Agreement and to specifically enforce the terms and provisions hereof, in addition to any other remedy to which
a Furnishing Entity may be entitled at law or in equity. It is further understood and agreed that no failure to or delay in exercising
any right, power or privilege hereunder shall preclude any other or further exercise of any right, power or privilege.


 


Term. Notwithstanding the termination or cancellation
of this Confidentiality Agreement and regardless of whether the NRSRO has provided a credit rating on a Security, your obligations
under this Confidentiality Agreement will survive indefinitely.


 


Governing Law. This Confidentiality Agreement and any
claim, controversy or dispute arising under the Confidentiality Agreement, the relationships of the parties and/or the interpretation
and enforcement of the rights and duties of the parties shall be governed by and construed in accordance with the laws of the State
of New York applicable to agreements made and to be performed within such State.


 


Amendments. This Confidentiality Agreement may be modified
or waived only by a separate writing by the NRSRO and each Furnishing Entity.


 


Entire Agreement. This Confidentiality Agreement represents
the entire agreement between you and the Furnishing Entities relating to the treatment of Confidential Information heretofore or
hereafter reviewed or inspected by you. This agreement supersedes all other understandings and agreements between us relating to
such matters; provided, however, that, if the terms of this Confidentiality Agreement conflict with another agreement
relating to the Confidential Information that specifically states that the terms of such agreement shall supersede, modify or amend
the terms of this Confidentiality Agreement, then to the extent the terms of this Confidentiality Agreement conflict with such
agreement, the terms of such agreement shall control notwithstanding acceptance by you of the terms hereof by entry into this website.


 


Contact Information. Notices for each Furnishing Entity
under this Confidentiality Agreement, shall be directed as set forth below:


 


[_____________]








 



    	Exhibit M-5-5



    	 



    




 


EXHIBIT N

 


CUSTODIAN CERTIFICATION


 


[DATE]


 


[All Parties to Pooling and Servicing Agreement]

[Applicable Mortgage Loan Seller]

[Each Underwriter]


 


		Re:	Pooling and Servicing Agreement (“Pooling and
Servicing Agreement”) relating to CSAIL 2015-C4 Commercial Mortgage Trust, Commercial Mortgage Pass-Through Certificates,
Series 2015-C4



 


Ladies and Gentlemen:


 


In accordance with the provisions of Section
2.02(b) of the Pooling and Servicing Agreement, the undersigned hereby certifies that, with respect to each Mortgage Loan, and
subject to the exceptions noted in the schedule of exceptions attached hereto, (i) all documents specified in clauses (1), (2),
(3), (4) (other than with respect to a Non-Serviced Mortgage Loan), (5), (7), (15) and (20) (for any Mortgage Loan that is part
of a Whole Loan) of the definition of “Mortgage File” are in its possession or the related Mortgage Loan Seller has
otherwise satisfied the delivery requirements in accordance with the related Loan Purchase Agreement; (ii) the recordation/filing
contemplated by Section 2.01(c) of the Pooling and Servicing Agreement has been completed (based solely on receipt by the undersigned
of the particular recorded/filed documents); (iii) all documents received by the undersigned or the Custodian with respect to such
Mortgage Loan have been reviewed by the undersigned or the Custodian on behalf of the undersigned and (A) appear regular on their
face (handwritten additions, changes or corrections shall not constitute irregularities if initialed by the Mortgagor), (B) appear
to have been executed (where appropriate) and (C) purport to relate to such Mortgage Loan; and (iv) based on the examinations referred
to in Section 2.02(a) and Section 2.02(b) of the Pooling and Servicing Agreement and only as to the foregoing documents (together
with any Loan Agreement that has been delivered by the related Mortgage Loan Seller), the information set forth in the Mortgage
Loan Schedule with respect to the items specified in clauses (iv) and (v)(B) of the definition of “Mortgage Loan Schedule”
accurately reflects the information set forth in the Mortgage File.


 


The undersigned makes no representations as
to: (i) the validity, legality, sufficiency, enforceability or genuineness of any such documents contained in each Mortgage File
or any of the Mortgage Loans identified in the Mortgage Loan Schedule, or (ii) the collectability, insurability, effectiveness
or suitability of any such Mortgage Loan.


 


Capitalized words and phrases used herein
and not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement. This
Certificate is subject in all respects to the terms of the Pooling and Servicing Agreement.


 



    	Exhibit N-1



    	 



    




 





	 	 	 
		Wells Fargo Bank, National Association, as Custodian
	 	 	 
	 	By: 	 
	 	 	Name:
	 	 	Title:


 



    	Exhibit N-2



    	 



    










 


SCHEDULE OF EXCEPTIONS


 


[None]


 






    	Exhibit N-3



    	 



    

EXHIBIT O


 


SERVICING CRITERIA TO BE ADDRESSED
IN ASSESSMENT OF COMPLIANCE


 


The assessment of
compliance to be delivered by the referenced party shall address, at a minimum, the criteria identified below as “Applicable
Servicing Criteria” applicable to such party, as such criteria may be updated or limited by the Commission or its staff (including,
without limitation, not requiring the delivery of certain of the items set forth on this Exhibit based on interpretive guidance
provided by the Commission or its staff relating to Item 1122 of Regulation AB). For the avoidance of doubt, for purposes of this
Exhibit O, other than with respect to Item 1122(d)(2)(iii), references to Master Servicer below shall include any Sub-Servicer
engaged by a Master Servicer or Special Servicer.


 


	 	Servicing Criteria 	applicable 

Servicing 

Criteria
	Reference	Criteria	 
	 	General Servicing Considerations	 
	1122(d)(1)(i)	Policies and procedures are instituted to monitor any performance or other triggers and events of default in accordance with the transaction agreements.	Master Servicer

Special Servicer
	1122(d)(1)(ii)	If any material servicing activities are outsourced to third parties, policies and procedures are instituted to monitor the third party’s performance and compliance with such servicing activities.	
        Master Servicer

Special Servicer

        Certificate

 Administrator 

	1122(d)(1)(iii)	Any requirements in the transaction agreements to maintain a back-up servicer for the mortgage loans are maintained.	N/A
	1122(d)(1)(iv)	A fidelity bond and errors and omissions policy is in effect on the party participating in the servicing function throughout the reporting period in the amount of coverage required by and otherwise in accordance with the terms of the transaction agreements.	Master Servicer

Special Servicer


	1122(d)(1)(v)	Aggregation of information, as applicable, is mathematically accurate and the information conveyed accurately reflects the information.1	
        Master Servicer

        Special Servicer

        Certificate 




 


 









1 The servicing criteria
in Item 1122(d)(1)(v) of Regulation AB shall be applicable on and after November 23, 2015.


 








    	Exhibit O-1



    	 



    




 


	 	 	Administrator
	 	Cash Collection and Administration	 
	1122(d)(2)(i)	Payments on mortgage loans are deposited into the appropriate custodial bank accounts and related bank clearing accounts no more than two business days following receipt, or such other number of days specified in the transaction agreements.	
        Master Servicer

Special Servicer

        Certificate Administrator

	1122(d)(2)(ii)	Disbursements made via wire transfer on behalf of an obligor or to an investor are made only by authorized personnel.	Certificate Administrator

 
	1122(d)(2)(iii)	Advances of funds or guarantees regarding collections, cash flows or distributions, and any interest or other fees charged for such advances, are made, reviewed and approved as specified in the transaction agreements.	Master Servicer
	1122(d)(2)(iv)	The related accounts for the transaction, such as cash reserve accounts or accounts established as a form of overcollateralization, are separately maintained (e.g., with respect to commingling of cash) as set forth in the transaction agreements.	Master Servicer

Special Servicer

Certificate Administrator
	1122(d)(2)(v)	Each custodial account is maintained at a federally insured depository institution as set forth in the transaction agreements. For purposes of this criterion, “federally insured depository institution” with respect to a foreign financial institution means a foreign financial institution that meets the requirements of Rule 13k-1(b)(1) of the Exchange Act.	Master Servicer

Special Servicer

Certificate Administrator
	1122(d)(2)(vi)	Unissued checks are safeguarded so as to prevent unauthorized access.	Master Servicer

Special Servicer

Certificate Administrator
	1122(d)(2)(vii)	Reconciliations are prepared on a monthly basis for all asset-backed securities related bank accounts, including custodial accounts and related bank clearing accounts. These reconciliations are (A) mathematically accurate; (B) prepared within 30 calendar days after the bank statement cutoff date, or such other number of days specified in the transaction agreements; (C) reviewed and approved by someone other than the person who prepared the reconciliation; and (D) contain explanations for reconciling items. These reconciling items are resolved within 90 calendar days of their original identification, or such other number of days specified in 	Master Servicer

Special Servicer

Certificate Administrator



 



    	Exhibit O-2



    	 



    




 


	 	the transaction agreements.	 
	 	Investor Remittances and Reporting	 
	1122(d)(3)(i)	Reports to investors, including those to be filed with the Commission, are maintained in accordance with the transaction agreements and applicable Commission requirements. Specifically, such reports (A) are prepared in accordance with timeframes and other terms set forth in the transaction agreements; (B) provide information calculated in accordance with the terms specified in the transaction agreements; (C) are filed with the Commission as required by its rules and regulations; and (D) agree with investors’ or the trustee’s records as to the total unpaid principal balance and number of mortgage loans serviced by the Reporting Servicer.	Certificate Administrator

Operating Advisor (with respect to (A) and (B))
	1122(d)(3)(ii)	Amounts due to investors are allocated and remitted in accordance with timeframes, distribution priority and other terms set forth in the transaction agreements.	Certificate Administrator
	1122(d)(3)(iii)	Disbursements made to an investor are posted within two business days to the Reporting Servicer’s investor records, or such other number of days specified in the transaction agreements.	Certificate Administrator
	1122(d)(3)(iv)	Amounts remitted to investors per the investor reports agree with cancelled checks, or other form of payment, or custodial bank statements.	Certificate Administrator
	 	Pool Asset Administration	 
	1122(d)(4)(i)	Collateral or security on mortgage loans is maintained as required by the transaction agreements or related mortgage loan documents.	Master Servicer

Special Servicer

Custodian
	1122(d)(4)(ii)	Mortgage loan and related documents are safeguarded as required by the transaction agreements	Custodian
	1122(d)(4)(iii)	Any additions, removals or substitutions to the asset pool are made, reviewed and approved in accordance with any conditions or requirements in the transaction agreements.	Master Servicer

Special Servicer

Certificate Administrator



 



    	Exhibit O-3



    	 



    




 


	1122(d)(4)(iv)	Payments on mortgage loans, including any payoffs, made in accordance with the related mortgage loan documents are posted to the Master Servicer’s obligor records maintained no more than two business days after receipt, or such other number of days specified in the transaction agreements, and allocated to principal, interest or other items (e.g., escrow) in accordance with the related mortgage loan documents.	Master Servicer
	1122(d)(4)(v)	The Master Servicer’s records regarding the mortgage loans agree with the Master Servicer’s records with respect to an obligor’s unpaid principal balance.	Master Servicer
	1122(d)(4)(vi)	Changes with respect to the terms or status of an obligor’s mortgage loans (e.g., loan modifications or re-agings) are made, reviewed and approved by authorized personnel in accordance with the transaction agreements and related pool asset documents.	Master Servicer

Special Servicer
	1122(d)(4)(vii)	Loss mitigation or recovery actions (e.g., forbearance plans, modifications and deeds in lieu of foreclosure, foreclosures and repossessions, as applicable) are initiated, conducted and concluded in accordance with the timeframes or other requirements established by the transaction agreements.	Special Servicer

Operating Advisor
	1122(d)(4)(viii)	Records documenting collection efforts are maintained during the period a mortgage loan is delinquent in accordance with the transaction agreements. Such records are maintained on at least a monthly basis, or such other period specified in the transaction agreements, and describe the entity’s activities in monitoring delinquent mortgage loans including, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment).	Master Servicer

Special Servicer
	1122(d)(4)(ix)	Adjustments to interest rates or rates of return for mortgage loans with variable rates are computed based on the related mortgage loan documents.	Master Servicer
	1122(d)(4)(x)	Regarding any funds held in trust for an obligor (such as escrow accounts): (A) such funds are analyzed, in accordance with the obligor’s mortgage loan documents, on at least an annual basis, or such other period specified in the transaction agreements; (B) interest on such funds is paid, or credited, to obligors in accordance with applicable mortgage loan documents and state laws; and (C) such funds are returned to the obligor within 30 	Master Servicer



 



    	Exhibit O-4



    	 



    




 


	 	calendar days of full repayment of the related mortgage loans, or such other number of days specified in the transaction agreements.	 
	1122(d)(4)(xi)	Payments made on behalf of an obligor (such as tax or insurance payments) are made on or before the related penalty or expiration dates, as indicated on the appropriate bills or notices for such payments, provided that such support has been received by the servicer at least 30 calendar days prior to these dates, or such other number of days specified in the transaction agreements.	Master Servicer
	1122(d)(4)(xii)	Any late payment penalties in connection with any payment to be made on behalf of an obligor are paid from the servicer’s funds and not charged to the obligor, unless the late payment was due to the obligor’s error or omission.	Master Servicer
	1122(d)(4)(xiii)	Disbursements made on behalf of an obligor are posted within two business days to the obligor’s records maintained by the servicer, or such other number of days specified in the transaction agreements.	Master Servicer
	1122(d)(4)(xiv)	 Delinquencies, charge-offs and uncollectible accounts are recognized and recorded in accordance with the transaction agreements.	Master Servicer
	1122(d)(4)(xv)	Any external enhancement or other support, identified in Item 1114(a)(1) through (3) or Item 1115 of Regulation AB, is maintained as set forth in the transaction agreements.	N/A



 



    	Exhibit O-5



    	 



    




 


EXHIBIT P


 


SUPPLEMENTAL SERVICER SCHEDULE


 



    	Exhibit P-1



    	 



    




 







	Loan Number	 	Mortgage Loan Seller	 	Property Name	 	Borrower Name	 	General Property Type	 	Original Balance ($)	 	Origination Date	 	Original Amortization Term (Mos.)	 	Remaining Amortization Term (Mos.)	 	Carve-out Guarantor	 	Letter of Credit	 	Upfront RE Tax Reserve ($)
	1	 	Column Financial, Inc.	 	Fairmont Orchid	 	MAPS Orchid Hotel LLC	 	Hotel	 	112,500,000	 	5/15/2015	 	0	 	0	 	Maps Hotels and Resorts Hawaii 1 LLC	 	No	 	548,178
	2	 	Column Financial, Inc.	 	Arizona Grand Resort & Spa	 	Arizona Grand Resort, LLC	 	Hotel	 	45,000,000	 	6/9/2015	 	360	 	360	 	Southwest Recourse III, LLC ; Grossman Company Properties, Inc.; Southwest Associates Investments, LLC	 	No	 	695,361
	3	 	Walker & Dunlop	 	Marumsco Plaza	 	Jefferson-Marumsco 1, LLC	 	Retail	 	34,650,000	 	10/16/2015	 	360	 	360	 	Andrew S. Garrett	 	Yes	 	162,570
	4	 	MC-FiveMile	 	324 South Service Road	 	324 South Service Road Associates, LLC	 	Office	 	30,000,000	 	10/28/2015	 	360	 	360	 	Teddy D. Weiss	 	No	 	169,154
	5	 	Column Financial, Inc.	 	Addison Ridge Apartments	 	Sante Fe Properties SPE, LLC	 	Multifamily	 	25,000,000	 	9/16/2015	 	360	 	360	 	Charles F. Weber	 	No	 	20,973
	6	 	BSP	 	Aloft Hotel - Downtown Denver	 	JBK Hotels, LLC	 	Hotel	 	24,000,000	 	7/22/2015	 	300	 	300	 	Jonathan Gandhi; Krishna Gandhi	 	No	 	96,500
	7	 	Walker & Dunlop	 	Springs at Alamo Ranch	 	Continental 157 Fund LLC	 	Multifamily	 	23,400,000	 	8/21/2015	 	360	 	358	 	Continental Properties Company, Inc.	 	No	 	483,331
	8	 	MC-FiveMile	 	 Greyhound Plaza	 	 Greyhound Plaza Associates, LP	 	Retail	 	21,400,000	 	9/18/2015	 	360	 	359	 	George P. Broadbent	 	No	 	44,483
	9	 	Walker & Dunlop	 	Oak Tree Park	 	Summit Oaktree I, LLC and Summit Oaktree II, LLC	 	Multifamily	 	21,187,500	 	7/16/2015	 	360	 	360	 	Joseph S. Rosen, Michael C. Thom, Ryan P. Lynch	 	No	 	58,052
	10	 	BSP	 	Glasgow Court MHC	 	Glasgow Court MHP, LLC	 	Manufactured Housing	 	20,000,000	 	7/27/2015	 	360	 	360	 	Kelli DiSabatino	 	No	 	28,079
	11	 	BSP	 	Chicago Multifamily Portfolio	 	MMJT, LLC	 	Multifamily	 	19,650,000	 	9/24/2015	 	300	 	299	 	Joseph Junkovic; Thomas Junkovic; Maria Junkovic	 	No	 	166,021
	11.01	 	BSP	 	4127 West 127th Street	 	 	 	Multifamily	 	13,267,502	 	 	 	 	 	 	 	 	 	 	 	 
	11.02	 	BSP	 	3048 West 119th Street	 	 	 	Multifamily	 	3,543,657	 	 	 	 	 	 	 	 	 	 	 	 
	11.03	 	BSP	 	6011 North Kenmore Avenue	 	 	 	Multifamily	 	2,838,841	 	 	 	 	 	 	 	 	 	 	 	 
	12	 	Column Financial, Inc.	 	Ralph’s West Hollywood	 	RSH Properties I, LLC 	 	Retail	 	19,000,000	 	9/15/2015	 	360	 	359	 	Robert S. Howard, Jr.; The Robert S. Howard, Jr. Trust Dated October 17, 2013	 	No	 	0
	13	 	BSP	 	Sun Center	 	Jubilee-Sawmill LLC	 	Retail	 	18,000,000	 	10/1/2015	 	360	 	359	 	Schottenstein Realty LLC	 	No	 	0
	14	 	Column Financial, Inc.	 	120 NE 39th Street Miami	 	Thor 118 NE 39TH LLC	 	Retail	 	17,000,000	 	9/30/2015	 	0	 	0	 	Joseph J. Sitt	 	Yes	 	0
	15	 	Column Financial, Inc.	 	Majestic Steel	 	5300 Majestic Parkway LLC	 	Industrial 	 	16,875,000	 	7/24/2015	 	360	 	360	 	LCN North American Fund REIT	 	No	 	0
	16	 	BSP	 	Eastern Market	 	Eastern Market 150 LLC	 	Retail	 	15,250,000	 	9/25/2015	 	360	 	359	 	DT GRAT CS, LLC	 	No	 	12,160
	17	 	BSP	 	Highland Place	 	Highlands Place On 38th, LLC	 	Mixed Use	 	15,000,000	 	10/8/2015	 	0	 	0	 	Monte Re Schmidt; Daren Schmidt	 	No	 	98,876
	18	 	BSP	 	Cheyenne Pointe	 	Medford Capital, LLC	 	Retail	 	14,775,000	 	8/19/2015	 	360	 	360	 	Maryam Arjmand	 	No	 	26,031
	19	 	Column Financial, Inc.	 	Leaf Stone Apartments	 	Patrician LS, L.L.C.	 	Multifamily	 	13,275,000	 	7/30/2015	 	360	 	360	 	Alexis V. Lewis; James R. Hatcher	 	No	 	82,100
	20	 	The Bancorp Bank	 	Berkely Commons Shopping Center	 	Berkeley Realty Associates, LLC	 	Retail	 	13,000,000	 	9/1/2015	 	360	 	360	 	Myron D. Vogel	 	No	 	15,052
	21	 	Column Financial, Inc.	 	Austin 2 Portfolio	 	Mar Single, LLC	 	Multifamily	 	12,825,000	 	9/29/2015	 	360	 	360	 	Alex Moghavem	 	No	 	185,624
	21.01	 	Column Financial, Inc.	 	Marlborough Square	 	 	 	Multifamily	 	9,531,571	 	 	 	 	 	 	 	 	 	 	 	 
	21.02	 	Column Financial, Inc.	 	Englebrook	 	 	 	Multifamily	 	3,293,429	 	 	 	 	 	 	 	 	 	 	 	 
	22	 	MC-FiveMile	 	4001 Emerald Field Drive	 	IDV Emerald Field, LP	 	Industrial	 	12,750,000	 	9/25/2015	 	360	 	360	 	Donald Tyndall Yaap, Jarrad Ean Coulter, Timothy Clark Harrington	 	No	 	33,133
	23	 	BSP	 	Mitsuwa Marketplace	 	100 Algonquin Owners LLC	 	Retail	 	12,700,000	 	10/26/2015	 	360	 	360	 	Lloyd Goldman	 	No	 	0
	24	 	Column Financial, Inc.	 	2000 Corporate Center	 	Calabasas Harvest Fund, LLC	 	Office	 	12,400,000	 	10/8/2015	 	360	 	360	 	Jian Yang; Xiyu Li	 	No	 	121,731
	25	 	BSP	 	Observation Point Apartments	 	Observation Point Investors, LLC	 	Multifamily	 	12,275,000	 	9/10/2015	 	360	 	360	 	Greg Wright; Greg Wright, as Trustee of the Wright Family Revocable Trust, dated June 3, 2004; R. Royce Wright; R. Royce Wright, as Co-Trustee of the 2009 Revocable Trust of Argentia S. Wright, dated April 1, 2009	 	No	 	114,762
	26	 	Walker & Dunlop	 	Moorland Commons	 	Sundown Capital, LLC	 	Retail	 	12,150,000	 	7/30/2015	 	360	 	360	 	Steven W. Doran	 	No	 	66,005
	27	 	The Bancorp Bank	 	Centergate Plaza	 	Centergate Properties, LLC	 	Retail	 	12,000,000	 	10/21/2015	 	360	 	360	 	Sally H. Bailey, L. Blair Bailey & S. Brooke Bailey	 	No	 	0
	28	 	BSP	 	Professional Medical Center	 	Broyhill Exec-Greensboro PMC, LLC; Broymed Greensboro PMC, LLC; Flagship Greensboro PMC, LLC; WCF Greensboro, LLC	 	Office	 	11,900,000	 	8/6/2015	 	360	 	360	 	Flagship Healthcare Real Estate Fund, LLC	 	No	 	14,486
	29	 	BSP	 	Villas at Sonterra	 	SV II Partners, Ltd.	 	Multifamily	 	11,700,000	 	9/2/2015	 	360	 	358	 	Atlantic Housing Foundation, Inc.	 	No	 	0
	30	 	Column Financial, Inc.	 	Alamosa Plaza	 	Cambria Alamosa Investors LLC	 	Retail	 	10,800,000	 	8/14/2015	 	360	 	360	 	Shahrod Yari	 	No	 	5,231
	31	 	The Bancorp Bank	 	Gila Valley Plaza	 	Gils Shopping Center Investments, LLC	 	Retail	 	10,050,000	 	7/29/2015	 	360	 	360	 	Mark Vakili, Moshen Sharif & Albert Minoofar	 	No	 	22,820
	32	 	The Bancorp Bank	 	Advantage Self Storage	 	Advantage U.S. Holdings, L.L.C., Advantage U.S. Holdings II, L.L.C., Advantage U.S. Holdings IIA, L.L.C. & Advantage U.S. Holdings III, L.L.C.	 	Self Storage	 	10,000,000	 	7/24/2015	 	360	 	360	 	Jeffrey S. Kinder & David C. Parr	 	No	 	152,160
	32.01	 	The Bancorp Bank	 	Walden Avenue	 	 	 	Self Storage	 	3,137,028	 	 	 	 	 	 	 	 	 	 	 	 
	32.02	 	The Bancorp Bank	 	Marion Quimby	 	 	 	Self Storage	 	2,542,281	 	 	 	 	 	 	 	 	 	 	 	 
	32.03	 	The Bancorp Bank	 	Piney Creek	 	 	 	Self Storage	 	1,410,000	 	 	 	 	 	 	 	 	 	 	 	 
	32.04	 	The Bancorp Bank	 	Council Drive	 	 	 	Self Storage	 	1,395,691	 	 	 	 	 	 	 	 	 	 	 	 
	32.05	 	The Bancorp Bank	 	Thompson Creek	 	 	 	Self Storage	 	890,000	 	 	 	 	 	 	 	 	 	 	 	 
	32.06	 	The Bancorp Bank	 	Cheslou Road	 	 	 	Self Storage	 	625,000	 	 	 	 	 	 	 	 	 	 	 	 
	33	 	Walker & Dunlop	 	Buckingham Place	 	TBP Buckingham LLC	 	Retail	 	9,975,000	 	10/9/2015	 	360	 	360	 	Jon Goldberg, Leo Bernstein	 	No	 	0
	34	 	Column Financial, Inc.	 	Oaks of Flagridge	 	Linmark Oaks, LLC	 	Multifamily	 	9,800,000	 	7/15/2015	 	360	 	360	 	Marc A. Harvey	 	No	 	70,725
	35	 	MC-FiveMile	 	Franklin Management Portfolio II	 	Beacon’s Bay Mobile Home Park, LLC; Wicomico I, LLC, Wicomico II, LLC and Nassau Woods MHP, LLC	 	Manufactured Housing	 	9,500,000	 	10/21/2015	 	360	 	360	 	John A. Franklin	 	No	 	5,163
	35.01	 	MC-FiveMile	 	Nassau Woods MHC	 	 	 	Manufactured Housing	 	5,345,000	 	 	 	 	 	 	 	 	 	 	 	 
	35.02	 	MC-FiveMile	 	Wicomico I & II MHC	 	 	 	Manufactured Housing	 	2,632,500	 	 	 	 	 	 	 	 	 	 	 	 
	35.03	 	MC-FiveMile	 	Beacon’s Bay MHC	 	 	 	Manufactured Housing	 	1,522,500	 	 	 	 	 	 	 	 	 	 	 	 
	36	 	The Bancorp Bank	 	Mainstreet Plaza	 	Mainstreet Partners, LC	 	Office	 	9,350,000	 	10/7/2015	 	360	 	360	 	Gilbert Jennings & Larry Gardner	 	No	 	0
	37	 	BSP	 	Plymouth Crossing	 	Plymouth Crossing Associates	 	Industrial	 	8,775,000	 	10/6/2015	 	360	 	359	 	William Peter R. Cross	 	No	 	24,071
	38	 	BSP	 	Fossil Creek Plaza	 	Sandstone Fossil Creek Associates, LLC; Buena Sands Fossil Creek, LLC	 	Retail	 	8,000,000	 	10/2/2015	 	360	 	360	 	Eri S. Kroh	 	No	 	188,596
	39	 	BSP	 	Valley Freeway Center	 	VFC III Industrial Buildings L.L.C.	 	Industrial	 	8,000,000	 	9/17/2015	 	360	 	359	 	DT GRAT CS, LLC	 	No	 	11,578
	40	 	Column Financial, Inc.	 	Nexus Snoqualmie Ridge	 	Nexus Snoqualmie LLC	 	Office	 	7,950,000	 	8/19/2015	 	360	 	358	 	Michael J. Reidy	 	No	 	62,539
	41	 	The Bancorp Bank	 	Yarbrough Plaza	 	Yarbrough Plaza Development LLLP	 	Retail	 	7,600,000	 	8/3/2015	 	360	 	360	 	Craig F. Eisenberg	 	No	 	74,738
	42	 	Column Financial, Inc.	 	Arlington Place Apartments	 	ROCO-Arlington Place, LLC	 	Multifamily	 	7,575,000	 	9/29/2015	 	360	 	360	 	Tyler Ross and Michael Colman	 	No	 	99,286
	43	 	Walker & Dunlop	 	Southgate Business Center	 	BRIT-Southgate LLC	 	Industrial	 	7,300,000	 	10/1/2015	 	360	 	359	 	BRIT Limited Partnership	 	No	 	43,836
	44	 	Column Financial, Inc.	 	Mallard Landing	 	Mallard Landing Apartments (Delaware) LLC	 	Multifamily	 	7,025,000	 	8/10/2015	 	360	 	358	 	Michael D Hummel	 	No	 	38,373
	45	 	BSP	 	Country Inn & Suites BWI	 	Jai BWI Airport, LLC	 	Hotel	 	7,000,000	 	8/20/2015	 	360	 	358	 	Vinay B. Patel; Ashok Lodha	 	No	 	29,007
	46	 	The Bancorp Bank	 	Niu Portfolio	 	Niu Enterprises LLC	 	Retail	 	6,862,500	 	10/5/2015	 	360	 	360	 	Jia Lin Niu	 	No	 	4,266



 


    	 



    	 



    
 





	Loan Number	 	Mortgage Loan Seller	 	Property Name	 	Borrower Name	 	General Property Type	 	Original Balance ($)	 	Origination Date	 	Original Amortization Term (Mos.)	 	Remaining Amortization Term (Mos.)	 	Carve-out Guarantor	 	Letter of Credit	 	Upfront RE Tax Reserve ($)
	46.01	 	The Bancorp Bank	 	Village On Samish Way	 	 	 	Retail	 	2,667,000	 	 	 	 	 	 	 	 	 	 	 	 
	46.02	 	The Bancorp Bank	 	Village At Maple Leaf	 	 	 	Retail	 	2,101,500	 	 	 	 	 	 	 	 	 	 	 	 
	46.03	 	The Bancorp Bank	 	Village on 45th 	 	 	 	Retail	 	2,094,000	 	 	 	 	 	 	 	 	 	 	 	 
	47	 	BSP	 	5070 Phillip Lee Drive	 	Sky ATL, LLC	 	Industrial	 	6,850,000	 	8/28/2015	 	300	 	298	 	Sky Management Services LLC	 	No	 	169,563
	48	 	Walker & Dunlop	 	Dorsey Business Center III	 	BRIT-Dorsey III LLC	 	Office	 	6,800,000	 	10/1/2015	 	360	 	359	 	BRIT Limited Partnership	 	No	 	0
	49	 	The Bancorp Bank	 	Los Altos Ranch Market	 	Pro’s Zaragoza Real Estate, LLC	 	Retail	 	6,700,000	 	10/15/2015	 	360	 	360	 	Michael Provenzano, Jr. & Michael Provenzano III	 	No	 	136,454
	50	 	BSP	 	Hampton Inn Henderson NC	 	Akshar Investments, Inc.	 	Hotel	 	6,300,000	 	8/11/2015	 	360	 	358	 	Hiren Patel; Balkrishna Patel	 	No	 	41,913
	51	 	BSP	 	Bella Roe Plaza	 	Bella Roe Lots 1 and 4 07 A, LLC	 	Retail	 	6,250,000	 	9/3/2015	 	360	 	360	 	Alan C. Fox	 	No	 	80,792
	52	 	Column Financial, Inc.	 	Maple Grove Executive Plaza	 	Merchant Development, L.L.C.	 	Office	 	6,050,000	 	10/8/2015	 	360	 	360	 	Patrick M. Gannon, Dennis W. Cornelius. Todd Christopherson, James F. Winkels, Gordon J. Schmitz, Michael b. Pagh	 	No	 	24,551
	53	 	BSP	 	Homewood Suites - Brownsville	 	Livermore Hotel Group, LLC	 	Hotel	 	6,000,000	 	8/12/2015	 	300	 	298	 	Harminder Singh, Parminder Singh	 	No	 	102,260
	54	 	Column Financial, Inc.	 	Cobblestone Apartments	 	Cobblestone Apartments Partners LLC	 	Multifamily	 	5,920,000	 	8/6/2015	 	360	 	357	 	Deanna L. Hanson; Scott R. Dahlberg	 	No	 	75,833
	55	 	BSP	 	Theory - Design District	 	Miami DD 101 Blue LLC	 	Retail	 	5,300,000	 	8/21/2015	 	0	 	0	 	Edward Gindi; Isaac A. Gindi	 	No	 	58,168
	56	 	Column Financial, Inc.	 	Richmond Highlands Center	 	Richmond Road Partners, LLC	 	Mixed Use	 	5,250,000	 	7/2/2015	 	360	 	360	 	Gregg S. Levy, Steven Passov, and Bradley T. Kowit	 	No	 	9,915
	57	 	The Bancorp Bank	 	Expressway Plaza	 	Expressway Plaza Shops, Ltd.	 	Retail	 	4,875,000	 	10/8/2015	 	360	 	360	 	Andrew M. Kaplan	 	No	 	7,129
	58	 	The Bancorp Bank	 	Northern Tool - Charlotte	 	Wakeman Family 1, LLC; Tweedy I, LLC & Wildiris Investment I, LLC	 	Retail	 	4,800,000	 	9/28/2015	 	360	 	359	 	Jeffrey Wakeman, Dale E. Tweedy & Ann L. Vano	 	No	 	53,462
	59	 	MC-FiveMile	 	Nomad and Avenue A	 	Michigan AA & NM, LLC	 	Manufactured Housing	 	4,520,000	 	10/2/2015	 	360	 	360	 	David H. Reynolds	 	No	 	19,535
	59.01	 	MC-FiveMile	 	Avenue A MHC	 	 	 	Manufactured Housing	 	2,500,000	 	 	 	 	 	 	 	 	 	 	 	 
	59.02	 	MC-FiveMile	 	Nomad MHC	 	 	 	Manufactured Housing	 	2,020,000	 	 	 	 	 	 	 	 	 	 	 	 
	60	 	Column Financial, Inc.	 	Hide-A-Way RV Resort	 	Hideaway Partners, LLLP	 	Manufactured Housing	 	4,500,000	 	7/29/2015	 	360	 	360	 	Frank Struchen; David Marger	 	No	 	83,392
	61	 	Column Financial, Inc.	 	Country Club Medical Office	 	Country Club Urmta LLC	 	Office	 	4,400,000	 	10/9/2015	 	360	 	360	 	Thomas Ahdoot	 	No	 	15,938
	62	 	The Bancorp Bank	 	Northern Tool - Concord	 	Wakeman Family 2, LLC; Tweedy 2, LLC & Wildiris 2, LLC	 	Retail	 	4,350,000	 	9/28/2015	 	360	 	359	 	Jeffrey Wakeman, Dale E. Tweedy & Ann L. Vano	 	No	 	28,749
	63	 	Column Financial, Inc.	 	Whispering Oaks	 	Rithy Ohio 4314, LLC	 	Multifamily	 	4,300,000	 	5/14/2015	 	360	 	360	 	Konstantinos Schoinas; John Peter Bertakis; Nektarios Manos; Pantelis Alexelis	 	No	 	17,313
	64	 	Walker & Dunlop	 	Old Orchard Apartments	 	Old Orchard - Holt, LLC	 	Multifamily	 	4,200,000	 	7/24/2015	 	360	 	360	 	Jerry E. White	 	No	 	71,982
	65	 	Column Financial, Inc.	 	Dolley Madison Office Building	 	445 Dolley Madison, LP	 	Office	 	4,200,000	 	9/11/2015	 	360	 	359	 	Maoz Goldshtein	 	No	 	18,260
	66	 	The Bancorp Bank	 	El Paseo Plaza	 	El Paseo Plaza Partners, LLC	 	Retail	 	4,000,001	 	10/9/2015	 	360	 	360	 	Roger C. Hobbs	 	No	 	15,699
	67	 	The Bancorp Bank	 	Viole Self Storage	 	Viole California Self Storage LLC	 	Self Storage	 	3,800,000	 	8/20/2015	 	360	 	360	 	Timothy P. Viole & Marian H. Viole	 	No	 	4,651
	68	 	Column Financial, Inc.	 	Country Inn & Suites Augusta	 	103 Sherwood Hotel, LLC	 	Hotel	 	3,800,000	 	10/6/2015	 	240	 	239	 	Jugal Purohit and Chandra Purohit	 	No	 	3,208
	69	 	The Bancorp Bank	 	Walgreens - Riverview	 	WG-Riverview, LLC	 	Retail	 	3,768,750	 	8/21/2015	 	360	 	360	 	James A. Devincenti & Deborah A. Devincenti	 	No	 	0
	70	 	Column Financial, Inc.	 	Chancellor’s MHC	 	Chancellor’s MHC LLC	 	Manufactured Housing	 	3,525,000	 	9/8/2015	 	360	 	359	 	Caddis Capital Investments LLC, Trico Fund III LLC	 	No	 	4,892
	71	 	The Bancorp Bank	 	Global Parkway Industrial	 	Panther Center FIP LLC	 	Industrial	 	3,150,000	 	9/17/2015	 	360	 	360	 	George A. Graham	 	No	 	15,612
	72	 	The Bancorp Bank	 	University Square	 	University Square One, LLC	 	Retail	 	3,050,000	 	9/8/2015	 	300	 	299	 	Douglas F. Eshelman	 	No	 	34,886
	73	 	MC-FiveMile	 	Shoppes at Center Street	 	WSG SHOPPES LLC.	 	Retail	 	3,000,000	 	8/28/2015	 	360	 	360	 	J. Gregg Pritchard	 	No	 	1,269
	74	 	MC-FiveMile	 	Crown Hill Plaza Center	 	Crown Hill Associates, LLC	 	Retail	 	3,000,000	 	9/3/2015	 	360	 	358	 	David E. Noon and H. Richard Noon	 	No	 	67,874
	75	 	BSP	 	Williamsburg Square VI	 	Williamsburg Properties 76, LLC	 	Office	 	3,000,000	 	7/31/2015	 	360	 	357	 	Richard A. Roeser Marital Trust; James C. Beachum Revocable Trust U/A/D October 2, 1986	 	No	 	19,885
	76	 	The Bancorp Bank	 	Campus Hause/Bear Hause	 	Partridge Realty, LLC	 	Multifamily	 	2,900,000	 	10/7/2015	 	360	 	360	 	Ruby H. Lindblad & Lee Eugene Lindblad	 	No	 	6,214
	77	 	BSP	 	Williamson MHP Portfolio	 	Williamson Developments, LLC; Williamson Development II, Inc.	 	Manufactured Housing	 	2,750,000	 	10/26/2015	 	300	 	300	 	James Williamson; Charles Williamson	 	No	 	9,723
	77.01	 	BSP	 	Parkview Estates - Mandan, ND	 	 	 	Manufactured Housing	 	1,750,000	 	 	 	 	 	 	 	 	 	 	 	 
	77.02	 	BSP	 	Parkway Estates MHP - Sandusky, OH	 	 	 	Manufactured Housing	 	1,000,000	 	 	 	 	 	 	 	 	 	 	 	 
	78	 	The Bancorp Bank	 	Fontana Retail	 	Fontana Retail Group, LLC	 	Retail	 	2,723,000	 	8/26/2015	 	360	 	360	 	Ralph Borelli, Kelly Heil & John Della Penna	 	No	 	8,611
	79	 	MC-FiveMile	 	Quail Valley Business Center	 	NDI Quail Valley Partners, Ltd.	 	Industrial	 	2,700,000	 	9/29/2015	 	0	 	0	 	Richard R. Nelson III and John C. Duffie	 	No	 	14,480
	80	 	BSP	 	Georgetowne Executive Offices	 	Georgetowne Properties, LLC	 	Office	 	2,600,000	 	7/31/2015	 	360	 	357	 	Richard A. Roeser Marital Trust; James C. Beachum Revocable Trust U/A/D October 2, 1986	 	No	 	8,576
	81	 	MC-FiveMile	 	Paradise Shoppes of Cocoa	 	RSA Cocoa LLC	 	Retail	 	2,587,500	 	10/1/2015	 	300	 	299	 	Richard Smith-Allen	 	No	 	22,666
	82	 	The Bancorp Bank	 	CVS - Clermont	 	Clermont Concepts, LLC	 	Retail	 	2,500,000	 	9/29/2015	 	240	 	239	 	Keith Markes	 	No	 	0
	83	 	Column Financial, Inc.	 	Brookside Independent Living	 	Dora Street Retirement Residence, LP	 	Multifamily	 	2,500,000	 	7/1/2015	 	360	 	356	 	John D. Reynen; Belan K. Wagner 	 	No	 	17,908
	84	 	The Bancorp Bank	 	Desiard Plaza	 	Desiard Plaza, Ltd.	 	Retail	 	2,200,000	 	8/11/2015	 	360	 	360	 	Hardam S. Azad	 	No	 	25,537
	85	 	BSP	 	College Hill Shopping Center	 	Hamilton Avenue LLC	 	Retail	 	2,000,000	 	8/20/2015	 	300	 	298	 	Daniel Frija; Yaacov Yosef Vanono	 	No	 	22,564
	86	 	MC-FiveMile	 	The Parkway Apartments	 	Helios Realty Company	 	Multifamily	 	2,000,000	 	8/3/2015	 	360	 	357	 	St. John Holdings, Inc.	 	No	 	7,023
	87	 	Column Financial, Inc.	 	A - One Apartments	 	Portage Park Apartments LLC	 	Multifamily	 	1,751,000	 	7/17/2015	 	360	 	360	 	Bryan Pritchard ; Matthew Van Arkel	 	No	 	13,067


 






    	 



    	 



    

  


	Loan Number	 	Mortgage Loan Seller	 	Property Name	 	Ongoing RE Tax Reserve ($)	 	Upfront Insurance Reserve ($)	 	Ongoing Insurance Reserve ($)	 	Upfront Engineering Reserve ($)	 	Upfront TI/LC Reserve ($)	 	Ongoing TI/LC Reserve ($)	 	TI/LC Caps ($)	 	Upfront Debt Service Reserve ($)	 	Ongoing Debt Service Reserve ($)
	1	 	Column Financial, Inc.	 	Fairmont Orchid	 	126,765	 	0	 	61,550	 	137,820	 	0	 	0	 	 	 	0	 	0
	2	 	Column Financial, Inc.	 	Arizona Grand Resort & Spa	 	163,614	 	703,114	 	54,086	 	20,700	 	0	 	0	 	 	 	0	 	0
	3	 	Walker & Dunlop	 	Marumsco Plaza	 	32,514	 	30,862	 	5,144	 	69,125	 	0	 	14,312	 	 $500,000 and as long as no Cash Trap Period is existing  	 	0	 	0
	4	 	MC-FiveMile	 	324 South Service Road	 	24,165	 	0	 	Springing	 	0	 	0	 	19,630	 	360,000	 	0	 	0
	5	 	Column Financial, Inc.	 	Addison Ridge Apartments	 	20,973	 	29,041	 	3,630	 	0	 	0	 	0	 	 	 	0	 	0
	6	 	BSP	 	Aloft Hotel - Downtown Denver	 	32,167	 	46,500	 	5,167	 	0	 	0	 	0	 	 	 	0	 	0
	7	 	Walker & Dunlop	 	Springs at Alamo Ranch	 	53,703	 	24,684	 	3,086	 	0	 	0	 	0	 	 	 	0	 	0
	8	 	MC-FiveMile	 	 Greyhound Plaza	 	44,483	 	37,758	 	3,433	 	86,087	 	400,000	 	12,500	 	 	 	0	 	0
	9	 	Walker & Dunlop	 	Oak Tree Park	 	14,513	 	59,850	 	4,988	 	7,500	 	0	 	0	 	 	 	0	 	0
	10	 	BSP	 	Glasgow Court MHC	 	14,039	 	4,848	 	2,424	 	122,141	 	0	 	0	 	 	 	0	 	0
	11	 	BSP	 	Chicago Multifamily Portfolio	 	41,505	 	47,941	 	7,990	 	87,058	 	0	 	0	 	 	 	0	 	0
	11.01	 	BSP	 	4127 West 127th Street	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	11.02	 	BSP	 	3048 West 119th Street	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	11.03	 	BSP	 	6011 North Kenmore Avenue	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	12	 	Column Financial, Inc.	 	Ralph’s West Hollywood	 	Springing	 	0	 	Springing	 	12,375	 	0	 	3,035	 	 	 	0	 	0
	13	 	BSP	 	Sun Center	 	Springing	 	0	 	Springing	 	0	 	0	 	Springing	 	 	 	0	 	0
	14	 	Column Financial, Inc.	 	120 NE 39th Street Miami	 	3,273	 	2,207	 	221	 	0	 	584,585	 	0	 	 	 	0	 	0
	15	 	Column Financial, Inc.	 	Majestic Steel	 	Springing	 	0	 	Springing	 	0	 	0	 	0	 	 	 	129,375	 	0
	16	 	BSP	 	Eastern Market	 	6,080	 	2,204	 	2,204	 	0	 	0	 	5,715	 	250,000	 	0	 	0
	17	 	BSP	 	Highland Place	 	12,360	 	25,114	 	2,511	 	0	 	404,895	 	0	 	 	 	0	 	0
	18	 	BSP	 	Cheyenne Pointe	 	8,677	 	5,296	 	2,648	 	0	 	0	 	5,712	 	330,568	 	0	 	0
	19	 	Column Financial, Inc.	 	Leaf Stone Apartments	 	9,122	 	25,299	 	5,060	 	19,813	 	0	 	0	 	 	 	0	 	0
	20	 	The Bancorp Bank	 	Berkely Commons Shopping Center	 	15,052	 	7,508	 	7,508	 	0	 	5,704	 	5,704	 	 	 	0	 	0
	21	 	Column Financial, Inc.	 	Austin 2 Portfolio	 	20,625	 	26,367	 	4,394	 	3,125	 	0	 	0	 	 	 	0	 	0
	21.01	 	Column Financial, Inc.	 	Marlborough Square	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	21.02	 	Column Financial, Inc.	 	Englebrook	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	22	 	MC-FiveMile	 	4001 Emerald Field Drive	 	3,313	 	35,114	 	5,852	 	0	 	0	 	Springing	 	 	 	0	 	0
	23	 	BSP	 	Mitsuwa Marketplace	 	Springing	 	0	 	Springing	 	0	 	0	 	Springing	 	 	 	0	 	0
	24	 	Column Financial, Inc.	 	2000 Corporate Center	 	17,390	 	13,143	 	2,629	 	0	 	0	 	8,904	 	 	 	0	 	0
	25	 	BSP	 	Observation Point Apartments	 	10,433	 	158,661	 	13,222	 	0	 	0	 	0	 	 	 	0	 	0
	26	 	Walker & Dunlop	 	Moorland Commons	 	16,501	 	14,778	 	1,847	 	0	 	0	 	7,559	 	200,000	 	0	 	0
	27	 	The Bancorp Bank	 	Centergate Plaza	 	13,420	 	68,293	 	6,829	 	88,428	 	0	 	3,749	 	 	 	0	 	0
	28	 	BSP	 	Professional Medical Center	 	14,486	 	14,348	 	1,594	 	0	 	500,000	 	Springing	 	300,000	 	0	 	0
	29	 	BSP	 	Villas at Sonterra	 	0	 	24,173	 	3,453	 	0	 	0	 	0	 	 	 	300,000	 	0
	30	 	Column Financial, Inc.	 	Alamosa Plaza	 	5,231	 	16,433	 	1,369	 	123,063	 	0	 	8,089	 	 	 	0	 	0
	31	 	The Bancorp Bank	 	Gila Valley Plaza	 	4,564	 	5,885	 	Springing	 	0	 	0	 	4,968	 	178,838	 	0	 	0
	32	 	The Bancorp Bank	 	Advantage Self Storage	 	18,091	 	3,572	 	3,572	 	10,813	 	0	 	0	 	 	 	0	 	0
	32.01	 	The Bancorp Bank	 	Walden Avenue	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	32.02	 	The Bancorp Bank	 	Marion Quimby	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	32.03	 	The Bancorp Bank	 	Piney Creek	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	32.04	 	The Bancorp Bank	 	Council Drive	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	32.05	 	The Bancorp Bank	 	Thompson Creek	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	32.06	 	The Bancorp Bank	 	Cheslou Road	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	33	 	Walker & Dunlop	 	Buckingham Place	 	18,803	 	10,596	 	5,298	 	92,812	 	285,750	 	4,978	 	 (i) $400,000, if Big Lots and Fiesta Marketplace have each executed their first renewal options; (ii) $200,000, if Big Lots and Fiesta Marketplace have each executed their second renewal options and DY>=9.00% 	 	0	 	0
	34	 	Column Financial, Inc.	 	Oaks of Flagridge	 	8,841	 	28,343	 	5,988	 	3,375	 	0	 	0	 	 	 	0	 	0
	35	 	MC-FiveMile	 	Franklin Management Portfolio II	 	5,163	 	12,943	 	3,236	 	171,875	 	0	 	0	 	 	 	0	 	0
	35.01	 	MC-FiveMile	 	Nassau Woods MHC	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	35.02	 	MC-FiveMile	 	Wicomico I & II MHC	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	35.03	 	MC-FiveMile	 	Beacon’s Bay MHC	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	36	 	The Bancorp Bank	 	Mainstreet Plaza	 	14,342	 	1,366	 	1,366	 	1,250	 	191,224	 	6,954	 	 	 	0	 	0
	37	 	BSP	 	Plymouth Crossing	 	8,024	 	13,408	 	1,219	 	0	 	0	 	3,917	 	 	 	0	 	0
	38	 	BSP	 	Fossil Creek Plaza	 	18,860	 	14,643	 	1,331	 	0	 	400,000	 	2,854	 	600,000	 	0	 	0
	39	 	BSP	 	Valley Freeway Center	 	5,789	 	14,259	 	1,296	 	0	 	325,000	 	4,706	 	425,000	 	0	 	0
	40	 	Column Financial, Inc.	 	Nexus Snoqualmie Ridge	 	10,423	 	10,868	 	1,208	 	36,250	 	1,250,000	 	6,388	 	1,750,000	 	0	 	0
	41	 	The Bancorp Bank	 	Yarbrough Plaza	 	10,677	 	13,219	 	2,644	 	15,000	 	0	 	Springing	 	 	 	0	 	0
	42	 	Column Financial, Inc.	 	Arlington Place Apartments	 	9,929	 	26,079	 	13,039	 	2,500	 	0	 	0	 	 	 	0	 	0
	43	 	Walker & Dunlop	 	Southgate Business Center	 	8,767	 	0	 	Springing	 	0	 	225,000	 	Springing	 	225,000	 	0	 	0
	44	 	Column Financial, Inc.	 	Mallard Landing	 	9,593	 	20,676	 	2,068	 	244,688	 	0	 	0	 	 	 	0	 	0
	45	 	BSP	 	Country Inn & Suites BWI	 	9,669	 	3,278	 	3,278	 	0	 	0	 	0	 	 	 	0	 	0
	46	 	The Bancorp Bank	 	Niu Portfolio	 	4,266	 	6,135	 	614	 	0	 	0	 	1,668	 	 	 	0	 	0



 


    	 



    	 



    
 





	Loan Number	 	Mortgage Loan Seller	 	Property Name	 	Ongoing RE Tax Reserve ($)	 	Upfront Insurance Reserve ($)	 	Ongoing Insurance Reserve ($)	 	Upfront Engineering Reserve ($)	 	Upfront TI/LC Reserve ($)	 	Ongoing TI/LC Reserve ($)	 	TI/LC Caps ($)	 	Upfront Debt Service Reserve ($)	 	Ongoing Debt Service Reserve ($)
	46.01	 	The Bancorp Bank	 	Village On Samish Way	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	46.02	 	The Bancorp Bank	 	Village At Maple Leaf	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	46.03	 	The Bancorp Bank	 	Village on 45th 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	47	 	BSP	 	5070 Phillip Lee Drive	 	15,415	 	0	 	0	 	0	 	0	 	8,350	 	400,800	 	0	 	0
	48	 	Walker & Dunlop	 	Dorsey Business Center III	 	6,309	 	0	 	Springing	 	0	 	241,350	 	Springing	 	225,000	 	0	 	0
	49	 	The Bancorp Bank	 	Los Altos Ranch Market	 	13,645	 	10,110	 	1,123	 	16,250	 	0	 	6,441	 	 	 	0	 	0
	50	 	BSP	 	Hampton Inn Henderson NC	 	4,657	 	10,948	 	1,369	 	6,938	 	0	 	0	 	 	 	0	 	0
	51	 	BSP	 	Bella Roe Plaza	 	20,198	 	0	 	Springing	 	0	 	0	 	3,329	 	 	 	0	 	0
	52	 	Column Financial, Inc.	 	Maple Grove Executive Plaza	 	24,551	 	1,894	 	1,894	 	24,375	 	0	 	7,259	 	 	 	0	 	0
	53	 	BSP	 	Homewood Suites - Brownsville	 	8,522	 	8,679	 	4,340	 	0	 	0	 	0	 	 	 	0	 	0
	54	 	Column Financial, Inc.	 	Cobblestone Apartments	 	14,209	 	0	 	1,483	 	4,125	 	0	 	0	 	 	 	0	 	0
	55	 	BSP	 	Theory - Design District	 	5,518	 	3,994	 	333	 	0	 	0	 	0	 	 	 	250,019	 	0
	56	 	Column Financial, Inc.	 	Richmond Highlands Center	 	5,656	 	3,269	 	467	 	0	 	0	 	2,000	 	120,000	 	0	 	0
	57	 	The Bancorp Bank	 	Expressway Plaza	 	3,564	 	8,714	 	871	 	9,500	 	0	 	2,185	 	78,654	 	0	 	0
	58	 	The Bancorp Bank	 	Northern Tool - Charlotte	 	5,940	 	355	 	355	 	0	 	100,000	 	1,529	 	55,037	 	0	 	0
	59	 	MC-FiveMile	 	Nomad and Avenue A	 	6,512	 	1,776	 	888	 	19,860	 	0	 	0	 	 	 	0	 	0
	59.01	 	MC-FiveMile	 	Avenue A MHC	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	59.02	 	MC-FiveMile	 	Nomad MHC	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	60	 	Column Financial, Inc.	 	Hide-A-Way RV Resort	 	8,339	 	6,038	 	3,019	 	62,500	 	0	 	0	 	 	 	0	 	0
	61	 	Column Financial, Inc.	 	Country Club Medical Office	 	7,969	 	8,290	 	691	 	0	 	0	 	5,015	 	200,615	 	0	 	0
	62	 	The Bancorp Bank	 	Northern Tool - Concord	 	3,194	 	311	 	311	 	0	 	0	 	2,156	 	77,624	 	0	 	0
	63	 	Column Financial, Inc.	 	Whispering Oaks	 	8,657	 	11,408	 	3,803	 	42,350	 	0	 	0	 	 	 	0	 	0
	64	 	Walker & Dunlop	 	Old Orchard Apartments	 	10,283	 	10,730	 	Springing	 	39,938	 	0	 	0	 	 	 	0	 	0
	65	 	Column Financial, Inc.	 	Dolley Madison Office Building	 	6,087	 	2,975	 	595	 	0	 	150,000	 	Springing	 	150,000	 	0	 	0
	66	 	The Bancorp Bank	 	El Paseo Plaza	 	5,233	 	844	 	422	 	83,125	 	0	 	1,440	 	51,849	 	0	 	0
	67	 	The Bancorp Bank	 	Viole Self Storage	 	2,325	 	3,904	 	651	 	0	 	0	 	0	 	 	 	0	 	0
	68	 	Column Financial, Inc.	 	Country Inn & Suites Augusta	 	3,208	 	1,408	 	1,408	 	1,875	 	0	 	0	 	 	 	0	 	0
	69	 	The Bancorp Bank	 	Walgreens - Riverview	 	Springing	 	335	 	Springing	 	5,313	 	0	 	0	 	 	 	0	 	0
	70	 	Column Financial, Inc.	 	Chancellor’s MHC	 	699	 	2,088	 	1,044	 	6,875	 	0	 	0	 	 	 	0	 	0
	71	 	The Bancorp Bank	 	Global Parkway Industrial	 	2,230	 	0	 	1,744	 	3,750	 	0	 	1,556	 	 	 	0	 	0
	72	 	The Bancorp Bank	 	University Square	 	3,876	 	11,512	 	959	 	438	 	0	 	772	 	27,786	 	0	 	0
	73	 	MC-FiveMile	 	Shoppes at Center Street	 	1,269	 	5,444	 	454	 	1,313	 	0	 	1,045	 	 	 	0	 	0
	74	 	MC-FiveMile	 	Crown Hill Plaza Center	 	6,787	 	11,924	 	1,987	 	275,796	 	0	 	3,141	 	188,455	 	0	 	0
	75	 	BSP	 	Williamsburg Square VI	 	9,943	 	3,797	 	633	 	0	 	200,000	 	Springing	 	200,000	 	0	 	0
	76	 	The Bancorp Bank	 	Campus Hause/Bear Hause	 	1,243	 	5,141	 	857	 	21,769	 	0	 	0	 	 	 	0	 	0
	77	 	BSP	 	Williamson MHP Portfolio	 	1,620	 	7,641	 	849	 	33,300	 	0	 	0	 	 	 	0	 	0
	77.01	 	BSP	 	Parkview Estates - Mandan, ND	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	77.02	 	BSP	 	Parkway Estates MHP - Sandusky, OH	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	78	 	The Bancorp Bank	 	Fontana Retail	 	2,153	 	2,631	 	219	 	0	 	112,799	 	613	 	 	 	0	 	0
	79	 	MC-FiveMile	 	Quail Valley Business Center	 	4,827	 	14,038	 	1,170	 	4,000	 	190,000	 	Springing	 	190,000	 	0	 	0
	80	 	BSP	 	Georgetowne Executive Offices	 	8,576	 	4,717	 	674	 	0	 	200,000	 	Springing	 	200,000	 	0	 	0
	81	 	MC-FiveMile	 	Paradise Shoppes of Cocoa	 	1,889	 	3,002	 	1,501	 	1,250	 	0	 	1,047	 	 	 	0	 	0
	82	 	The Bancorp Bank	 	CVS - Clermont	 	Springing	 	1,563	 	Springing	 	0	 	0	 	1,151	 	 	 	0	 	0
	83	 	Column Financial, Inc.	 	Brookside Independent Living	 	2,985	 	8,669	 	1,648	 	2,313	 	0	 	0	 	 	 	0	 	0
	84	 	The Bancorp Bank	 	Desiard Plaza	 	2,837	 	2,290	 	2,290	 	3,125	 	100,000	 	4,090	 	212,675	 	0	 	0
	85	 	BSP	 	College Hill Shopping Center	 	5,641	 	5,814	 	1,453	 	0	 	0	 	3,697	 	100,000	 	0	 	0
	86	 	MC-FiveMile	 	The Parkway Apartments	 	2,341	 	3,163	 	1,054	 	7,969	 	0	 	410	 	 	 	0	 	0
	87	 	Column Financial, Inc.	 	A - One Apartments	 	3,267	 	3,223	 	1,611	 	11,570	 	0	 	0	 	 	 	0	 	0


 






    	 



    	 



    

 


	Loan Number	 	Mortgage Loan Seller	 	Property Name	 	Upfront Deferred Maintenance Reserve ($)	 	Ongoing Deferred Maintenance Reserve ($)	 	Upfront Environmental Reserve ($)	 	Ongoing Environmental Reserve ($)	 	Upfront Other Reserve ($)	 	Ongoing Other Reserve ($)	 	Other Reserve Description	 	Grace Period- Default
	1	 	Column Financial, Inc.	 	Fairmont Orchid	 	0	 	Springing	 	4,200	 	0	 	358,346	 	Springing	 	Upon Seasonality Deposit Trigger, all excess cash shall be deposited into the seasonality reserve equal at least $716,692.70	 	0
	2	 	Column Financial, Inc.	 	Arizona Grand Resort & Spa	 	311,695	 	Greater of 4% of the gross income from operations for the calendar month which is 2 months prior to the payment date or amount required in the management agreement	 	0	 	0	 	597,267	 	Springing	 	After Seasonality Deposit Trigger, on each payment date occurring in January to June, Borrower shall pay monthly seasonality deposit, from and after the seasonality deposit trigger, all seasonality excess cash shall be deposit into the seasonality reserve account.	 	0
	3	 	Walker & Dunlop	 	Marumsco Plaza	 	0	 	4,550	 	300,000	 	0	 	925,000	 	0	 	 	 	5
	4	 	MC-FiveMile	 	324 South Service Road	 	0	 	2,454	 	0	 	0	 	41,842	 	Springing	 	Lease Termination Reserve Fund	 	0
	5	 	Column Financial, Inc.	 	Addison Ridge Apartments	 	3,517	 	3,517	 	0	 	0	 	0	 	0	 	 	 	0
	6	 	BSP	 	Aloft Hotel - Downtown Denver	 	0	 	1/12th of 4% of the greater of (i) gross revenues in the preceding calendar year or (ii) the projected gross revenues for the current calendar year	 	0	 	0	 	413,389	 	0	 	 	 	0
	7	 	Walker & Dunlop	 	Springs at Alamo Ranch	 	0	 	4,060	 	0	 	0	 	0	 	0	 	 	 	0
	8	 	MC-FiveMile	 	 Greyhound Plaza	 	0	 	2,759	 	0	 	0	 	0	 	0	 	 	 	0
	9	 	Walker & Dunlop	 	Oak Tree Park	 	0	 	7,147	 	0	 	0	 	0	 	0	 	 	 	0
	10	 	BSP	 	Glasgow Court MHC	 	138,604	 	0	 	0	 	0	 	800,000	 	12,500	 	On each monthly payment date through and including the monthly payment date occurring in August, 2017, deposit an amount equal to $12,500 for planned capital improvements at the property	 	0
	11	 	BSP	 	Chicago Multifamily Portfolio	 	0	 	7,667	 	0	 	0	 	0	 	0	 	 	 	0
	11.01	 	BSP	 	4127 West 127th Street	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	11.02	 	BSP	 	3048 West 119th Street	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	11.03	 	BSP	 	6011 North Kenmore Avenue	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	12	 	Column Financial, Inc.	 	Ralph’s West Hollywood	 	0	 	685	 	0	 	0	 	0	 	Springing	 	Special Rollover Reserve: On the date twelve months prior to the expiration of the Ralph’s lease, borrower may, at its option, make a deposit of $2,855,443 to avoid full recourse liability and on each payment date during a lease sweep period, all excess cash shall be deposit into the special rollover reserve	 	0
	13	 	BSP	 	Sun Center	 	0	 	Springing	 	0	 	0	 	0	 	0	 	 	 	0
	14	 	Column Financial, Inc.	 	120 NE 39th Street Miami	 	0	 	71	 	0	 	0	 	500,000	 	Springing	 	Upon Lease Sweep Period, all available cash shall be deposited into the Lease Sweep Reserve	 	0
	15	 	Column Financial, Inc.	 	Majestic Steel	 	0	 	Springing	 	0	 	0	 	0	 	Springing	 	Advance Rent Reserve: any rent or other amount received from tenants for periods more than 1 month in advance of when same are due and shall be deposited into the advance rent reserve. Lease Sweep Fund: During lease sweep period, all excess cash shall be deposit into the lease sweep fund.	 	0
	16	 	BSP	 	Eastern Market	 	0	 	1,829	 	0	 	0	 	0	 	Springing	 	Lease Sweep Reserve: Monthly deposit of excess cash flow upon the occurrence and continuance of a cash sweep period that exists solely due to the continuance of a major tenant sweep event	 	0
	17	 	BSP	 	Highland Place	 	0	 	1,557	 	0	 	0	 	295,905	 	0	 	 	 	0
	18		BSP	 	Cheyenne Pointe	 	0	 	1,565	 	0	 	0	 	9,930	 	Springing	 	Lease
Renewal Reserve: $35,000 to be deposited on each monthly payment date during a lease renewal reserve period Specified Tenant Reserve:
Monthly deposit of excess cash flow upon the occurrence and continuance of a cash sweep period that exists solely due to the continuance
of a specified tenant sweep period		0
	19	 	Column Financial, Inc.	 	Leaf Stone Apartments	 	4,833	 	4,833	 	0	 	0	 	0	 	0	 	 	 	0
	20	 	The Bancorp Bank	 	Berkely Commons Shopping Center	 	1,141	 	1,141	 	0	 	0	 	0	 	0	 	 	 	0
	21	 	Column Financial, Inc.	 	Austin 2 Portfolio	 	5,583	 	5,583	 	0	 	0	 	1,672,250	 	0	 	 	 	0
	21.01	 	Column Financial, Inc.	 	Marlborough Square	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	21.02	 	Column Financial, Inc.	 	Englebrook	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	22	 	MC-FiveMile	 	4001 Emerald Field Drive	 	0	 	1,193	 	0	 	0	 	0	 	0	 	 	 	0
	23	 	BSP	 	Mitsuwa Marketplace	 	0	 	Springing	 	0	 	0	 	0	 	Springing	 	Lease Sweep Reserve: Monthly deposit of excess cash flow upon the occurrence and continuance of a cash sweep period that exists solely due to the continuance of a specified tenant sweep period.	 	0
	24	 	Column Financial, Inc.	 	2000 Corporate Center	 	0	 	2,398	 	18,044	 	0	 	0	 	Springing	 	Lease termination payment reserve springing upon receipt of a lease termination payment	 	0
	25	 	BSP	 	Observation Point Apartments	 	0	 	8,333	 	0	 	0	 	1,549,510	 	0	 	 	 	0
	26	 	Walker & Dunlop	 	Moorland Commons	 	0	 	2,106	 	0	 	0	 	782,152	 	Springing	 	Primary Lease Reserve Account (Dunham’s); Primary Lease Reserve Funds (Michaels Stores); Primary Lease Reserve (Other Tenants)	 	0
	27	 	The Bancorp Bank	 	Centergate Plaza	 	131,736	 	1,125	 	0	 	0	 	0	 	0	 	 	 	0
	28	 	BSP	 	Professional Medical Center	 	0	 	1,144	 	0	 	0	 	0	 	Springing	 	Lease Sweep Reserve: Monthly deposit of excess cash flow upon the occurrence and continuance of a cash sweep period that exists solely due to the continuance of a major tenant sweep event	 	0
	29	 	BSP	 	Villas at Sonterra	 	0	 	3,250	 	0	 	0	 	0	 	0	 	 	 	0
	30	 	Column Financial, Inc.	 	Alamosa Plaza	 	0	 	1,294	 	0	 	0	 	0	 	Springing	 	Albertsons TI/LC (Monthly: Excess Cash Flow); Lease Termination Reserve (upon receipt of a lease termination payment)	 	10
	31	 	The Bancorp Bank	 	Gila Valley Plaza	 	0	 	2,683	 	0	 	0	 	0	 	0	 	 	 	0
	32	 	The Bancorp Bank	 	Advantage Self Storage	 	0	 	2,996	 	0	 	0	 	0	 	0	 	 	 	0
	32.01	 	The Bancorp Bank	 	Walden Avenue	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	32.02	 	The Bancorp Bank	 	Marion Quimby	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	32.03	 	The Bancorp Bank	 	Piney Creek	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	32.04	 	The Bancorp Bank	 	Council Drive	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	32.05	 	The Bancorp Bank	 	Thompson Creek	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	32.06	 	The Bancorp Bank	 	Cheslou Road	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	33	 	Walker & Dunlop	 	Buckingham Place	 	0	 	2,505	 	0	 	0	 	0	 	Springing	 	Primary Lease Reserve	 	0
	34	 	Column Financial, Inc.	 	Oaks of Flagridge	 	3,000	 	3,000	 	0	 	0	 	1,209,233	 	0	 	 	 	0
	35	 	MC-FiveMile	 	Franklin Management Portfolio II	 	0	 	2,788	 	0	 	0	 	0	 	0	 	 	 	0
	35.01	 	MC-FiveMile	 	Nassau Woods MHC	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	35.02	 	MC-FiveMile	 	Wicomico I & II MHC	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	35.03	 	MC-FiveMile	 	Beacon’s Bay MHC	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	36	 	The Bancorp Bank	 	Mainstreet Plaza	 	0	 	1,391	 	0	 	0	 	0	 	0	 	 	 	0
	37	 	BSP	 	Plymouth Crossing	 	0	 	2,564	 	0	 	0	 	300,000	 	0	 	 	 	0
	38	 	BSP	 	Fossil Creek Plaza	 	0	 	1,142	 	0	 	0	 	200,000	 	0	 	 	 	0
	39	 	BSP	 	Valley Freeway Center	 	0	 	941	 	0	 	0	 	0	 	0	 	 	 	0
	40	 	Column Financial, Inc.	 	Nexus Snoqualmie Ridge	 	0	 	1,278	 	0	 	0	 	0	 	Springing	 	Upon Lease Sweep Period, all available cash shall be deposited into the Lease Sweep Reserve, capped at $1.75MM	 	0
	41	 	The Bancorp Bank	 	Yarbrough Plaza	 	0	 	Springing	 	0	 	0	 	0	 	0	 	 	 	0
	42	 	Column Financial, Inc.	 	Arlington Place Apartments	 	0	 	5,884	 	0	 	0	 	0	 	0	 	 	 	5
	43	 	Walker & Dunlop	 	Southgate Business Center	 	60,000	 	Springing	 	0	 	0	 	0	 	Springing	 	Primary Lease Reserve: upon Primary Lease Termination/Extension Event, all excess cash shall be deposit into the Primary Lease Reserve	 	0
	44	 	Column Financial, Inc.	 	Mallard Landing	 	0	 	3,600	 	0	 	0	 	0	 	0	 	 	 	0
	45	 	BSP	 	Country Inn & Suites BWI	 	0	 	1/12th of 4% of the greater of (i) gross revenues in the preceding calendar year or (ii) the projected gross revenues for the current calendar year	 	0	 	0	 	27,329	 	3,416	 	Seasonality Reserve Monthly Deposit	 	0
	46	 	The Bancorp Bank	 	Niu Portfolio	 	0	 	554	 	0	 	0	 	0	 	0	 	 	 	0


 






    	 



    	 



    

 


	Loan Number	 	Mortgage Loan Seller	 	Property Name	 	Upfront Deferred Maintenance Reserve ($)	 	Ongoing Deferred Maintenance Reserve ($)	 	Upfront Environmental Reserve ($)	 	Ongoing Environmental Reserve ($)	 	Upfront Other Reserve ($)	 	Ongoing Other Reserve ($)	 	Other Reserve Description	 	Grace Period- Default
	46.01	 	The Bancorp Bank	 	Village On Samish Way	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	46.02	 	The Bancorp Bank	 	Village At Maple Leaf	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	46.03	 	The Bancorp Bank	 	Village on 45th 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	47	 	BSP	 	5070 Phillip Lee Drive	 	0	 	3,340	 	0	 	0	 	212,311	 	Springing	 	Lease Sweep Reserve: Monthly deposit of excess cash flow upon the occurrence and continuance of a specified tenant sweep period. Furthermore, within 30 days after the occurrence of a Lease Sweep Reserve Additional Deposit Event, borrower shall deposit, in cash or letter of credit, the sum of $509,350.	 	0
	48	 	Walker & Dunlop	 	Dorsey Business Center III	 	45,000	 	Springing	 	0	 	0	 	0	 	Springing	 	Primary Lease Reserve: upon Primary Lease Termination/Extension Event, all excess cash shall be deposit into the Primary Lease Reserve	 	0
	49	 	The Bancorp Bank	 	Los Altos Ranch Market	 	0	 	966	 	0	 	0	 	0	 	0	 	 	 	0
	50	 	BSP	 	Hampton Inn Henderson NC	 	0	 	1/12th of 4% of the greater of (i) gross revenues in the preceding calendar year or (ii) the projected gross revenues for the current calendar year	 	0	 	0	 	61,926	 	Springing	 	Franchise
Renewal Reserve - Springing $41,667 payment on each monthly payment date during the continuance of a Franchise Renewal Trigger
Period. PIP Reserve - on the date that any new PIP is imposed by the Franchisor, borrower is required to deposit an amount equal
to 125% of the sum required to pay for such new PIP.	0
	51	 	BSP	 	Bella Roe Plaza	 	0	 	1,115	 	0	 	0	 	0	 	Springing	 	Lease Sweep Reserve: Monthly deposit of excess cash flow upon the occurrence and continuance of a cash sweep period that exists solely due to the continuance of a specified tenant sweep period. In lieu of a cash flow sweep, (i) deposit $250,000 in cash or letter of credit if the sweep occurs due to the specified tenant not renewing its lease or (ii) deposit $675,000 in cash or letter of credit if the sweep occurs due to specified tenant going dark.	0
	52	 	Column Financial, Inc.	 	Maple Grove Executive Plaza	 	0	 	968	 	0	 	0	 	323,550	 	Springing	 	Upon Lease Sweep Period, all available cash shall be deposited into the Lease Sweep Reserve	 	0
	53	 	BSP	 	Homewood Suites - Brownsville	 	0	 	1/12th of 4% of the greater of (i) gross revenues in the preceding calendar year or (ii) the projected gross revenues for the current calendar year	 	0	 	0	 	1,000,000	 	0	 	 	 	0
	54	 	Column Financial, Inc.	 	Cobblestone Apartments	 	1,667	 	1,667	 	0	 	0	 	0	 	monthly amount set forth in the approved annual budget	 	Common Charge	 	0
	55	 	BSP	 	Theory - Design District	 	3,719	 	0	 	0	 	0	 	0	 	Springing	 	Major Tenant Reserve: Within 5 business days after the occurrence of a Major Lease Termination Event, borrower shall deposit, in cash or letter of credit, the sum of $1,500,000 for TI/LC expenses that may be incurred following such termination.	 	0
	56	 	Column Financial, Inc.	 	Richmond Highlands Center	 	0	 	400	 	0	 	0	 	0	 	Springing	 	Lease termination payment reserve springing upon receipt of a lease termination payment	 	0
	57	 	The Bancorp Bank	 	Expressway Plaza	 	37,200	 	634	 	0	 	0	 	0	 	0	 	 	 	0
	58	 	The Bancorp Bank	 	Northern Tool - Charlotte	 	0	 	459	 	0	 	0	 	0	 	0	 	 	 	0
	59	 	MC-FiveMile	 	Nomad and Avenue A	 	0	 	1,151	 	0	 	0	 	0	 	0	 	 	 	0
	59.01	 	MC-FiveMile	 	Avenue A MHC	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	59.02	 	MC-FiveMile	 	Nomad MHC	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	60	 	Column Financial, Inc.	 	Hide-A-Way RV Resort	 	0	 	1,667	 	0	 	0	 	135,000	 	Springing	 	Seasonality Reserve	 	0
	61	 	Column Financial, Inc.	 	Country Club Medical Office	 	0	 	502	 	0	 	0	 	212,000	 	Springing	 	Upon SVMC Sweep Period, deposit shall be made for TI/LC account	 	0
	62	 	The Bancorp Bank	 	Northern Tool - Concord	 	0	 	647	 	0	 	0	 	0	 	0	 	 	 	0
	63	 	Column Financial, Inc.	 	Whispering Oaks	 	110,000	 	7,142	 	0	 	0	 	0	 	0	 	 	 	0
	64	 	Walker & Dunlop	 	Old Orchard Apartments	 	0	 	4,452	 	0	 	0	 	0	 	0	 	 	 	0
	65	 	Column Financial, Inc.	 	Dolley Madison Office Building	 	25,000	 	Springing	 	0	 	0	 	0	 	0	 	 	 	0
	66	 	The Bancorp Bank	 	El Paseo Plaza	 	0	 	216	 	0	 	0	 	0	 	0	 	 	 	0
	67	 	The Bancorp Bank	 	Viole Self Storage	 	0	 	761	 	0	 	0	 	0	 	0	 	 	 	0
	68	 	Column Financial, Inc.	 	Country Inn & Suites Augusta	 	4,474	 	With each monthly payment occurring until and including April 6, 2016, 2% times the annual rent of the property for the prior 12 month period.  With each monthly payment date occurring on May 6, 2016 and thereafter, an amount equal to the greater of (i) 4%  times the annual rent of the property for the prior 12 month period or (ii) the monthly amount required to be reserved pursuant to the Franchise Agreement for the replacement of FF&E but excluding any amounts attributable to a PIP	 	0	 	0	 	85,000	 	2,237	 	PIP Reserve (With each monthly payment occurring until and including April 6, 2016, 2% times the annual rent of the property for the prior 12 month period.  With each monthly payment date occurring on May 6, 2016, an amount equal to bring the total balance of the PIP reserve to $120,000); Seasonality Reserve (Springing: an amount equal to the lessor of: (x) twenty percent (20%) of the seasonality reserve threshold amount; or (y) all excess cash flow)	0
	69	 	The Bancorp Bank	 	Walgreens - Riverview	 	0	 	174	 	0	 	0	 	0	 	0	 	 	 	0
	70	 	Column Financial, Inc.	 	Chancellor’s MHC	 	0	 	500	 	0	 	0	 	0	 	0	 	 	 	0
	71	 	The Bancorp Bank	 	Global Parkway Industrial	 	0	 	311	 	0	 	0	 	0	 	0	 	 	 	0
	72	 	The Bancorp Bank	 	University Square	 	0	 	211	 	0	 	0	 	0	 	0	 	 	 	0
	73	 	MC-FiveMile	 	Shoppes at Center Street	 	0	 	314	 	0	 	0	 	0	 	0	 	 	 	0
	74	 	MC-FiveMile	 	Crown Hill Plaza Center	 	0	 	1,540	 	0	 	0	 	150,000	 	0	 	 	 	0
	75	 	BSP	 	Williamsburg Square VI	 	532	 	532	 	0	 	0	 	0	 	0	 	 	 	0
	76	 	The Bancorp Bank	 	Campus Hause/Bear Hause	 	0	 	1,405	 	0	 	0	 	0	 	0	 	 	 	0
	77	 	BSP	 	Williamson MHP Portfolio	 	0	 	629	 	0	 	0	 	0	 	0	 	 	 	0
	77.01	 	BSP	 	Parkview Estates - Mandan, ND	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	77.02	 	BSP	 	Parkway Estates MHP - Sandusky, OH	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	78	 	The Bancorp Bank	 	Fontana Retail	 	0	 	92	 	0	 	0	 	0	 	0	 	 	 	0
	79	 	MC-FiveMile	 	Quail Valley Business Center	 	0	 	660	 	0	 	0	 	0	 	0	 	 	 	0
	80	 	BSP	 	Georgetowne Executive Offices	 	597	 	597	 	0	 	0	 	0	 	0	 	 	 	0
	81	 	MC-FiveMile	 	Paradise Shoppes of Cocoa	 	0	 	511	 	0	 	0	 	7,000	 	0	 	 	 	0
	82	 	The Bancorp Bank	 	CVS - Clermont	 	0	 	115	 	0	 	0	 	0	 	0	 	 	 	0
	83	 	Column Financial, Inc.	 	Brookside Independent Living	 	1,826	 	1,826	 	0	 	0	 	0	 	0	 	 	 	0
	84	 	The Bancorp Bank	 	Desiard Plaza	 	0	 	818	 	0	 	0	 	0	 	0	 	 	 	0
	85	 	BSP	 	College Hill Shopping Center	 	0	 	924	 	0	 	0	 	300,000	 	Springing	 	Lease Sweep Reserve: Monthly deposit of excess cash flow upon the occurrence and continuance of a cash sweep period that exists solely due to the continuance of a specified tenant sweep period	 	0
	86	 	MC-FiveMile	 	The Parkway Apartments	 	0	 	932	 	0	 	0	 	0	 	0	 	 	 	0
	87	 	Column Financial, Inc.	 	A - One Apartments	 	10,000	 	1,100	 	0	 	0	 	0	 	0	 	 	 	0





 


 






    	 



    	 



    

 


	Loan Number	 	Mortgage Loan Seller	 	Property Name	 	Grace Period- Late Fee	 	Environmental Insurance 	 	Cash Management	 	Lockbox	 	 Units, Pads, Rooms, Sq Ft, Beds 	 	Unit Description	 	Monthly Debt Service ($) (1)	 	Interest Accrual Method	 	Administrative Fee Rate (%) (2)	 	Ground Lease Y/N	 	Overlapping Fee Interest?	 	Prepayment Provision (3)
	1	 	Column Financial, Inc.	 	Fairmont Orchid	 	0	 	No	 	In Place	 	Hard	 	540	 	Rooms	 	358,346.35	 	Actual/360	 	0.01265%	 	No	 	No	 	L(29), Def(84), O(7)
	2	 	Column Financial, Inc.	 	Arizona Grand Resort & Spa	 	0	 	No	 	In Place	 	Hard	 	744	 	Rooms	 	206,542.21	 	Actual/360	 	0.01265%	 	Yes	 	No	 	L(28), Def(87), O(5)
	3	 	Walker & Dunlop	 	Marumsco Plaza	 	5	 	Yes	 	In Place	 	Hard	 	253,836	 	Square Feet	 	180,542.01	 	Actual/360	 	0.05265%	 	No	 	No	 	L(24), Def(92), O(4)
	4	 	MC-FiveMile	 	324 South Service Road	 	0	 	No	 	Springing	 	Springing	 	117,781	 	Square Feet	 	157,399.61	 	Actual/360	 	0.01265%	 	No	 	No	 	L(24), Def(92), O(4)
	5	 	Column Financial, Inc.	 	Addison Ridge Apartments	 	0	 	No	 	Springing	 	Springing	 	211	 	Units	 	135,737.44	 	Actual/360	 	0.01265%	 	No	 	No	 	L(25), Def(91), O(4)
	6	 	BSP	 	Aloft Hotel - Downtown Denver	 	0	 	No	 	In Place	 	Hard	 	140	 	Rooms	 	137,796.22	 	Actual/360	 	0.04265%	 	No	 	No	 	L(27), Def(89), O(4)
	7	 	Walker & Dunlop	 	Springs at Alamo Ranch	 	0	 	No	 	Springing	 	Springing	 	232	 	Units	 	116,639.60	 	Actual/360	 	0.05265%	 	No	 	No	 	L(26), Def(90), O(4)
	8	 	MC-FiveMile	 	 Greyhound Plaza	 	0	 	No	 	Springing	 	Springing	 	174,280	 	Square Feet	 	112,239.58	 	Actual/360	 	0.04015%	 	No	 	No	 	L(25), YM1(88), O(7)
	9	 	Walker & Dunlop	 	Oak Tree Park	 	0	 	No	 	Springing	 	Soft	 	320	 	Units	 	106,775.63	 	Actual/360	 	0.05265%	 	No	 	No	 	L(27), Def(89), O(4)
	10	 	BSP	 	Glasgow Court MHC	 	0	 	No	 	Springing	 	Soft	 	470	 	Pads	 	110,069.41	 	Actual/360	 	0.01265%	 	No	 	No	 	L(27), Def(26), O(7)
	11	 	BSP	 	Chicago Multifamily Portfolio	 	0	 	No	 	In Place	 	Soft	 	368	 	Units	 	116,019.71	 	Actual/360	 	0.01265%	 	No	 	No	 	L(25), Def(91), O(4)
	11.01	 	BSP	 	4127 West 127th Street	 	 	 	No	 	 	 	 	 	240	 	Units	 	 	 	 	 	 	 	 	 	 	 	 
	11.02	 	BSP	 	3048 West 119th Street	 	 	 	No	 	 	 	 	 	72	 	Units	 	 	 	 	 	 	 	 	 	 	 	 
	11.03	 	BSP	 	6011 North Kenmore Avenue	 	 	 	No	 	 	 	 	 	56	 	Units	 	 	 	 	 	 	 	 	 	 	 	 
	12	 	Column Financial, Inc.	 	Ralph’s West Hollywood	 	0	 	No	 	Springing	 	Hard	 	47,000	 	Square Feet	 	100,722.62	 	Actual/360	 	0.01265%	 	No	 	No	 	L(25), Def(91), O(4)
	13	 	BSP	 	Sun Center	 	0	 	No	 	Springing	 	Hard	 	154,557	 	Square Feet	 	89,924.44	 	Actual/360	 	0.01265%	 	No	 	No	 	L(25), YM1(89), O(6)
	14	 	Column Financial, Inc.	 	120 NE 39th Street Miami	 	0	 	No	 	Springing	 	Springing	 	5,607	 	Square Feet	 	66,789.93	 	Actual/360	 	0.01265%	 	No	 	No	 	L(25), Def(91), O(4)
	15	 	Column Financial, Inc.	 	Majestic Steel	 	0	 	No	 	In Place	 	Hard	 	324,752	 	Square Feet	 	86,508.74	 	Actual/360	 	0.01265%	 	No	 	No	 	L(27), Def(89), O(4)
	16	 	BSP	 	Eastern Market	 	0	 	No	 	Springing	 	Springing	 	68,583	 	Square Feet	 	79,459.32	 	Actual/360	 	0.01265%	 	No	 	No	 	L(25), Def(91), O(4)
	17	 	BSP	 	Highland Place	 	0	 	No	 	Springing	 	Springing	 	68	 	Units	 	55,763.89	 	Actual/360	 	0.01265%	 	No	 	No	 	L(24), Def(92), O(4)
	18	 	BSP	 	Cheyenne Pointe	 	0	 	No	 	Springing	 	Springing	 	93,901	 	Square Feet	 	76,362.55	 	Actual/360	 	0.01265%	 	No	 	No	 	L(26), Def(90), O(4)
	19	 	Column Financial, Inc.	 	Leaf Stone Apartments	 	0	 	No	 	Springing	 	Soft	 	232	 	Units	 	67,499.31	 	Actual/360	 	0.01265%	 	No	 	No	 	L(27), Def(89), O(4)
	20	 	The Bancorp Bank	 	Berkely Commons Shopping Center	 	5	 	No	 	Springing	 	Springing	 	136,897	 	Square Feet	 	70,184.60	 	Actual/360	 	0.01265%	 	No	 	No	 	L(26), Def(90), O(4)
	21	 	Column Financial, Inc.	 	Austin 2 Portfolio	 	0	 	No	 	Springing	 	Springing	 	269	 	Units	 	68,143.68	 	Actual/360	 	0.01265%	 	No	 	No	 	L(25), Def(91), O(4)
	21.01	 	Column Financial, Inc.	 	Marlborough Square	 	 	 	No	 	 	 	 	 	189	 	Units	 	 	 	 	 	 	 	 	 	 	 	 
	21.02	 	Column Financial, Inc.	 	Englebrook	 	 	 	No	 	 	 	 	 	80	 	Units	 	 	 	 	 	 	 	 	 	 	 	 
	22	 	MC-FiveMile	 	4001 Emerald Field Drive	 	0	 	No	 	Springing	 	Springing	 	95,415	 	Square Feet	 	65,362.16	 	Actual/360	 	0.01265%	 	No	 	No	 	L(25), Def(91), O(4)
	23	 	BSP	 	Mitsuwa Marketplace	 	0	 	No	 	Springing	 	Hard	 	60,800	 	Square Feet	 	66,709.29	 	Actual/360	 	0.01265%	 	No	 	No	 	L(24), Def(92), O(4)
	24	 	Column Financial, Inc.	 	2000 Corporate Center	 	0	 	No	 	In Place	 	Soft	 	106,560	 	Square Feet	 	65,358.65	 	Actual/360	 	0.01265%	 	No	 	No	 	L(24), Def(92), O(4)
	25	 	BSP	 	Observation Point Apartments	 	0	 	No	 	Springing	 	Soft	 	400	 	Units	 	62,927.10	 	Actual/360	 	0.01265%	 	No	 	No	 	L(25), Def(91), O(4)
	26	 	Walker & Dunlop	 	Moorland Commons	 	0	 	No	 	Springing	 	Springing	 	126,382	 	Square Feet	 	60,283.94	 	Actual/360	 	0.05265%	 	No	 	No	 	L(27), Def(89), O(4)
	27	 	The Bancorp Bank	 	Centergate Plaza	 	0	 	No	 	Springing	 	Springing	 	89,978	 	Square Feet	 	64,198.76	 	Actual/360	 	0.06015%	 	No	 	No	 	L(24), Def(92), O(4)
	28	 	BSP	 	Professional Medical Center	 	0	 	No	 	Springing	 	Springing	 	91,488	 	Square Feet	 	63,446.12	 	Actual/360	 	0.01265%	 	No	 	No	 	L(27), Def(89), O(4)
	29	 	BSP	 	Villas at Sonterra	 	0	 	No	 	Springing	 	Soft	 	156	 	Units	 	62,808.13	 	Actual/360	 	0.05015%	 	No	 	No	 	L(26), Def(90), O(4)
	30	 	Column Financial, Inc.	 	Alamosa Plaza	 	10	 	No	 	Springing	 	Hard	 	77,650	 	Square Feet	 	55,559.39	 	Actual/360	 	0.01265%	 	No	 	No	 	L(26), Def(91), O(3)
	31	 	The Bancorp Bank	 	Gila Valley Plaza	 	0	 	No	 	Springing	 	Springing	 	119,225	 	Square Feet	 	51,041.37	 	Actual/360	 	0.05265%	 	No	 	No	 	L(27), Def(89), O(4)
	32	 	The Bancorp Bank	 	Advantage Self Storage	 	0	 	No	 	Springing	 	Springing	 	1,774	 	Units	 	50,431.14	 	Actual/360	 	0.01265%	 	No	 	No	 	L(27), Def(89), O(4)
	32.01	 	The Bancorp Bank	 	Walden Avenue	 	 	 	No	 	 	 	 	 	757	 	Units	 	 	 	 	 	 	 	 	 	 	 	 
	32.02	 	The Bancorp Bank	 	Marion Quimby	 	 	 	No	 	 	 	 	 	264	 	Units	 	 	 	 	 	 	 	 	 	 	 	 
	32.03	 	The Bancorp Bank	 	Piney Creek	 	 	 	No	 	 	 	 	 	189	 	Units	 	 	 	 	 	 	 	 	 	 	 	 
	32.04	 	The Bancorp Bank	 	Council Drive	 	 	 	No	 	 	 	 	 	368	 	Units	 	 	 	 	 	 	 	 	 	 	 	 
	32.05	 	The Bancorp Bank	 	Thompson Creek	 	 	 	No	 	 	 	 	 	110	 	Units	 	 	 	 	 	 	 	 	 	 	 	 
	32.06	 	The Bancorp Bank	 	Cheslou Road	 	 	 	No	 	 	 	 	 	86	 	Units	 	 	 	 	 	 	 	 	 	 	 	 
	33	 	Walker & Dunlop	 	Buckingham Place	 	0	 	Yes	 	Springing	 	Hard	 	150,254	 	Square Feet	 	51,614.28	 	Actual/360	 	0.05265%	 	No	 	No	 	L(24), Def(91), O(5)
	34	 	Column Financial, Inc.	 	Oaks of Flagridge	 	0	 	No	 	Springing	 	Springing	 	144	 	Units	 	51,357.99	 	Actual/360	 	0.01265%	 	No	 	No	 	L(27), Def(86), O(7)
	35	 	MC-FiveMile	 	Franklin Management Portfolio II	 	0	 	No	 	Springing	 	Springing	 	426	 	Pads	 	48,871.69	 	Actual/360	 	0.01265%	 	No	 	No	 	L(24), Def(92), O(4)
	35.01	 	MC-FiveMile	 	Nassau Woods MHC	 	 	 	No	 	 	 	 	 	299	 	Pads	 	 	 	 	 	 	 	 	 	 	 	 
	35.02	 	MC-FiveMile	 	Wicomico I & II MHC	 	 	 	No	 	 	 	 	 	82	 	Pads	 	 	 	 	 	 	 	 	 	 	 	 
	35.03	 	MC-FiveMile	 	Beacon’s Bay MHC	 	 	 	No	 	 	 	 	 	45	 	Pads	 	 	 	 	 	 	 	 	 	 	 	 
	36	 	The Bancorp Bank	 	Mainstreet Plaza	 	0	 	No	 	Springing	 	Springing	 	83,452	 	Square Feet	 	48,268.10	 	Actual/360	 	0.01265%	 	No	 	No	 	L(24), Def(92), O(4)
	37	 	BSP	 	Plymouth Crossing	 	0	 	No	 	Springing	 	Springing	 	85,463	 	Square Feet	 	46,092.44	 	Actual/360	 	0.01265%	 	No	 	No	 	L(25), Def(91), O(4)
	38	 	BSP	 	Fossil Creek Plaza	 	0	 	No	 	Springing	 	Springing	 	68,492	 	Square Feet	 	41,973.23	 	Actual/360	 	0.01265%	 	No	 	No	 	L(25), Def(91), O(4)
	39	 	BSP	 	Valley Freeway Center	 	0	 	No	 	Springing	 	Springing	 	112,947	 	Square Feet	 	42,701.60	 	Actual/360	 	0.01265%	 	No	 	No	 	L(25), Def(91), O(4)
	40	 	Column Financial, Inc.	 	Nexus Snoqualmie Ridge	 	0	 	No	 	Springing	 	Hard	 	76,661	 	Square Feet	 	40,665.00	 	Actual/360	 	0.01265%	 	No	 	No	 	L(26), Def(90), O(4)
	41	 	The Bancorp Bank	 	Yarbrough Plaza	 	0	 	No	 	Springing	 	Springing	 	79,140	 	Square Feet	 	37,833.70	 	Actual/360	 	0.06265%	 	No	 	No	 	L(27), Def(89), O(4)
	42	 	Column Financial, Inc.	 	Arlington Place Apartments	 	5	 	No	 	Springing	 	Springing	 	230	 	Units	 	37,486.51	 	Actual/360	 	0.01265%	 	No	 	No	 	L(25), Def(91), O(4)
	43	 	Walker & Dunlop	 	Southgate Business Center	 	0	 	No	 	Springing	 	Hard	 	78,420	 	Square Feet	 	37,022.74	 	Actual/360	 	0.05265%	 	No	 	No	 	L(25), YM1(91), O(4)
	44	 	Column Financial, Inc.	 	Mallard Landing	 	0	 	No	 	Springing	 	Soft	 	144	 	Units	 	36,815.29	 	Actual/360	 	0.01265%	 	No	 	No	 	L(26), Def(90), O(4)
	45	 	BSP	 	Country Inn & Suites BWI	 	0	 	No	 	Springing	 	Springing	 	107	 	Rooms	 	37,577.51	 	Actual/360	 	0.01265%	 	No	 	No	 	L(26), Def(90), O(4)
	46	 	The Bancorp Bank	 	Niu Portfolio	 	0	 	No	 	Springing	 	Springing	 	20,014	 	Square Feet	 	35,798.05	 	Actual/360	 	0.01265%	 	No	 	No	 	L(24), Def(92), O(4)


 






    	 



    	 



    





 





	Loan Number	 	Mortgage Loan Seller	 	Property Name	 	Grace Period- Late Fee	 	Environmental Insurance 	 	Cash Management	 	Lockbox	 	 Units, Pads, Rooms, Sq Ft, Beds 	 	Unit Description	 	Monthly Debt Service ($) (1)	 	Interest Accrual Method	 	Administrative Fee Rate (%) (2)	 	Ground Lease Y/N	 	Overlapping Fee Interest?	 	Prepayment Provision (3)
	46.01	 	The Bancorp Bank	 	Village On Samish Way	 	 	 	No	 	 	 	 	 	9,460	 	Square Feet	 	 	 	 	 	 	 	 	 	 	 	 
	46.02	 	The Bancorp Bank	 	Village At Maple Leaf	 	 	 	No	 	 	 	 	 	6,225	 	Square Feet	 	 	 	 	 	 	 	 	 	 	 	 
	46.03	 	The Bancorp Bank	 	Village on 45th 	 	 	 	No	 	 	 	 	 	4,329	 	Square Feet	 	 	 	 	 	 	 	 	 	 	 	 
	47	 	BSP	 	5070 Phillip Lee Drive	 	0	 	No	 	Springing	 	Hard	 	400,800	 	Square Feet	 	39,210.80	 	Actual/360	 	0.01265%	 	No	 	No	 	L(26), Def(90), O(4)
	48	 	Walker & Dunlop	 	Dorsey Business Center III	 	0	 	No	 	Springing	 	Hard	 	54,381	 	Square Feet	 	34,486.93	 	Actual/360	 	0.05265%	 	No	 	No	 	L(25), YM1(91), O(4)
	49	 	The Bancorp Bank	 	Los Altos Ranch Market	 	0	 	No	 	Springing	 	Springing	 	77,295	 	Square Feet	 	34,587.83	 	Actual/360	 	0.07015%	 	No	 	No	 	L(24), Def(92), O(4)
	50	 	BSP	 	Hampton Inn Henderson NC	 	0	 	No	 	Springing	 	Springing	 	75	 	Rooms	 	33,973.94	 	Actual/360	 	0.01265%	 	No	 	No	 	L(26), Def(90), O(4)
	51	 	BSP	 	Bella Roe Plaza	 	0	 	No	 	Springing	 	Springing	 	89,226	 	Square Feet	 	32,040.27	 	Actual/360	 	0.06015%	 	No	 	No	 	L(26), Def(90), O(4)
	52	 	Column Financial, Inc.	 	Maple Grove Executive Plaza	 	0	 	No	 	Springing	 	Hard	 	58,062	 	Square Feet	 	30,679.63	 	Actual/360	 	0.06015%	 	No	 	No	 	L(24), Def(92), O(4)
	53	 	BSP	 	Homewood Suites - Brownsville	 	0	 	No	 	Springing	 	Hard	 	86	 	Rooms	 	35,954.86	 	Actual/360	 	0.01265%	 	No	 	No	 	L(26), Def(90), O(4)
	54	 	Column Financial, Inc.	 	Cobblestone Apartments	 	0	 	No	 	Springing	 	Soft	 	80	 	Units	 	32,763.83	 	Actual/360	 	0.01265%	 	No	 	No	 	L(27), Def(89), O(4)
	55	 	BSP	 	Theory - Design District	 	0	 	No	 	Springing	 	Hard	 	4,958	 	Square Feet	 	20,733.18	 	Actual/360	 	0.01265%	 	No	 	No	 	L(26), YM1(27), O(7)
	56	 	Column Financial, Inc.	 	Richmond Highlands Center	 	0	 	No	 	Springing	 	Springing	 	31,852	 	Square Feet	 	27,102.41	 	Actual/360	 	0.01265%	 	No	 	No	 	L(27), Def(89), O(4)
	57	 	The Bancorp Bank	 	Expressway Plaza	 	0	 	No	 	Springing	 	Springing	 	26,218	 	Square Feet	 	25,312.90	 	Actual/360	 	0.01265%	 	No	 	No	 	L(24), Def(92), O(4)
	58	 	The Bancorp Bank	 	Northern Tool - Charlotte	 	0	 	No	 	Springing	 	Springing	 	36,691	 	Square Feet	 	25,125.94	 	Actual/360	 	0.06265%	 	No	 	No	 	L(25), Def(91), O(4)
	59	 	MC-FiveMile	 	Nomad and Avenue A	 	0	 	No	 	Springing	 	Springing	 	248	 	Pads	 	23,714.87	 	Actual/360	 	0.01265%	 	No	 	No	 	L(25), Def(91), O(4)
	59.01	 	MC-FiveMile	 	Avenue A MHC	 	 	 	No	 	 	 	 	 	144	 	Pads	 	 	 	 	 	 	 	 	 	 	 	 
	59.02	 	MC-FiveMile	 	Nomad MHC	 	 	 	No	 	 	 	 	 	104	 	Pads	 	 	 	 	 	 	 	 	 	 	 	 
	60	 	Column Financial, Inc.	 	Hide-A-Way RV Resort	 	0	 	No	 	Springing	 	Springing	 	400	 	Pads	 	22,720.70	 	Actual/360	 	0.01265%	 	No	 	No	 	L(27), Def(89), O(4)
	61	 	Column Financial, Inc.	 	Country Club Medical Office	 	0	 	No	 	Springing	 	Hard	 	40,123	 	Square Feet	 	22,506.41	 	Actual/360	 	0.01265%	 	No	 	No	 	L(24), Def(92), O(4)
	62	 	The Bancorp Bank	 	Northern Tool - Concord	 	0	 	No	 	Springing	 	Springing	 	51,749	 	Square Feet	 	22,770.39	 	Actual/360	 	0.06265%	 	No	 	No	 	L(25), Def(91), O(4)
	63	 	Column Financial, Inc.	 	Whispering Oaks	 	0	 	No	 	Springing	 	Springing	 	247	 	Units	 	21,140.83	 	Actual/360	 	0.01265%	 	No	 	No	 	L(29), Def(87), O(4)
	64	 	Walker & Dunlop	 	Old Orchard Apartments	 	0	 	No	 	Springing	 	Springing	 	168	 	Units	 	21,315.73	 	Actual/360	 	0.05265%	 	No	 	No	 	L(27), Def(88), O(5)
	65	 	Column Financial, Inc.	 	Dolley Madison Office Building	 	0	 	No	 	Springing	 	Springing	 	51,066	 	Square Feet	 	21,656.75	 	Actual/360	 	0.01265%	 	No	 	No	 	L(25), Def(91), O(4)
	66	 	The Bancorp Bank	 	El Paseo Plaza	 	0	 	No	 	Springing	 	Springing	 	17,283	 	Square Feet	 	21,399.59	 	Actual/360	 	0.08265%	 	No	 	No	 	L(24), Def(92), O(4)
	67	 	The Bancorp Bank	 	Viole Self Storage	 	0	 	No	 	Springing	 	Springing	 	351	 	Units	 	19,891.37	 	Actual/360	 	0.01265%	 	No	 	No	 	L(26), Def(90), O(4)
	68	 	Column Financial, Inc.	 	Country Inn & Suites Augusta	 	0	 	No	 	Springing 	 	Hard	 	65	 	Rooms	 	26,139.72	 	Actual/360	 	0.01265%	 	No	 	No	 	L(25), Def(91), O(4)
	69	 	The Bancorp Bank	 	Walgreens - Riverview	 	0	 	No	 	Springing	 	Springing	 	13,905	 	Square Feet	 	19,591.49	 	Actual/360	 	0.01265%	 	No	 	No	 	L(26), Def(90), O(4)
	70	 	Column Financial, Inc.	 	Chancellor’s MHC	 	0	 	No	 	Springing	 	Springing	 	120	 	Pads	 	18,142.41	 	Actual/360	 	0.01265%	 	No	 	No	 	L(25), Def(91), O(4)
	71	 	The Bancorp Bank	 	Global Parkway Industrial	 	0	 	No	 	Springing	 	Springing	 	37,344	 	Square Feet	 	17,316.46	 	Actual/360	 	0.01265%	 	No	 	No	 	L(25), Def(91), O(4)
	72	 	The Bancorp Bank	 	University Square	 	0	 	No	 	Springing	 	Springing	 	16,840	 	Square Feet	 	17,741.26	 	Actual/360	 	0.01265%	 	No	 	No	 	L(25), Def(91), O(4)
	73	 	MC-FiveMile	 	Shoppes at Center Street	 	0	 	No	 	Springing	 	Springing	 	25,081	 	Square Feet	 	16,104.65	 	Actual/360	 	0.01265%	 	No	 	No	 	 L(26), Def(90), O(4)
	74	 	MC-FiveMile	 	Crown Hill Plaza Center	 	0	 	No	 	Springing	 	Springing	 	73,904	 	Square Feet	 	16,086.32	 	Actual/360	 	0.01265%	 	No	 	No	 	L(26), YM1(90), O(4)
	75	 	BSP	 	Williamsburg Square VI	 	0	 	No	 	Springing	 	Springing	 	31,940	 	Square Feet	 	15,613.28	 	Actual/360	 	0.01265%	 	No	 	No	 	L(27), Def(89), O(4)
	76	 	The Bancorp Bank	 	Campus Hause/Bear Hause	 	0	 	No	 	In Place	 	Soft	 	110	 	Beds	 	15,497.01	 	Actual/360	 	0.01265%	 	No	 	No	 	L(24), Def(92), O(4)
	77	 	BSP	 	Williamson MHP Portfolio	 	0	 	No	 	Springing	 	Springing	 	151	 	Pads	 	16,887.41	 	Actual/360	 	0.01265%	 	No	 	No	 	L(24), Def(92), O(4)
	77.01	 	BSP	 	Parkview Estates - Mandan, ND	 	 	 	No	 	 	 	 	 	88	 	Pads	 	 	 	 	 	 	 	 	 	 	 	 
	77.02	 	BSP	 	Parkway Estates MHP - Sandusky, OH	 	 	 	No	 	 	 	 	 	63	 	Pads	 	 	 	 	 	 	 	 	 	 	 	 
	78	 	The Bancorp Bank	 	Fontana Retail	 	0	 	No	 	Springing	 	Springing	 	7,350	 	Square Feet	 	15,070.26	 	Actual/360	 	0.06265%	 	No	 	No	 	L(26), Def(90), O(4)
	79	 	MC-FiveMile	 	Quail Valley Business Center	 	0	 	No	 	Springing	 	Springing	 	66,000	 	Square Feet	 	10,464.09	 	Actual/360	 	0.01265%	 	No	 	No	 	L(25), Def(91), O(4)
	80	 	BSP	 	Georgetowne Executive Offices	 	0	 	No	 	Springing	 	Springing	 	35,822	 	Square Feet	 	13,531.51	 	Actual/360	 	0.01265%	 	No	 	No	 	L(27), Def(89), O(4)
	81	 	MC-FiveMile	 	Paradise Shoppes of Cocoa	 	0	 	No	 	Springing	 	Hard	 	13,958	 	Square Feet	 	14,826.30	 	Actual/360	 	0.01265%	 	No	 	No	 	L(25), Def(91), O(4)
	82	 	The Bancorp Bank	 	CVS - Clermont	 	0	 	No	 	Springing	 	Springing	 	13,813	 	Square Feet	 	16,986.07	 	Actual/360	 	0.01265%	 	No	 	No	 	L(25), Def(91), O(4)
	83	 	Column Financial, Inc.	 	Brookside Independent Living	 	0	 	No	 	Springing	 	Springing	 	66	 	Units	 	12,890.92	 	Actual/360	 	0.01265%	 	No	 	No	 	L(37), Def(79), O(4)
	84	 	The Bancorp Bank	 	Desiard Plaza	 	0	 	No	 	Springing	 	Springing	 	65,439	 	Square Feet	 	11,783.20	 	Actual/360	 	0.01265%	 	No	 	No	 	L(26), Def(90), O(4)
	85	 	BSP	 	College Hill Shopping Center	 	0	 	No	 	Springing	 	Springing	 	55,450	 	Square Feet	 	12,055.86	 	Actual/360	 	0.01265%	 	No	 	No	 	L(26), Def(90), O(4)
	86	 	MC-FiveMile	 	The Parkway Apartments	 	0	 	No	 	Springing	 	Springing	 	34	 	Units	 	10,488.47	 	Actual/360	 	0.01265%	 	No	 	No	 	L(27), Def(89), O(4)
	87	 	Column Financial, Inc.	 	A - One Apartments	 	0	 	No	 	Springing	 	Springing	 	44	 	Units	 	9,012.02	 	Actual/360	 	0.01265%	 	No	 	No	 	L(27), Def(89), O(4)


 



    	 




    



 








EXHIBIT Q


 


[Reserved]


 



    	Exhibit Q-1



    	 



    







 


EXHIBIT R


 


FORM OF OPERATING ADVISOR ANNUAL REPORT1


 


Report Date: Report will be delivered annually (after
the occurrence and during the continuance of a Control Termination Event) no later than [INSERT DATE]. 


Transaction: CSAIL 2015-C4 Commercial Mortgage Trust,
Commercial Mortgage Pass-Through Certificates, Series 2015-C4 


Operating Advisor: [Pentalpha Surveillance LLC] 


Special Servicer: [Midland Loan Services, a Division
of PNC Bank, National Association] 


Controlling Class Representative: [                    ] 


 


I.                   Population
of Mortgage Loans that Were Considered in Compiling This Report


 


[  ] Specially Serviced
Loans were transferred to special servicing in the prior calendar year [INSERT YEAR].


 


(a)         [
 ] of those Specially Serviced Loans are still being analyzed by the Special Servicer as part of the development of an Asset Status
Report.


 


(b)         [  ]
 of such Specially Serviced Loans had executed Final Asset Status Reports. This report is based only on the Specially Serviced
Loans in respect of which a Final Asset Status Report has been issued. The Final Asset Status Reports may not yet be fully implemented.


 


II.                 Executive
Summary


 


Based on the requirements
and qualifications set forth in the Pooling and Servicing Agreement, dated as of November 1, 2015 (the “Pooling and Servicing
Agreement”), by and among Credit Suisse First Boston Mortgage Securities Corp., as Depositor, Wells Fargo Bank, National
Association, as Master Servicer, Midland Loan Services, a Division of PNC Bank, National Association, as Special Servicer, Pentalpha
Surveillance LLC, as Operating Advisor, Wells Fargo Bank, National Association, as Certificate Administrator, and Wilmington Trust,
National Association, as Trustee, as well as the items listed below, the Operating Advisor has undertaken a limited review of the
Special Servicer’s operational activities to service certain Specially Serviced Loans in accordance with the Servicing Standard
in accordance with the Operating Advisor’s requirements outlined in the Pooling and Servicing Agreement. Based on such review,
the Operating Advisor [believes, does not believe] there are material deviations [(i)] from the Servicing Standard [and/or (ii)]
from the Special Servicer’s obligations under the Pooling and Servicing Agreement with respect to the resolution or liquidation
of Specially Serviced Loans. In addition, the Operating Advisor notes the following: [PROVIDE SUMMARY OF ANY ADDITIONAL MATERIAL
INFORMATION].


 


 






1This report is an
indicative report and does not reflect the final form of annual report to be used in any particular year. The Operating Advisor
will have the ability to modify or alter the organization and content of any particular report, subject to compliance with the
terms of the Pooling and Servicing Agreement, including, without limitation, provisions relating to Privileged Information.


 



    	Exhibit R-1



    	 



    




 


In connection with
the assessment set forth in this report, the Operating Advisor:


 


Reviewed any assessment
of compliance and/or attestation report delivered to the Operating Advisor pursuant to the Pooling and Servicing Agreement with
respect to the Special Servicer, and the Asset Status Reports, net present value calculations and Appraisal Reduction calculations
and [LIST OTHER REVIEWED INFORMATION] for the following [ ] Specially Serviced Loans: [LIST APPLICABLE MORTGAGE LOANS]


 


III.                Specific
Items of Review


 


1.    The Operating
Advisor reviewed the following items in connection with the generation of this report: [LIST MATERIAL ITEMS].


 


2.    During the prior
year, the Operating Advisor consulted with the Special Servicer regarding its strategy plan for a limited number of issues related
to the following Specially Serviced Loans: [LIST]. The Operating Advisor participated in discussions and made strategic observations
and recommended alternative courses of action to the extent it deemed such observations and recommendations appropriate. The Special
Servicer [agreed with/did not agree with] the recommendations made by the Operating Advisor. Such recommendations generally included
the following: [LIST].


 


3.    Appraisal Reduction
calculations and net present value calculations:


 


(a)          The
Operating Advisor [received/did not receive] information necessary to recalculate and verify the accuracy of the mathematical calculations
and the corresponding application of the non-discretionary portions of the applicable formula(s) required to be utilized in connection
with any Appraisal Reduction or net present value calculations used in the Special Servicer’s determination of the course
of action to be taken in connection with the workout or liquidation of a Specially Serviced Loan prior to the utilization by the
Special Servicer.


 


(b)          The
Operating Advisor [agrees/does not agree] with the [mathematical calculations] [and/or] [the application of the applicable non-discretionary
portions of the formula(s)] required to be utilized for such calculation.


 


(c)          After
consultation with the Special Servicer to resolve any inaccuracy in the mathematical calculations or the application of the non-discretionary
portions of the related formula(s) in arriving at those mathematical calculations, such inaccuracy [has been/ has not been] resolved.


 


4.    The following
is a general discussion of certain concerns raised by the Operating Advisor discussed in this report: [LIST CONCERNS].


 


5.    In addition
to the other information presented herein, the Operating Advisor notes the following additional items: [LIST ADDITIONAL ITEMS].


 


IV.                Qualifications
Related to the Work Product Undertaken and Opinions Related to this Report


 



    	Exhibit R-2



    	 



    




 


1.    In accordance
with the terms of the Pooling and Servicing Agreement, the Operating Advisor did not participate in, or have access to, the Special
Servicer’s and the Controlling Class Representative’s discussion(s) regarding any Specially Serviced Loan. The Operating
Advisor does not have authority to speak with the Controlling Class Representative directly pursuant to the Pooling and Servicing
Agreement. As such, the Operating Advisor generally relied upon its interaction with the Special Servicer in gathering the relevant
information to generate this report.


 


2.    The Special
Servicer has the legal authority and responsibility to service the Specially Serviced Loans pursuant to the Pooling and Servicing
Agreement. The Operating Advisor has no responsibility or authority to alter the standards set forth therein.


 


3.    Confidentiality
and other contractual limitations limit the Operating Advisor’s ability to outline the details or substance of certain information
it reviewed in connection with its duties under the Pooling and Servicing Agreement. As a result, this report may not reflect all
the relevant information that the Operating Advisor is given access to by the Special Servicer.


 


4.    The Operating
Advisor is not empowered to directly communicate with investors pursuant to the Pooling and Servicing Agreement. If investors have
questions regarding this report, they should address such questions to the Certificate Administrator through the Certificate Administrator’s
Website.


 


Terms used but not defined
herein have the meaning set forth in the Pooling and Servicing Agreement.





	 	 	 
	[                    ]	 
	 	 
	By:	 	 
	Name:	 
	Title:	 


 



    	Exhibit R-3



    	 



    




 





EXHIBIT S


 


SUB-SERVICING AGREEMENTS


	 	 
	Mortgage Loan Name	Sub-Servicer Name
	Villas at Sonterra	Bellwether Enterprise Real Estate Capital, LLC
	Bella Roe Plaza	Essex Financial Services LLC
	Aloft Hotel - Downtown Denver	Essex Financial Services LLC
	Centergate Plaza	Grandbridge Real Estate Capital LLC
	Los Altos Ranch Market	Grandbridge Real Estate Capital LLC
	Greyhound Plaza	Grandbridge Real Estate Capital LLC
	Maple Grove Executive Plaza	Bernard Financial Corporation
	Gila Valley Plaza	Holliday Fenoglio Fowler, L.P.
	Yarbrough Plaza	NorthMarq Capital, LLC
	Northern Tool - Charlotte	NorthMarq Capital, LLC
	Northern Tool - Concord	NorthMarq Capital, LLC
	El Paseo Plaza	NorthMarq Capital, LLC
	Fontana Retail	NorthMarq Capital, LLC
	Marumsco Plaza	Walker & Dunlop, LLC
	Springs at Alamo Ranch	Walker & Dunlop, LLC
	Oak Tree Park	Walker & Dunlop, LLC
	Moorland Commons	Walker & Dunlop, LLC
	Buckingham Place	Walker & Dunlop, LLC
	Southgate Business Center	Walker & Dunlop, LLC
	Dorsey Business Center III	Walker & Dunlop, LLC
	Old Orchard Apartments	Walker & Dunlop, LLC


 



    	Exhibit S-1



    	 



    

 


 


 





EXHIBIT T


 


FORM OF RECOMMENDATION OF SPECIAL SERVICER
TERMINATION


 


Wilmington Trust, National Association,


as Trustee


1100 North Market Street


Wilmington, Delaware 19890


Attention: CMBS – CSAIL 2015-C4 


 


Wells Fargo Bank, National Association,


as Certificate Registrar


Sixth Street and Marquette Avenue


Minneapolis, Minnesota 55479-0113


Attention: CMBS – CSAIL 2015-C4




Midland Loan Services, a Division of PNC Bank, National Association

10851 Mastin Street, Suite 700

Overland Park, Kansas 66210

Attention: Executive Vice President – Division Head


 


		Re:	CSAIL 2015-C4 Commercial Mortgage Trust, Commercial
Mortgage Pass-Through Certificates, Series 2015-C4



 


Ladies and Gentlemen:


 


This letter is delivered
pursuant to Section 6.08(b) of the Pooling and Servicing Agreement, dated as of November 1, 2015 (the “Pooling and Servicing
Agreement”), by and among Credit Suisse First Boston Mortgage Securities Corp., as Depositor, Wells Fargo Bank, National
Association, as Master Servicer, Midland Loan Services, a Division of PNC Bank, National Association, as Special Servicer, Pentalpha
Surveillance LLC, as Operating Advisor, Wells Fargo Bank, National Association, as Certificate Administrator, and Wilmington Trust,
National Association, as Trustee, on behalf of the holders of CSAIL 2015-C4 Commercial Mortgage Trust, Commercial Mortgage Pass-Through
Certificates, Series 2015-C4 (the “Certificates”) regarding the recommendation for the replacement of the Special
Servicer set forth herein. Capitalized terms used and not otherwise defined herein shall have the respective meanings ascribed
to such terms in the Pooling and Servicing Agreement.


 


Based upon our review
of the Special Servicer’s operational practices conducted pursuant to and in accordance with the Pooling and Servicing Agreement,
it is our assessment that [________], in its current capacity as Special Servicer, is not [performing its duties under the Pooling
and Servicing Agreement][acting in accordance with the Servicing Standard]. The following factors support our assessment: [________].


 


Based upon such assessment,
we hereby recommend that [_______] be removed as Special Servicer and that [________] be appointed its successor in such capacity.


 



    	Exhibit T-1



    	 



    




 





	 	 	 	 
		Very truly yours,	 
	 	 	 
	 	 
	 	[The Operating Advisor]
	 	 	 	 
	 	By: 	 	 
	 	 	Name:

                                                                                Title:
	 


 


Dated:


 



    	Exhibit T-2



    	 



    




 





EXHIBIT U



ADDITIONAL FORM 10-D DISCLOSURE


 


The parties identified in the “Party
Responsible” column (with each Servicing Function Participant deemed to be responsible for the following items for which
the party that retained such Servicing Function Participant is responsible) are obligated pursuant to Section 10.03 of the Pooling
and Servicing Agreement to disclose to the Depositor, the Certificate Administrator and each Other Depositor and Other Exchange
Act Reporting Party to which such information is relevant for Exchange Act reporting purposes, any information described in the
corresponding Form 10-D Item described in the “Item on Form 10-D” column to the extent such party has actual knowledge
(and in the case of net operating income, financial statements, budgets and/or rent rolls required to be provided in connection
with Item 6 below, possession) (in each case, after complying with its affirmative obligations, if any, under the Pooling and Servicing
Agreement to obtain such information) of such information (other than information as to such party itself which such party is obligated
to provide). Each of the Certificate Administrator, the Trustee, the Master Servicer and the Special Servicer shall be entitled
to rely on the accuracy of the Prospectus Supplement (other than information with respect to itself that is set forth in or omitted
from the Prospectus Supplement), in the absence of specific written notice to the contrary from the Depositor or Mortgage Loan
Sellers. Each of the Certificate Administrator, the Trustee, the Master Servicer and the Special Servicer (in its capacity as such)
shall be entitled to conclusively assume that there is no “significant obligor” other than a party identified as such
in the Prospectus Supplement. For this CSAIL 2015-C4 Pooling and Servicing Agreement, each of the Certificate Administrator, the
Trustee, the Master Servicer and the Special Servicer (in its capacity as such) shall be entitled to assume that there is no provider
of credit enhancement, liquidity or derivative instruments within the meaning of Items 1114 or 1115 of Regulation AB other than
a party identified as such in the Prospectus Supplement.


 


	Item
    on Form 10-D	Party
    Responsible 
	Item
        1: Distribution and Pool Performance Information

         

        Any
        information required by Item 1121 of Regulation AB which is NOT included on the Distribution Date Statement
	Certificate
        Administrator

        Depositor

        Master
        Servicer

        (only with respect to Item 1121(a)(12)

        as to non-Specially Serviced Loans)

        Special
        Servicer

        (only with respect to Item 1121(a)(12)

        as to Specially Serviced Loans)

	[Item
    1A: Asset-Level Information]*	[Master
    Servicer]*
	Item
        2: Legal Proceedings

         

        per
        Item 1117 of Regulation AB

         
	(i)
    All parties to the Pooling and Servicing Agreement (as to themselves), (ii) any other Reporting Servicer (as to itself), (iii)
    the Trustee, the Master Servicer and the Special Servicer as to the Trust (in the case of the Master Servicer and the Special
    Servicer, to be reported by the party controlling such litigation), (iv) each Sponsor as to itself and as to each 1110(b)
    originator and 1100(d)(1) party relating to a Mortgage Loan sold by such Sponsor to the Depositor, (v) the Depositor (as to
    any party under Item 1100(d)(1) of Regulation AB)



 



    	Exhibit U-1



    	 



    




 


	Item
    3: Sale of Securities and Use of Proceeds	Depositor
	Item
    4: Defaults Upon Senior Securities	Certificate
    Administrator

    Trustee
	Item
    5 – Submission of Matters to a Vote of Security Holders4	Certificate
    Administrator
	Item
    6: Significant Obligors of Pool Assets	Master
        Servicer (excluding information for which the Special Servicer is the “Party Responsible”)

        Special
        Servicer (as to REO Properties)

	[Item
    7: Change in Sponsor Interest in the Securities]**	[Each
    Sponsor as to itself and its affiliates]**
	[Item
    7][Item 8]**: Significant Enhancement Provider Information	Depositor
	[Item
    8][Item 9]**: Other Information	Any
    party responsible for disclosure items on Form 8-K to the extent of such items
	[Item
    9][Item 10]**: Exhibits	Certificate
        Administrator (as to the Distribution Date Statement)

        Depositor



* Effective from and after November 23, 2016. 


** Effective from and after November 23, 2015.


 








 






4 This reference shall
be interpreted as a reference to Item 5.07 of Form 8-K.


 



    	Exhibit U-2



    	 



    




 


EXHIBIT V



ADDITIONAL FORM 10-K DISCLOSURE


 


The parties identified in the “Party
Responsible” column (with each Servicing Function Participant deemed to be responsible for the following items for which
the party that retained such Servicing Function Participant is responsible) are obligated pursuant to Section 10.04 of the Pooling
and Servicing Agreement to disclose to the Depositor, the Certificate Administrator, and any Other Depositor and Other Exchange
Act Reporting Party to which such disclosure is relevant for Exchange Act reporting purposes, any information described in the
corresponding Form 10-K Item described in the “Item on Form 10-K” column to the extent such party has actual knowledge
(and in the case of net operating income, financial statements, budgets and/or rent rolls required to be provided in connection
with Item 1112(b) below, possession) (in each case, after complying with its affirmative obligations, if any, under the Pooling
and Servicing Agreement to obtain such information) of such information (other than information as to such party itself which such
party is obligated to provide). Each of the Certificate Administrator. the Trustee, the Master Servicer and the Special Servicer
shall be entitled to rely on the accuracy of the Prospectus Supplement (other than information with respect to itself that is set
forth in or omitted from the Prospectus Supplement), in the absence of specific written notice to the contrary from the Depositor
or Mortgage Loan Sellers. Each of the Certificate Administrator, the Trustee, the Master Servicer and the Special Servicer (in
its capacity as such) shall be entitled to conclusively assume that there is no “significant obligor” other than a
party identified as such in the Prospectus Supplement. For this CSAIL 2015-C4 Pooling and Servicing Agreement, each of the Certificate
Administrator, the Trustee, the Master Servicer and the Special Servicer (in its capacity as such) shall be entitled to assume
that there is no provider of credit enhancement, liquidity or derivative instruments within the meaning of Items 1114 or 1115 of
Regulation AB other than a party identified as such in the Prospectus Supplement.


 


	Item
    on Form 10-K	Party
    Responsible 
	Item
        1B: Unresolved Staff Comments

         
	Depositor
	Item
    9B: Other Information	Any
    party responsible for disclosure items on Form 8-K to the extent of such items
	Item
    15: Exhibits, Financial Statement Schedules	Certificate
        Administrator

        Depositor

	Additional
        Item:

        Disclosure
        per Item 1112(b) of Regulation AB
	Master
        Servicer (excluding information for which the Special Servicer is the “Party Responsible”)

        Special
        Servicer (as to REO Properties)

	Additional
        Item:

        Disclosure
        per Items 1114(b)(2) and 1115(b) of Regulation AB
	Depositor
	Additional
        Item:

         

        Disclosure
        per Item 1117 of Regulation AB

         
	(i)
    All parties to the Pooling and Servicing Agreement (as to themselves), (ii) any other Reporting Servicer (as to itself), (iii)
    the Trustee, the Certificate Administrator, the Master Servicer, the Depositor and the Special Servicer as to the Trust (in
    the case of the Master Servicer, the Depositor and the Special Servicer, to be reported by the party controlling such



 



    	Exhibit V-1



    	 



    




 


	 	litigation),
    (iv) each Sponsor as to itself and as to each 1110(b) originator and 1100(d)(1) party relating to a Mortgage Loan sold by
    such Sponsor to the Depositor, (v) the Depositor (as to any party under Item 1100(d)(1) of Regulation AB)
	Additional
        Item:

        Disclosure
        per Item 1119 of Regulation AB
	(i)
    All parties to the Pooling and Servicing Agreement as to themselves (in the case of the Master Servicer, only as to 1119(a)
    affiliations with Significant Obligors identified in the Pooling and Servicing Agreement, the Trustee, the Certificate Administrator,
    the Special Servicer or a sub-servicer described in 1108(a)(3) and, in the case of the Special Servicer, only as to 1119(a)
    affiliations with Significant Obligors identified in the Pooling and Servicing Agreement, the Trustee, the Certificate Administrator,
    the Master Servicer or a sub-servicer described in 1108(a)(3)), (ii) the Depositor (as to the Trust), (iii) each Sponsor as
    to itself and as to each 1110(b) originator and 1100(d)(1) party relating to a Mortgage Loan sold by such Sponsor to the Depositor,
    (iv) the Depositor as to the enhancement or support provider, (v) the Depositor (as to any party under Item 1100(d)(1) of
    Regulation AB)


 



    	Exhibit V-2



    	 



    


 

EXHIBIT
W



FORM OF ADDITIONAL DISCLOSURE NOTIFICATION


 


**SEND VIA FAX TO 410-715-2380 AND VIA
EMAIL TO cts.sec.notifications@wellsfargo.com AND VIA OVERNIGHT MAIL TO THE ADDRESS IMMEDIATELY BELOW**


 


Wells Fargo Bank, National
Association,


		as Certificate Registrar



9062 Old Annapolis Road


Columbia, Maryland 21045-1951


Attention: Corporate Trust
Services (CMBS), Credit Suisse First Boston Mortgage Securities Corp., Commercial Mortgage Pass Through Certificates, Series 2015-C4


 


Credit Suisse First Boston Mortgage Securities Corp.

11 Madison Avenue

New York, New York 10010

Attention: Chuck Lee


 


RE: **Additional Form [10-D][10-K][8-K]
Disclosure** Required


 


Ladies and Gentlemen:


 


In accordance with
Section [   ] of the Pooling and Servicing Agreement, dated as of November 1, 2015 (the “Pooling and Servicing
Agreement”), by and among Credit Suisse First Boston Mortgage Securities Corp., as Depositor, Wells Fargo Bank, National
Association, as Certificate Administrator, Wilmington Trust, National Association, as Trustee, Pentalpha Surveillance LLC, as
Operating Advisor, Wells Fargo Bank, National Association, as Master Servicer, and Midland Loan Services, a Division of PNC Bank,
National Association, as Special Servicer, the undersigned, as [          ],
hereby notifies you that certain events have come to our attention that [will] [may] need to be disclosed on Form [10-D][10-K][8-K].


 


Description
of Additional Form [10-D][10-K][8-K] Disclosure:


 


List
of any Attachments hereto to be included in the Additional Form [10-D][10-K][8-K] Disclosure:


 


Any inquiries related
to this notification should be directed to [                              ], phone number: [          ]; email address: [                    ].


 



    	Exhibit W-1



    	 



    

 


	 	 	 
	 	[NAME OF PARTY],
	 	as [role]
	 	 
	 	By:	 
	 	 	Name:
	 	 	Title:




 





    	Exhibit W-2



    	 



    

 


EXHIBIT
X



FORM OF CERTIFICATION TO BE PROVIDED WITH FORM 10-K


 


		Re:	CSAIL
2015-C4 Commercial Mortgage Trust, Commercial Mortgage Pass-Through Certificates, Series 2015-C4 (the “Trust”),
issued pursuant to the Pooling and Servicing Agreement, dated as of November 1, 2015 (the “Pooling and Servicing Agreement”),
by and among Credit Suisse First Boston Mortgage Securities Corp., as Depositor, Wells Fargo Bank, National Association, as Certificate
Administrator, Wilmington Trust, National Association, as Trustee, Pentalpha Surveillance LLC, as Operating Advisor, Wells Fargo
Bank, National Association, as Master Servicer, and Midland Loan Services, a Division of PNC Bank, National Association, as
Special Servicer.



 


I, [identifying the certifying
individual], certify that:


 


	1.	I have reviewed this annual report on Form 10-K, and all reports on Form 10-D required to be filed
in respect of period covered by this annual report on Form 10-K, of the Trust (the “Exchange Act Periodic Reports”);



 


	2.	Based on my knowledge, the Exchange Act Periodic Reports, taken as a whole, do not contain any
untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances
under which such statements were made, not misleading with respect to the period covered by this report;



 


	3.	Based on my knowledge, all of the distribution, servicing and other information required to be
provided under Form 10-D for the period covered by this report is included in the Exchange Act Periodic Reports;



 


	4.	Based on my knowledge and the servicer compliance statement(s) required in this report under Item
1123 of Regulation AB, and except as disclosed in the Exchange Act Periodic Reports, the master servicer and the special servicer
have fulfilled their obligations under the Pooling and Servicing Agreement in all material respects; and



 


	5.	All of the reports on assessment of compliance with servicing criteria for asset-backed securities
and their related attestation reports on assessment of compliance with servicing criteria for asset-backed securities required
to be included in this report in accordance with Item 1122 of Regulation AB and Exchange Act Rules 13a-18 and 15d-18 have been
included as an exhibit to this report, except as otherwise disclosed in this report. Any material instances of noncompliance described
in such reports have been disclosed in this report on Form 10-K.



 


In giving the certifications above, I have
reasonably relied on information provided to me by the following unaffiliated parties: [Master Servicer][Special Servicer][Trustee][Certificate


 





    	Exhibit X-1



    	 



    

 


Administrator][Operating Advisor][Other Master Servicer][Other Special Servicer][Other Trustee][Other Certificate Administrator][Other
Operating Advisor]


 


Date:     _________________________


 


	 	 
	[Signature]	 
	[Title]	 



 





    	Exhibit X-2



    	 



    

 


EXHIBIT
Y-1



FORM OF CERTIFICATION TO BE PROVIDED

TO DEPOSITOR BY THE CERTIFICATE ADMINISTRATOR


 


Re:          CSAIL
2015-C4 Commercial Mortgage Trust, Commercial Mortgage Pass-Through Certificates, Series 2015-C4 (the “Trust”),
issued pursuant to the Pooling and Servicing Agreement, dated as of November 1, 2015 (the “Pooling and Servicing Agreement”),
by and among Credit Suisse First Boston Mortgage Securities Corp., as Depositor, Wells Fargo Bank, National Association, as Master
Servicer, Midland Loan Services, a Division of PNC Bank, National Association, as Special Servicer, Pentalpha Surveillance LLC,
as Operating Advisor, Wells Fargo Bank, National Association, as Certificate Administrator, and Wilmington Trust, National
Association, as Trustee.


 


I, [identifying the
certifying individual], a [title] of [CERTIFICATE ADMINISTRATOR], certify to Credit Suisse First Boston Mortgage Securities Corp.
and its officers, directors and affiliates, and with the knowledge and intent that they will rely upon this certification, that:


 


1.          I
have reviewed the annual report on Form 10-K for the fiscal year 20__, and all reports on Form 10-D required to be filed in respect
of periods covered by that annual report on Form 10-K, of the Trust (the “Exchange Act Periodic Reports”);


 


2.          Based on my knowledge,
the distribution information in Exchange Act Periodic Reports, taken as a whole, does not contain any untrue statement of a material
fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by that report on Form 10-K;


 


3.          Based on my knowledge,
all of the distribution, servicing and other information required to be provided by the Certificate Administrator pursuant to the
Pooling and Servicing Agreement for inclusion in the Exchange Act Periodic Reports is included in such reports; and


 


4.          The report on assessment
of compliance with servicing criteria for asset-backed securities and the related attestation report on assessment of compliance
with servicing criteria for asset-backed securities required to be delivered by the Certificate Administrator in accordance with
Section 10.08 and Section 10.09 of the Pooling and Servicing Agreement discloses all material instances of noncompliance with the
Relevant Servicing Criteria.


 


In giving the certifications
above, I have reasonably relied on information provided to me by the following unaffiliated parties: [list applicable transaction
parties].


 


Date:_________________________


 





    	Exhibit Y-1-1



    	 



    

 


	 	 	 
	[                    ]	 
	 	 	 
	By: 	 	 
	 	[Name]	 


 



    	Exhibit Y-1-2



    	 



    

 

EXHIBIT
Y-2



FORM OF CERTIFICATION TO BE PROVIDED TO DEPOSITOR

BY THE MASTER SERVICER


 


		Re:	CSAIL
2015-C4 Commercial Mortgage Trust, Commercial Mortgage Pass-Through Certificates, Series 2015-C4 (the “Trust”),
issued pursuant to the Pooling and Servicing Agreement, dated as of November 1, 2015 (the “Pooling and Servicing Agreement”),
by and among Credit Suisse First Boston Mortgage Securities Corp., as Depositor, Wells Fargo Bank, National Association, as Master
Servicer, Midland Loan Services, a Division of PNC Bank, National Association, as Special Servicer, Pentalpha Surveillance LLC,
as Operating Advisor, Wells Fargo Bank, National Association, as Certificate Administrator, and Wilmington Trust, National
Association, as Trustee.



 


I,
[identify the certifying individual], a [title] of [MASTER SERVICER], certify to Credit Suisse First Boston Mortgage Securities
Corp. and their officers, directors and affiliates, and with the knowledge and intent that they will rely upon this certification
in delivering the certification required by the Pooling and Servicing Agreement relating to the Certificates (capitalized terms
used herein without definition shall have the meanings assigned to such terms in the Pooling and Servicing Agreement), that:


 


	(1)	I have (or a Servicing Officer under my supervision has) reviewed the servicing reports relating
to the Trust delivered by the Master Servicer to the Certificate Administrator covering the fiscal year 20__;



 


	(2)	Based on my knowledge, and assuming the accuracy of the statements required to be made in the corresponding
certificate of the Special Servicer (to the extent such statements are relevant to the statements made in this certification by
the Master Servicer), the servicing information in these reports, taken as a whole, does not contain any untrue statement of a
material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which
such statements were made, not misleading with respect to the period covered by these servicing reports;



 


	(3)	Based on my knowledge, and assuming the accuracy of the statements required to be made in the corresponding
certificate of the Special Servicer (to the extent such statements are relevant to the statements made in this certification by
the Master Servicer), the servicing information required to be provided in these servicing reports to the Certificate Administrator
by the Master Servicer under the Pooling and Servicing Agreement is included in the servicing reports delivered by the Master Servicer
to the Certificate Administrator;



 


	(4)	I am, or an employee under my supervision is, responsible for reviewing the activities performed
by the Master Servicer under the Pooling and Servicing Agreement and based upon my knowledge and the compliance review conducted
in preparing the servicer 



 





    	Exhibit Y-2-1



    	 



    

 


	 	compliance statement required under Section 10.07 of the Pooling and Servicing Agreement with respect
to the Master Servicer, and except as disclosed in such compliance statement delivered by the Master Servicer under Section 10.07
of the Pooling and Servicing Agreement, the Master Servicer has fulfilled its obligations under the Pooling and Servicing Agreement
in all material respects in the year to which such review applies; and




 


	(5)	The report on assessment of compliance with servicing criteria for asset-backed securities and
the related attestation report on assessment of compliance with servicing criteria for asset-backed securities required to be delivered
in accordance with Section 10.08 and Section 10.09 of the Pooling and Servicing Agreement discloses all material instances of noncompliance
with the Relevant Servicing Criteria.



 


Further, notwithstanding
the foregoing certifications, the Master Servicer does not make any certification under the foregoing clauses 1 through 5 that
is in turn dependent upon information required to be provided by any sub-servicer acting under a sub-servicing agreement that the
Master Servicer entered into in connection with the issuance of the Certificates, or upon the performance by any such sub-servicer
of its obligations pursuant to any such sub-servicing agreement, in each case beyond the respective backup certifications actually
provided by such sub-servicer to the Master Servicer with respect to the information that is subject of such certification.


 


Date:_________________________


	 	 	 
	[                    ]	 
	 	 	 
	By: 	 	 
	[Name]	 


 





    	Exhibit Y-2-2



    	 



    

 


EXHIBIT
Y-3



FORM OF CERTIFICATION TO BE PROVIDED TO DEPOSITOR

BY THE SPECIAL SERVICER


 


		Re:	CSAIL
2015-C4 Commercial Mortgage Trust, Commercial Mortgage Pass-Through Certificates, Series 2015-C4 (the “Trust”),
issued pursuant to the Pooling and Servicing Agreement, dated as of November 1, 2015 (the “Pooling and Servicing Agreement”),
by and among Credit Suisse First Boston Mortgage Securities Corp., as Depositor, Wells Fargo Bank, National Association, as Master
Servicer, Midland Loan Services, a Division of PNC Bank, National Association, as Special Servicer, Pentalpha Surveillance LLC,
as Operating Advisor, Wells Fargo Bank, National Association, as Certificate Administrator, and Wilmington Trust, National
Association, as Trustee.



 


I, [identify the certifying
individual], a [title] of [SPECIAL SERVICER], certify to Credit Suisse First Boston Mortgage Securities Corp. and their officers,
directors and affiliates, and with the knowledge and intent that they will rely upon this certification in delivering the certification
required by the Pooling and Servicing Agreement relating to the Certificates (capitalized terms used herein without definition
shall have the meanings assigned to such terms in the Pooling and Servicing Agreement), that:


 


1.     Based
on my knowledge, the servicing information in the servicing reports or information relating to the Trust delivered by the Special
Servicer to the Master Servicer covering the fiscal year 20__, taken as a whole, does not contain any untrue statement of a material
fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by these servicing reports;


 


2.     Based
on my knowledge, the servicing information required to be provided to the Master Servicer by the Special Servicer under the Pooling
and Servicing Agreement for inclusion in the reports to be filed by the Certificate Administrator is included in the servicing
reports delivered by the Special Servicer to the Master Servicer;


 


3.     I
am, or an employee under my supervision is, responsible for reviewing the activities performed by the Special Servicer under the
Pooling and Servicing Agreement and based upon my knowledge and the compliance review conducted in preparing the servicer compliance
statement required under Section 10.07 of the Pooling and Servicing Agreement with respect to the Special Servicer, and except
as disclosed in such compliance statement delivered by the Special Servicer under Section 10.07 of the Pooling and Servicing Agreement,
the Special Servicer has fulfilled its obligations under the Pooling and Servicing Agreement in all material respects in the year
to which such review applies; and


 


4.     The
report on assessment of compliance with servicing criteria for asset-backed securities and the related attestation report on assessment
of compliance with servicing criteria for asset-backed securities required to be delivered in accordance with Section 10.08 and


 





    	Exhibit Y-3-1



    	 



    

 


Section 10.09 of the Pooling and Servicing Agreement discloses all material instances of noncompliance with the Relevant Servicing
Criteria.


 


Date:_________________________


	 	 	 
	[                    ]	 
	 	 	 
	By: 	 	 
	[Name]	 
	[Title]	 


 





    	Exhibit Y-3-2



    	 



    

 


EXHIBIT
Y-4



FORM OF CERTIFICATION TO BE PROVIDED TO DEPOSITOR

BY THE OPERATING ADVISOR


 


		Re:	CSAIL
2015-C4 Commercial Mortgage Trust, Commercial Mortgage Pass-Through Certificates, Series 2015-C4 (the “Trust”),
issued pursuant to the Pooling and Servicing Agreement, dated as of November 1, 2015 (the “Pooling and Servicing Agreement”),
by and among Credit Suisse First Boston Mortgage Securities Corp., as Depositor, Wells Fargo Bank, National Association, as Master
Servicer, Midland Loan Services, a Division of PNC Bank, National Association, as Special Servicer, Pentalpha Surveillance LLC,
as Operating Advisor, Wells Fargo Bank, National Association, as Certificate Administrator, and Wilmington Trust, National
Association, as Trustee.



 


I,   [identify the certifying
individual], a [title] of [OPERATING ADVISOR], certify to Credit Suisse First Boston Mortgage Securities Corp. and their officers,
directors and affiliates, and with the knowledge and intent that they will rely upon this certification in delivering the Sarbanes-Oxley
Certification required by Section 10.05 of the Pooling and Servicing Agreement relating to the Certificates (capitalized terms
used herein without definition shall have the meanings assigned to such terms in the Pooling and Servicing Agreement), that:


 


1.   Based on my knowledge,
the information required by the Pooling and Servicing Agreement to be provided to the Certificate Administrator by the Operating
Advisor covering the fiscal year 20__, taken as a whole, does not contain any untrue statement of a material fact or omit to state
a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not
misleading with respect to the period covered by these reports;


 


2.   Based on my knowledge,
the information required to be provided to the Certificate Administrator by the Operating Advisor under the Pooling and Servicing
Agreement for inclusion in the Exchange Act reports to be filed by the Certificate Administrator is included in the reports delivered
by the Operating Advisor to the Certificate Administrator;


 


3.   I am, or an officer
under my supervision is, responsible for reviewing the activities performed by the Operating Advisor under the Pooling and Servicing
Agreement and based upon my knowledge the Operating Advisor has, except as described in any information provided to the Certificate
Administrator by the Operating Advisor covering the fiscal year 20[__], fulfilled its obligations under the Pooling and Servicing
Agreement in all material respects in the year to which such review applies; and


 


4.   The report on assessment
of compliance with servicing criteria for asset-backed securities and the related attestation report on assessment of compliance
with servicing criteria for asset-backed securities required to be delivered in accordance with Section 10.08 and


 



    	Exhibit Y-4-1



    	 



    

 


Section 10.09
of the Pooling and Servicing Agreement discloses all material instances of noncompliance with the Relevant Servicing Criteria.


 


In giving the certifications
above, I have reasonably relied on information provided to me by the following unaffiliated parties: [list applicable transaction
parties].


 


Date:_________________________


 


[                            ]


 




	By:	 	 
	[Name]	 
	[Title]	 



 



    	Exhibit Y-4-2



    	 



    

 


EXHIBIT
Z



FORM 8-K DISCLOSURE INFORMATION


 


The parties identified in the “Party Responsible”
column (with each Servicing Function Participant deemed to be responsible for the following items for which the party that retained
such Servicing Function Participant is responsible) are obligated pursuant to Section 10.06 of the Pooling and Servicing Agreement
to disclose to the Depositor, the Certificate Administrator, and each Other Depositor and Other Exchange Act Reporting Party to
which the particular Form 8-K Disclosure Information is relevant for Exchange Act reporting purposes, the occurrence of any event
described in the corresponding Form 8-K Item described in the “Item on Form 8-K” column to the extent such party has
actual knowledge (after complying with its affirmative obligations, if any, under the Pooling and Servicing Agreement to obtain
such information) of such information (other than information as to such party itself which such party is obligated to provide).
Each of the Certificate Administrator, the Trustee, the Master Servicer and the Special Servicer shall be entitled to rely on the
accuracy of the Prospectus Supplement (other than information with respect to itself that is set forth in or omitted from the Prospectus
Supplement), in the absence of specific written notice to the contrary from the Depositor or Mortgage Loan Sellers. Each of the
Certificate Administrator, the Trustee, the Master Servicer and the Special Servicer (in its capacity as such) shall be entitled
to conclusively assume that there is no “significant obligor” other than a party identified as such in the Prospectus
Supplement. For this CSAIL 2015-C4 Pooling and Servicing Agreement, each of the Certificate Administrator, the Trustee, the Master
Servicer and the Special Servicer (in its capacity as such) shall be entitled to assume that there is no provider of credit enhancement,
liquidity or derivative instruments within the meaning of Items 1114 or 1115 of Regulation AB other than a party identified as
such in the Prospectus Supplement.


 


	Item
    on Form 8-K	Party
    Responsible 
	Item
    1.01- Entry into a Material Definitive Agreement	Master Servicer, Special
        Servicer and the Trustee (in the case of the Master Servicer, Special Servicer and the Trustee, only as to agreements
        it is a party to or entered into on behalf of the Trust)

        Certificate Administrator (other than as to agreements to which the Depositor (and no other party to the Pooling and Servicing
        Agreement) is a party) 

        Depositor 

	Item
    1.02- Termination of a Material Definitive Agreement	Master Servicer, Special
        Servicer and the Trustee (in the case of the Master Servicer, Special Servicer and the Trustee, only as to agreements
        it is a party to or entered into on behalf of the Trust) 

        Certificate Administrator
        (other than as to agreements to which the Depositor (and no other party to the Pooling and Servicing Agreement) is a party)

        Depositor 

	Item
    1.03- Bankruptcy or Receivership	Depositor

    Each Sponsor as to itself
	Item
    2.04- Triggering Events that Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet
    Arrangement	Depositor

    Certificate Administrator



 



    	Exhibit Z-1



    	 



    

 


	Item
    3.03- Material Modification to Rights of Security Holders	Certificate
    Administrator
	Item
    5.03- Amendments of Articles of Incorporation or Bylaws; Change of Fiscal Year	Depositor
	Item
    5.06 – Change in Shell Company Status	Depositor
	Item
    5.07 – Submission of Matters to a Vote of Security Holders	Depositor
	Item
    5.08 – Shareholder Director Nomination	Depositor
	Item
    6.01- ABS Informational and Computational Material	Depositor
	Item
    6.02- Change of Master Servicer, Special Servicer, Trustee or Certificate Administrator	Master
Servicer (as to itself or a servicer retained by it) 

        Special Servicer (as to
itself or a servicer retained by it) 

        Trustee

Certificate Administrator

Depositor 

	Item
    6.03- Change in Credit Enhancement or External Support	Depositor

    Certificate Administrator
	Item
    6.04- Failure to Make a Required Distribution	Certificate
    Administrator
	Item
    6.05- Securities Act Updating Disclosure	Depositor
	Item
    7.01- Regulation FD Disclosure	Depositor
	Item
    8.01- Other Events	Depositor
	Item
    9.01- Financial Statements and Exhibits	Depositor



 



    	Exhibit Z-2



    	 



    



 


EXHIBIT
AA-1



FORM OF POWER OF ATTORNEY FOR MASTER SERVICER


 


RECORDING REQUESTED BY: 


{insert address}




	 



SPACE ABOVE THIS LINE FOR RECORDER’S USE


 


LIMITED POWER OF ATTORNEY




KNOW ALL MEN BY THESE PRESENTS, that Wilmington Trust, National Association, a national banking association, incorporated and
existing under the laws of the United States, having its usual place of business at 1100 North Market Street, Wilmington, Delaware
19890 as Trustee (the “Trustee”) pursuant to that Pooling and Servicing Agreement dated as of November 1, 2015
(the “Agreement”) by and among Credit Suisse First Boston Mortgage Securities Corp., as Depositor, Wells Fargo
Bank, National Association, as Certificate Administrator, Pentalpha Surveillance LLC, as Operating Advisor, Wells Fargo Bank,
National Association, as Master Servicer (the “Master Servicer”), Midland Loan Services, a Division of PNC
Bank, National Association, as Special Servicer (the “Special Servicer”) and the Trustee hereby constitutes
and appoints the Master Servicer, by and through the Master Servicer’s officers, the Trustee’s true and lawful Attorney-in-Fact,
in the Trustee’s name, place and stead and for the Trustee’s benefit, in connection with all mortgage loans (the “Mortgage
Loans”) serviced by the Master Servicer and all properties (“Properties”) administered by the Master
Servicer pursuant to the Agreement, to execute and acknowledge in writing or by facsimile stamp all documents customarily and
reasonably necessary and appropriate to effectuate the enumerated transactions described in items 1 through 12 below with respect
to the Mortgage Loans and Properties; provided, however, that the documents described below may only be executed
and delivered by such Attorneys-in-Fact if such documents are required or permitted under the Agreement. Capitalized terms used
herein and not otherwise defined herein have the meanings set forth in the Agreement. 


 


	1.	The endorsement on behalf of the Trustee of all checks, drafts and/or other negotiable instruments made payable to the Trustee
and draw upon, replace, substitute, release or amend letters of credit standing as collateral securing any Mortgage Loan.




 


	2.	The modification or re-recording of a Mortgage or deed of trust, where said modification or re-recording is solely for the
purpose of correcting the Mortgage or deed of trust to conform same to the original intent of the parties thereto or to correct
title errors discovered after such title insurance was issued; provided that (i) said modification or re-recording, in either instance,
does not adversely affect the lien of the Mortgage or deed of trust as insured and (ii) otherwise conforms to the provisions of
the Agreement.



 


	3.	The subordination of the lien of a Mortgage or deed of trust to an easement in favor of a public utility company of a government
agency or unit with powers of eminent domain; this section shall include, without limitation, the execution of partial satisfactions/releases,
partial reconveyances or the execution or requests to trustees to accomplish same.



 





    	Exhibit AA-1



    	 



    

 


	4.	The conveyance of the properties to the mortgage insurer, or the closing of the title to the property to be acquired as real
estate owned, or conveyance of title to real estate owned.



 


	5.	The completion of loan assumption agreements.



 


	6.	The full satisfaction/release of a Mortgage or deed of trust or full conveyance upon payment and discharge of all sums secured
thereby, including, without limitation, cancellation of the related Mortgage Note.



 


	7.	The assignment of any Mortgage or deed of trust and the related Mortgage Note, in connection with the repurchase of the mortgage
loan secured and evidenced thereby.



 


	8.	The full assignment of a Mortgage or deed of trust upon payment and discharge of all sums secured thereby in conjunction with
the refinancing thereof, including, without limitation, the assignment of the related Mortgage Note.



 


	9.	The full enforcement of and preservation of the Trustee’s interests in the Mortgage Notes, Mortgages or deeds of trust,
and in the proceeds thereof, by way of, including but not limited to, foreclosure, the taking of a deed in lieu of foreclosure,
or the completion of judicial or non-judicial foreclosure or the termination, cancellation or rescission of any such foreclosure,
the initiation, prosecution and completion of eviction actions or proceedings with respect to, or the termination, cancellation
or rescission of any such eviction actions or proceedings, and the pursuit of title insurance, hazard insurance and claims in bankruptcy
proceedings, including, without limitation, any and all of the following acts:



 


		a.	the substitution of trustee(s) serving under a deed of trust, in accordance with state law and the deed of trust;



 


		b.	the preparation and issuance of statements of breach or non-performance;





 


		c.	the preparation and filing of notices of default and/or notices of sale;



 


		d.	the cancellation/rescission of notices of default and/or notices of sale;





 


		e.	the taking of deed in lieu of foreclosure;





 


		f.	the filing, prosecution and defense of claims, and to appear on behalf of the Trustee, in bankruptcy cases affecting Mortgage
Notes, Mortgages or deeds of trust;





 


		g.	the preparation and service of notices to quit and all other documents necessary to initiate, prosecute and complete eviction
actions or proceedings;





 


		h.	the tendering, filing, prosecution and defense, as applicable, of hazard insurance and title insurance claims, including but
not limited to appearing on behalf of the Trustee in quiet title actions; and





 


		i.	the preparation and execution of such other documents and performance of such other actions as may be necessary under the terms
of the Mortgage, deed of trust or state law to expeditiously complete said transactions in paragraphs 9.a. through 9.h. above.



 





    	Exhibit AA-1-2



    	 



    

 


	10.	With respect to the sale of property acquired through a foreclosure or deed-in lieu of foreclosure, including, without limitation,
the execution of the following documentation:





 


		a.	listing agreements;





 


		b.	purchase and sale agreements;





 


		c.	grant/warranty/quit claim deeds or any other deed causing the transfer of title of the property to a party contracted to purchase same;



 


		d.	escrow instructions; and





 


		e.	any and all documents necessary to effect the transfer of property.



 


	11.	The modification or amendment of escrow agreements established for repairs to the mortgaged property or reserves for replacement
of personal property.



 


	12.	The execution and delivery of the following:



 


		a.	any and all financing statements, continuation statements and other documents or instruments necessary to maintain the lien
created by the Mortgage, deed of trust or other security document in the related Mortgage File or the related Mortgaged Property
and other related collateral;



 


		b.	any and all instruments of satisfaction or cancellation, or of partial or full release or discharge, or of partial or full
defeasance, and all other comparable instruments; and



 


		c.	any and all assumptions, modifications, waivers, substitutions, extensions, amendments, consents to transfers of interests
in borrowers, consents to any subordinate financings to be secured by any related Mortgaged Property, consents to any mezzanine
financing to be secured by the ownership interests in a borrower, consents to and monitoring of the application of any proceeds
of insurance policies or condemnation awards to the restoration of the related Mortgaged Property or otherwise, documents relating
to the management, operation, maintenance, repair, leasing and marketing of the related Mortgaged Properties (including agreements
and requests by any borrower with respect to modifications of the standards of operation and management of such Mortgaged Properties
or the replacement of asset managers), documents exercising any or all of the rights, powers and privileges granted or provided
to the holder of any Mortgage Loan under the related loan documents, lease subordination agreements, non-disturbance and attornment
agreements or other leasing or rental arrangements, any easements, covenants, conditions, restrictions, equitable servitudes, or
land use or zoning requirements with respect to the Mortgaged Properties, instruments relating to the custody of any collateral
that now secures or hereafter may secure any Mortgage Loan and any other consents.



 


The undersigned gives said Attorney-in-Fact full power and authority
to execute such instruments and to do and perform all and every act and thing necessary and proper to carry into


 





    	Exhibit AA-1-3



    	 



    

 


effect
the power or powers granted by or under this Limited Power of Attorney as fully as the undersigned might or could do, and hereby
does ratify and confirm to all that said Attorney-in-Fact shall be effective as of the date set forth below.


 


This appointment is to be construed and interpreted as a limited
power of attorney. The enumeration of specific items, rights, acts or powers herein is not intended to, nor does it give rise
to, and it is not to be construed as a general power of attorney.


 


Solely to the extent that the Master Servicer has the power
to delegate its rights or obligations under the Agreement, the Master Servicer also has the power to delegate the authority given
to it by Wilmington Trust, National Association, as Trustee, under this Limited Power of Attorney, for purposes of performing
its obligations and duties by executing such additional powers of attorney in favor of its attorneys-in-fact as are necessary
for such purpose. The Master Servicer’s attorneys-in-fact shall have no greater authority than that held by the Master Servicer.


 


Nothing contained herein shall: (i) limit in any manner any
indemnification provided to the Trustee under the Agreement, (ii) limit in any manner the rights and protections afforded the
Trustee under the Agreement, or (iii) be construed to grant the Master Servicer the power to initiate or defend any suit, litigation
or proceeding in the name of Wilmington Trust, National Association except as specifically provided for herein. If the Master
Servicer receives any notice of suit, litigation or proceeding in the name of Wilmington Trust, National Association, then the
Master Servicer shall promptly forward a copy of same to the Trustee.


 


This limited power of attorney is not intended to extend the
powers granted to the Master Servicer under the Agreement or to allow the Master Servicer to take any action with respect to Mortgages,
deeds of trust or Mortgage Notes not authorized by the Agreement.


 


The Master Servicer hereby agrees to indemnify and hold the
Trustee and its directors, officers, employees and agents harmless from and against any and all liabilities, obligations, losses,
damages, penalties, actions, judgments, suits, costs, expenses or disbursements of any kind or nature whatsoever incurred by reason
or result of the negligent use, or negligent or willful misuse, of this Limited Power of Attorney by the Master Servicer. The
foregoing indemnity shall survive the termination of this Limited Power of Attorney and the Agreement or the earlier resignation
or removal of the Trustee under the Agreement.


 


This Limited Power of Attorney is entered into and shall be
governed by the laws of the State of New York, without regard to conflicts of law principles of such state.


 


Third parties without actual notice may rely upon the exercise
of the power granted under this Limited Power of Attorney; and may be satisfied that this Limited Power of Attorney shall continue
in full force and effect and has not been revoked unless an instrument of revocation has been made in writing by the undersigned. 


 


IN WITNESS WHEREOF, Wilmington Trust, National Association,
as Trustee for the benefit of the registered Holders of CSAIL 2015-C4 Commercial Mortgage Trust Commercial Mortgage Pass Through
Certificates, Series 2015-C4 has caused its corporate seal to be hereto affixed and these presents to be signed and acknowledged
in its name and behalf by a duly elected and authorized signatory this ___________ day of ____________. 


 





    	Exhibit AA-1-4



    	 



    

 


	 	 	 
	 	Wilmington Trust, National Association, as Trustee
    for the benefit of the registered Holders of CSAIL 2015-C4 Commercial Mortgage Trust Commercial Mortgage Pass Through Certificates,
    Series 2015-C4
	 	 
	 	By:	 
	 	 	Name:
	 	 	Title:



	 	 
	Witness:	 
	 	 



 





    	Exhibit AA-1-5



    	 



    

 


State of Delaware} 


County of ____}


 


On ____________________, before
me, _______________________Notary Public, personally appeared ________________________, who proved to me on the
basis of satisfactory evidence to be the person whose name is subscribed to the within instrument and acknowledged to me that
he/she executed the same in his/her authorized capacity and that by his/her signature on the instrument the person, or the
entity upon behalf of which the person acted, executed the instrument.


 


I certify under PENALTY OF PERJURY under the laws of the State
of Delaware that the foregoing paragraph is true and correct.


 


Witness my hand and official seal.


	 	 
	Notary signature	 



 





    	Exhibit AA-1-6



    	 



    



 


EXHIBIT
AA-2



FORM OF POWER OF ATTORNEY FOR SPECIAL SERVICER


 


RECORDING REQUESTED BY: 


{insert address}


	 





SPACE ABOVE THIS LINE FOR RECORDER’S
USE


 


LIMITED POWER OF ATTORNEY




 


KNOW ALL MEN BY THESE PRESENTS, that Wilmington Trust, National
Association, a national banking association, incorporated and existing under the laws of the United States, having its usual place
of business at 1100 North Market Street, Wilmington, Delaware 19890, as Trustee (the “Trustee”) pursuant to
that Pooling and Servicing Agreement dated as of June 1, 2015 (the “Agreement”) by and among Credit Suisse First
Boston Mortgage Securities Corp., as the Depositor, Wells Fargo Bank, National Association, as master servicer (in such capacity,
the “Master Servicer”), Midland Loan Services, a Division of PNC Bank, National Association, as special servicer
(the “Special Servicer”), Wilmington Trust, National Association, as Trustee, Wells Fargo Bank, National Association,
as certificate administrator (in such capacity, the “Certificate Administrator”), and Pentalpha Surveillance
LLC, as operating advisor (the “Operating Advisor”), and the Trustee hereby constitutes and appoints the Special
Servicer, by and through the Special Servicer’s officers and authorized employees, the Trustee’s true and lawful Attorney-in-Fact,
in the Trustee’s name, place and stead and for the Trustee’s benefit, in connection with all mortgage loans (the “Mortgage
Loans”) serviced by the Special Servicer and all properties (“REO Properties”) administered by the
Special Servicer pursuant to the Agreement, to execute and acknowledge in writing or by facsimile stamp all documents customarily
and reasonably necessary and appropriate to effectuate the enumerated transactions described in items (1) through (13) below with
respect to the Mortgage Loans and REO Properties; provided however, that the documents described below may only be executed and
delivered by such Attorneys-in-Fact if such documents are required or permitted under the terms of the Agreement. Capitalized terms
used herein and not otherwise defined herein have the meanings set forth in the Agreement.


 


		1.	The endorsement on behalf of the Trustee of all checks, drafts and/or other negotiable instruments
made payable to the Trustee and to draw upon, replace, substitute, release or amend letters of credit standing as collateral securing
any Mortgage Loan.



 


		2.	The modification or re-recording of a Mortgage or deed of trust, where said modification or re-recording
is solely for the purpose of correcting such Mortgage or deed of trust to conform same to the original intent of the parties thereto
or to correct title errors discovered after such title insurance was issued; provided that said modification or re-recording, in
either instance, (i) does not adversely affect the lien of the Mortgage or deed of trust as insured and (ii) otherwise conforms
to the provisions of the Agreement.



 


		3.	The subordination of the lien of a Mortgage or deed of trust to an easement in favor of a public utility
company or a government agency or unit with powers of eminent domain; 



 





    	Exhibit AA-2-1



    	 



    

 


			 this section shall include, without limitation, the execution
of partial satisfactions/releases, partial reconveyances or the execution or requests to trustees to accomplish same.



 


		4.	The conveyance of any property to the mortgage insurer, or the closing of title to any mortgaged property
(a “Mortgaged Property”) to be acquired as REO Property, or conveyance of title to any REO Property.



 


		5.	The completion of loan assumption agreements and transfers of interest in borrower entities.



 


		6.	The full satisfaction/release of a Mortgage or full conveyance upon payment and discharge of all sums
secured thereby, including, without limitation, cancellation of the related promissory note.



 


		7.	The assignment of any Mortgage and the related promissory note and other loan documents, in connection
with the purchase or repurchase of the Mortgage Loan secured and evidenced thereby.



 


		8.	The full assignment of a Mortgage upon payment and discharge of all sums secured thereby in conjunction
with the refinancing thereof, including, without limitation, the assignment of the related promissory note and other loan documents.



 


		9.	The full enforcement of and preservation of the Trustee’s interests in any Mortgage or the related
promissory note, and in the proceeds thereof, by way of, including but not limited to, taking title to any Mortgaged Property on
behalf of the Trust, foreclosure, the taking of a deed-in-lieu of foreclosure, or the completion of judicial or non-judicial foreclosure
and/or any related litigation, including without limitation, guaranty or receivership litigation, or litigation on the note, or
the termination, cancellation or rescission of any such foreclosure, the initiation, prosecution and completion of eviction actions
or proceedings with respect to, or the termination, cancellation or rescission of any such eviction actions or proceedings, the
initiation or defense of any litigation related to the ownership of any REO Property, and the pursuit of title insurance, hazard
insurance and claims in bankruptcy proceedings, including, without limitation, any and all of the following acts:



 


		a.	the substitution of trustee(s) serving under a deed of trust, in accordance with state law and such deed of trust;





 


		b.	the preparation and issuance of statements of breach or non-performance;





 


		c.	the preparation and filing of notices of default and/or notices of sale;





 


		d.	the cancellation/rescission of notices of default and/or notices of sale;





 





    	Exhibit AA-2-2



    	 



    

 


		e.	the filing, prosecution and defense of claims, and the appearance on behalf of the Trustee, in bankruptcy cases affecting any
Mortgage or the related promissory note;





 


		f.	the preparation and service of notices to quit and all other documents necessary to initiate, prosecute and complete eviction
actions or proceedings;





 


		g.	the tendering, filing, prosecution and defense, as applicable, of hazard insurance and title insurance claims, including but
not limited to appearing on behalf of the Trustee in quiet title actions;



 


		h.	the creation of a wholly-owned entity of the Trust for purposes of holding foreclosed property; and





 


		i.	the preparation and execution of such other documents and the performance of such other actions as may be necessary under the
terms of the Mortgage or state law to expeditiously complete said transactions in paragraphs 9.a. through 9.h. above.



 


		10.	With respect to the sale of property acquired through a foreclosure or deed-in lieu of foreclosure,
including, without limitation, the execution of the following documentation:





 


		a.	listing agreements;





 


		b.	purchase and sale agreements;





 


		c.	grant/warranty/quit claim deeds or any other deed causing the transfer of title of the property to a party contracted to purchase same;




  


		d.	escrow instructions; and





 


		e.	any and all documents necessary to effect the transfer of property.



 


		11.	The modification or amendment of escrow agreements established for repairs to the Mortgaged Property
or reserves for replacement of personal property.



 


		12.	Execute and/or file such documents and take such other action as is proper and necessary to defend
the Trustee, solely in its capacity as Trustee, in litigation and to resolve such litigation, provided that such resolution shall
not include any admission of fault or wrongdoing by the Trustee or, without the Trustee’s consent, subject the Trustee to
any form of injunctive relief.



 


		13.	The execution and delivery of the following:



 


		a.	any and all financing statements, continuation statements and other documents or instruments necessary to maintain the lien
created by the Mortgage or other security document in the related Mortgage File or the related Mortgaged Property and other related
collateral;



 





    	Exhibit AA-2-3



    	 



    

 


		b.	any and all instruments of satisfaction or cancellation, or of partial or full release or discharge, or of partial or full
defeasance, and all other comparable instruments;



 


		c.	any and all assumptions, modifications, waivers, substitutions, extensions, amendments, consents to transfers of interests
in borrowers, consents to any subordinate financings to be secured by any related Mortgaged Property, consents to any mezzanine
financing to be secured by the ownership interests in a borrower, consents to and monitoring of the application of any proceeds
of insurance policies or condemnation awards to the restoration of the related Mortgaged Property, REO Property or otherwise, documents
relating to the management, operation, maintenance, repair, leasing and marketing of the related Mortgaged Properties (including
agreements and requests by any borrower with respect to modifications of the standards of operation and management of such Mortgaged
Properties or the replacement of asset managers) or REO Properties, documents exercising any or all of the rights, powers and privileges
granted or provided to the holder of any Mortgage Loan under the related loan documents, lease subordination agreements, non-disturbance
and attornment agreements or other leasing or rental arrangements, management agreements, any easements, covenants, conditions,
restrictions, equitable servitudes, or land use or zoning requirements with respect to the Mortgaged Properties or REO Properties,
instruments relating to the custody of any collateral that now secures or hereafter may secure any Mortgage Loan and any other
consents; and



 


		d.	any and all documents, instruments and certifications as are reasonably necessary to complete or accomplish the Special Servicer’s
duties and responsibilities under the Agreement.



 


The undersigned gives
said Attorney-in-Fact full power and authority to execute such instruments and to do and perform all and every act and thing necessary
and proper to carry into effect the power or powers granted by or under this Limited Power of Attorney as fully as the undersigned
might or could do, and hereby does ratify and confirm to all that said Attorney-in-Fact shall be effective as of the date set forth
below.


 


This appointment is to
be construed and interpreted as a limited power of attorney. The enumeration of specific items, rights, acts or powers herein is
not intended to, nor does it give rise to, and it is not to be construed as a general power of attorney.


 


Solely to the extent
that the Special Servicer has the power to delegate its rights or obligations under the Agreement, the Special Servicer also has
the power to delegate the authority given to it by Wilmington Trust, National Association, as Trustee, under this Limited Power
of Attorney, for purposes of performing its obligations and duties by executing such additional powers of attorney in favor of
its attorneys-in-fact as are necessary for such purpose. The Special Servicer’s attorneys-in-fact shall have no greater authority
than that held by the Special Servicer.


 


Nothing contained herein
shall: (i) limit in any manner any indemnification provided to the Trustee under the Agreement, (ii) limit in any manner the rights
and protections afforded the Trustee under the Agreement, or (iii) be construed to grant the Special Servicer the power to


 





    	Exhibit AA-2-4



    	 



    

 


initiate
or defend any suit, litigation or proceeding in the name of Wilmington Trust, National Association except as specifically provided
for herein or in the Agreement. If the Special Servicer receives any notice of suit, litigation or proceeding in the name of Wilmington
Trust, National Association (solely in its capacity as Trustee), then the Special Servicer shall promptly forward a copy of same
to the Trustee.


 


This limited power of
attorney is not intended to extend or limit the powers granted to the Special Servicer under the Agreement or to allow the Special
Servicer to take any action with respect to Mortgages, deeds of trust or the related promissory notes not authorized by the Agreement.


 


The Special Servicer
hereby agrees to indemnify and hold the Trustee and its directors, officers, employees and agents harmless from and against any
and all liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements of any
kind or nature whatsoever incurred by the Trustee by reason or result of the negligent use, or negligent or willful misuse, of
this Limited Power of Attorney by the Special Servicer. The foregoing indemnity shall survive the termination of this Limited Power
of Attorney and the Agreement or the earlier resignation or removal of the Trustee under the Agreement.


 


This Limited Power of
Attorney is entered into and shall be governed by the laws of the State of New York, without regard to conflicts of law principles
of such state.


 


Third parties without
actual notice may rely upon the exercise of the power granted under this Limited Power of Attorney; and may be satisfied that this
Limited Power of Attorney shall continue in full force and effect and has not been revoked unless an instrument of revocation has
been made in writing by the undersigned.


 


IN WITNESS WHEREOF,
Wilmington Trust, National Association, as Trustee for CSAIL 2015-C4 Commercial Mortgage Trust Commercial Mortgage Pass Through
Certificates, Series 2015-C4, has caused its corporate seal to be hereto affixed and these presents to be signed and acknowledged
in its name and behalf by a duly elected and authorized signatory this ___________ day of ____________. 



	 	 	 	 	 
	 	 	Wilmington Trust, National Association, as Trustee
    for CSAIL 2015-C4 Commercial Mortgage Trust Commercial Mortgage Pass Through Certificates, Series 2015-C4
	 	 	 	 	 
	 	 	 	 	 
	 	 	By:	 	 
	 	 	 	Name:	 
	 	 	 	Title:	 


 


	Address:	Wilmington Trust, National Association
	 	1100 North Market Street
	 	Wilmington, Delaware 19890







    	Exhibit AA-2-5



    	 



    

 






 


	Witness:	 	 	 	 
	 	 	 	 	 



 





    	Exhibit AA-2-6



    	 



    

 


State of Delaware}


County of ____}


On ________________________, before
me, _________________________________Notary Public, personally appeared ___________________________, who proved to me on the
basis of satisfactory evidence to be the person whose name is subscribed to the within instrument and acknowledged to me that
he/she executed the same in his/her authorized capacity and that by his/her signature on the instrument the person, or the
entity upon behalf of which the person acted, executed the instrument.


 


I certify under PENALTY OF PERJURY under the laws of the State
of Delaware that the foregoing paragraph is true and correct.


Witness my hand and official seal.


	 	 
	Notary signature	 



 



    	Exhibit AA-2-7



    	 



    



 


EXHIBIT
BB



CLASS A-SB SCHEDULED PRINCIPAL BALANCE


 


See Annex F to the Prospectus Supplement


 





    	Exhibit BB-1



    	 



    

 




EXHIBIT CC-1


 


FORM OF TRANSFEROR CERTIFICATE

FOR TRANSFER OF THE EXCESS SERVICING FEE RIGHTS


 


[Date]


 


Credit Suisse First Boston
Mortgage Securities Corp.

11 Madison Avenue

New York, New York 10010

Attention: Chuck Lee


 


Re:        CSAIL
2015-C4 Commercial Mortgage Trust, Commercial Mortgage Pass-Through Certificates, Series 2015-C4


 


Ladies and Gentlemen:


 




This letter is delivered
to you in connection with the transfer by _________________ (the “Transferor”) to _________________ (the “Transferee”)
of the Excess Servicing Fee Right established under the Pooling and Servicing Agreement, dated as of November 1, 2015 (the “Pooling
and Servicing Agreement”), by and among Credit Suisse First Boston Mortgage Securities Corp., as Depositor, Wells Fargo
Bank, National Association, as Certificate Administrator, Wilmington Trust, National Association, as Trustee, Pentalpha Surveillance
LLC, as Operating Advisor, Wells Fargo Bank, National Association, as Master Servicer, and Midland Loan Services, a Division of
PNC Bank, National Association, as Special Servicer. All capitalized terms used but not otherwise defined herein shall have the
respective meanings set forth in the Pooling and Servicing Agreement. The Transferor hereby certifies, represents and warrants
to you, as Depositor, that:


 


1.           The Transferor
is the lawful owner of the right to receive the Excess Servicing Fees (the “Excess Servicing Fee Right”), with
the full right to transfer the Excess Servicing Fee Right free from any and all claims and encumbrances whatsoever.


 


2.           Neither the Transferor
nor anyone acting on its behalf has (a) offered, transferred, pledged, sold or otherwise disposed of the Excess Servicing Fee Right,
any interest in the Excess Servicing Fee Right or any other similar security to any person in any manner, (b) solicited any offer
to buy or accept a transfer, pledge or other disposition of the Excess Servicing Fee Right, any interest in the Excess Servicing
Fee Right or any other similar security from any person in any manner, (c) otherwise approached or negotiated with respect to the
Excess Servicing Fee Right, any interest in the Excess Servicing Fee Right or any other similar security with any person in any
manner, (d) made any general solicitation with respect to the Excess Servicing Fee Right, any interest in the Excess Servicing
Fee Right or any other similar security by means of general advertising or in any other manner, or (e) taken any other action,
which (in the case of any of the acts described in clauses (a) through (e) hereof) would constitute a distribution of the Excess
Servicing Fee Right under the Securities Act of 1933, as amended (the “Securities Act”), or would render the
disposition of the Excess Servicing Fee Right a violation of Section 5 of the Securities Act or any state securities laws, or would
require registration or qualification of the Excess Servicing Fee Right pursuant to the Securities Act or any state securities
laws.


 



    	Exhibit CC-1-1



    	 



    

 


	 	 	 
	 	Very truly yours,
	 	 
	 	By:	 
	 	 	Name:
	 	 	Title:



 



    	Exhibit CC-1-2



    	 



    

 


EXHIBIT CC-2


 


FORM OF TRANSFEREE CERTIFICATE

FOR TRANSFER OF THE EXCESS SERVICING FEE RIGHTS


 


[Date] 





 


Credit Suisse First Boston
Mortgage Securities Corp.

11 Madison Avenue

New York, New York 10010

Attention: Chuck Lee


 


Wells Fargo Bank, National
Association

Commercial Mortgage Servicing

MAC D1086

550 South Tryon Street, 14th Floor

Charlotte, North Carolina 28202

Attention: CSAIL 2015-C4 Asset Manager


 


Re:        CSAIL
2015-C4 Commercial Mortgage Trust, Commercial Mortgage Pass-Through Certificates, Series 2015-C4



 


Ladies and Gentlemen:


 


This letter is delivered
to you in connection with the transfer by _________________ (the “Transferor”) to _________________ (the “Transferee”)
of the Excess Servicing Fee Right established under the Pooling and Servicing Agreement, dated as of November 1, 2015 (the “Pooling
and Servicing Agreement”), by and among Credit Suisse First Boston Mortgage Securities Corp., as Depositor, Wells Fargo
Bank, National Association, as Certificate Administrator, Wilmington Trust, National Association, as Trustee, Pentalpha Surveillance
LLC, as Operating Advisor, Wells Fargo Bank, National Association, as Master Servicer, and Midland Loan Services, a Division of
PNC Bank, National Association, as Special Servicer. All capitalized terms used but not otherwise defined herein shall have the
respective meanings set forth in the Pooling and Servicing Agreement. The Transferee hereby certifies, represents and warrants
to you, as the Depositor and the Master Servicer, that:


 


1.          The Transferee
is acquiring the right to receive Excess Servicing Fees (the “Excess Servicing Fee Right”) for its own account
for investment and not with a view to or for sale or transfer in connection with any distribution thereof, in whole or in part,
in any manner which would violate the Securities Act of 1933, as amended (the “Securities Act”), or any applicable
state securities laws.


 


2.          The Transferee
understands that (a) the Excess Servicing Fee Right has not been and will not be registered under the Securities Act or registered
or qualified under any applicable state securities laws, (b) none of the Depositor, the Trustee, Certificate Administrator or the
Certificate Registrar is obligated so to register or qualify the Excess Servicing Fee Right, and (c) the Excess Servicing Fee Right
may not be resold or transferred unless it is (i) registered pursuant to the Securities Act and registered or qualified pursuant
to any applicable state securities laws or (ii) sold or transferred in transactions which are exempt from such registration


 



    	Exhibit CC-2-1



    	 



    

 


and
qualification and (A) the Depositor has received a certificate from the prospective transferor substantially in the form attached
as Exhibit CC-1 to the Pooling and Servicing Agreement, and (B) each of Wells Fargo Bank, National Association and the Depositor
have received a certificate from the prospective transferee substantially in the form attached as Exhibit CC-2 to the Pooling
and Servicing Agreement.


 


3.          The Transferee
understands that it may not sell or otherwise transfer the Excess Servicing Fee Right or any interest therein except in compliance
with the provisions of Section 3.12 of the Pooling and Servicing Agreement, which provisions it has carefully reviewed.


 


4.          Neither the Transferee
nor anyone acting on its behalf has (a) offered, pledged, sold, disposed of or otherwise transferred the Excess Servicing Fee Right,
any interest in the Excess Servicing Fee Right or any other similar security to any Person in any manner, (b) solicited any offer
to buy or accept a pledge, disposition or other transfer of the Excess Servicing Fee Right, any interest in the Excess Servicing
Fee Right or any other similar security from any Person in any manner, (c) otherwise approached or negotiated with respect to the
Excess Servicing Fee Right, any interest in the Excess Servicing Fee Right or any other similar security with any Person in any
manner, (d) made any general solicitation with respect to the Excess Servicing Fee Right, any interest in the Excess Servicing
Fee Right or any other similar security by means of general advertising or in any other manner, or (e) taken any other action with
respect to the Excess Servicing Fee Right, any interest in the Excess Servicing Fee Right or any other similar security, which
(in the case of any of the acts described in clauses (a) through (e) above) would constitute a distribution of the Excess Servicing
Fee Right under the Securities Act, would render the disposition of the Excess Servicing Fee Right a violation of Section 5 of
the Securities Act or any state securities law or would require registration or qualification of the Excess Servicing Fee Right
pursuant thereto. The Transferee will not act, nor has it authorized or will it authorize any Person to act, in any manner set
forth in the foregoing sentence with respect to the Excess Servicing Fee Right, any interest in the Excess Servicing Fee Right
or any other similar security.


 


5.          The Transferee
has been furnished with all information regarding (a) the Depositor, (b) the Excess Servicing Fee Right and any payments thereon,
(c) the Pooling and Servicing Agreement and the Trust Fund created pursuant thereto, (d) the nature, performance and servicing
of the Mortgage Loans, and (e) all related matters that it has requested.


 


6.          The Transferee
is (a) a “qualified institutional buyer” within the meaning of Rule 144A under the Securities Act or (b) an “accredited
investor” as defined in any of paragraphs (1), (2), (3) and (7) of Rule 501(a) under the Securities Act or an entity in which
all of the equity owners come within such paragraphs. The Transferee has such knowledge and experience in financial and business
matters as to be capable of evaluating the merits and risks of an investment in the Excess Servicing Fee Right; the Transferee
has sought such accounting, legal and tax advice as it has considered necessary to make an informed investment decision; and the
Transferee is able to bear the economic risks of such investment and can afford a complete loss of such investment.


 


7.          The Transferee
agrees (i) to keep all information relating to the Trust, the Trust Fund and the parties to the Pooling and Servicing Agreement,
and made available to it, confidential, (ii) not to use or disclose such information in any manner which could result in a


 




    	Exhibit CC-2-2



    	 



    

 


violation
of any provision of the Securities Act or would require registration of the Excess Servicing Fee Right or any Certificate pursuant
to the Securities Act, and (iii) not to disclose such information, and to cause its officers, directors, partners, employees,
agents or representatives (collectively, “Representatives”) not to disclose such information, in any manner
whatsoever, in whole or in part, to any other Person other than the Transferee’s auditors, legal counsel and regulators,
except to the extent such disclosure is required by law, court order or other legal requirement or to the extent such information
is of public knowledge at the time of disclosure by such Person or has become generally available to the public other than as
a result of disclosure by such Person; provided, however, that the Transferee or any of its Representatives may provide all or
any part of such information to any other Person who is contemplating an acquisition of the Excess Servicing Fee Right if, and
only if, such other Person (x) confirms in writing such prospective acquisition and (y) agrees in writing to keep such information
confidential, not to use or disclose such information in any manner which could result in a violation of any provision of the
Securities Act or would require registration of the Excess Servicing Fee Right or any Certificates pursuant to the Securities
Act and not to disclose such information, and to cause its officers, directors, partners, employees, agents or representatives
not to disclose such information, in any manner whatsoever, in whole or in part, to any other Person other than such other Persons’
auditors, legal counsel and regulators.


 


8.          The Transferee
acknowledges that the holder of the Excess Servicing Fee Right shall not have any rights under the Pooling and Servicing Agreement
except as set forth in Section 3.12 of the Pooling and Servicing Agreement, and that the Excess Servicing Fee Rate may be reduced
to the extent provided in the Pooling and Servicing Agreement.




	 	 	 
	 	Very truly yours,
	 	 
	 	By:	 
	 	 	Name:
	 	 	Title:






 





    	Exhibit CC-2-3



    	 



    

 




EXHIBIT DD


 


FORM OF NOTICE AND CERTIFICATION REGARDING
DEFEASANCE OF MORTGAGE LOAN


 


		To:	Moody’s Investors Service, Inc.

7 World Trade Center

New York, New York 10007

Attention: Commercial Mortgage Surveillance Group

Fax number: (212) 553-0300



 


			Kroll Bond Rating Agency, Inc.

845 Third Avenue, 4th Floor

New York, New York 10022

Attention: CMBS Surveillance

Fax number: (646) 731-2395



 


Morningstar Credit
Ratings, LLC


220 Gibraltar
Road, Suite 300


Horsham, Pennsylvania
19044


Attention: CMBS
Surveillance


E-mail: cmbsratings@morningstar.com


 


			Fitch Ratings, Inc.

One State Street Plaza, 28th Floor

New York, New York 10004

Attention: US CMBS Surveillance



 


		From:	Wells
Fargo Bank, National Association, in its capacity as Master Servicer (the “Master Servicer”) under the Pooling
and Servicing Agreement dated as of November 1, 2015 (the “Pooling and Servicing Agreement”), by and among
Credit Suisse First Boston Mortgage Securities Corp., as Depositor, Wells Fargo Bank, National Association, as Certificate Administrator,
Wilmington Trust, National Association, as Trustee, Pentalpha Surveillance LLC, as Operating Advisor, Wells Fargo Bank, National
Association, as Master Servicer, and Midland Loan Services, a Division of PNC Bank, National Association, as Special Servicer.




 


		Date:	____________, 20___



 


		Re:	____________ Commercial Mortgage Pass-Through Certificates, Series 2015-C4 Mortgage Loan (the “Mortgage
Loan”) heretofore secured by real property known as ____________.



 


Capitalized terms used
but not defined herein have the meanings assigned to such terms in the Pooling and Servicing Agreement.


 


THE STATEMENTS SET
FORTH BELOW ARE MADE (A) TO THE BEST KNOWLEDGE OF THE UNDERSIGNED BASED UPON DUE DILIGENCE


 



    	Exhibit DD-1



    	 



    

 


CONSISTENT WITH THE SERVICING STANDARD
SPECIFIED IN THE POOLING AND SERVICING AGREEMENT (THE “SERVICING STANDARD”), AND (B) WITHOUT INTENDING TO WARRANT THE
ACCURACY THEREOF OR UNDERTAKE ANY DUTY OR STANDARD OF CARE GREATER THAN THE DUTIES OF SERVICER UNDER THE POOLING AND SERVICING
AGREEMENT AND THE SERVICING STANDARD.


 


We hereby notify you
and confirm that each of the following is true, subject to those exceptions, if any, set forth on Exhibit A hereto, which exceptions
the Master Servicer has determined, consistent with the Servicing Standard, will have no material adverse effect on the Mortgage
Loan or the defeasance transaction:


 


1.            The Mortgagor has
consummated a defeasance of the Mortgage Loan of the type checked below:**


 


____ a full defeasance
of the entire outstanding principal balance ($____________) of the Mortgage Loan; or


 


____ a partial
defeasance of a portion ($____________) of the Mortgage Loan that represents ___% of the entire principal balance of the Mortgage
Loan ($____________).


 


2.            The defeasance
was consummated on ____________, 20__.


 


3.            The defeasance
was completed in all material respects in accordance with the conditions for defeasance specified in the Loan Documents and in
accordance with the Servicing Standard.


 


[Include the following if
there is pari passu or AB debt:


 


4.            In accordance with
the Loan Documents, the defeasance occurred such that:


 


____ Promissory
Notes A and B were defeased simultaneously in their entirety; or


 


____ Promissory
Note B was paid off in full.]


 


5.            To the knowledge
of the Master Servicer any other debt related to the Mortgage Loan (including mezzanine debt, senior secured debt, pari passu debt
or subordinate secured debt was either paid off in full or defeased. Such debt consists of the following: [Describe debt and holder
of the debt and if it was paid off or defeased].


 


6.            The defeasance
collateral consists only of one or more of the following: (i) direct debt obligations of the U.S. Treasury, (ii) direct debt obligations
of the Federal National Mortgage Association, (iii) direct debt obligations of the Federal Home Loan Mortgage Corporation, (iv)
interest-only direct debt obligations of the Resolution Funding Corporation, (v) consolidated debt obligations of the Federal Home
Loan Bank or (vi) securities covered by the Federal Deposit Insurance Corporation’s (the “FDIC”) Temporary
Liquidity Guarantee Program (“TLGP”). Based upon a written report from an independent certified accountant,
such


 



    	Exhibit DD-2



    	 



    

 


defeasance collateral consists of securities that (i) if they include a principal obligation, the principal due at maturity
cannot vary or change, (ii) provide for interest at a fixed rate and (iii) are not callable prior to their respective maturity
dates. In addition, if the defeasance collateral contains any TLGP securities, then:


 


		·	Such securities are eligible under TLGP;



 


		·	The master servicer (and the trustee, if it serves as the back-up advancing agent for the transaction)
has waived its right to (i) collect interest on advances made on behalf of the borrower holding TLGP securities, and (ii) collect
for expenses incurred in making demand on the FDIC;



 


		·	If the TLGP debt is to be used to satisfy a balloon payment, a reserve conforming to the criteria
for eligible accounts was funded with a minimum of 90 days interest on the defeasance collateral to cover potential delays in receipt
of the balloon payment;



 


		·	The TLGP securities mature before June 30, 2012; and



 


		·	The master servicer’s error and omissions insurance policy covers losses to the CMBS trust
caused by the master servicer’s failure to make timely demand on the FDIC’s guarantee.



 


7.            After the defeasance,
the defeasance collateral will be owned by an entity (the “Defeasance Obligor”) that: (i) is the original Mortgagor,
(ii) is a Single-Purpose Entity (as described in S&P’s criteria), (iii) is subject to restrictions in its organizational
documents substantially similar to those contained in the organizational documents of the original Mortgagor with respect to bankruptcy
remoteness and single purpose, (iv) has been designated as the Defeasance Obligor by the originator of the Mortgage Loan pursuant
to the terms of the Loan Documents, or (v) has previously received confirmation from Standard & Poor’s that the organizational
documents of such Defeasance Obligor conform with applicable Standard & Poor’s criteria. The Defeasance Obligor owns
no assets other than defeasance collateral and (only in the case of the original Mortgagor) real property securing one or more
Mortgage Loans included in the pool under the Pooling and Servicing Agreement (the “Pool”).


 


8.            If such Defeasance
Obligor (together with its affiliates) holds more than one defeased loan, it does not (together with its affiliates) hold defeased
loans aggregating more than $35 Million or more than five percent (5%) of the aggregate certificate balance of the Certificates,
as of the date of the most recent Paying Agent’s Monthly Certificateholder Report received by the Master Servicer (the “Current
Report”), except to the extent the Defeasance Obligor is of the type specified in paragraph 7(v) above or the original
Loan Documents do not limit the amount of defeased loans that it may hold.


 


9.            The defeasance
documents require that the defeasance collateral be credited to an eligible account (as defined in S&P’s criteria) that
must be maintained as a securities account by a securities intermediary that is at all times an Eligible Institution (as defined
in S&P’s criteria). The securities intermediary may reinvest proceeds of the defeasance


 



    	Exhibit DD-3



    	 



    

 


collateral only in Permitted
Investments (as defined in the Pooling and Servicing Agreement or as defined in the documents evidencing defeasance).


 


10.          The securities
intermediary is obligated to pay from the proceeds of the defeasance collateral, directly to the Master Servicer’s collection
account, all scheduled payments on the Mortgage Loan or, in a partial defeasance, the portion of such scheduled payments attributed
to the allocated loan amount for the real property defeased including any defeasance premiums set forth in the loan documents (the
“Scheduled Payments”).


 


11.          The Master Servicer
received written confirmation from an independent certified public accountant stating that (i) revenues from the defeasance collateral
(without taking into account any earnings on reinvestment of such revenues) will be sufficient to timely pay each of the Scheduled
Payments including the payment in full of the Mortgage Loan (or the allocated portion thereof in connection with a partial defeasance)
on its Maturity Date (or, in the case of an ARD Loan, on its Anticipated Repayment Date), (ii) except as otherwise disclosed in
the written report from an independent certified public accountant, [and disclosed below,] the revenues received in any month from
the defeasance collateral will be applied to make Scheduled Payments within four (4) months after the date of receipt, (iii) the
defeasance collateral is not callable prior to their respective maturity dates, and (iv) interest income from the defeasance collateral
to the Defeasance Obligor in any tax year will not exceed such Defeasance Obligor’s interest expense for the Mortgage Loan
(or the allocated portion thereof in a partial defeasance) for such year, other than in the year in which the Maturity Date or
Anticipated Repayment Date will occur, when interest income will exceed interest expense.


 


12.          The Master Servicer
received opinions of counsel that, subject to customary qualifications, (i) the defeasance will not cause the Trust to fail to
qualify as a REMIC for purpose of the Internal Revenue Code, (ii) the agreements executed by the Mortgagor and the Defeasance Obligor
in connection with the defeasance are enforceable against them in accordance with their terms, [and] (iii) the Trustee will have
a perfected, first priority security interest in the defeasance collateral.


 


13.          The agreements
executed in connection with the defeasance (i) prohibit subordinate liens against the defeasance collateral, (ii) provide for payment
from sources other than the defeasance collateral of all fees and expenses of the securities intermediary for administering the
defeasance and the securities account and all fees and expenses of maintaining the existence of the Defeasance Obligor, (iii) permit
release of surplus defeasance collateral and earnings on reinvestment to the Defeasance Obligor only after the Mortgage Loan has
been paid in full, (iv) include representations and/or covenants of the Mortgagor and/or securities intermediary substantially
as set forth on Exhibit B hereto, (v) provide for survival of such representations; and (vi) do not permit waiver of such representations
and covenants.


 


14.          The outstanding
principal balance of the Mortgage Loan immediately before the defeasance was less than $35,000,000 and less than 5% of the aggregate
certificate balance of the Certificates as of the date of the Current Report. The Mortgage Loan is not one of the ten (10) largest
loans in the Pool as of the date of the Current Report.


 



    	Exhibit DD-4



    	 



    

 


15.          Copies of all
material agreements, instruments, organizational documents, opinions of counsel, accountant’s report and other items delivered
in connection with the defeasance will be provided to you upon request.


 


16.          The individual
executing this notice is an authorized officer or a servicing officer of the Master Servicer.


 


IN WITNESS WHEREOF,
the Master Servicer has caused this notice to be executed as of the date captioned above.


	 	 	 
	 	[MASTER SERVICER]
	 	 	 
	 	By:	 
	 	 	Name:
	 	 	Title:



 



    	Exhibit DD-5



    	 



    



 





EXHIBIT
A


 


Exceptions


 



    	Exhibit DD-6



    	 



    

 


EXHIBIT B


 


Sample Perfected Security
Interest Representations


 


General:


 


1.            [The defeasance
agreements] create a valid and continuing security interest (as defined in the applicable UCC) in the [Collateral, Securities Account
and Deposit Account] in favor of the [Secured Party], which security interest is prior to all other [Liens], and is enforceable
as such as against creditors of and purchasers from [Debtor].


 


Note that “Collateral”
means securities, permitted investments and other assets credited to securities accounts.


 


1.            The [Deposit Account]
constitutes a “deposit account” within the meaning of the applicable UCC.


 


2.            All of the [Collateral]
has been and will have been credited to a [Securities Account]. The securities intermediary for the [Securities Account] has agreed
to treat all assets credited to the [Securities Account] as “financial assets” within the meaning of the UCC.


 


Creation:


 


1.            The Defeasance
Account Agreement provides that the Pledgee shall have “control” (as defined in the applicable UCC).


 


2.            [Debtor] has received
all consents and approvals required by the terms of the [Collateral] to the transfer to the [Secured Party] of its interest and
rights in the [Collateral] hereunder.


 


Perfection:


 


1.            [Debtor] has caused
or will have caused, within ten (10) days, the filing of all appropriate financing statements in the proper filing office in the
appropriate jurisdictions under applicable law in order to perfect the security interest granted in the [Collateral, Securities
Account and Deposit Account] to the [Secured Party] hereunder.


 


2.            [Debtor] has delivered
to [Secured Party] a fully executed agreement pursuant to which the securities intermediary or the account bank has agreed to comply
with all instructions originated by the [Secured Party] relating to the [Securities Account] or directing disposition of the funds
in the [Deposit Account] without further consent by the [Debtor].


 


3.            [Debtor] has taken
all steps necessary to cause the securities intermediary to identify in its records the [Secured Party] as the person having a
security entitlement against the securities intermediary in the [Securities Account].


 


4.            To the extent a
Deposit Account exists, [Debtor] has taken all steps necessary to cause [Secured Party] to become the account holder of the [Deposit
Account].


 



    	Exhibit DD-7



    	 



    

 


Priority:


 


1.            Other than the
security interest granted to the [Secured Party] pursuant to this Agreement, [Debtor] has not pledged, assigned, sold, granted
a security interest in, or otherwise conveyed any of the [Collateral, Securities Account and Deposit Account]. [Debtor] has not
authorized the filing of and is not aware of any financing statements against [Debtor] that include a description of collateral
covering the [Collateral, Securities Account and Deposit Account] other than any financing statement relating to the security interest
granted to the [Secured Party] hereunder or that has been terminated. Debtor is not aware of any judgment or tax lien filings against
[Debtor].


 


2.            The [Securities
Account and Deposit Account] are not in the name of any person other than the [Debtor] or the [Secured Party]. The [Debtor] has
not consented to the securities intermediary of any [Securities Account] or the account bank of any [Deposit Account] to comply
with entitlement orders or instructions of any person other than the [Secured Party].


 




    	Exhibit DD-8



    	 



    


 




EXHIBIT EE


 


FORM OF NOTICE REGARDING

NON-SERVICED MORTGAGE LOAN


 


[Date]


	[Other Trustee]

[Address Line 1]

[Address Line 2]

Attn: [Contact Person]	[Other Certificate Administrator]

[Address Line 1]

[Address Line 2]

Attn: [Contact Person]
	[Other Master Servicer]

[Address Line 1]

[Address Line 2]

Attn: [Contact Person]	[Other Special Servicer]

[Address Line 1]

[Address Line 2]

Attn: [Contact Person]
	[Other Operating Advisor]

[Address Line 1]

[Address Line 2]

Attn: [Contact Person]	 



 




		Re:	[Other
                                         Securitization Trust]	 


 


Ladies and Gentlemen: 


 


Reference is hereby
made to the Pooling and Servicing Agreement, dated as of August 1, 2015 (the “Other Pooling and Servicing Agreement”),
by and among Credit Suisse First Boston Mortgage Securities Corp., as Depositor, Midland Loan Services, a Division of PNC Bank,
National Association, as Master Servicer, Rialto Capital Advisors, LLC, as Special Servicer, Wilmington Trust, National Association,
as Trustee, Wells Fargo Bank, National Association, as Certificate Administrator, and Pentalpha Surveillance LLC, as Operating
Advisor. Capitalized terms used but not defined herein shall have the meanings given to them in the Other Pooling and Servicing
Agreement.


 


The undersigned is the
certificate administrator under the Pooling and Servicing Agreement, dated as of November 1, 2015 (the “C4 PSA”),
by and among Credit Suisse First Boston Mortgage Securities Corp., as Depositor, Wells Fargo Bank, National Association, as Master
Servicer (the “C4 Master Servicer”), Midland Loan Services, a Division of PNC Bank, National Association, as
special servicer (the “C4 Special Servicer”), Pentalpha Surveillance LLC, as operating advisor, Wells Fargo
Bank, National Association, as certificate administrator (the “C4 Certificate Administrator”), and Wilmington
Trust, National Association, as Trustee (the “C4 Trustee”) pursuant to which the CSAIL 2015-C4 Commercial Mortgage
Trust (the “C4 Trust”) was established and the Arizona Grand Resort & Spa Companion Loan was transferred
to the C4 Trust as of November 25, 2015 (the “Closing Date”).


 



    	Exhibit EE-1



    	 



    

 


The undersigned hereby
notifies you that, as of the Closing Date:


 


1.          Wilmington Trust,
National Association, as Trustee under the C4 PSA, is the holder of the Arizona Grand Resort & Spa Companion Loan.


 


2.          You are directed
to remit to Wells Fargo Bank, National Association, as Master Servicer under the C4 PSA, all amounts payable to, and to forward,
deliver or otherwise make available, as the case may be, to Wells Fargo Bank, National Association, as Master Servicer under the
C4 PSA, all reports, statements, documents, communications and other information that are to be forwarded, delivered or otherwise
made available to, the holder of the related Arizona Grand Resort & Spa Companion Loan, under the Other Pooling and Servicing
Agreement, and the Arizona Grand Resort & Spa Companion Loan Co-Lender Agreement, as applicable.


 


3.          The Distribution
Date under the C4 PSA is the fourth Business Day following the Determination Date in each month, commencing December 2015. The
Determination Date, with respect to any Distribution Date, is the eleventh day of the calendar month of the related Distribution
Date or, if the eleventh day is not a Business Day, the next Business Day, commencing in December 2015. The first Distribution
Date shall be December 17, 2015.


 


4.          The
contact information for the C4 Trustee, the C4 Certificate Administrator, the C4 Master Servicer, the C4 Special Servicer, and
the Companion Loan Holder Representative with respect to the Arizona Grand Resort & Spa Companion Loan are as follows: 


 


	
         C4 Trustee:

         

         

         
	 	Wilmington
Trust, National Association

1100 North Market Street

Wilmington, Delaware, 19890

Attention: Account Name – CSAIL 2015-C4
	C4 Certificate Administrator:	 	Wells
Fargo Bank, National Association

Sixth Street and Marquette Avenue

Minneapolis, Minnesota 55479-0113

 Attention:
CMBS – CSAIL 2015-C4
	C4 Master Servicer:	 	Wells Fargo Bank, National Association


Commercial Mortgage Servicing


MAC D1086


550 South Tryon Street, 14th Floor


Charlotte, North Carolina 28202


Attention: CSAIL 2015-C4 Asset Manager


	 	 	 
	C4 Special Servicer:	 	Midland Loan Services, a Division of PNC Bank, 10851

 Mastin Street, Suite 700

Overland Park, Kansas 66210


Attention: Executive Vice President – Division Head



 


 



    	Exhibit EE-2



    	 



    

 


	The Arizona Grand Resort & Spa Companion Loan Holder Representative	 	Eightfold Real Estate Capital Fund IV, L.P.


1111 Lincoln Road, Suite 802


Miami Beach, Florida 33139


Attention: Brian Tageson
	 	 	 


 


5.          The C4 Trust
is subject to the reporting requirements of the Securities Exchange Act of 1934, as it may be amended from time to time.


 


6.          The Arizona Grand
Resort & Spa Mortgage Loan is not a Significant Obligor with respect to the C4 Trust.


 


7.          A
copy of an executed version of the C4 PSA will be available upon request.


	 	 	 
	 	Very truly yours,
	 	 
	 	By:	 
	 	Name:
	 	Title:


 



    	Exhibit EE-3



    	 



    



 


EXHIBIT FF


 


SPECIFIED MORTGAGE LOANS WITH
ESCROWS, RESERVES, HOLDBACKS AND RELATED
 LETTERS OF CREDIT


 


Professional Medical Center


 





    	Exhibit FF-1



    	 



    

 


EXHIBIT GG


 


FORM OF NOTICE REGARDING MEZZANINE LOAN
DEFAULT 


 


Wells Fargo Bank, National Association

9062 Old Annapolis Road

Columbia, Maryland 21045

Attention: Corporate Trust Services, CSAIL 2015-C4



 


Attention: CMBS – CSAIL 2015-C4 Commercial Mortgage Trust,
Commercial Mortgage Pass-Through Certificates, Series 2015-C4


 


In accordance with
the definition of “Investor Certification” in the Pooling and Servicing Agreement, dated as of November 1, 2015 (the
“Pooling and Servicing Agreement”), by and among Credit Suisse First Boston Mortgage Securities Corp., as Depositor,
Wells Fargo Bank, National Association, as Certificate Administrator, Wilmington Trust, National Association, as Trustee, Pentalpha
Surveillance LLC, as Operating Advisor, Wells Fargo Bank, National Association, as Master Servicer, and Midland Loan Services,
a Division of PNC Bank, National Association, as Special Servicer, with respect to the above-referenced certificates, the undersigned
hereby notifies you that it has received notice that the following Mezzanine Lender has accelerated the Mezzanine Loan secured
by equity interests in the Mortgagor identified below and/or have commenced foreclosure proceedings against the related mezzanine
collateral:


 




	Mezzanine Lender	Mortgagor Name	Mortgaged Property Name
	[_______]	[_______]	[_______]


 


As set forth in the
Pooling and Servicing Agreement, you are required to cause such Mezzanine Lender to re-submit any Investor Certification previously
delivered by such Mezzanine Lender, prior to allowing it access to the information on the Certificate Administrator’s website,
to the extent such information is accessible only to Privileged Persons.


 


Capitalized terms
used but not defined herein shall have the meanings ascribed thereto in the Pooling and Servicing Agreement.


	 	 	 
	 	Midland Loan Services, a Division of PNC Bank, National Association
	 	 	 
	 	Name:	 
	 	Title:	 



 




    	Exhibit GG-1



    	 



    

 


EXHIBIT HH


 


MORTGAGE LOANS AS
TO WHICH A NOTE REGISTER IS TO BE MAINTAINED


 





Fairmont Orchid


Arizona Grand Resort & Spa


Addison Ridge Apartments


Ralph’s West Hollywood


Majestic Steel


Leaf Stone Apartments


Austin 2 Portfolio


Oaks of Flagridge


Cobblestone Apartments







 





    	Exhibit HH-1