Docoh
Loading...

JPMCC Commercial Mortgage Securities Trust 2017-JP5

Filed: 28 Feb 17, 7:00pm

  FREE WRITING PROSPECTUS
  FILED PURSUANT TO RULE 433
  REGISTRATION FILE NO.: 333-206361-08

 

   
 Free Writing Prospectus dated February 28, 2017 
   
 The depositor has filed a registration statement (including a prospectus) with the SEC for the offering to which this free writing prospectus relates.  Before you invest, you should read the prospectus in the registration statement and other documents the depositor has filed with the SEC for more complete information about the depositor, the issuing entity and this offering.  You may get these documents for free by visiting EDGAR on the SEC Web site at www.sec.gov.  Alternatively, the depositor, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling (866) 669-7629 or by emailing the ABS Syndicate Desk atabs_synd@jpmorgan.com.   
   
 The information in this file (the “File”) is an electronic copy of the information set forth in the Appendix titled “Certain Characteristics of the Mortgage Loans and Mortgaged Properties” to the prospectus.  This File does not contain all information that is required to be included in the prospectus.  This File should be reviewed only in conjunction with the entire prospectus.  Prospective investors are advised to read carefully, and should rely on, the prospectus relating to the certificates referred to herein in making their investment decision.   
   
 The information in this File may be amended and/or supplemented prior to the time of sale.  The information in this File supersedes any contrary information contained in any prior File relating to the certificates and will be superseded by any contrary information contained in any subsequent File prior to the time of sale.   
   
 Methodologies used in deriving certain information contained in this File are more fully described elsewhere in the prospectus.  The information in this File should not be viewed as projections, forecasts, predictions or opinions with respect to value. 
   
 Any legends, disclaimers or other notices that may appear at the bottom of, or attached to, the email communication to which this material may have been attached are not applicable to these materials and should be disregarded.  Such legends, disclaimers or other notices have been automatically generated as a result of these materials having been sent via Bloomberg or another email system. 
   

 

 

 

  

ANNEX A-1

 

        Number ofProperty  Property Year  Unit of   
Loan #Seller(1)Property NameStreet AddressCityStateZip CodeCountyPropertiesTypeSubtypeYear BuiltRenovatedUnits(2) Measure
1JPMCBHilton Hawaiian Village2005 Kalia RoadHonoluluHI96815Honolulu1HotelFull Service196120162,860Rooms
2JPMCBMoffett Gateway1225-1265 Crossman AvenueSunnyvaleCA94089Santa Clara1OfficeSuburban2016 612,691Square Feet
3JPMCBDallas Design DistrictVariousDallasTX75207Dallas1IndustrialFlexVariousVarious728,452Square Feet
4JPMCBFresno Fashion Fair Mall645 East Shaw AvenueFresnoCA93710Fresno1RetailSuper Regional Mall19702003536,106Square Feet
5JPMCBRiverway6133 North River Road, 9377 West Higgins Road, 9399 West Higgins Road and 6107 North River RoadRosemontIL60018Cook1OfficeSuburban1988, 19942016869,120Square Feet
6JPMCB55 Hawthorne55 Hawthorne StreetSan FranciscoCA94105San Francisco1OfficeCBD19702016136,432Square Feet
7JPMCBBardmoor Palms8285 & 8333 Bryan Dairy RoadLargoFL33777Pinellas1Mixed UseOffice/Industrial19732016553,485Square Feet
8JPMCBLandmark Square1-7 Landmark SquareStamfordCT06901Fairfield1Mixed UseOffice/Retail1974, 1976, 1977, 1981, 1983, 2006 757,917Square Feet
9JPMCBCentre Market Building1100 Raymond BoulevardNewarkNJ07102Essex1OfficeCBD1922, 19672016388,122Square Feet
10JPMCBCourtyard Marriott - King Kamehameha75-5660 Palani RoadKailua-KonaHI96740Hawaii1HotelFull Service19752011452Rooms
11JPMCBMilton Park30000 Mill Creek Avenue & 11175 Cicero DriveAlpharettaGA30022Fulton1OfficeSuburban2001, 2007 318,945Square Feet
12JPMCBReston EastPointe11091 Sunset Hills RoadRestonVA20190Fairfax1OfficeSuburban2007 195,230Square Feet
13JPMCBOrchard Hill Park10-82 Orchard Hill Park DriveLeominsterMA01453Worcester1RetailAnchored2006 190,788Square Feet
14JPMCB11200 Rockville Pike11200 Rockville PikeRockvilleMD20852Montgomery1OfficeSuburban1986 185,219Square Feet
15JPMCBMarriott Galleria1750 West Loop SouthHoustonTX77027Harris1HotelFull Service19762016301Rooms
16JPMCBRoyal Oaks Plaza15400, 15406, 15410-15432, 15434-15512 & 15516-15544 Northwest 77th CourtMiami LakesFL33016Miami-Dade1RetailAnchored1987 165,710Square Feet
17JPMCBLas Palmas803 Castroville RoadSan AntonioTX78237Bexar1RetailAnchored19562000256,213Square Feet
18SMF VILiberty Center50-100 West Big Beaver RoadTroyMI48084Oakland1OfficeSuburban1988 279,519Square Feet
19SMF VIOcotillo Plaza2405-2505 East Tropicana AvenueLas VegasNV89121Clark1RetailAnchored1976, 1977, 1987, 1988 114,301Square Feet
20JPMCBGwinnett Commerce Center3700 Crestwood Parkway NorthwestDuluthGA30096Gwinnett1OfficeSuburban1989 213,644Square Feet
21SMF VIHilton Durham3800 and 3806 Hillsborough RoadDurhamNC27705Durham1HotelFull Service19872013195Rooms
22JPMCBWoodglen Village11111 West Montgomery RoadHoustonTX77088Harris1MultifamilyGarden20002015249Units
23JPMCBPartridge Inn Augusta2110 Walton WayAugustaGA30904Richmond1HotelFull Service18362015143Rooms
24JPMCB4400 Dixie Highway4400 Dixie HighwayFairfieldOH45014Butler1IndustrialWarehouse194620051,071,600Square Feet
25JPMCBTownePlace Suites Dallas Las Colinas900 West Walnut Hill LaneIrvingTX75038Dallas1HotelExtended Stay19982014135Rooms
26SMF VI100 North Citrus100 North Citrus StreetWest CovinaCA91791Los Angeles1OfficeSuburban1975201479,001Square Feet
27SMF VIPangea 15VariousVariousILVariousCook16MultifamilyGardenVarious2016204Units
27.01SMF VI701 South Karlov Avenue701 South Karlov AvenueChicagoIL60624Cook1MultifamilyGarden1921201626Units
27.02SMF VI1236 South Lawndale Avenue1236 South Lawndale AvenueChicagoIL60623Cook1MultifamilyGarden1929201616Units
27.03SMF VI6125-6129 South Wabash Avenue6125-6129 South Wabash AvenueChicagoIL60637Cook1MultifamilyGarden1955201618Units
27.04SMF VI11932 South Stewart Avenue11932 South Stewart AvenueChicagoIL60628Cook1MultifamilyGarden1930201620Units
27.05SMF VI7954 South Justine Street7954 South Justine StreetChicagoIL60620Cook1MultifamilyGarden1925201615Units
27.06SMF VI10 West 137th Street10 West 137th StreetRiverdaleIL60827Cook1MultifamilyGarden1957201614Units
27.07SMF VI6715 South Dorchester Avenue6715 South Dorchester AvenueChicagoIL60637Cook1MultifamilyGarden1927201612Units
27.08SMF VI10201 South Saint Lawrence Avenue10201 South Saint Lawrence AvenueChicagoIL60628Cook1MultifamilyGarden1927201615Units
27.09SMF VI5800-04 South Artesian Avenue5800-04 South Artesian AvenueChicagoIL60629Cook1MultifamilyGarden1927201610Units
27.10SMF VI8201 South Drexel Avenue8201 South Drexel AvenueChicagoIL60619Cook1MultifamilyGarden1925201610Units
27.11SMF VI7229 South Yates Boulevard7229 South Yates BoulevardChicagoIL60649Cook1MultifamilyGarden1930201612Units
27.12SMF VI7653 South Loomis Boulevard7653 South Loomis BoulevardChicagoIL60620Cook1MultifamilyGarden192620169Units
27.13SMF VI7700 South Carpenter Street7700 South Carpenter StreetChicagoIL60620Cook1MultifamilyGarden192820169Units
27.14SMF VI2062 135th Place2062 135th PlaceBlue IslandIL60406Cook1MultifamilyGarden195220166Units
27.15SMF VI2066 135th Place2066 135th PlaceBlue IslandIL60406Cook1MultifamilyGarden195220166Units
27.16SMF VI9600 South Avenue L9600 South Avenue LChicagoIL60617Cook1MultifamilyGarden194020166Units
28SMF VIThe Shoppes at Letson Farms4750 Eastern Valley RoadMcCallaAL35111Jefferson1RetailAnchored2004 95,092Square Feet
29SMF VIMontgomery Triangle Gateway9366-9386 Montgomery RoadCincinnatiOH45242Hamilton1Mixed UseOffice/Retail2006-2007 39,563Square Feet
30SMF VINeilson Square3322-3518 West Owen K. Garriott RoadEnidOK73703Garfield1RetailShadow Anchored2000 65,837Square Feet
31SMF VIStudio City Apartments2255-2319 Winter Parkway & 290 Munroe Falls AvenueCuyahoga FallsOH44221Summit1MultifamilyMid-Rise1968 375Units
32SMF VISt. Albans & Camino CommonsVariousNewtown SquarePA19073Delaware2VariousVariousVariousVarious53,206Square Feet
32.01SMF VICamino Commons5038-5050 West Chester PikeNewtown SquarePA19073Delaware1RetailUnanchored1971 32,485Square Feet
32.02SMF VISt. Albans Circle2-8 St. Albans Avenue, 12 St. Albans Circle and 3610-3612 Chapel RoadNewtown SquarePA19073Delaware1Mixed UseOffice/Retail1948201620,721Square Feet
33SMF VILake Geneva Commons200 Edwards BoulevardLake GenevaWI53147Walworth1RetailAnchored1989200651,369Square Feet
34SMF VIHampton Inn & Suites Huntsville120 Ravenwood Village DriveHuntsvilleTX77340Walker1HotelLimited Service2015 75Rooms
35SMF VIHoliday Inn Express Orangeburg118 Sleep Inn DriveOrangeburgSC29118Orangeburg1HotelLimited Service2001201378Rooms
36SMF VI3200 North Hayden3200 North Hayden RoadScottsdaleAZ85251Maricopa1OfficeSuburban1981201665,731Square Feet
37SMF VIBellfort Village Apartments6405 West Bellfort StreetHoustonTX77035Harris1MultifamilyGarden19762016194Units
38SMF VICourtyard Business Center10190-10288 Northwest 47th StreetSunriseFL33351Broward1IndustrialFlex1989 65,373Square Feet
39SMF VINorthgate Business Park III11805-11819 & 11845-11895 Forestgate Drive and 11969, 11999 & 12021 Plano RoadDallasTX75243Dallas1IndustrialFlex1983-1984 155,494Square Feet
40SMF VIAldine Plaza12850 and 12900 Aldine Westfield RoadHoustonTX77039Harris1RetailUnanchored1992, 2016201328,848Square Feet
41SMF VIWalgreens Cooper City11105 Stirling RoadCooper CityFL33328Broward1RetailFreestanding2001 15,120Square Feet
42SMF VINorth Star Terrace MHP101 East Jupiter DriveEast Grand ForksMN56721Polk1Manufactured HousingManufactured Housing1968 177Pads
43SMF VIRite Aid Sugar Hill4470 Nelson Brogdon BoulevardSugar HillGA30518Gwinnett1RetailFreestanding2004 13,824Square Feet

 

A-1-1 

 

 

ANNEX A-1

 

         Original Current     Net   
    OccupancyAppraisedAppraisalCurrentOriginalBalanceCurrent  Balance% of InitialCrossedRelated  Interest  Admin.Mortgage Monthly DebtAnnual Debt
Loan #Seller(1)Property NameOccupancy %(3)DateValue ($)(4)DateLTV %(4)Balance ($)(5)(6)per Unit ($)Balance ($)(5)(6)per Unit ($)Pool BalanceLoanBorrower(7)Rate %(8)Fee %(8)Rate %(8)Accrual TypeService ($)(9)(10)Service ($)(10)
1JPMCBHilton Hawaiian Village94.6%09/30/162,230,000,00008/30/1631.2%80,000,000243,56680,000,000243,5667.3%NoNo4.199500.010154.18935Actual/360283,855.093,406,261.11
2JPMCBMoffett Gateway100.0%03/01/17525,000,00007/20/1646.3%80,000,00039780,000,0003977.3%NoNo3.319400.011403.30800Actual/360388,810.634,665,727.58
3JPMCBDallas Design District98.7%12/28/16193,085,000Various62.1%75,000,00016575,000,0001656.9%NoNo5.257000.015015.24199Actual/360414,478.014,973,736.12
4JPMCBFresno Fashion Fair Mall89.3%01/31/17565,000,00008/24/1657.5%69,000,00060669,000,0006066.3%NoNo3.587000.011403.57560Actual/360209,117.122,509,405.42
5JPMCBRiverway95.0%09/30/16176,200,00009/07/1672.4%65,000,00014764,763,1231475.9%NoYes - Group 14.960000.011404.94860Actual/360347,346.784,168,161.36
6JPMCB55 Hawthorne100.0%03/01/17123,000,00012/09/1650.0%61,500,00045161,500,0004515.6%NoNo4.123000.015014.10799Actual/360214,238.522,570,862.29
7JPMCBBardmoor Palms100.0%12/01/1675,000,00012/01/1673.8%55,500,00010055,352,6481005.1%NoNo4.744000.015014.72899Actual/360289,313.593,471,763.08
8JPMCBLandmark Square84.9%12/31/16175,700,00011/09/1656.9%51,000,00013251,000,0001324.7%NoNo4.970000.015014.95499Actual/360214,158.682,569,904.17
9JPMCBCentre Market Building88.1%10/17/1689,000,00010/25/1647.0%42,000,00010841,842,0741083.8%NoNo4.475000.077514.39749Actual/360232,854.062,794,248.72
10JPMCBCourtyard Marriott - King Kamehameha85.1%11/30/16133,000,00010/03/1630.0%40,000,00088,49639,945,05888,3743.7%NoNo4.810000.015014.79499Actual/360202,449.332,429,392.02
11JPMCBMilton Park87.8%12/12/1657,300,00012/08/1669.6%39,900,00012539,900,0001253.7%NoYes - Group 14.940000.015014.92499Actual/360212,731.112,552,773.32
12JPMCBReston EastPointe85.6%08/31/1661,200,00010/05/1662.1%38,000,00019538,000,0001953.5%NoNo4.200000.015014.18499Actual/360134,847.221,618,166.67
13JPMCBOrchard Hill Park98.1%11/01/1647,100,00009/07/1671.0%33,500,00017633,424,5891753.1%NoNo5.752000.035015.71699Actual/360195,539.472,346,473.64
14JPMCB11200 Rockville Pike79.0%11/23/1645,100,00012/06/1673.7%33,250,00018033,250,0001803.0%NoNo4.775000.035014.73999Actual/360173,949.132,087,389.56
15JPMCBMarriott Galleria68.3%10/31/1651,000,00011/01/1662.6%32,000,000106,31231,921,895106,0532.9%NoNo5.258000.015015.24299Actual/360176,863.782,122,365.36
16JPMCBRoyal Oaks Plaza86.4%12/27/1650,000,00001/02/1759.9%30,000,00018129,953,5721812.7%NoNo4.606000.032514.57349Actual/360153,900.901,846,810.80
17JPMCBLas Palmas92.5%12/08/1631,400,00012/13/1674.8%23,500,0009223,500,000922.2%NoNo4.758000.015014.74299Actual/360122,700.471,472,405.64
18SMF VILiberty Center71.7%02/01/1733,000,00001/04/1763.9%21,100,0007521,100,000751.9%NoNo5.230000.062515.16749Actual/360116,253.741,395,044.88
19SMF VIOcotillo Plaza100.0%01/01/1730,500,00011/07/1664.8%19,750,00017319,750,0001731.8%NoNo5.070000.015015.05499Actual/360106,868.801,282,425.60
20JPMCBGwinnett Commerce Center84.5%01/01/1727,800,00010/18/1667.3%18,700,0008818,700,000881.7%NoNo4.720000.015014.70499Actual/36097,210.191,166,522.28
21SMF VIHilton Durham69.2%11/30/1625,300,00012/01/1665.1%16,500,00084,61516,475,65484,4911.5%NoNo5.023000.015015.00799Actual/36088,807.651,065,691.80
22JPMCBWoodglen Village94.8%12/01/1621,685,00011/15/1674.6%16,222,00065,14916,184,55764,9981.5%NoNo5.599000.045015.55399Actual/36093,116.861,117,402.32
23JPMCBPartridge Inn Augusta60.9%12/31/1623,700,00010/01/1663.1%15,000,000104,89514,945,235104,5121.4%NoNo4.950000.015014.93499Actual/36080,065.50960,786.00
24JPMCB4400 Dixie Highway90.7%12/01/1619,650,00009/30/1672.3%14,250,0001314,215,053131.3%NoNo5.229000.065015.16399Actual/36078,503.78942,045.36
25JPMCBTownePlace Suites Dallas Las Colinas76.7%11/30/1617,810,00011/17/1666.7%11,900,00088,14811,882,29688,0171.1%NoNo4.950000.015014.93499Actual/36063,518.63762,223.56
26SMF VI100 North Citrus94.2%02/06/1718,300,00001/17/1764.8%11,850,00015011,850,0001501.1%NoNo4.820000.015014.80499Actual/36062,316.18747,794.16
27SMF VIPangea 1596.1%12/19/1615,750,00010/28/1657.1%9,000,00044,1189,000,00044,1180.8%NoNo5.260000.015015.24499Actual/36049,754.09597,049.08
27.01SMF VI701 South Karlov Avenue100.0%12/19/162,300,00010/28/16 1,314,286 1,314,286 0.1%        
27.02SMF VI1236 South Lawndale Avenue75.0%12/19/161,400,00010/28/16 800,000 800,000 0.1%        
27.03SMF VI6125-6129 South Wabash Avenue100.0%12/19/161,400,00010/28/16 800,000 800,000 0.1%        
27.04SMF VI11932 South Stewart Avenue100.0%12/19/161,200,00010/28/16 685,714 685,714 0.1%        
27.05SMF VI7954 South Justine Street93.3%12/19/161,150,00010/28/16 657,143 657,143 0.1%        
27.06SMF VI10 West 137th Street100.0%12/19/161,100,00010/28/16 628,571 628,571 0.1%        
27.07SMF VI6715 South Dorchester Avenue100.0%12/19/161,100,00010/28/16 628,571 628,571 0.1%        
27.08SMF VI10201 South Saint Lawrence Avenue100.0%12/19/161,050,00010/28/16 600,000 600,000 0.1%        
27.09SMF VI5800-04 South Artesian Avenue80.0%12/19/16800,00010/28/16 457,143 457,143 0.0%        
27.10SMF VI8201 South Drexel Avenue100.0%12/19/16750,00010/28/16 428,571 428,571 0.0%        
27.11SMF VI7229 South Yates Boulevard100.0%12/19/16700,00010/28/16 400,000 400,000 0.0%        
27.12SMF VI7653 South Loomis Boulevard100.0%12/19/16700,00010/28/16 400,000 400,000 0.0%        
27.13SMF VI7700 South Carpenter Street88.9%12/19/16700,00010/28/16 400,000 400,000 0.0%        
27.14SMF VI2062 135th Place100.0%12/19/16500,00010/28/16 285,714 285,714 0.0%        
27.15SMF VI2066 135th Place100.0%12/19/16500,00010/28/16 285,714 285,714 0.0%        
27.16SMF VI9600 South Avenue L100.0%12/19/16400,00010/28/16 228,571 228,571 0.0%        
28SMF VIThe Shoppes at Letson Farms94.5%12/12/1611,880,00011/09/1674.5%8,850,000938,850,000930.8%NoNo5.400000.055015.34499Actual/36049,695.48596,345.76
29SMF VIMontgomery Triangle Gateway98.7%01/25/1710,700,00012/20/1669.6%7,460,0001897,449,4421880.7%NoNo5.400000.055015.34499Actual/36041,890.20502,682.40
30SMF VINeilson Square93.9%01/01/178,785,00001/01/1774.9%6,581,0001006,581,0001000.6%NoNo4.870000.015014.85499Actual/36034,807.22417,686.64
31SMF VIStudio City Apartments95.5%01/23/1711,690,00012/12/1655.1%6,450,00017,2006,438,00517,1680.6%NoNo5.519000.095015.42399Actual/36039,681.86476,182.32
32SMF VISt. Albans & Camino Commons98.2%12/01/169,620,00011/29/1666.4%6,400,0001206,385,1571200.6%NoNo5.570000.015015.55499Actual/36036,620.07439,440.84
32.01SMF VICamino Commons100.0%12/01/165,000,00011/29/16 3,400,000 3,392,115 0.3%        
32.02SMF VISt. Albans Circle95.3%12/01/164,620,00011/29/16 3,000,000 2,993,042 0.3%        
33SMF VILake Geneva Commons100.0%12/20/168,670,00011/25/1673.1%6,350,0001246,335,1521230.6%NoNo5.520000.015015.50499Actual/36036,134.32433,611.84
34SMF VIHampton Inn & Suites Huntsville64.7%11/30/1610,200,00012/01/1662.1%6,350,00084,6676,334,99384,4670.6%NoNo5.455000.015015.43999Actual/36035,875.52430,506.24
35SMF VIHoliday Inn Express Orangeburg79.2%10/31/169,000,00010/01/1668.6%6,200,00079,4876,170,85279,1130.6%NoNo5.486000.015015.47099Actual/36038,021.61456,259.32
36SMF VI3200 North Hayden100.0%12/01/168,380,00011/29/1670.7%5,925,000905,925,000900.5%NoNo5.210000.065015.14499Actual/36032,571.43390,857.16
37SMF VIBellfort Village Apartments97.4%12/20/168,600,00011/30/1668.4%5,900,00030,4125,880,06730,3100.5%NoNo5.268000.015015.25299Actual/36035,418.30425,019.60
38SMF VICourtyard Business Center96.6%01/13/179,500,00012/14/1660.0%5,700,000875,700,000870.5%NoNo5.215000.015015.19999Actual/36025,115.30301,383.54
39SMF VINorthgate Business Park III91.4%01/01/177,450,00010/28/1670.5%5,250,000345,250,000340.5%NoNo4.850000.015014.83499Actual/36027,703.82332,445.84
40SMF VIAldine Plaza100.0%12/01/165,800,00011/29/1674.8%4,350,0001514,339,6941500.4%NoNo5.440000.015015.42499Actual/36024,535.32294,423.84
41SMF VIWalgreens Cooper City100.0%03/06/176,700,00011/27/1649.3%3,300,0002183,300,0002180.3%NoNo5.304000.015015.28899Actual/36014,788.58177,463.00
42SMF VINorth Star Terrace MHP77.4%11/01/163,920,00012/21/1671.4%2,800,00015,8192,800,00015,8190.3%NoNo5.212000.055015.15699Actual/36015,395.87184,750.44
43SMF VIRite Aid Sugar Hill100.0%03/06/174,330,00010/27/1664.4%2,800,0002032,786,9302020.3%NoNo5.533000.015015.51799Actual/36017,249.67206,996.04

 

A-1-2 

 

 

ANNEX A-1

 

    First  Partial IOPartial IO LoanRem.Rem.  PaymentGrace PeriodGrace Period  Final  Maturity MaturityPrepayment
Loan #Seller(1)Property NameNote DatePayment DateLast IO PaymentFirst P&I Payment Term AmortI/O PeriodSeasoningDue Date (Late Payment) (Default)Maturity DateARD LoanMat DateBalance ($)(5) LTV %(4)Provision (Payments)(11)
1JPMCBHilton Hawaiian Village10/24/1612/01/16  1160120410011/01/26No 80,000,000 31.2%L(28),DeforGrtr1%orYM(85),O(7)
2JPMCBMoffett Gateway09/22/1611/01/1610/01/2111/01/2112136060510004/01/27No 67,962,660 39.3%L(29),Def(90),O(7)
3JPMCBDallas Design District01/05/1703/01/1702/01/2003/01/2011936036110002/01/27No 66,758,419 55.3%L(25),Grtr1%orYM(91),O(4)
4JPMCBFresno Fashion Fair Mall10/06/1612/01/16  1160120415011/01/26No 69,000,000 57.5%L(28),DeforGrtr1%orYM(88),O(4)
5JPMCBRiverway11/02/1601/01/17  1173570310012/01/26No 53,363,224 59.6%L(27),Def(90),O(3)
6JPMCB55 Hawthorne12/22/1602/01/17  11801202105 (Twice per year)01/01/27No 61,500,000 50.0%L(26),Def(87),O(7)
7JPMCBBardmoor Palms12/15/1602/01/17  1183580210001/01/27No 45,235,666 60.3%L(25),Grtr1%orYM(92),O(3)
8JPMCBLandmark Square12/02/1602/01/17  1180120210001/01/27No 51,000,000 56.9%L(26),Def(90),O(4)
9JPMCBCentre Market Building12/08/1602/01/17  1182980210001/01/27No 30,789,103 34.6%L(25),Grtr1%orYM(92),O(3)
10JPMCBCourtyard Marriott - King Kamehameha01/10/1703/01/17  1193590110002/01/27No 33,587,481 25.3%L(25),Grtr1%orYM(90),O(5)
11JPMCBMilton Park12/29/1602/01/1701/01/1902/01/195836024210001/01/22No 38,114,571 66.5%L(25),Grtr1%orYM(32),O(3)
12JPMCBReston EastPointe11/08/1601/01/17  81084310012/01/23No 38,000,000 62.1%L(27),Def(51),O(6)
13JPMCBOrchard Hill Park12/23/1602/01/17  1183580210001/01/27No 28,193,721 59.9%L(26),Def(90),O(4)
14JPMCB11200 Rockville Pike12/22/1602/01/1701/01/2002/01/2011836036210001/01/27No 29,288,535 64.9%L(26),Def(92),O(2)
15JPMCBMarriott Galleria12/23/1602/01/17  583580210001/01/22No 29,623,451 58.1%L(26),Def(10),O(24)
16JPMCBRoyal Oaks Plaza02/01/1703/01/17  1193590110002/01/27No 24,336,484 48.7%L(25),Def(91),O(4)
17JPMCBLas Palmas02/01/1703/01/1702/01/1903/01/1911936024110002/01/27No 20,205,725 64.3%L(25),Grtr1%orYM(92),O(3)
18SMF VILiberty Center01/31/1703/06/1702/06/1903/06/1911936024160002/06/27No 18,360,223 55.6%L(25),Def(91),O(4)
19SMF VIOcotillo Plaza02/01/1703/06/1702/06/1903/06/1911936024160002/06/27No 17,117,256 56.1%L(25),DeforGrtr1%orYM(90),O(5)
20JPMCBGwinnett Commerce Center11/22/1601/01/1712/01/1901/01/2011736036310012/01/26No 16,452,415 59.2%L(27),Def(90),O(3)
21SMF VIHilton Durham01/12/1703/06/17  1193590160002/06/27No 13,571,755 53.6%L(25),DeforGrtr1%orYM(90),O(5)
22JPMCBWoodglen Village12/09/1602/01/17  583580210001/01/22No 15,090,737 69.6%L(25),Grtr1%orYM(32),O(3)
23JPMCBPartridge Inn Augusta11/30/1601/01/17  1173570310012/01/26No 12,310,553 51.9%L(25),Grtr1%orYM(92),O(3)
24JPMCB4400 Dixie Highway12/30/1602/01/17  1183580210001/01/27No 11,800,005 60.1%L(25),Grtr1%orYM(89),O(6)
25JPMCBTownePlace Suites Dallas Las Colinas01/18/1703/01/17  1193590110002/01/27No 9,764,827 54.8%L(25),Def(92),O(3)
26SMF VI100 North Citrus02/08/1704/06/17  1203600060003/06/27No 9,685,331 52.9%L(24),Def(91),O(5)
27SMF VIPangea 1512/21/1602/06/1701/06/2202/06/2211836060260001/06/27No 8,331,938 52.9%L(26),Def(88),O(6)
27.01SMF VI701 South Karlov Avenue              1,216,727   
27.02SMF VI1236 South Lawndale Avenue              740,617   
27.03SMF VI6125-6129 South Wabash Avenue              740,617   
27.04SMF VI11932 South Stewart Avenue              634,814   
27.05SMF VI7954 South Justine Street              608,364   
27.06SMF VI10 West 137th Street              581,913   
27.07SMF VI6715 South Dorchester Avenue              581,913   
27.08SMF VI10201 South Saint Lawrence Avenue              555,463   
27.09SMF VI5800-04 South Artesian Avenue              423,210   
27.10SMF VI8201 South Drexel Avenue              396,759   
27.11SMF VI7229 South Yates Boulevard              370,308   
27.12SMF VI7653 South Loomis Boulevard              370,308   
27.13SMF VI7700 South Carpenter Street              370,308   
27.14SMF VI2062 135th Place              264,506   
27.15SMF VI2066 135th Place              264,506   
27.16SMF VI9600 South Avenue L              211,605   
28SMF VIThe Shoppes at Letson Farms12/15/1602/06/1701/06/1902/06/1911836024260001/06/27No 7,733,390 65.1%L(26),Def(90),O(4)
29SMF VIMontgomery Triangle Gateway01/27/1703/06/17  1193590160002/06/27No 6,210,270 58.0%L(25),Def(91),O(4)
30SMF VINeilson Square01/31/1703/06/1702/06/2003/06/2011936036160002/06/27No 5,808,945 66.1%L(25),Def(91),O(4)
31SMF VIStudio City Apartments01/25/1703/06/17  1192990160002/06/27No 4,910,974 42.0%L(25),Def(91),O(4)
32SMF VISt. Albans & Camino Commons01/06/1702/06/17  1183580260001/06/27No 5,356,501 55.7%L(26),Def(90),O(4)
32.01SMF VICamino Commons              2,845,642   
32.02SMF VISt. Albans Circle              2,510,860   
33SMF VILake Geneva Commons12/22/1602/06/1701/06/2702/06/1711835824260001/06/27No 5,564,518 64.2%L(26),Def(90),O(4)
34SMF VIHampton Inn & Suites Huntsville01/05/1702/06/17  1183580260001/06/27No 5,295,788 51.9%L(26),Def(90),O(4)
35SMF VIHoliday Inn Express Orangeburg11/30/1601/06/17  1172970360012/06/26No 4,716,238 52.4%L(27),Def(89),O(4)
36SMF VI3200 North Hayden12/23/1602/06/1707/06/1808/06/1811836018260001/06/27No 5,095,377 60.8%L(26),Def(90),O(4)
37SMF VIBellfort Village Apartments12/30/1602/06/17  1182980260001/06/27No 4,453,087 51.8%L(26),Def(90),O(4)
38SMF VICourtyard Business Center01/20/1703/06/17  1190120160002/06/27No 5,700,000 60.0%L(25),Def(91),O(4)
39SMF VINorthgate Business Park III01/13/1703/06/1702/06/2103/06/2111936048160002/06/27No 4,733,139 63.5%L(25),Def(91),O(4)
40SMF VIAldine Plaza12/20/1602/06/17  1183580260001/06/27No 3,626,128 62.5%L(26),Def(90),O(4)
41SMF VIWalgreens Cooper City12/22/1602/06/17  1180120260001/06/27No 3,300,000 49.3%L(26),Def(90),O(4)
42SMF VINorth Star Terrace MHP01/12/1703/06/1702/06/1803/06/1811936012160002/06/27No 2,377,801 60.7%L(25),Grtr1%orYM(91),O(4)
43SMF VIRite Aid Sugar Hill12/02/1601/06/17  1172970360012/06/26No 2,133,423 49.3%L(27),Def(89),O(4)

 

A-1-3 

 

  

ANNEX A-1

 

   HISTORICAL FINANCIALS(12)
                
   201320132013201420142014201520152015Most RecentMost RecentMost Recent 
Loan #Seller(1)Property NameRevenues ($)Total Expenses ($)NOI ($)Revenues ($)Total Expenses ($)NOI ($)Revenues ($)Total Expenses ($)NOI ($) Revenues ($) Total Expenses ($) NOI ($)As of
1JPMCBHilton Hawaiian Village324,974,888214,010,053110,964,835346,089,627226,228,808119,860,819366,791,222238,053,500128,737,723376,987,438245,094,318131,893,12009/30/16
2JPMCBMoffett Gateway             
3JPMCBDallas Design District11,762,8404,136,5207,626,32013,056,3674,051,2489,005,11912,606,6204,108,1658,498,45513,673,7724,035,9079,637,86509/30/16
4JPMCBFresno Fashion Fair Mall31,587,5196,451,07025,136,44932,794,1926,442,88326,351,30933,828,4085,653,40628,175,00233,587,2075,947,30727,639,90012/31/16
5JPMCBRiverway25,489,46311,004,94514,484,51723,349,29011,652,68911,696,60224,694,71212,493,99712,200,71524,766,77912,494,41812,272,36108/31/16
6JPMCB55 Hawthorne      3,923,2802,548,0061,375,2746,478,4172,617,6463,860,77111/30/16
7JPMCBBardmoor Palms3,302,2621,819,7521,482,5103,279,7681,794,0691,485,6992,557,3691,911,205646,1654,074,1182,017,1612,056,95709/30/16
8JPMCBLandmark Square21,090,03211,173,9149,916,11922,206,76511,760,50710,446,25819,852,02312,384,8947,467,12922,240,74612,516,5189,724,22812/31/16
9JPMCBCentre Market Building17,356,0416,079,87211,276,16916,670,6816,213,52110,457,16016,964,3866,121,74010,842,64615,993,1176,258,8619,734,25609/30/16
10JPMCBCourtyard Marriott - King Kamehameha25,075,96020,458,6194,617,34127,285,29121,230,0626,055,22928,621,02221,831,4446,789,57830,185,74122,663,0847,522,65711/30/16
11JPMCBMilton Park6,167,8782,409,4053,758,4736,031,9972,527,8923,504,1056,473,6662,525,4623,948,2045,712,2222,513,3873,198,83510/31/16
12JPMCBReston EastPointe6,142,5721,797,6954,344,8776,374,0531,904,8804,469,1736,949,7471,881,0135,068,7346,941,2431,916,9795,024,26409/30/16
13JPMCBOrchard Hill Park3,575,814622,4892,953,3253,704,459740,3692,964,0903,808,565820,1622,988,4033,737,399607,1943,130,20511/30/16
14JPMCB11200 Rockville Pike5,306,5252,037,7303,268,7955,117,9701,967,1473,150,8235,688,2671,878,3863,809,8815,581,8491,784,5253,797,32410/31/16
15JPMCBMarriott Galleria16,537,15712,463,1584,073,99916,468,08212,746,6903,721,39217,387,27613,426,0313,961,24515,875,68812,594,4723,281,21510/31/16
16JPMCBRoyal Oaks Plaza3,644,5711,062,5332,582,0383,615,5531,073,3862,542,1674,033,7811,044,1712,989,6103,900,5031,190,6392,709,86412/31/16
17JPMCBLas Palmas2,908,363966,9051,941,4582,960,0521,017,7811,942,2713,167,7441,138,0382,029,7053,312,9591,243,4252,069,53412/31/16
18SMF VILiberty Center5,482,3262,302,9923,179,3344,890,5642,075,3312,815,2333,565,6211,757,6931,807,9283,911,4221,784,3642,127,05812/31/16
19SMF VIOcotillo Plaza2,133,815436,8841,696,9312,134,220400,5161,733,7042,264,041412,0671,851,9742,283,477426,6491,856,82812/31/16
20JPMCBGwinnett Commerce Center3,197,6761,409,9471,787,7293,398,1361,503,0831,895,0533,586,8751,522,7152,064,1603,633,7591,519,5712,114,18808/31/16
21SMF VIHilton Durham7,557,1195,821,4751,735,6447,851,1525,955,6881,895,4648,486,2006,453,8042,032,3968,264,0626,376,7681,887,29411/30/16
22JPMCBWoodglen Village1,957,3211,259,076698,2442,243,7901,240,2641,003,5262,375,8871,197,0281,178,8592,541,3641,280,7471,260,61611/30/16
23JPMCBPartridge Inn Augusta3,943,4923,944,313-8213,403,7213,170,907232,8143,315,4662,669,743645,7236,407,9844,643,3461,764,63812/31/16
24JPMCB4400 Dixie Highway1,912,448895,3361,017,1122,296,639868,8441,427,7952,606,188878,0641,728,1242,760,853848,1531,912,70011/30/16
25JPMCBTownePlace Suites Dallas Las Colinas2,872,2652,086,035786,2302,916,8732,011,931904,9423,637,3022,285,3941,351,9083,832,1532,490,8201,341,33311/30/16
26SMF VI100 North Citrus948,336690,003258,3331,349,544780,021569,5231,532,429798,860733,5691,676,892830,878846,01311/30/16
27SMF VIPangea 15         1,394,058710,797683,26110/31/16
27.01SMF VI701 South Karlov Avenue             
27.02SMF VI1236 South Lawndale Avenue             
27.03SMF VI6125-6129 South Wabash Avenue             
27.04SMF VI11932 South Stewart Avenue             
27.05SMF VI7954 South Justine Street             
27.06SMF VI10 West 137th Street             
27.07SMF VI6715 South Dorchester Avenue             
27.08SMF VI10201 South Saint Lawrence Avenue             
27.09SMF VI5800-04 South Artesian Avenue             
27.10SMF VI8201 South Drexel Avenue             
27.11SMF VI7229 South Yates Boulevard             
27.12SMF VI7653 South Loomis Boulevard             
27.13SMF VI7700 South Carpenter Street             
27.14SMF VI2062 135th Place             
27.15SMF VI2066 135th Place             
27.16SMF VI9600 South Avenue L             
28SMF VIThe Shoppes at Letson Farms1,128,811257,551871,2601,130,082258,080872,002   1,047,233302,753744,48009/30/16
29SMF VIMontgomery Triangle Gateway978,490353,508624,9821,000,558369,043631,5151,023,967394,615629,3521,128,258381,728746,53012/31/16
30SMF VINeilson Square811,136148,512662,624858,220167,287690,933868,057162,294705,763864,839157,779707,06011/30/16
31SMF VIStudio City Apartments2,274,3901,581,651692,7392,358,8851,545,439813,4462,404,9131,514,693890,2202,487,5941,583,259904,33409/30/16
32SMF VISt. Albans & Camino Commons   725,486213,067512,419702,396175,992526,404839,106186,693652,413Various
32.01SMF VICamino Commons   318,987115,440203,548335,36190,215245,146428,279108,783319,49612/09/16
32.02SMF VISt. Albans Circle   406,49997,628308,871367,03585,777281,259410,82777,910332,91712/02/16
33SMF VILake Geneva Commons   524,903213,957310,946588,361223,152365,209815,107232,945582,16210/31/16
34SMF VIHampton Inn & Suites Huntsville         2,163,4671,353,443810,02511/30/16
35SMF VIHoliday Inn Express Orangeburg2,126,3221,368,441757,8822,485,6151,484,1811,001,4342,463,6691,574,459889,2102,529,1001,590,978938,12110/31/16
36SMF VI3200 North Hayden924,424383,852540,572900,848365,212535,636854,677354,218500,459857,876350,391507,48511/30/16
37SMF VIBellfort Village Apartments1,055,080576,757478,3231,360,083697,846662,2371,260,358808,143452,2151,389,176667,069722,10711/30/16
38SMF VICourtyard Business Center957,042313,598643,4441,021,237289,696731,5411,055,300323,035732,2651,071,919293,270778,64912/31/16
39SMF VINorthgate Business Park III         920,634346,256574,37807/31/16
40SMF VIAldine Plaza   238,516148,60289,914459,138194,023265,116538,566207,439331,12709/30/16
41SMF VIWalgreens Cooper City             
42SMF VINorth Star Terrace MHP552,247299,057253,189556,784326,981229,803563,362304,327259,035573,669307,433266,23611/30/16
43SMF VIRite Aid Sugar Hill             

 

A-1-4 

 

 

ANNEX A-1

 

   UW
Economic
UWUW TotalUWUW CapitalUWUWUW NCFUW NOIUW NCF Ground LeaseGround Lease 
Loan #Seller(1)Property NameOccupancy %Revenues ($)(3)Expenses ($)NOI ($)(3)(13) Items ($)NCF ($)(3)(13) NOI DSCR(14)DSCR(14)Debt Yield % Debt Yield %Title Type(22) Expiration Extension TermsPML %
1JPMCBHilton Hawaiian Village94.6%374,437,742241,850,768132,586,9750132,586,9754.474.4719.0%19.0%Fee/Leasehold07/31/35None 
2JPMCBMoffett Gateway95.0%35,097,2356,170,97128,926,2651,294,98527,631,2802.041.9511.9%11.4%Fee  15%
3JPMCBDallas Design District95.0%15,304,7624,048,47111,256,2911,051,29210,204,9991.411.289.4%8.5%Fee/Leasehold12/20/51None 
4JPMCBFresno Fashion Fair Mall90.8%33,363,2996,507,41426,855,8851,019,01525,836,8692.272.198.3%7.9%Fee  7%
5JPMCBRiverway90.0%25,871,03912,713,00113,158,0381,479,06511,678,9731.601.4210.3%9.2%Fee   
6JPMCB55 Hawthorne94.6%10,472,0453,220,7177,251,328552,6366,698,6922.822.6111.8%10.9%Fee  12%
7JPMCBBardmoor Palms93.0%7,514,4802,324,4775,190,003359,7654,830,2381.491.399.4%8.7%Fee   
8JPMCBLandmark Square85.4%24,368,17912,347,51412,020,665962,55511,058,1102.392.1912.0%11.1%Fee/Leasehold02/28/82Year to year 
9JPMCBCentre Market Building85.0%13,947,1686,326,8947,620,274698,6206,921,6542.732.4818.2%16.5%Fee   
10JPMCBCourtyard Marriott - King Kamehameha85.1%30,134,13122,711,5337,422,59807,422,5983.063.0618.6%18.6%Leasehold06/30/96None16%
11JPMCBMilton Park86.9%6,664,3162,644,1554,020,160542,2073,477,9541.571.3610.1%8.7%Fee   
12JPMCBReston EastPointe87.1%6,041,2002,077,2663,963,934434,7523,529,1822.452.1810.4%9.3%Fee   
13JPMCBOrchard Hill Park95.0%3,686,777795,6122,891,16657,2362,833,9291.231.218.6%8.5%Fee   
14JPMCB11200 Rockville Pike81.7%5,241,8421,887,4483,354,394323,1203,031,2731.611.4510.1%9.1%Fee   
15JPMCBMarriott Galleria68.3%15,832,40612,627,3303,205,07503,205,0751.511.5110.0%10.0%Fee   
16JPMCBRoyal Oaks Plaza86.0%4,329,9681,238,0123,091,956217,3432,874,6131.671.5610.3%9.6%Fee   
17JPMCBLas Palmas89.8%3,441,4181,343,0932,098,325179,5591,918,7661.431.308.9%8.2%Fee   
18SMF VILiberty Center79.8%4,326,0311,804,2822,521,749435,8962,085,8531.811.5012.0%9.9%Fee   
19SMF VIOcotillo Plaza92.5%2,250,646409,1661,841,480137,1611,704,3191.441.339.3%8.6%Fee   
20JPMCBGwinnett Commerce Center84.2%3,689,2271,643,2242,046,003404,2681,641,7351.751.4110.9%8.8%Fee   
21SMF VIHilton Durham69.2%8,247,7756,238,8062,008,96902,008,9691.891.8912.2%12.2%Fee   
22JPMCBWoodglen Village93.4%2,765,9751,203,8891,562,08762,2501,499,8371.401.349.7%9.3%Fee   
23JPMCBPartridge Inn Augusta60.9%6,390,0174,674,3451,715,67201,715,6721.791.7911.5%11.5%Fee   
24JPMCB4400 Dixie Highway88.0%2,627,332993,3301,634,002321,4801,312,5221.731.3911.5%9.2%Fee   
25JPMCBTownePlace Suites Dallas Las Colinas76.7%3,821,8652,523,3311,298,53401,298,5341.701.7010.9%10.9%Fee   
26SMF VI100 North Citrus91.1%2,044,177881,7661,162,41179,8001,082,6111.551.459.8%9.1%Fee  18%
27SMF VIPangea 1592.6%1,868,348722,5651,145,78351,0001,094,7831.921.8312.7%12.2%Fee   
27.01SMF VI701 South Karlov Avenue          Fee   
27.02SMF VI1236 South Lawndale Avenue          Fee   
27.03SMF VI6125-6129 South Wabash Avenue          Fee   
27.04SMF VI11932 South Stewart Avenue          Fee   
27.05SMF VI7954 South Justine Street          Fee   
27.06SMF VI10 West 137th Street          Fee   
27.07SMF VI6715 South Dorchester Avenue          Fee   
27.08SMF VI10201 South Saint Lawrence Avenue          Fee   
27.09SMF VI5800-04 South Artesian Avenue          Fee   
27.10SMF VI8201 South Drexel Avenue          Fee   
27.11SMF VI7229 South Yates Boulevard          Fee   
27.12SMF VI7653 South Loomis Boulevard          Fee   
27.13SMF VI7700 South Carpenter Street          Fee   
27.14SMF VI2062 135th Place          Fee   
27.15SMF VI2066 135th Place          Fee   
27.16SMF VI9600 South Avenue L          Fee   
28SMF VIThe Shoppes at Letson Farms93.1%1,192,251324,082868,16967,268800,9011.461.349.8%9.0%Fee   
29SMF VIMontgomery Triangle Gateway93.0%1,099,229375,815723,41416,029707,3851.441.419.7%9.5%Fee   
30SMF VINeilson Square94.0%883,450189,623693,82765,107628,7201.661.5110.5%9.6%Fee   
31SMF VIStudio City Apartments87.2%2,487,5941,583,145904,44993,750810,6991.901.7014.0%12.6%Fee   
32SMF VISt. Albans & Camino Commons94.0%846,048206,932639,11654,535584,5811.451.3310.0%9.2%Fee   
32.01SMF VICamino Commons95.0%443,289102,545340,74426,168314,576    Fee   
32.02SMF VISt. Albans Circle93.0%402,759104,387298,37228,368270,004    Fee   
33SMF VILake Geneva Commons95.0%789,807200,904588,90335,958552,9451.361.289.3%8.7%Fee   
34SMF VIHampton Inn & Suites Huntsville64.7%2,157,7091,370,501787,2080787,2081.831.8312.4%12.4%Fee   
35SMF VIHoliday Inn Express Orangeburg79.2%2,522,2371,652,233870,0050870,0051.911.9114.1%14.1%Fee   
36SMF VI3200 North Hayden89.2%994,140364,285629,85583,478546,3771.611.4010.6%9.2%Fee   
37SMF VIBellfort Village Apartments91.3%1,467,633755,082712,55158,200654,3511.681.5412.1%11.1%Fee   
38SMF VICourtyard Business Center95.0%1,025,736301,123724,61386,452638,1602.402.1212.7%11.2%Fee   
39SMF VINorthgate Business Park III91.5%992,047351,436640,610101,071539,5391.931.6212.2%10.3%Fee   
40SMF VIAldine Plaza93.1%656,740232,193424,54735,240389,3081.441.329.8%9.0%Fee   
41SMF VIWalgreens Cooper City98.0%327,32018,716308,6042,268306,3361.741.739.4%9.3%Fee   
42SMF VINorth Star Terrace MHP75.6%573,669291,646282,0238,850273,1731.531.4810.1%9.8%Fee   
43SMF VIRite Aid Sugar Hill95.0%298,2475,965292,28221,567270,7151.411.3110.5%9.7%Fee   

 

A-1-5 

 

 

ANNEX A-1

 

   UPFRONT ESCROW(15)
            
   Upfront CapexUpfront Engin.Upfront Envir.Upfront TI/LCUpfront RE TaxUpfront Ins.Upfront Debt ServiceUpfront OtherOther Upfront
Loan #Seller(1)Property NameReserve ($)Reserve ($) Reserve ($)Reserve ($)Reserve ($)Reserve ($)Reserve ($)Reserve ($)Description ($)
1JPMCBHilton Hawaiian Village00000000 
2JPMCBMoffett Gateway0000180,8640086,961,915Outstanding TI/LC Reserve: 49,386,882; Free Rent Reserve: 37,575,033
3JPMCBDallas Design District374,106123,12503,278,052316,270200,00002,032,511Outstanding TI/LC Reserve: 1,693,764; Free Rent Reserve: 320,671; Ground Rent Reserve: 18,076
4JPMCBFresno Fashion Fair Mall00000000 
5JPMCBRiverway14,48581,8250108,640360,173007,256,297Outstanding TI/LC Reserve: 6,984,788; Free Rent Reserve: 271,509
6JPMCB55 Hawthorne00000002,531,359Outstanding TI/LC Reserve: 1,484,875; Free Rent Reserve: 1,046,484
7JPMCBBardmoor Palms7,1100028,42593,07800770,000Outstanding TI/LC Reserve
8JPMCBLandmark Square00001,325,844000 
9JPMCBCentre Market Building6,46900250,000565,953000 
10JPMCBCourtyard Marriott - King Kamehameha81,53200038,95500459,021Ground Lease Reserve
11JPMCBMilton Park5,3160039,868250,28200837,490Outstanding TI Reserve: 800,717; Free Rent Reserve: 36,773
12JPMCBReston EastPointe3,254001,150,00059,736002,023,260Accretive Leasing Reserve: 2,000,000; Free Rent Reserve: 23,260.03
13JPMCBOrchard Hill Park1,2020015,90075,4236,89000 
14JPMCB11200 Rockville Pike4,01413,7810300,000172,63012,9510266,846Free Rent Reserve: 232,617.46; Outstanding TI/LC Reserve: 34,228.05
15JPMCBMarriott Galleria00000000 
16JPMCBRoyal Oaks Plaza6,214334,625013,809133,79230,31775,000540,000Winn-Dixie Reserve
17JPMCBLas Palmas3,185479,82080,00013,75087,50000200,000Outstanding TI Reserve
18SMF VILiberty Center053,43800146,90610,6380371,964Outstanding TI Reserve: 307,212; Free Rent Reserve: 64,752
19SMF VIOcotillo Plaza0132,757006,190001,264,400Marketon Reserve: 1,250,000; Oportun Allowance Reserve: 14,400
20JPMCBGwinnett Commerce Center5,87668,438028,48636,3703,8240119,325Outstanding TI/LC Reserve: 107,055; Free Rent Reserve: 12,270
21SMF VIHilton Durham000038,52570,23303,202,753PIP Reserve
22JPMCBWoodglen Village5,18816,3130032,618000 
23JPMCBPartridge Inn Augusta20,46100012,10038,5000150,000Seasonality Reserve
24JPMCB4400 Dixie Highway8,93000600,000156,99300100,000Outstanding TI/LC Reserve
25JPMCBTownePlace Suites Dallas Las Colinas12,77500091,99012,6750105,100PIP Reserve
26SMF VI100 North Citrus014,6690150,0008,58910,4150170,858Wells Fargo TI Reserve: 107,695.80; Free Rent Reserve: 63,162.05
27SMF VIPangea 15000052,12132,79100 
27.01SMF VI701 South Karlov Avenue         
27.02SMF VI1236 South Lawndale Avenue         
27.03SMF VI6125-6129 South Wabash Avenue         
27.04SMF VI11932 South Stewart Avenue         
27.05SMF VI7954 South Justine Street         
27.06SMF VI10 West 137th Street         
27.07SMF VI6715 South Dorchester Avenue         
27.08SMF VI10201 South Saint Lawrence Avenue         
27.09SMF VI5800-04 South Artesian Avenue         
27.10SMF VI8201 South Drexel Avenue         
27.11SMF VI7229 South Yates Boulevard         
27.12SMF VI7653 South Loomis Boulevard         
27.13SMF VI7700 South Carpenter Street         
27.14SMF VI2062 135th Place         
27.15SMF VI2066 135th Place         
27.16SMF VI9600 South Avenue L         
28SMF VIThe Shoppes at Letson Farms022,7500100,00038,78714,8220104,135Outstanding TI/LC Reserve: 93,027; Rent Gap Reserve: 11,108
29SMF VIMontgomery Triangle Gateway000400,00040,75011,552048,000Green Diamond Tenant Improvement Reserve
30SMF VINeilson Square100,27117,8130200,00018,01116,53000 
31SMF VIStudio City Apartments0112,106119,515033,83025,57900 
32SMF VISt. Albans & Camino Commons000064,2412,91700 
32.01SMF VICamino Commons         
32.02SMF VISt. Albans Circle         
33SMF VILake Geneva Commons01,875009,12618,7070338,338Aldi Rent Reserve: 298,338; Outstanding TI/LC Reserve: 40,000
34SMF VIHampton Inn & Suites Huntsville000010,63812,88900 
35SMF VIHoliday Inn Express Orangeburg029,31300056,4370350,000PIP Reserve
36SMF VI3200 North Hayden000030,2212,676098,575EZ Links TI/LC Reserve: 51,918.60; EZ Links Free Rent Reserve: 24,043.67; NFS TI/LC Reserve: 22,612.35
37SMF VIBellfort Village Apartments054,875009,448119,86100 
38SMF VICourtyard Business Center000033,735000 
39SMF VINorthgate Business Park III0106,3440044,67112,65600 
40SMF VIAldine Plaza00007,5595,77200 
41SMF VIWalgreens Cooper City000002,02800 
42SMF VINorth Star Terrace MHP08,6250023,7111,96600 
43SMF VIRite Aid Sugar Hill05,000075,00009100 

 

A-1-6 

 

 

ANNEX A-1

 

   MONTHLY ESCROW(16)
          
   Monthly CapexMonthly Envir.Monthly TI/LCMonthly RE TaxMonthly Ins.Monthly OtherOther Monthly
Loan #Seller(1)Property NameReserve ($)Reserve ($)Reserve ($)Reserve ($)Reserve ($)Reserve ($)Description ($)
1JPMCBHilton Hawaiian VillageSpringing00SpringingSpringing0 
2JPMCBMoffett Gateway000180,864Springing0 
3JPMCBDallas Design DistrictSpringing0Springing316,270Springing6,025Ground Rent Reserve
4JPMCBFresno Fashion Fair MallSpringing0SpringingSpringingSpringing0 
5JPMCBRiverway14,4850108,640500,000Springing0 
6JPMCB55 Hawthorne00SpringingSpringingSpringing0 
7JPMCBBardmoor Palms7,110028,42546,539Springing0 
8JPMCBLandmark SquareSpringing0Springing220,974Springing0 
9JPMCBCentre Market Building6,4690250,000143,863Springing0 
10JPMCBCourtyard Marriott - King Kamehameha4% of Gross Revenues0038,984Springing421,178Ground Lease Reserve: 229,510.50; PIP Reserve: 191,667
11JPMCBMilton Park5,316039,86862,571Springing0 
12JPMCBReston EastPointe3,254048,80859,736Springing0 
13JPMCBOrchard Hill Park1,202015,90025,141Springing0 
14JPMCB11200 Rockville Pike4,014019,29443,1573,5480 
15JPMCBMarriott GalleriaSpringing00SpringingSpringing0 
16JPMCBRoyal Oaks Plaza6,214013,80933,44815,1590 
17JPMCBLas Palmas3,185013,75043,750Springing0 
18SMF VILiberty Center8,391046,64036,7263,5460 
19SMF VIOcotillo Plaza1,90509,5256,190Springing0 
20JPMCBGwinnett Commerce Center5,876028,48636,3703,8230 
21SMF VIHilton Durham4% of Gross Revenues0019,2625,4030 
22JPMCBWoodglen Village5,1880023,526Springing0 
23JPMCBPartridge Inn Augusta4% of Gross Revenues006,050SpringingSpringingPIP Reserve; Seasonality Reserve
24JPMCB4400 Dixie Highway8,930026,79023,002Springing0 
25JPMCBTownePlace Suites Dallas Las Colinas4% of Gross Revenues0018,4006,3370 
26SMF VI100 North Citrus1,31706,5838,5891,3020 
27SMF VIPangea 154,250008,6873,6430 
27.01SMF VI701 South Karlov Avenue       
27.02SMF VI1236 South Lawndale Avenue       
27.03SMF VI6125-6129 South Wabash Avenue       
27.04SMF VI11932 South Stewart Avenue       
27.05SMF VI7954 South Justine Street       
27.06SMF VI10 West 137th Street       
27.07SMF VI6715 South Dorchester Avenue       
27.08SMF VI10201 South Saint Lawrence Avenue       
27.09SMF VI5800-04 South Artesian Avenue       
27.10SMF VI8201 South Drexel Avenue       
27.11SMF VI7229 South Yates Boulevard       
27.12SMF VI7653 South Loomis Boulevard       
27.13SMF VI7700 South Carpenter Street       
27.14SMF VI2062 135th Place       
27.15SMF VI2066 135th Place       
27.16SMF VI9600 South Avenue L       
28SMF VIThe Shoppes at Letson Farms2,29807,9249,6971,235SpringingMajor Tenant Reserve
29SMF VIMontgomery Triangle Gateway49503,32113,5831,0500 
30SMF VINeilson Square1,3110Springing6,0041,272SpringingMajor Tenant Reserve
31SMF VIStudio City Apartments10,9380016,9155,1160 
32SMF VISt. Albans & Camino Commons59804,4178,4051,459SpringingMajor Tenant Reserve
32.01SMF VICamino Commons       
32.02SMF VISt. Albans Circle       
33SMF VILake Geneva Commons85602,1409,1261,701SpringingMajor Tenant Reserve
34SMF VIHampton Inn & Suites Huntsville2% of Gross Revenues0010,6383,2230 
35SMF VIHoliday Inn Express Orangeburg5% of Gross Revenues007,3814,3410 
36SMF VI3200 North Hayden1,46205,4145,0371,3380 
37SMF VIBellfort Village Apartments4,850009,44812,8600 
38SMF VICourtyard Business Center1,5810Springing8,434Springing0 
39SMF VINorthgate Business Park III1,94406,47914,8911,2660 
40SMF VIAldine Plaza36102,0847,5591,154SpringingDollar Tree Reserve
41SMF VIWalgreens Cooper City18900Springing1,014SpringingWalgreens Space Reserve
42SMF VINorth Star Terrace MHP738004,7426550 
43SMF VIRite Aid Sugar Hill35801,440Springing460 

 

A-1-7 

 

 

ANNEX A-1

 

               
   RESERVE CAPS(17)  LARGEST TENANT(3), (18), (19), (20)
               
   CapExEnvir.TI/LCRE TaxInsur.Debt ServiceOther Single  Lease
Loan #Seller(1)Property Name Reserve Cap ($) Reserve Cap ($) Reserve Cap ($) Reserve Cap ($) Reserve Cap ($) Reserve Cap ($) Reserve Cap ($) TenantLargest TenantUnit SizeExpiration
1JPMCBHilton Hawaiian Village        No   
2JPMCBMoffett Gateway        YesGoogle612,69103/31/27
3JPMCBDallas Design District372,816 3,278,052     NoRegulus Group LLC44,34503/31/17
4JPMCBFresno Fashion Fair Mall184,080 1,112,820     NoJCPenney153,76911/30/17
5JPMCBRiverway869,100       NoU.S. Foods320,34109/30/23
6JPMCB55 Hawthorne        YesYelp136,43207/31/25
7JPMCBBardmoor Palms  1,500,000     NoAllstate127,66909/30/26
8JPMCBLandmark Square500,000       NoCummings & Lockwood55,64304/30/26
9JPMCBCentre Market Building388,120 7,750,000     NoUS Customs and Border Protection217,41905/31/20
10JPMCBCourtyard Marriott - King Kamehameha        No   
11JPMCBMilton Park127,584       NoLandis+Gyr101,01102/28/22
12JPMCBReston EastPointe39,046       NoVencore, Inc107,07511/30/20
13JPMCBOrchard Hill Park43,272 572,400     NoKohl’s88,92501/31/26
14JPMCB11200 Rockville Pike  1,157,640     NoRR Donnelley Financial, Inc.28,11602/28/21
15JPMCBMarriott Galleria        No   
16JPMCBRoyal Oaks Plaza300,000 497,130     NoWinn-Dixie35,92210/28/17
17JPMCBLas Palmas  330,000     NoHEB91,55309/30/27
18SMF VILiberty Center  1,450,000     NoMicro Focus25,23210/31/21
19SMF VIOcotillo Plaza  342,903     NoMarketon43,13012/31/21
20JPMCBGwinnett Commerce Center  1,800,000     NoGSA Department of Veterans Affairs21,41109/30/25
21SMF VIHilton Durham        No   
22JPMCBWoodglen Village        No   
23JPMCBPartridge Inn Augusta        No   
24JPMCB4400 Dixie Highway  1,100,000     NoGardens Alive407,60006/30/23
25JPMCBTownePlace Suites Dallas Las Colinas        No   
26SMF VI100 North Citrus  237,000     NoWells Fargo Bank N.A.8,76711/30/25
27SMF VIPangea 15153,000       No   
27.01SMF VI701 South Karlov Avenue        No   
27.02SMF VI1236 South Lawndale Avenue        No   
27.03SMF VI6125-6129 South Wabash Avenue        No   
27.04SMF VI11932 South Stewart Avenue        No   
27.05SMF VI7954 South Justine Street        No   
27.06SMF VI10 West 137th Street        No   
27.07SMF VI6715 South Dorchester Avenue        No   
27.08SMF VI10201 South Saint Lawrence Avenue        No   
27.09SMF VI5800-04 South Artesian Avenue        No   
27.10SMF VI8201 South Drexel Avenue        No   
27.11SMF VI7229 South Yates Boulevard        No   
27.12SMF VI7653 South Loomis Boulevard        No   
27.13SMF VI7700 South Carpenter Street        No   
27.14SMF VI2062 135th Place        No   
27.15SMF VI2066 135th Place        No   
27.16SMF VI9600 South Avenue L        No   
28SMF VIThe Shoppes at Letson Farms  650,000     NoPiggly Wiggly43,44211/30/26
29SMF VIMontgomery Triangle Gateway  500,000     NoStone Creek Dining Company7,00010/31/17
30SMF VINeilson Square125,000 200,000     NoStaples   19,19204/30/22
31SMF VIStudio City Apartments        No   
32SMF VISt. Albans & Camino Commons  150,000     No   
32.01SMF VICamino Commons        NoMcDade School5,88907/31/20
32.02SMF VISt. Albans Circle        NoReMax5,45605/31/21
33SMF VILake Geneva Commons        NoAldi18,86603/16/32
34SMF VIHampton Inn & Suites Huntsville        No   
35SMF VIHoliday Inn Express Orangeburg936,000       No   
36SMF VI3200 North Hayden  194,904     NoStrickbine Publishing, Inc.8,44711/30/19
37SMF VIBellfort Village Apartments        No   
38SMF VICourtyard Business Center        NoOxford Academy at Sunrise5,74411/30/26
39SMF VINorthgate Business Park III69,984 233,241     NoSignazon Corporation20,90001/31/18
40SMF VIAldine Plaza12,996 125,000     NoDollar Tree10,13302/29/24
41SMF VIWalgreens Cooper City        YesWalgreens15,12007/31/68
42SMF VINorth Star Terrace MHP        No   
43SMF VIRite Aid Sugar Hill        YesRite Aid13,82401/14/24

 

A-1-8 

 

 

ANNEX A-1

 

   2nd LARGEST TENANT(3), (18), (19), (20) 3rd LARGEST TENANT(3), (18), (19), (20) 4th LARGEST TENANT(3), (18), (19), (20) 5th LARGEST TENANT(3), (18), (19), (20)
                  
     Lease   Lease   Lease   Lease
Loan #Seller(1)Property Name2nd Largest TenantUnit SizeExpiration 3rd Largest TenantUnit SizeExpiration 4th Largest TenantUnit SizeExpiration 5th Largest TenantUnit SizeExpiration
1JPMCBHilton Hawaiian Village               
2JPMCBMoffett Gateway               
3JPMCBDallas Design DistrictWalter Lee Culp Associates, Inc.30,65010/31/28 David Sutherland, Inc.29,93705/31/23 Interior Design Collections, Ltd.24,65106/30/26 E.C. Dicken, Inc.23,08305/31/20
4JPMCBFresno Fashion Fair MallVictoria’s Secret14,53001/31/27 Love Culture14,13510/31/20 Bank of the West14,11412/31/18 Anthropologie10,92810/31/17
5JPMCBRiverwayCentral States Pension Fund190,07712/31/19 Culligan International Company53,13312/31/21 The NPD Group Inc.38,91703/31/20 Appleton GRP LLC38,00307/31/21
6JPMCB55 Hawthorne               
7JPMCBBardmoor PalmsHIT Promotional Products76,64811/30/22 National Forensic Science Technology Center71,61404/30/24 ThinkDirect Marketing61,06310/31/20 Renew Life Formulas, Inc.54,10002/29/20
8JPMCBLandmark SquareB and E Theaters LLC50,24705/31/21 Finn Dixon & Herling26,38512/31/32 Morgan Stanley Smith Barney23,06211/30/20 Blaire Corp.21,84006/30/25
9JPMCBCentre Market BuildingDrug Enforcement Administration89,46906/30/23 US Social Security Administration25,41209/30/20 Cambridge Security9,57508/31/22    
10JPMCBCourtyard Marriott - King Kamehameha               
11JPMCBMilton ParkPegasystems, Inc.26,76206/30/21 Northpoint Executive Suites22,00710/31/21 GE Capital21,56305/31/19 Graebel Relocation Services18,18707/31/19
12JPMCBReston EastPointeBlue Canopy, LLC40,02602/28/19 Vistronix, LLC10,37411/30/24 Acclaim Technical Services7,24106/30/25 Uptown Reston East, Inc2,48512/31/20
13JPMCBOrchard Hill ParkDick’s Sporting Goods52,90001/31/21 Bed Bath & Beyond26,71801/31/21 Chili’s5,75610/31/20 Sleepy’s3,36011/30/22
14JPMCB11200 Rockville PikeSnyder Cohn PC19,70911/30/22 ASBMB18,74704/30/21 Capreit14,93412/31/21 Berlin, Ramos & Company, P.A.11,92911/30/19
15JPMCBMarriott Galleria               
16JPMCBRoyal Oaks PlazaChildren’s Paradise Learning8,60011/30/21 The Billiard Club Inc.7,50412/31/19 Outback Steak House6,48711/30/18 Cancun Grill, Inc.5,26805/31/23
17JPMCBLas PalmasCPS Energy17,42101/31/21 Fresenius12,02506/30/18 Texas EZ Pawn11,90006/30/22 Luby’s11,10007/31/20
18SMF VILiberty CenterRegus National Business Centers24,10512/31/20 Rexair LLC20,19912/31/20 Farmers Insurance Exchange14,64509/30/20 Cornerstone Municipal7,17802/28/23
19SMF VIOcotillo Plaza99 Cents Only19,05001/31/23 Auto Zone6,00004/30/20 Hollywood Furniture4,91307/09/17 Spin Cycle4,38301/31/20
20JPMCBGwinnett Commerce CenterCollege Entrance Examination Board20,25910/31/18 Pension Financial Services, Inc.13,43209/30/18 Penske Truck Leasing Co., LLC9,32109/30/20 GSA Federal Energy Regulatory Commission8,57409/30/18
21SMF VIHilton Durham               
22JPMCBWoodglen Village               
23JPMCBPartridge Inn Augusta               
24JPMCB4400 Dixie HighwayCommonwealth, Inc.128,00002/28/18 Bentley World-Packaging, Ltd.102,40012/31/20 Metalworking Group Holdings Inc.90,24006/30/21 Wulco, Inc.83,20006/30/18
25JPMCBTownePlace Suites Dallas Las Colinas               
26SMF VI100 North CitrusJason Bao & Xue Feng Gao6,25309/30/20 JMH Covina Holdings, Inc.6,06011/30/20 Lam Robinson & Company5,67408/31/17 Hospice MD, Inc.4,18804/30/18
27SMF VIPangea 15               
27.01SMF VI701 South Karlov Avenue               
27.02SMF VI1236 South Lawndale Avenue               
27.03SMF VI6125-6129 South Wabash Avenue               
27.04SMF VI11932 South Stewart Avenue               
27.05SMF VI7954 South Justine Street               
27.06SMF VI10 West 137th Street               
27.07SMF VI6715 South Dorchester Avenue               
27.08SMF VI10201 South Saint Lawrence Avenue               
27.09SMF VI5800-04 South Artesian Avenue               
27.10SMF VI8201 South Drexel Avenue               
27.11SMF VI7229 South Yates Boulevard               
27.12SMF VI7653 South Loomis Boulevard               
27.13SMF VI7700 South Carpenter Street               
27.14SMF VI2062 135th Place               
27.15SMF VI2066 135th Place               
27.16SMF VI9600 South Avenue L               
28SMF VIThe Shoppes at Letson FarmsSan Antonio Grill4,60004/30/18 Brookwood Hospital Outpatient3,45003/31/22 Realty South3,25006/30/17 Jakes Soul Food3,20002/28/24
29SMF VIMontgomery Triangle GatewayWoodhouse Day Spa6,09307/31/27 Centric Consulting5,29005/31/18 Green Diamond4,82112/31/19 Data Image (Rev Spring)3,17505/31/17
30SMF VINeilson SquareOld Navy12,38107/31/20 Anytime Fitness7,61901/31/19 Petsense5,04008/31/20 CATO4,16001/31/21
31SMF VIStudio City Apartments               
32SMF VISt. Albans & Camino Commons               
32.01SMF VICamino CommonsEdgemont Beverage3,86611/30/26 Post Office3,78911/30/21 Edgemont Auto3,37611/30/21 Ted’s Pool3,12302/28/19
32.02SMF VISt. Albans CircleProfessional Realty Advisors3,59401/31/27 Veterinary Hospital3,06309/30/26 Mi Sun Kim2,68306/30/26 Fit Tribe1,83705/31/20
33SMF VILake Geneva CommonsHomeGoods18,22409/30/25 Petco14,27901/31/23        
34SMF VIHampton Inn & Suites Huntsville               
35SMF VIHoliday Inn Express Orangeburg               
36SMF VI3200 North HaydenBennett & Porter Insurance Services LLC6,78312/31/21 Scottsdale Treatment5,01207/31/18 Thunderbird Collection Specialists4,76104/30/18 EZ-Links Golf LLC4,24305/31/22
37SMF VIBellfort Village Apartments               
38SMF VICourtyard Business CenterAll Step Sales & Marketing Inc2,87105/31/21 800.com Inc2,64304/30/18 United Fire2,60001/31/18 Associated Credit Reporting, Inc.2,40001/31/18
39SMF VINorthgate Business Park IIIHives and Honey10,22205/31/20 Atkinson-Crawford Sales9,57506/30/19 Quality High Tech Services, Inc.8,55408/31/17 Selim’s Doener Kebap House7,06006/30/18
40SMF VIAldine PlazaJefferson Dental4,16512/31/24 Tierra Caliente4,00003/31/21 Tacos La Bala2,60003/31/19 Sunrise Check Cash1,65006/30/23
41SMF VIWalgreens Cooper City               
42SMF VINorth Star Terrace MHP               
43SMF VIRite Aid Sugar Hill               

 

A-1-9 

 

 

ANNEX A-1

 

   Loan LockboxLockbox
Loan #Seller(1)Property NamePurposePrincipal / Carve-out Guarantor(21) (Y/N) Type(23)
1JPMCBHilton Hawaiian VillageRefinancePark Intermediate Holdings LLCYesCMA
2JPMCBMoffett GatewayRefinanceJoseph K. Paul, Jay Paul Revocable Living Trust Dated November 9, 1999, as Amended and Restated on March 19, 2010, Paul Guarantor LLCYesHard
3JPMCBDallas Design DistrictRefinanceDonald Engle, William L. HutchinsonYesHard
4JPMCBFresno Fashion Fair MallRecapitalizationThe Macerich Partnership, L.P.YesCMA
5JPMCBRiverwayAcquisitionAdventus Holdings LPYesCMA
6JPMCB55 HawthorneAcquisitionCIM Urban Income Investments, L.P.YesCMA
7JPMCBBardmoor PalmsRefinanceGary W. HarrodYesCMA
8JPMCBLandmark SquareRefinanceSL Green Operating Partnership, L.P.YesCMA
9JPMCBCentre Market BuildingRefinanceGerald S. Kaufman, B. Jeremy KaufmanYesCMA
10JPMCBCourtyard Marriott - King KamehamehaRefinanceInvest West Financial CorporationYesCMA
11JPMCBMilton ParkAcquisitionAdventus Holdings LPYesCMA
12JPMCBReston EastPointeAcquisitionLPC Commercial Services, Inc.YesHard
13JPMCBOrchard Hill ParkRefinanceGregg P. LisciottiYesHard
14JPMCB11200 Rockville PikeAcquisitionWilliam F. Peel, Barbara K. PeelYesCMA
15JPMCBMarriott GalleriaRefinanceWHI Real Estate Partners II, L.P., WHI Real Estate Partners II-PF, L.P., WHI Real Estate Partners II-TE, L.P., WHI Real Estate Partners III, L.P., WHI Real Estate Partners III-PF, L.P., WHI Real Estate Partners III-TE, L.P.YesSpringing
16JPMCBRoyal Oaks PlazaRefinanceAlicia E. Nevarez, Ricardo A. NevarezYesSpringing
17JPMCBLas PalmasRefinanceRobert B. NeelyYesSpringing
18SMF VILiberty CenterRefinanceThomas A. Duke, Jr.YesSpringing
19SMF VIOcotillo PlazaRefinanceMichael PashaieYesSpringing
20JPMCBGwinnett Commerce CenterAcquisitionJoseph Popack, Moshe PopackYesSpringing
21SMF VIHilton DurhamAcquisitionDriftwood Acquisition & Development L.P., Carlos J. Rodriguez, David BuddemeyerYesCMA
22JPMCBWoodglen VillageRefinanceSwapnil AgarwalYesSpringing
23JPMCBPartridge Inn AugustaRefinanceRichard M. PattonYesCMA
24JPMCB4400 Dixie HighwayRefinancePeter Murphy, Jonathan Stott, Peter O’Connor, Kevin SmithYesCMA
25JPMCBTownePlace Suites Dallas Las ColinasAcquisitionAnthony Jon ShermanYesCMA
26SMF VI100 North CitrusRefinanceJohn Davenport, Thomas A. Herta, Jeffrey K. Nickell, Mark ValentineYesSpringing
27SMF VIPangea 15RecapitalizationPangea PropertiesNoNone
27.01SMF VI701 South Karlov Avenue    
27.02SMF VI1236 South Lawndale Avenue    
27.03SMF VI6125-6129 South Wabash Avenue    
27.04SMF VI11932 South Stewart Avenue    
27.05SMF VI7954 South Justine Street    
27.06SMF VI10 West 137th Street    
27.07SMF VI6715 South Dorchester Avenue    
27.08SMF VI10201 South Saint Lawrence Avenue    
27.09SMF VI5800-04 South Artesian Avenue    
27.10SMF VI8201 South Drexel Avenue    
27.11SMF VI7229 South Yates Boulevard    
27.12SMF VI7653 South Loomis Boulevard    
27.13SMF VI7700 South Carpenter Street    
27.14SMF VI2062 135th Place    
27.15SMF VI2066 135th Place    
27.16SMF VI9600 South Avenue L    
28SMF VIThe Shoppes at Letson FarmsAcquisitionDaniel W. Samford, Thomas B. Miles, David F. ArnholtYesSpringing
29SMF VIMontgomery Triangle GatewayRefinanceWilliam Heckman, Lisa GabrielleYesSpringing
30SMF VINeilson SquareAcquisitionAlan Scott Mann, Nelson S. BillupsYesSpringing
31SMF VIStudio City ApartmentsAcquisitionRoss Benedict LicataNoNone
32SMF VISt. Albans & Camino CommonsRefinanceTimothy Patrick Dever, Vincent Placid Anastasi, Jr.YesSpringing
32.01SMF VICamino Commons    
32.02SMF VISt. Albans Circle    
33SMF VILake Geneva CommonsRefinanceJacob PolatsekYesSpringing
34SMF VIHampton Inn & Suites HuntsvilleRefinanceAmirali ZindaniYesSpringing
35SMF VIHoliday Inn Express OrangeburgRefinanceSudhir D. Patel, Hemalata S. PatelYesSpringing
36SMF VI3200 North HaydenAcquisitionHarjinder Singh, Harbans SinghYesSpringing
37SMF VIBellfort Village ApartmentsRefinanceShafqat AliYesSpringing
38SMF VICourtyard Business CenterRefinanceJoseph VitoloYesSpringing
39SMF VINorthgate Business Park IIIAcquisitionJeffrey Katke, Daniel Culler, Richard KentYesSpringing
40SMF VIAldine PlazaRefinanceDanny A. Kuperman, Mervyn BliedenYesSpringing
41SMF VIWalgreens Cooper CityAcquisitionBela Bako, Annika BakoYesCMA
42SMF VINorth Star Terrace MHPAcquisitionJefferson Damon Lilly, Bradley JohnsonYesSpringing
43SMF VIRite Aid Sugar HillAcquisitionFrederick SteinYesSpringing

 

A-1-10 

 

 

ANNEX A-1

 

   Pari Passu Debt Additional Debt(24) Total Debt
    Pari PassuPari PassuPari PassuTotal Cut-off    Additional   Total Debt Total Debt
   Pari PassuNote ControlPiece  In TrustPiece Non TrustDate Pari Addit DebtAddit DebtAdditionalDebt Cut offAdditional Debt Total Debt UW NCFTotal Debt UW NOI
Loan #Seller(1)Property Name(Y/N)(Y/N)Cut-Off BalanceCut-Off BalancePassu Debt Permitted (Y/N)Exist (Y/N)(24)Debt Type(s)Date BalanceInterest Rate  Cut-off Balance DSCRCurrent LTV % Debt Yield %
1JPMCBHilton Hawaiian VillageYesNo80,000,000616,600,000696,600,000 NoYesSubordinate Debt578,400,0004.19950 1,275,000,0002.4457.2%10.4%
2JPMCBMoffett GatewayYesNo80,000,000163,000,000243,000,000 NoYesB-Note (102,000,000)/Mezzanine Loan (50,000,000)152,000,0005.44408 395,000,0001.2275.2%7.3%
3JPMCBDallas Design DistrictYesYes75,000,00045,000,000120,000,000 NoNoNAPNAPNAP 120,000,0001.2862.1%9.4%
4JPMCBFresno Fashion Fair MallYesNo69,000,000256,000,000325,000,000 NoNoNAPNAPNAP 325,000,0002.1957.5%8.3%
5JPMCBRiverwayYesNo64,763,12362,770,411127,533,534 NoNoNAPNAPNAP 127,533,5341.4272.4%10.3%
6JPMCB55 HawthorneNoNAPNAPNAPNAP YesNoPermitted MezzanineNAPNAP NAPNAPNAPNAP
7JPMCBBardmoor PalmsNoNAPNAPNAPNAP NoNoNAPNAPNAP NAPNAPNAPNAP
8JPMCBLandmark SquareYesYes51,000,00049,000,000100,000,000 YesNoPermitted MezzanineNAPNAP 100,000,0002.1956.9%12.0%
9JPMCBCentre Market BuildingNoNAPNAPNAPNAP NoNoNAPNAPNAP NAPNAPNAPNAP
10JPMCBCourtyard Marriott - King KamehamehaNoNAPNAPNAPNAP YesYesB-Note/Permitted Mezzanine14,979,3978.00000 54,924,4541.9441.3%13.5%
11JPMCBMilton ParkNoNAPNAPNAPNAP NoNoNAPNAPNAP NAPNAPNAPNAP
12JPMCBReston EastPointeNoNAPNAPNAPNAP YesNoPermitted MezzanineNAPNAP NAPNAPNAPNAP
13JPMCBOrchard Hill ParkNoNAPNAPNAPNAP NoNoNAPNAPNAP NAPNAPNAPNAP
14JPMCB11200 Rockville PikeNoNAPNAPNAPNAP NoNoNAPNAPNAP NAPNAPNAPNAP
15JPMCBMarriott GalleriaNoNAPNAPNAPNAP NoNoNAPNAPNAP NAPNAPNAPNAP
16JPMCBRoyal Oaks PlazaNoNAPNAPNAPNAP NoNoNAPNAPNAP NAPNAPNAPNAP
17JPMCBLas PalmasNoNAPNAPNAPNAP NoNoNAPNAPNAP NAPNAPNAPNAP
18SMF VILiberty CenterNoNAPNAPNAPNAP YesNoPermitted MezzanineNAPNAP NAPNAPNAPNAP
19SMF VIOcotillo PlazaNoNAPNAPNAPNAP NoNoNAPNAPNAP NAPNAPNAPNAP
20JPMCBGwinnett Commerce CenterNoNAPNAPNAPNAP NoNoNAPNAPNAP NAPNAPNAPNAP
21SMF VIHilton DurhamNoNAPNAPNAPNAP YesNoPermitted MezzanineNAPNAP NAPNAPNAPNAP
22JPMCBWoodglen VillageNoNAPNAPNAPNAP NoNoNAPNAPNAP NAPNAPNAPNAP
23JPMCBPartridge Inn AugustaNoNAPNAPNAPNAP NoNoNAPNAPNAP NAPNAPNAPNAP
24JPMCB4400 Dixie HighwayNoNAPNAPNAPNAP NoNoNAPNAPNAP NAPNAPNAPNAP
25JPMCBTownePlace Suites Dallas Las ColinasNoNAPNAPNAPNAP NoNoNAPNAPNAP NAPNAPNAPNAP
26SMF VI100 North CitrusNoNAPNAPNAPNAP NoNoNAPNAPNAP NAPNAPNAPNAP
27SMF VIPangea 15NoNAPNAPNAPNAP YesNoPermitted MezzanineNAPNAP NAPNAPNAPNAP
27.01SMF VI701 South Karlov Avenue             NAPNAPNAP
27.02SMF VI1236 South Lawndale Avenue             NAPNAPNAP
27.03SMF VI6125-6129 South Wabash Avenue             NAPNAPNAP
27.04SMF VI11932 South Stewart Avenue             NAPNAPNAP
27.05SMF VI7954 South Justine Street             NAPNAPNAP
27.06SMF VI10 West 137th Street             NAPNAPNAP
27.07SMF VI6715 South Dorchester Avenue             NAPNAPNAP
27.08SMF VI10201 South Saint Lawrence Avenue             NAPNAPNAP
27.09SMF VI5800-04 South Artesian Avenue             NAPNAPNAP
27.10SMF VI8201 South Drexel Avenue             NAPNAPNAP
27.11SMF VI7229 South Yates Boulevard             NAPNAPNAP
27.12SMF VI7653 South Loomis Boulevard             NAPNAPNAP
27.13SMF VI7700 South Carpenter Street             NAPNAPNAP
27.14SMF VI2062 135th Place             NAPNAPNAP
27.15SMF VI2066 135th Place             NAPNAPNAP
27.16SMF VI9600 South Avenue L             NAPNAPNAP
28SMF VIThe Shoppes at Letson FarmsNoNAPNAPNAPNAP NoNoNAPNAPNAP NAPNAPNAPNAP
29SMF VIMontgomery Triangle GatewayNoNAPNAPNAPNAP NoNoNAPNAPNAP NAPNAPNAPNAP
30SMF VINeilson SquareNoNAPNAPNAPNAP NoNoNAPNAPNAP NAPNAPNAPNAP
31SMF VIStudio City ApartmentsNoNAPNAPNAPNAP YesNoPermitted MezzanineNAPNAP NAPNAPNAPNAP
32SMF VISt. Albans & Camino CommonsNoNAPNAPNAPNAP NoNoNAPNAPNAP NAPNAPNAPNAP
32.01SMF VICamino Commons             NAPNAPNAP
32.02SMF VISt. Albans Circle             NAPNAPNAP
33SMF VILake Geneva CommonsNoNAPNAPNAPNAP NoNoNAPNAPNAP NAPNAPNAPNAP
34SMF VIHampton Inn & Suites HuntsvilleNoNAPNAPNAPNAP NoNoNAPNAPNAP NAPNAPNAPNAP
35SMF VIHoliday Inn Express OrangeburgNoNAPNAPNAPNAP NoNoNAPNAPNAP NAPNAPNAPNAP
36SMF VI3200 North HaydenNoNAPNAPNAPNAP NoNoNAPNAPNAP NAPNAPNAPNAP
37SMF VIBellfort Village ApartmentsNoNAPNAPNAPNAP NoNoNAPNAPNAP NAPNAPNAPNAP
38SMF VICourtyard Business CenterNoNAPNAPNAPNAP NoNoNAPNAPNAP NAPNAPNAPNAP
39SMF VINorthgate Business Park IIINoNAPNAPNAPNAP NoNoNAPNAPNAP NAPNAPNAPNAP
40SMF VIAldine PlazaNoNAPNAPNAPNAP NoNoNAPNAPNAP NAPNAPNAPNAP
41SMF VIWalgreens Cooper CityNoNAPNAPNAPNAP NoNoNAPNAPNAP NAPNAPNAPNAP
42SMF VINorth Star Terrace MHPNoNAPNAPNAPNAP NoNoNAPNAPNAP NAPNAPNAPNAP
43SMF VIRite Aid Sugar HillNoNAPNAPNAPNAP NoNoNAPNAPNAP NAPNAPNAPNAP

 

A-1-11 

 

 

ANNEX A-1

 

   HOTEL OPERATING STATISTICS  
                    
   201320132013201420142014201520152015Most RecentMost RecentMost RecentUWUWUW  
Loan #Seller(1)Property NameOccupancy % ADR ($) RevPAR ($) Occupancy % ADR ($) RevPAR ($) Occupancy % ADR ($) RevPAR ($) Occupancy % ADR ($) RevPAR ($)Occupancy % ADR ($) RevPAR ($)Loan # 
1JPMCBHilton Hawaiian Village89.9%247.48222.5790.7%259.85235.7794.4%240.62227.2094.6%250.09236.6594.6%250.09236.651 
2JPMCBMoffett Gateway               2 
3JPMCBDallas Design District               3 
4JPMCBFresno Fashion Fair Mall               4 
5JPMCBRiverway               5 
6JPMCB55 Hawthorne               6 
7JPMCBBardmoor Palms               7 
8JPMCBLandmark Square               8 
9JPMCBCentre Market Building               9 
10JPMCBCourtyard Marriott - King Kamehameha81.2%131.64106.9584.3%138.94117.0683.8%146.13122.4185.1%152.16129.4185.1%152.16129.4210 
11JPMCBMilton Park               11 
12JPMCBReston EastPointe               12 
13JPMCBOrchard Hill Park               13 
14JPMCB11200 Rockville Pike               14 
15JPMCBMarriott Galleria66.7%163.15108.8268.6%160.17109.9074.7%149.78111.8568.3%149.77102.2268.3%149.77102.2215 
16JPMCBRoyal Oaks Plaza               16 
17JPMCBLas Palmas               17 
18SMF VILiberty Center               18 
19SMF VIOcotillo Plaza               19 
20JPMCBGwinnett Commerce Center               20 
21SMF VIHilton Durham64.4%118.0876.0368.6%117.4380.5272.5%119.2386.4969.2%120.6283.5269.2%120.6283.5221 
22JPMCBWoodglen Village               22 
23JPMCBPartridge Inn Augusta33.9%144.1948.8238.0%143.9654.7138.2%147.9456.5160.9%145.8988.8560.9%145.8988.8523 
24JPMCB4400 Dixie Highway               24 
25JPMCBTownePlace Suites Dallas Las Colinas70.8%81.5557.7165.0%90.2658.6674.6%98.0973.2276.7%100.3677.0176.7%100.3677.0125 
26SMF VI100 North Citrus               26 
27SMF VIPangea 15               27 
27.01SMF VI701 South Karlov Avenue               27.01 
27.02SMF VI1236 South Lawndale Avenue               27.02 
27.03SMF VI6125-6129 South Wabash Avenue               27.03 
27.04SMF VI11932 South Stewart Avenue               27.04 
27.05SMF VI7954 South Justine Street               27.05 
27.06SMF VI10 West 137th Street               27.06 
27.07SMF VI6715 South Dorchester Avenue               27.07 
27.08SMF VI10201 South Saint Lawrence Avenue               27.08 
27.09SMF VI5800-04 South Artesian Avenue               27.09 
27.10SMF VI8201 South Drexel Avenue               27.10 
27.11SMF VI7229 South Yates Boulevard               27.11 
27.12SMF VI7653 South Loomis Boulevard               27.12 
27.13SMF VI7700 South Carpenter Street               27.13 
27.14SMF VI2062 135th Place               27.14 
27.15SMF VI2066 135th Place               27.15 
27.16SMF VI9600 South Avenue L               27.16 
28SMF VIThe Shoppes at Letson Farms               28 
29SMF VIMontgomery Triangle Gateway               29 
30SMF VINeilson Square               30 
31SMF VIStudio City Apartments               31 
32SMF VISt. Albans & Camino Commons               32 
32.01SMF VICamino Commons               32.01 
32.02SMF VISt. Albans Circle               32.02 
33SMF VILake Geneva Commons               33 
34SMF VIHampton Inn & Suites Huntsville         64.7%118.6776.7864.7%118.6776.7834 
35SMF VIHoliday Inn Express Orangeburg77.6%95.5674.1587.8%98.9786.8979.5%107.0485.1079.2%111.0987.9879.2%111.0987.9835 
36SMF VI3200 North Hayden               36 
37SMF VIBellfort Village Apartments               37 
38SMF VICourtyard Business Center               38 
39SMF VINorthgate Business Park III               39 
40SMF VIAldine Plaza               40 
41SMF VIWalgreens Cooper City               41 
42SMF VINorth Star Terrace MHP               42 
43SMF VIRite Aid Sugar Hill               43 

 

A-1-12 

 

 

JPMCC Commercial Mortgage Securities 2017-JP5
Footnotes to Annex A-1
  
(1)“JPMCB” denotes JPMorgan Chase Bank, National Association, as Mortgage Loan Seller; and “SMF VI” denotes Starwood Mortgage Funding VI LLC, as Mortgage Loan Seller.
  
 With respect to Loan No. 1, Hilton Hawaiian Village, the Hilton Hawaiian Village Whole Loan (as defined below) was co-originated by JPMCB, Deutsche Bank AG, New York Branch, Goldman Sachs Mortgage Company, Barclays Bank PLC and Morgan Stanley Bank, N.A.
  
 With respect to Loan No. 4, Fresno Fashion Fair Mall, the Fresno Fashion Fair Mall Whole Loan (as defined below) was co-originated by JPMCB and Société Générale.
  
(2)Certain of the mortgage loans include parcels ground leased to tenants in the calculation of the total square footage and the occupancy of the mortgaged property.
  
 With respect to Loan No. 1, Hilton Hawaiian Village, the mortgaged property includes 14 hotel units and 26 commercial units of a condominium. The remaining units in the condominium consist of six time share units, which are owned by third parties and not part of collateral for the mortgage loan. The borrower controls the related board of directors for the association and is responsible for maintaining the common areas of the condominium.
  
 With respect to Loan No. 4, Fresno Fashion Fair Mall, BJ’s Restaurant, Chick-fil-A and Fleming’s ground lease their premises from the borrower. Chick-fil-A ground leases its premises through February 2035 and pays annual ground rent of $120,000. BJ’s Restaurant ground leases its premises through May 2024 and pays annual ground rent of $121,000. Fleming’s ground leases its premises through May 2021 and pays annual ground rent of $102,850.
  
 With respect to Loan No. 5, Riverway, the mortgaged property consists of three, 11-story multi-tenant office buildings totaling 858,711 square feet and one daycare facility totaling 10,409 square feet. The daycare facility is 100% leased to Bright Horizons under a lease that expires in March 2027. Bright Horizons also has the right to terminate the lease annually on each anniversary of the lease commencement date.
  
 With respect to Loan No. 13, Orchard Hill Park, Chili’s ground leases its premises from the borrowers. Chili’s ground leases its premises through October 2020 and pays annual ground rent of $137,500.
  
(3)In certain cases, mortgaged properties may have tenants that have executed leases that were included in the underwriting but have not yet commenced paying rent and/or are not in occupancy.
  
 With respect to Loan No. 1, Hilton Hawaiian Village, approximately 18.4% of UW Revenues ($) is attributable to the food and beverage outlets at the mortgaged property and approximately 5.1% of UW Revenues ($) is attributable to the retail component of the mortgaged property.
  
 With respect to Loan No. 2, Moffett Gateway, Occupancy %, UW Revenues ($), UW NOI ($) and UW NCF ($) include the sole tenant, Google, which has executed its leases but has not yet taken occupancy or commenced paying rent under either lease. Google leases the mortgaged property under two separate leases, one for 1225 Crossman Avenue (“Building One”) and the second for 1265 Crossman Avenue (“Building Two”). According to the loan sponsor, Google is expected to take occupancy of both spaces by September 2017 and, subsequent to any applicable free rent periods, will commence paying rent under each lease as follows: Building One in July 2018 and Building Two in July 2017. In addition, UW Revenues ($), UW NOI ($) and UW NCF ($) are calculated using the average rent of the sole tenant, Google, over the term of the related leases inclusive of the free rent reserve.
  
 With respect to Loan No. 3, Dallas Design District, Occupancy %, UW Revenues ($), UW NOI ($) and UW NCF ($) include three tenants, Janus et Cie, Interior Specifics LLC and Codarus, which have executed leases but have not yet taken occupancy or commenced paying rent.
  
 With respect to Loan No. 4, Fresno Fashion Fair Mall, Occupancy % includes only permanent leases. Occupancy % including specialty tenants with leases over six months for December 31, 2013, December 31, 2014, December 31, 2015 and January 31, 2017 is 96.8%, 98.4%, 98.1% and 92.2%, respectively.
  
 With respect to Loan No. 4, Fresno Fashion Fair Mall, the borrower is permitted to engage in several redevelopment activities at the mortgaged property under the loan documents. If there is any decrease in underwritten net operating income (as defined in the loan documents) as a result of the redevelopment activities (including as the result of any modification or termination of the Macy’s Men’s & Children’s or JCPenney leases), then the borrower is required to enter into a master lease with the guarantor for all such applicable space and all then vacant space at the mortgaged property. The loan documents provide that rent will be reduced if and to the extent underwritten net operating income with respect to the mortgaged property increases, as determined on a quarterly basis. With respect to any termination of the Macy’s Men’s & Children’s lease or JCPenney lease, the master lease will terminate if: (x) the underwritten net operating income with respect to the mortgaged property is restored to the greater of (i) pre-development levels and (ii) $27,000,000 and (y) the areas impacted by such redevelopment activities are 90% or more occupied with tenants in possession and paying rent. With respect to any modification of the Macy’s Men’s & Children’s lease

 

A-1-13 

 

 

 and/or the JCPenney lease resulting in a decrease in underwritten net operating income, the master lease will terminate when the underwritten net operating income is restored to the greater of (i) pre-modification levels or (ii) $27,000,000.
  
 With respect to Loan No. 6, 55 Hawthorne, approximately 11.1% of UW Revenues ($) is attributable to a 272-stall five-level parking garage located at the mortgaged property.
  
 With respect to Loan No. 7, Bardmoor Palms, UW Revenues ($), UW NOI ($) and UW NCF ($) are calculated using the average rent steps through the termination options of the Largest Tenant, Allstate.
  
 With respect to Loan No. 9, Centre Market Building, UW Revenues ($), UW NOI ($) and UW NCF ($) are calculated using the average rent of the Largest Tenant, the US Customs and Border Protection, over the term of the related lease.
  
 With respect to Loan No. 10, Courtyard Marriott - King Kamehameha, approximately 21.6%, 4.2% and 2.7% of UW Revenues ($) are attributable to the food and beverage outlets, the self and valet parking and the retail component of the mortgaged property, respectively.
  
 With respect to Loan No. 14, 11200 Rockville Pike, approximately 8.3% of UW Revenues ($) is attributable to a three-level subterranean parking garage with 425 parking spaces located at the mortgaged property.
  
 With respect to Loan No. 15, Marriott Galleria, approximately 25.5% of UW Revenues ($) is attributable to the food and beverage outlet at the mortgaged property.
  
 With respect to Loan No. 23, Partridge Inn Augusta, approximately 26.9% of UW Revenues ($) is attributable to the food and beverage outlets at the mortgaged property.
  
 With respect to Loan No. 28, The Shoppes at Letson Farms, the 5th Largest Tenant, Jakes Soul Food, has executed a lease, has taken possession of the leased premises and is expected to open for business in April 2017. Jakes Soul Food is expected to commence paying rent on the earlier of (i) the opening date for business or (ii) 120 days after the landlord has tendered possession of the leased premises to the tenant.
  
 With respect to Loan No. 33, Lake Geneva Commons, the Largest Tenant, Aldi, has executed a lease and is currently building out the related space. Build-out is expected to be completed by March 2017. Aldi will commence paying rent on the earlier of (i) the opening date for business or (ii) March 13, 2017.
  
(4)With respect to all mortgage loans, with the exceptions of the mortgage loans listed below, the Current LTV % and the Maturity LTV % are based on the “as-is” Appraisal Value ($) even though, for certain mortgage loans, the appraiser provided “as-stabilized” values based on certain criteria being met.
  
 With respect to Loan No. 2, Moffett Gateway, the Appraised Value ($) represents the “Hypothetical Value As-Stabilized” value of $525,000,000, which assumes that all tenant improvement construction is complete and all contractual free rent obligations have burned off as of the stabilized value date of July 20, 2016. At origination, the borrower was required to reserve $43,642,904 into the Upfront Other Reserve ($) for outstanding tenant improvements, $5,743,978 for outstanding leasing commissions and $37,575,033 for outstanding free rent. The “as-is” value as of July 20, 2016 was $430,000,000, which results in a Current LTV % and Maturity LTV % of 56.5% and 48.0%, respectively.
  
 With respect to Loan No. 12, Reston EastPointe, the Appraised Value ($) represents the “Hypothetical As-Is” value of $61,200,000, which assumes that the costs for re-leasing certain vacant space at the mortgaged property has been paid or reserved. At origination, the borrower was required to reserve $1,150,000 for future tenant improvements and leasing commissions and $2,000,000 for tenant improvements and leasing commissions related to the vacant space at the mortgaged property. The “as-is” value as of October 5, 2016 is $58,000,000, which results in a Current LTV % and Maturity LTV % of 65.5%.
  
 With respect to Loan No. 21, Hilton Durham, the Appraised Value ($) represents the “Hypothetical Market Value As-Is” value of $25,300,000, which assumes that the property improvement plan (“PIP”) required by the related franchise agreement in connection with the borrower’s acquisition of the mortgaged property was completed as of December 1, 2016.  At origination, the borrower was required to reserve $3,202,753 for the related PIP. The “as-is” value as of December 1, 2016 is $23,000,000, which results in a Current LTV % and Maturity LTV % of 71.6% and 59.0%, respectively.
  
(5)For mortgage loans secured by multiple mortgaged properties, each mortgage loan’s Original Balance ($), Current Balance ($) and Maturity Balance ($) are allocated to the respective mortgaged property based on the mortgage loan’s documentation, or if no such allocation is provided in the mortgage loan documentation, the mortgage loan seller’s determination of the appropriate allocation.
  
(6)With respect to Loan No. 1, Hilton Hawaiian Village, the mortgage loan is part of a whole loan with an original principal balance of $1,275,000,000 (the “Hilton Hawaiian Village Whole Loan”), which is comprised of 16pari passu components (Note A-1-A, Note A-1-B, Note A-1-C, Note A-1-D, Note A-1-E, Note A-2-A-1, Note A-2-A-2, Note A-2-A-3, Note A-2-A-4, Note A-2-B-1, Note A-2-B-2, Note A-2-B-3, Note A-2-D-1, Note A-2-D-2, Note A-2-E-1 and Note A-2-E-2) and five subordinate companion loans (Note B-1, Note B-2, Note B-3, Note B-4 and Note B-5). Note A-2-A-2 has an outstanding principal balance as of the Cut-off Date of $80,000,000 and is being contributed to the JPMCC 2017-JP5 Trust. Notes A-2-A-1, A-2-B-1, A-2-D-1, A-2-D-2, A-2-

 

A-1-14 

 

 

 E-1, A-2-E-2 and A-2-B-3, with an aggregate outstanding principal balance as of the Cut-off Date of $326,125,000, have been contributed to other securitization trusts. Notes A-1-A, A-1-B, A-1-C, A-1-D and A-1-E, with an aggregate outstanding principal balance as of the Cut-off Date of $171,600,000, and the subordinate companion loans with an aggregate outstanding principal balance as of the Cut-off Date of $578,400,000, were contributed to a private securitization trust. The remaining threepari passucomponents have an aggregate outstanding principal balance as of the Cut-off Date of $118,875,000 and are expected to be contributed to one or more future securitization trusts. All loan level metrics are based on the Hilton Hawaiian Village Whole Loan balance excluding the subordinate companion loans.
  
 With respect to Loan No. 2, Moffett Gateway, the mortgage loan is part of a whole loan with an original principal balance of $345,000,000 (the “Moffett Gateway Whole Loan”) which is comprised of fivepari passu components (Note A-1, Note A-2, Note A-3, Note A-4 and Note A-5) and one subordinate companion loan (Note B-1). Note A-1 has an outstanding principal balance as of the Cut-off Date of $80,000,000 and is being contributed to the JPMCC 2017-JP5 Trust. Note A-2 has an outstanding principal balance as of the Cut-off Date of $60,000,000 and was contributed to the JPMCC 2016-JP4 trust. Note A-5 has an outstanding principal balance as of the Cut-off Date of $43,000,000 and was contributed to the JPMDB 2016-C4 trust. Note A-3 and Note A-4 have an aggregate outstanding principal balance as of the Cut-off Date of $60,000,000 and are expected to be contributed to one or more future securitization trusts. Note B-1 has an outstanding balance as of the Cut-off Date of $102,000,000 and was sold to a third-party investor. All loan level metrics are based on the Moffett Gateway Whole Loan balance excluding the subordinate companion loan.
  
 With respect to Loan No. 3, Dallas Design District, the mortgage loan is part of a whole loan with an original principal balance of $120,000,000 (the “Dallas Design District Whole Loan”) which is comprised of twopari passu components (Note A-1 and Note A-2). Note A-1 has an outstanding principal balance as of the Cut-off Date of $75,000,000 and is being contributed to the JPMCC 2017-JP5 Trust. Note A-2 has an outstanding principal balance as of the Cut-off Date of $45,000,000 and is expected to be contributed to one or more future securitization trusts. All loan level metrics are based on the Dallas Design District Whole Loan balance.
  
 With respect to Loan No. 4, Fresno Fashion Fair Mall, the mortgage loan is part of a whole loan with an original principal balance of $325,000,000 (the “Fresno Fashion Fair Mall Whole Loan”) which is comprised of sevenpari passu components. Note A-1-C has an outstanding principal balance as of the Cut-off Date of $69,000,000 and is being contributed to the JPMCC 2017-JP5 Trust. Note A-1-B has an outstanding principal balance as of the Cut-off Date of $80,000,000 and was contributed to the JPMCC 2016-JP4 trust. Note A-1-A has an outstanding principal balance as of the Cut-off Date of $60,000,000 and was contributed to the JPMDB 2016-C4 trust. Note A-2-A has an outstanding principal balance as of the Cut-off Date of $40,000,000 and was contributed to the CFCRE 2016-C6 trust. Note A-2-B and Note A-2-D have an aggregate outstanding principal balance as of the Cut-off Date of $41,000,000 and were contributed to the CFCRE 2016-C7 trust. Note A-2-C has an outstanding principal balance as of the Cut-off Date of $35,000,000 and was contributed to the CGCMT 2016-P6 trust. All loan level metrics are based on the Fresno Fashion Fair Mall Whole Loan balance.
  
 With respect to Loan No. 5, Riverway, the mortgage loan is part of a whole loan with an original principal balance of $128,000,000 (the “Riverway Whole Loan”) which is comprised of twopari passu components (Note A-1 and Note A-2). Note A-2 has an outstanding principal balance as of the Cut-off Date of $62,770,411 and was contributed to the JPMCC 2016-JP4 trust. Note A-1 has an outstanding principal balance as of the Cut-off Date of $64,763,123 and is being contributed to the JPMCC 2017-JP5 Trust. All loan level metrics are based on the Riverway Whole Loan balance.
  
 With respect to Loan No. 8, Landmark Square, the mortgage loan is part of a whole loan with an original principal balance of $100,000,000 (the “Landmark Square Whole Loan”) which is comprised of twopari passu components (Note A-1 and Note A-2). Note A-1 has an outstanding principal balance as of the Cut-off Date of $51,000,000 and is being contributed to the JPMCC 2017-JP5 Trust. Note A-2 has an outstanding principal balance as of the Cut-off Date of $49,000,000 and is expected to be contributed to one or more future securitization trusts. All loan level metrics are based on the Landmark Square Whole Loan balance.
  
 With respect to Loan No. 10, Courtyard Marriott - King Kamehameha, the mortgage loan is part of a whole loan with an original principal balance of $55,000,000 (the “Courtyard Marriott - King Kamehameha Whole Loan”) which is comprised of a senior Note A and one subordinate Note B. Note A has an outstanding principal balance as of the Cut-off Date of $39,945,058 and is being contributed to the JPMCC 2017-JP5 Trust. Note B has an outstanding principal balance as of the Cut-off Date of $14,979,397 and was sold to a third-party investor. All loan level metrics are based on the Courtyard Marriott - King Kamehameha Whole Loan balance excluding Note B.
  
(7)Each number identifies a group of related borrowers.
  
 With respect to Loan No. 3, Dallas Design District, two of the borrowers own the majority of the mortgaged property as tenants-in-common. The third borrower, 1500 Dragon Dunhill LLC, owns the fee interest to its parcel located at 1500 Dragon Street, Dallas, Texas.
  
 With respect to Loan No. 30, Neilson Square, the borrowers own the mortgaged property as tenants-in-common.
  
(8)For each mortgage loan, the excess of the related Interest Rate % over the related Servicing Fee Rate, the Trustee Fee Rate (including the Certificate Administrator Fee Rate), the Operating Advisor Fee Rate, the Asset Representations Reviewer Fee Rate and the CREFC® Intellectual Property Royalty License Fee Rate (collectively, the “Admin Fee %”).

 

A-1-15 

 

 

(9)For the mortgage loans that are interest-only for the entire term and accrue interest on an Actual/360 basis, the Monthly Debt Service ($) was calculated as 1/12th of the product of (i) the Original Balance ($), (ii) the Interest Rate % and (iii) 365/360.
  
 With respect to Loan No. 33, Lake Geneva Commons, the mortgage loan has a 10-year term, amortizes over a 30-year schedule, with the final 24-months of the loan term being interest only.
  
(10)With respect to all mortgage loans, except for the mortgage loan(s) listed below, Annual Debt Service ($) is calculated by multiplying the Monthly Debt Service ($) by 12.
  
 With respect to Loan No. 2, Moffett Gateway, the Annual Debt Service ($) is calculated based on the sum of the first 12 principal and interest payments after the expiration of the interest-only period based on the assumed principal payment schedule set forth on Annex F to this Preliminary Prospectus. As such, the Current Balance ($), Maturity Balance ($), Monthly Debt Service ($), UW NOI DSCR and UW NCF DSCR all reflect this principal payment schedule and a fixed interest rate of 3.319403%.
  
 With respect to Loan No. 10, Courtyard Marriott - King Kamehameha, the Annual Debt Service ($) is calculated based on the sum of the first 12 principal and interest payments allocable to the mortgage loan following the Cut-off Date and is based on a pro rata allocation between the A-Note and Subordinate Companion Loan of principal payable on the Courtyard Marriott - King Kamehameha Whole Loan. The assumed principal payment schedule set forth on Annex G to this Preliminary Prospectus. As such, the Current Balance ($), Maturity Balance ($), Monthly Debt Service ($), UW NOI DSCR and UW NCF DSCR all reflect this principal payment schedule and a fixed interest rate of 4.81000%.
  
(11)The “L” component of the prepayment provision represents lockout payments.
 The “Def” component of the prepayment provision represents defeasance payments.
 The “YM” component of the prepayment provision represents yield maintenance payments.
 The “O” Component of the prepayment provision represents the free payments including the Maturity Date.
  
 With respect to Loan No. 1, Hilton Hawaiian Village, the lockout period will be at least 28 payments beginning with and including the first payment on December 1, 2016. Defeasance of the full $1,275,00,000 Hilton Hawaiian Village Whole Loan is permitted after the earlier to occur of (i) May 1, 2019 and (ii) the date that is two years from the closing date of the securitization that includes the last note to be securitized (the “Hilton Hawaiian Village Defeasance Date”). Following the expiration of the Hilton Hawaiian Village Defeasance Date, the borrower is also permitted to prepay the Hilton Hawaiian Village Whole Loan (in whole but not in part) with the payment of a yield maintenance premium. The assumed lockout period is based on the expected JPMCC 2017-JP5 securitization closing date in March 2017. The actual lockout period may be longer.
  
 With respect to Loan No. 2, Moffett Gateway, the lockout period will be at least 29 payments beginning with and including the first payment on November 1, 2016. Defeasance of the full $345.0 million Moffett Gateway Whole Loan is permitted after the date that is two years from the closing date of the securitization that includes the last note to be securitized (the “Moffett Gateway Defeasance Date”). If the Moffett Gateway Defeasance Date has not occurred by November 1, 2020, the borrower is permitted to prepay the Moffett Gateway Whole Loan (in whole but not in part) with the payment of a yield maintenance premium. The assumed lockout period is based on the expected JPMCC 2017-JP5 securitization closing date in March 2017. The actual lockout period may be longer.
  
 With respect to Loan No. 8, Landmark Square, the lockout period will be at least 26 payments beginning with and including the first payment on February 1, 2017. Defeasance of the full $100.0 million Landmark Square Whole Loan is permitted after the date that is the earlier of (i) two years from the closing date of the securitization that includes the last note to be securitized and (ii) February 1, 2020. The assumed lockout period is based on the expected JPMCC 2017-JP5 securitization closing date in March 2017. The actual lockout period may be longer.
  
 With respect to Loan No. 32, St. Albans & Camino Commons, the borrowers are permitted to release an individual mortgaged property after the expiration of the applicable lockout period in connection with a partial defeasance (no earlier than two years from the closing date), subject to, among other things, the following conditions: (i) no event of default or loan trigger event has occurred and is continuing, (ii) the borrowers prepay the mortgage loan in an amount equal to the greater of (a) 125% of the initial loan amount allocated to the individual mortgaged property being released and (b) with respect to the remaining individual mortgaged property, the amount that results in (1) the LTV not exceeding the lesser of (x) 67.5% and (y) the LTV immediately prior to the release, (2) the Debt Yield being at least equal to the greater of (x) 9.75% and (y) the Debt Yield immediately prior to the release and (3) the DSCR being at least equal to the greater of (x) 1.30x and (y) the DSCR immediately prior to the release. The allocated Current Balance ($), UW NCF DSCR, UW NOI Debt Yield % and Current LTV % as of the Cut-off Date for the mortgaged properties are: Camino Commons: $3,392,115, 1.35x, 10.0% and 67.8% respectively, and St. Albans Circle: $2,993,042, 1.31x, 10.0% and 64.8%, respectively.
  
(12)With respect to some mortgage loans, historical financial information may not be available due to the when the properties were constructed and/or acquired.
  
 With respect to Loan No. 2, Moffett Gateway, the mortgaged property is newly constructed and limited historical financial information is available.
  
 With respect to Loan No. 6, 55 Hawthorne, historical financial information for 2013 and 2014 is not available as the previous owner acquired the mortgaged property in July 2014 and historical cash flows were not provided at the time of acquisition. Additionally, between 2014 and 2015, the mortgaged property underwent an extensive renovation.

 

A-1-16 

 

 

 With respect to Loan No. 27, Pangea 15, the mortgaged properties were purchased via several transactions and recently renovated in 2016. As a result, full year 2013, 2014 and 2015 financial information is not available.
  
 With respect to Loan No. 28, The Shoppes at Letson Farms, the mortgaged property was acquired in October 2015. As a result, full year 2015 financial information is not available.
  
 With respect to Loan No. 32, St. Albans & Camino Commons, the individual Camino Commons mortgaged property was acquired in 2013. As a result, full year 2013 financial information is not available.
  
 With respect to Loan No. 33, Lake Geneva Commons, the mortgaged property was acquired in December 2013. As a result, full year 2013 financial information is not available.
  
 With respect to Loan No. 34, Hampton Inn & Suites Huntsville, the mortgaged property was opened in November 2015. As a result, full year 2013, 2014 and 2015 financial information is not available.
  
 With respect to Loan No. 39, Northgate Business Park III, the mortgaged property was acquired in May 2015. As a result, full year 2013, 2014 and 2015 financial information is not available.
  
 With respect to Loan No. 40, Aldine Plaza, the mortgaged property was acquired in July 2013. As a result, full year 2013 financial information is not available.
  
 With respect to Loan No. 41, Walgreens Cooper City, historical financial information is not presented as the leases are on an absolute-net basis.
  
 With respect to Loan No. 43, Rite Aid Sugar Hill, historical financial information is not presented as the leases are on an absolute-net basis.
  
(13)With respect to all hotel properties, the UW NOI ($) is shown after taking a deduction for an FF&E reserve, and as such, the UW NOI ($) and UW NCF ($) for these properties are the same.
  
(14)The UW NOI DSCR and UW NCF DSCR for all partial interest-only mortgage loans were calculated based on the first principal and interest payment after the Note Date during the term of the mortgage loan.
  
 With respect to Loan No. 2, Moffett Gateway, UW NOI DSCR and UW NCF DSCR were calculated based on the sum of the first 12 payments after the expiration of the interest-only period assumed principal payment schedule set forth on Annex F to this Preliminary Prospectus.
  
 With respect to Loan No. 10, Courtyard Marriott - King Kamehameha, the Annual Debt Service ($) is calculated based on the sum of the first 12 principal and interest payments allocable to the mortgage loan following the Cut-off Date and is based on a pro rata allocation between the A-Note and Subordinate Companion Loan of principal payable on the Courtyard Marriott - King Kamehameha Whole Loan. The assumed principal payment schedule set forth on Annex G to this Preliminary Prospectus. As such, the Current Balance ($), Maturity Balance ($), Monthly Debt Service ($), UW NOI DSCR and UW NCF DSCR all reflect this principal payment schedule and a fixed interest rate of 4.81000%.
  
(15)Represents the amount deposited by the borrower at origination. All or a portion of this amount may have been released pursuant to the terms of the related loan documents.
  
 With respect to Loan No. 2, Moffett Gateway, the borrower was required at origination to deposit $37,575,033 for a free rent reserve into the Upfront Other Reserve ($).
  
 With respect to Loan No. 5, Riverway, the borrower was required at origination to deposit into the Upfront Other Reserve ($) $271,509 for a free rent reserve, $6,984,788 for an outstanding tenant improvement reserve and $81,825 for a required immediate repairs reserve.
  
 With respect to Loan No. 8, Landmark Square, so long as an affiliate of the borrower maintains a long term, unsecured debt rating of “BBB-” (or its equivalent) from each of Moody’s and Fitch or has total assets in excess of $500.0 million and maintains a net worth of at least $250.0 million (in each case, exclusive of any interest in the mortgaged property), the borrower may deliver a partial payment guaranty from such entity in lieu of the borrower’s requirement to make the following deposits: (i) the deposits into the Upfront TI/LC Reserve ($); (ii) the deposits into the Upfront Other Reserve ($) for free rent and outstanding tenant improvements and leasing commissions; and (iii) the deposits into the Upfront CapEx Reserve ($). The amount of this partial payment guaranty is required to be equal to the lesser of (A) the amount that would be contained in each reserve if not for the delivery of the partial payment guaranty and (B) the then outstanding principal balance of the Whole Loan. The borrower is also permitted to deliver a letter of credit in an amount required by the loan documents, or a combination of a partial payment guaranty and letter of credit, in lieu of such deposits. The Principal / Carve-out Guarantor delivered the partial payment guaranty referenced above at origination of the mortgage loan in lieu of making such deposits.

 

A-1-17 

 

 

 With respect to Loan No. 16, Royal Oaks Plaza, the borrower was required at origination to deposit into the Upfront Other Reserve ($) $540,000 in connection with the potential renewal of the Winn-Dixie lease. The escrow is required to be released in the event the borrower provides evidence that Winn-Dixie has renewed its lease on or before July 28, 2017.
  
 With respect to Loan No. 18, Liberty Center, the borrower was required to deposit $64,752 at origination of the mortgage loan in a free rent reserve, $23,549.87 of which was reserved for the Largest Tenant, Micro Focus, for the period from July 1, 2017 to August 31, 2017, and the remaining amount for other tenants.
  
 With respect to Loan No. 19, Ocotillo Plaza, the borrower was required at origination to deposit $1,250,000 in a reserve for the Largest Tenant, Marketon. In the event the tenant exercises its one-time termination right commencing June 1, 2017 and expiring July 14, 2017, amounts on deposit in such reserve may be used for approved leasing expenses in connection with the leased premises, and upon termination of the related trigger event period or, subject to the conditions set forth in the loan documents, if the tenant fails to exercise or waives its termination right, any remaining amounts will be released to the borrower.
  
 With respect to Loan No. 23, Partridge Inn Augusta, the borrower was required at origination to deposit into the Upfront Other Reserve ($) $150,000 for a seasonality reserve. The loan documents provide that on the payment date in each June, July, November, December, January and February (the “Seasonality Disbursement Period”), the lender is required to release funds from the reserve in an amount representing any shortfall in net cash flow for such month, provided that the borrower complies with the terms and conditions in the loan documents. In addition, on the payment date occurring in April of each year, if the amount on deposit in the reserve is greater than the aggregate shortfall in net cash flow for the immediately preceding Seasonality Disbursement Period as determined by the lender in its discretion, then the lender is required to disburse such excess amount to the borrower.
  
 With respect to Loan No. 26, 100 North Citrus, the borrower was required to deposit $63,162.05 at origination of the mortgage loan in a free rent reserve. The reserve will be disbursed (i) to the 2nd Largest Tenant, Jason Bao & Xue Feng Gao in installments of $11,723.95, $12,009.90 and $12,296 in April 2018, April 2019 and April 2020, respectively, (ii) to the 5th Largest Tenant, Hospice MD, Inc. in the amount of $8,075 in May 2017 and (iii) the remaining amount will be disbursed to other tenants.
  
 With respect to Loan No. 28, The Shoppes at Letson Farms, the borrower was required to deposit $11,108 at origination of the mortgage loan in a rent gap reserve, $9,328 of which was reserved for the 5th Largest Tenant, Jakes Soul Food, for the period from April 2017 to May 2017, and the remaining amount of $1,780 for another tenant.
  
 With respect to Loan No. 33, Lake Geneva Commons, the borrower was required to deposit $298,338 at origination of the mortgage loan in a rent reserve for its Largest Tenant, Aldi, for the payment of monthly mortgage loan payments for the period during the build-out of the Aldi space, which is expected to be completed by March 2017, and any remaining amounts will be disbursed to the borrower.
  
 With respect to Loan No. 36, 3200 North Hayden, the borrower was required to deposit $24,043.67 at origination of the mortgage loan in a free rent reserve for its 5th Largest Tenant, EZ-Links Golf LLC, and the reserve will be disbursed to the borrower upon lender’s receipt of satisfactory evidence that the tenant is paying full unabated rent, which is expected to occur by June 1, 2017.
  
(16)Represents the monthly amounts required to be deposited by the borrower. The monthly collected amounts may be increased or decreased pursuant to the terms of the related loan documents. In certain cases, reserves with $0 balances are springing and are collected in the event of certain conditions being triggered in the respective mortgage loan documents. In certain other cases, all excess cash flow will be swept into reserve accounts in the event of certain conditions being triggered in the respective mortgage loan documents.
  
 With respect to Loan No. 1, Hilton Hawaiian Village, the borrower is required to deposit into the Monthly CapEx Reserve ($), on a monthly basis to fund the cost of replacements, an amount equal to the greater of (i) the aggregate amount of all deposits for replacements required to be deposited pursuant to any franchise or management agreement or (ii) 4.0% of gross income from operations for the two calendar months prior to the date on which the borrower is required make such deposit. To the extent no event of default exists, the loan documents provide that the borrower will receive a credit against each monthly deposit on a dollar for dollar basis to the extent the borrower makes deposits into a similar reserve or if such amounts otherwise accounted for pursuant to the working capital balance held in either operating account. In addition, the Monthly RE Tax Reserve ($) and Monthly Ins. Reserve ($) are waived to the extent there is no cash sweep period continuing under the loan documents or to the extent the borrower reserves such funds with the manager or the manager pays such taxes and insurance premiums in accordance with the management agreement.
  
 With respect to Loan No. 3, Dallas Design District, the Monthly CapEx Reserve ($) and the Monthly TI/LC Reserve ($) are waived provided that the balance of each reserve equals $372,816 and $3,278,052, respectively. Following the occurrence of either reserve balance falling below the required cap, the borrowers will be required to deposit into escrow the respective amount that would bring the balance of each respective reserve up to, but not above, the required cap.
  
 With respect to Loan No. 3, Dallas Design District, the borrowers are required to deposit into the Monthly Other Reserve ($), on a monthly basis, a reserve for ground rent in the amount of 1/12 of the base rents due under the ground lease that the lender estimates will be payable under the ground lease during the following 12-month period.
  
 With respect to Loan No. 4, Fresno Fashion Fair Mall, the Monthly RE Tax Reserve ($), Monthly CapEx Reserve ($) and Monthly TI/LC Reserve ($) are waived provided that there is no trigger period in effect. A trigger period will commence upon the

 

A-1-18 

 

 

 occurrence and continuance of an event of default or the occurrence of the date on which the debt service coverage ratio falls below 1.45x. Following the occurrence and during the continuance of a trigger period, the borrower is required to deposit $7,670 into the Monthly CapEx Reserve ($) for replacement reserves and $46,368 into the Monthly TI/LC Reserve ($) for tenant improvements and leasing commissions.
  
 With respect to Loan No. 5, Riverway, in addition to the regular deposits of $108,640 into the Monthly TI/LC Reserve ($), following the occurrence of (a) any of the following with respect to the Largest Tenant, U.S. Foods, or the 2nd Largest Tenant, Central States Pension Fund (or their respective replacement tenants): (i) any termination or giving of notice for any termination of the related lease; (ii) the tenant going dark, vacating or ceasing operations at the related leased premises; (iii) any insolvency or bankruptcy action; or (iv) any failure to renew the related lease(s) in accordance with its terms (each, a “Tenant Trigger Event”) or (b) a withdrawal of U.S. Foods’ credit rating (unless U.S. Foods’ rating is withdrawn solely as the result of no longer having public debt necessary to enable such rating and it maintains a net worth of at least $1 billion) or downgrading of such rating below “B2” or “B” (or the equivalent) or less by each of S&P, Moody’s and Fitch (each, a “Downgrade Trigger Event”), the borrower is required to deposit all excess cash flow after debt service, required reserves and operating expenses into the Monthly TI/LC Reserve ($). If (x) a Tenant Trigger Event has occurred with respect to U.S. Foods and one or more of Central States Pension Fund or any replacement tenant or (y) if a Tenant Trigger Event and a Downgrade Trigger Event have occurred and are simultaneously continuing, the excess cash flow deposited into the Monthly TI/LC Reserve ($) is required to be allocated to the U.S. Foods subaccount in such proportion as the lender determines in its sole but reasonable discretion. The borrower is also required to deposit any contraction or termination fees into the Monthly TI/LC Reserve ($).
  
 With respect to Loan No. 6, 55 Hawthorne, the loan documents provide that during a cash sweep event solely caused by (i) the Largest Tenant, Yelp delivering notice of its intention not to renew its lease, (ii) Yelp delivering notice of its intention to terminate its lease for a portion of the building that results in a vacancy of more than 2.5 floors (unless such portion of terminated space has been re-leased to a replacement tenant in accordance with the loan documents), (iii) Yelp failing to renew its lease on or prior to the date required for such renewal, (iv) Yelp going dark, vacating or abandoning a portion of its space greater than 2.5 floors for a period of more than 180 consecutive days or (v) any bankruptcy or insolvency action with respect to Yelp, all excess cash flow after payment of debt service, required reserves and operating expenses are required to be deposited into the Monthly TI/LC Reserve ($). In addition, the Monthly RE Tax Reserve ($) is waived provided there is no event of default and the borrower provides the lender with satisfactory evidence that all taxes have been paid on or prior to the date when due.
  
 With respect to Loan No. 8, Landmark Square, so long as an affiliate of the borrower maintains a long term unsecured debt rating of “BBB-” (or its equivalent) from each of Moody’s and Fitch or has total assets in excess of $500.0 million and maintains a net worth of at least $250.0 million (in each case, exclusive of any interest in the mortgaged property), the borrower may deliver a partial payment guaranty from such entity in lieu of the borrower’s requirement to make (i) the deposits into the Monthly TI/LC Reserve ($), and (ii) the deposits into the Monthly CapEx Reserve ($). The amount of this partial payment guaranty is required to be equal to the lesser of (A) the amount that would be contained in each reserve if not for the delivery of the partial payment guaranty and (B) the then outstanding principal balance of the Whole Loan. The borrower is also permitted to deliver a letter of credit in an amount required by the loan documents, or a combination of a partial payment guaranty and letter of credit, in lieu of such deposits. The Principal / Carve-out Guarantor delivered the partial payment guaranty referenced above at origination of the mortgage loan in lieu of making such deposits.
  
 With respect to Loan No. 9, Centre Market Building, the borrower is required to deposit into the Monthly TI/LC Reserve ($) the following deposits monthly: (i) $250,000 on each payment date through and including the payment date in January 2021; (ii) beginning on the payment date in February 2021 and on each payment date through and including the payment date in September 2023, an amount equal to $208,333; and (iii) beginning on the payment date occurring in October 2023 and on each payment date thereafter, an amount equal to $56,000 for TI/LC reserves.
  
 With respect to Loan No. 10, Courtyard Marriott - King Kamehameha, the borrower is required to deposit into the Monthly Other Reserve ($) 1/12 of the aggregate rents payable under the ground lease (including, without limitation, base rent, additional rents and any percentage rent) that the lender estimates will be payable under the ground lease. In addition, the borrower is required to deposit into the Monthly Other Reserve ($) an amount equal to $191,667 for a PIP that is currently being negotiated between the borrower and franchisor, and the borrower may elect to deposit 50% of the Monthly CapEx Reserve ($) into the Monthly Other Reserve ($) for the first 24 payment dates of the loan term. The borrower will not be required to make any additional deposits for any future or additional PIP so long as such costs are included in the annual budget approved in accordance with the loan documents. If such amounts are not accounted for in the approved annual budget, a monthly PIP deposit amount will be established in an amount that lender reasonably determines sufficient to make up such deficiency. In lieu of depositing cash for the PIP reserve, the borrower may deliver to lender a letter of credit for all or any portion of such reserve funds.
  
 With respect to Loan No. 11, Milton Park, the loan documents provide that the borrower is required to deposit the following into the Monthly TI/LC Reserve ($): (i) during a cash sweep event caused by the Largest Tenant, Landis+Gyr (or any tenant leasing such space) terminating its lease, giving notice of its intent to terminate the lease, going dark, vacating or ceasing operations, becoming insolvent or subject to a bankruptcy proceeding or failing to renew or extend its lease in accordance with the loan documents, all excess cash flow after payment of debt service, required reserves and operating expenses (until the occurrence of the applicable cash sweep trigger cure under the loan documents); (ii) any amounts paid to borrower in connection with any termination or contraction rights under any tenant’s lease and (iii) any amounts paid to the borrower pursuant to any letter of credit issued in connection with any lease. In addition, if (a) on May 1, 2020, Landis+Gyr has not renewed or extended its lease for a term expiring on or after January 1, 2024 and (b) the lender determines that amounts on deposit in the Monthly TI/LC Reserve ($) (exclusive of certain amounts set forth in the loan documents) are less than $1,000,000, the borrower is required to deposit in the Monthly TI/LC Reserve ($), no later than May 31, 2020, an amount sufficient to ensure the reserve (exclusive

 

A-1-19 

 

 

 of certain amounts set forth in the loan documents) equals $1,000,000. In addition, if a cash sweep event triggered by an event set forth in subpart (i) above has occurred and is continuing, the excess cash flow deposited into the Monthly TI/LC Reserve ($) and the $2.2 million deposit that the borrower may use to cure a cash sweep event triggered by Landis+Gyr going dark are required to be allocated to a Landis+Gyr subaccount. Funds allocated to the Landis+Gyr subaccount will be used solely for tenant improvements and leasing commissions in connection with the Landis+Gyr leased premises; provided, however, in the event all other funds in the reserve (exclusive of the funds allocated to the Landis+Gyr subaccount) have been disbursed in accordance with the loan agreement, the lender is required to make disbursements from the portion of the funds allocated to the Landis+Gyr subaccount to pay for tenant improvement and leasing commission obligations incurred in connection with new leases. From and after May 31, 2020, the lender is not required to disburse any funds from the reserve if such disbursement will result in the funds (exclusive of the Landis+Gyr go dark deposit and any excess cash flow deposited during a Landis+Gyr go dark event) on deposit in the TI/LC reserve to be less than $1,000,000 unless (i) Landis+Gyr has renewed or extended the Landis+Gyr lease for a term expiring on or after January 1, 2024 or (ii) such disbursement is in connection with a re-tenant event of the Landis+Gyr leased premises pursuant to a lease for a term expiring on or after January 1, 2024 and is reasonably acceptable to lender.
  
 With respect to Loan No. 13, Orchard Hill Park, the loan documents provide that during a cash sweep event solely caused by any of the Largest Tenant, Kohl’s, the 2nd Largest Tenant, Dick’s Sporting Goods, or the 3rd Largest Tenant, Bed Bath & Beyond, (a) failing to extend or renew its respective lease on or before the earlier of (i) the date required by the related lease or (ii) the date that is 12 months prior to the related expiration date, (b) exercising any termination option, (c) giving any notice that it intends to terminate, abandon, vacate or otherwise cancel its respective lease or (d) terminating or cancelling its related lease (including any rejection of the lease in bankruptcy), all excess cash flow after payment of debt service, required reserves and operating expenses will be deposited into the Monthly TI/LC Reserve ($) until the TI/LC Reserve Cap ($) has been reached.
  
 With respect to Loan No. 14, 11200 Rockville Pike, the loan documents also require that the borrower deposit any termination fee or other consideration payable to the borrower in connection with any tenant’s election to exercise any early termination option or in connection with any other termination, amendment or modification of a lease, reduction of rent, shortening of the term or surrender of space, which amounts must be deposited into the Monthly TI/LC Reserve ($). In addition, the borrower is required to deposit an amount equal to any free rent and rent abatements under any lease entered into after the origination date into the Monthly Other Reserve ($).
  
 With respect to Loan No. 15, Marriott Galleria, the borrowers are entitled to a credit (on a dollar-for-dollar basis) against the requirements to make deposits into the Monthly RE Tax Reserve ($), Monthly Ins. Reserve ($) and Monthly CapEx Reserve ($) to the extent the borrowers are required to make deposits into a tax, insurance and FF&E reserve or escrow account maintained by the property manager pursuant to the hotel management agreement between the manager and the borrowers, provided that the lender receives satisfactory evidence that such deposits are being made with the manager and that the manager is expending such funds on reserves for the payments of taxes and other charges, insurance premiums and FF&E replacements. The loan documents require the borrowers to deposit into the Monthly CapEx Reserve ($) an amount equal to the greater of (i) 4.0% of gross income from operations for the calendar month two months prior to the applicable payment date, (ii) amounts required to be made into an FF&E reserve account maintained by the hotel manager pursuant to the hotel management agreement, and (iii) if the mortgaged property becomes subject to a franchise agreement, the amount required by such franchise agreement.
  
 With respect to Loan No. 16, Royal Oaks Plaza, the loan documents provide that in the event of a cash sweep period caused by (i) any notice of non-renewal, notice of termination or failure to renew the Winn-Dixie lease prior to the date that is three months prior to its current expiration date of October 28, 2017, (ii) after July 28, 2017, any notice of non-renewal, notice of termination or failure to renew the Winn-Dixie lease prior the date that is nine months prior to the then current expiration date of the lease or (iii) Winn-Dixie going dark, vacating or abandoning the leased premises or being the subject of a bankruptcy or insolvency action, all excess cash flow after payment of debt service, required reserves and operating expenses, as well as any cash or letter of credit delivered by the borrower to cure such cash sweep period, will be deposited into the Monthly Other Reserve ($) for costs and expenses associated with re-tenanting the leased premises.
  
 With respect to Loan No. 18, Liberty Center, the borrower is required to deposit the sum of $46,640 on each monthly payment date for the first 24 months of the mortgage loan into the Monthly TI/LC Reserve ($), decreasing to $23,320 monthly thereafter. The Monthly TI/LC Reserve ($) is initially capped at $1,450,000. If the borrower provides to the lender satisfactory evidence that all outstanding tenant improvement obligations under the lease with the 2nd Largest Tenant, Regus National Business Centers, have been satisfied, the TI/LC Reserve Cap ($) will be reduced to $1,250,000.
  
 With respect to Loan No. 20, Gwinnett Commerce Center, the loan documents provide that during a cash sweep event solely caused by a tenant trigger event, all excess cash flow will be deposited into the Monthly TI/LC Reserve ($) until the TI/LC Reserve Cap ($) of $1,800,000 in the aggregate has been reached.
  
 With respect to Loan No. 23, Partridge Inn Augusta, the Monthly Other Reserve ($) consists of a seasonality reserve. On the payment date in May of each year during the loan term, the borrower is required to deposit into the Monthly Other Reserve ($) an amount equal to at least the aggregate shortfall in net cash flow for the immediately preceding June, July, November, December, January and February months, as determined by lender in March of each year and based upon actual net cash flow in such months during the 12 months immediately prior to the date of lender determination.
  
 With respect to Loan No. 30, Neilson Square, the borrower was required to fund an upfront deposit of $100,271 into the Upfront CapEx Reserve ($). In addition, the borrower was required to make ongoing monthly deposits of $1,311 for the Monthly CapEx

 

A-1-20 

 

 

 Reserve ($) up to and including the monthly payment date in February 2020. In the event the funds in the related reserve are drawn below $125,000 prior to replacement of the roof, the borrower will be required to deposit $1,311 monthly until the CapEx Reserve Cap ($) of $125,000 is reached. Following completion of the roof, the CapEx Reserve Cap ($) will be reduced to $25,000 and if funds on deposit in the related reserve fall below $25,000, the borrower will be required to deposit $1,311 monthly into the Monthly CapEx Reserve ($) until the cap of $25,000 is achieved again.
  
 With respect to Loan No. 34, Hampton Inn & Suites Huntsville, the borrower is required to deposit on each monthly payment date in the Monthly Capex Reserve ($) an amount equal to 1/12 of 2% of gross revenue for the first 24 months of the mortgage loan term, and thereafter an amount equal to 1/12 of 4% of gross revenue subject to any reassessment by the lender of the required work.
  
 With respect to Loan No. 35, Holiday Inn Express Orangeburg, the borrower is required to deposit 1/12 of 5% of gross revenues at the mortgaged property into an FF&E reserve subject to a cap of $936,000, provided that so long as the franchisor does not require the borrower to maintain a capital reserve in accordance with the franchise agreement, upon completion of the PIP, such monthly deposit will be reduced to 1/12 of 4% of annual gross revenues. Beginning on November 27, 2023 and through the date on which the borrower executes a replacement franchise agreement (or an extension of the existing franchise agreement) to expire no earlier than November 2031 in form satisfactory to the lender, the borrower will be required to make monthly deposits into an FF&E reserve in an amount equal to the greater of (a) 1/12 of 4% of gross revenues at the mortgaged property and (b) the quotient resulting from (i) the difference between $936,000 less the balance then on deposit in the related reserve divided by (ii) 36. During this time, the borrower will not have the ability to draw from or otherwise retain a release of funds on deposit in the related reserve. In lieu of the monthly deposits into an FF&E reserve during this time, the borrower will have the option to deliver to the lender on or prior to the commencement of the foregoing referenced 36-month period an “evergreen” letter of credit in the amount of $936,000 less the balance then on deposit in an FF&E reserve (the “LOC”). In the event that the borrower elects to deliver the LOC in lieu of making the monthly deposits into an FF&E reserve during this 36-month period, the borrower will not be entitled to make any draws under the LOC or to receive reimbursements from the lender with respect to any FF&E work, any costs associated with entering into, negotiating or executing a replacement franchise agreement (or any extension of the existing franchise agreement) or any work required in connection therewith.
  
 With respect to Loan No. 38, Courtyard Business Center, deposits into the Monthly TI/LC Reserve ($) will be suspended so long as the mortgaged property maintains a physical and economic occupancy equal to or greater than 80%. If the mortgaged property is less than 80% physically and economically occupied, the borrower will be required to deposit $8,333 monthly into the Monthly TI/LC Reserve ($).
  
(17)Represents a cap on the amount required to be deposited by the borrower pursuant to the related mortgage loan documents. In certain cases, during the term of the mortgage loan, the caps may be altered or terminated subject to conditions of the respective mortgage loan documents.
  
 With respect to Loan No. 9, Centre Market Building, the loan documents provide for a TI/LC Reserve Cap ($) in an amount equal to $7,750,000; provided, however, commencing on October 1, 2023 through and including the maturity date, (i) if the Largest Tenant, US Customs and Border Protection (“CBP”), executes a new lease with the borrower for a term expiring between September 30, 2023 and September 29, 2028, the TI/LC Reserve Cap ($) is required to be reduced to $5,500,000, (ii) If CBP and the borrower execute a new lease for a term expiring between September 30, 2028 and September 30, 2030, the TI/LC Reserve Cap ($) is required to be reduced to $2,500,000, or (iii) if CBP and the borrower execute a new lease for a term expiring after September 30, 2030 and the 2nd Largest Tenant, US Drug Enforcement Administration (“DEA”), and the borrower renew the DEA’s lease in accordance with the loan documents or execute a new lease with base rent of not less than 85% of the then-current base rent for a term expiring after June 30 2028, in each case among certain other conditions, the TI/LC Reserve Cap ($) will be reduced to $0.
  
 With respect to Loan No. 10, Courtyard Marriott - King Kamehameha, the loan documents provide that the deposits made into the PIP reserve, in the aggregate, have an Other Reserve Cap ($) of the greater of (i) the total estimated cost of the PIP or (ii) if borrower has commenced work on the PIP, the amount necessary to complete the initial PIP. Any portion of the FF&E monthly deposit deposited into the PIP reserve will be applied in the determination of whether the cap has been reached.
  
 With respect to Loan No. 13, Orchard Hill Park, the loan documents provide that the deposits made into the Monthly CapEx Reserve ($) have a CapEx Reserve Cap ($) of $43,272 in the aggregate. During a cash sweep event caused solely by a tenant trigger event, all excess cash flow, until the Monthly TI/LC Reserve Cap ($) of $572,400 has been reached, will be deposited into the Monthly TI/LC Reserve ($) account.
  
 With respect to Loan No. 20, Gwinnett Commerce Center, the loan documents provide that the deposits made into the Monthly TI/LC Reserve ($) have a TI/LC Reserve Cap ($) of $1,800,000 in the aggregate, which includes all excess cash flow during a cash sweep event caused solely by a tenant trigger event.  
  
(18)With respect to the footnotes hereto, no footnotes have been provided with respect to tenants that are not among the five largest tenants by square footage for any Mortgaged Property.
  
(19)In certain cases, the data for tenants occupying multiple spaces includes square footage only from the primary spaces sharing the same expiration date, and may not include smaller spaces with different expiration dates.

 

A-1-21 

 

 

 With respect to Loan No. 6, 55 Hawthorne, except as noted below, the Largest Tenant, Yelp, is contractually obligated under its lease to occupy 100% of the building upon expiration of the current leases. All current leases expire by October 2017. There is one tenant, Make-a-Wish Foundation, with one, five-year renewal option, however, the loan sponsor does not expect Make-a-Wish Foundation to exercise the renewal option, which would increase its rent from $32.00 per square foot to market value, which the appraisal concluded to be $72.00 per square foot. If Make-a-Wish Foundation does exercise its renewal option, Yelp has the right but not the obligation to lease such space at the expiration of the extension term.
  
 With respect to Loan No. 11, Milton Park, the 4th Largest Tenant, GE Capital, subleases 11,209 square feet to Antares Capital.
  
 With respect to Loan No. 12, Reston EastPointe, the Largest Tenant, Vencore, Inc. subleases (i) 37,243 square feet to STG, Inc., (ii) 11,556 square feet to Cyveillance, and (iii) 11,051 square feet to the 3rd Largest Tenant, Vistronix, LLC. The 2nd Largest Tenant, Blue Canopy, LLC, subleases 25,171 square feet from Farmers Insurance Exchange. The space subleased by Blue Canopy, LLC expires February 28, 2019, and the tenant’s direct lease of 14,855 square feet expires February 28, 2023.
  
(20)The lease expirations shown are based on full lease terms; however, in some instances, the tenant may have the option to terminate its lease with respect to all or a portion of its leased space prior to the expiration date shown. In addition, in some instances, a tenant may have the right to assign its lease or sublease its leased premises and be released from its obligations under the subject lease.
  
 With respect to Loan No. 3, Dallas Design District, the 3rd Largest Tenant, David Sutherland, Inc., has the right to terminate its lease on June 1, 2018, with notice on or prior to June 1, 2017 and the payment of a termination fee.
  
 With respect to Loan No. 4, Fresno Fashion Fair Mall, the Largest Tenant, JCPenney, has the right to purchase its leased parcel under the related lease if the tenant determines that the lease has become “uneconomical” in accordance with the lease. The borrower may nullify this purchase option and the loan agreement requires the borrower to reject any offer to purchase the leased parcel, however, the lease provides that if the borrower rejects the offer to purchase, the lease will be terminated.
  
 With respect to Loan No. 4, Fresno Fashion Fair Mall, the lease for the 2nd Largest Tenant, Victoria’s Secret, contains a co-tenancy clause that requires (i) more than three “Major Tenants” (as defined in the lease) to be open for business or (ii) 70% of other stores having storefronts or entrances on the enclosed mall excluding any “Major Tenants” (each of the foregoing (i) and (ii), the “VS Co-Tenancy Requirement”) to be open for business for reasons other than temporary permitted closures in accordance with the lease agreement. If the VS Co-Tenancy Requirement is breached (A) for 180 consecutive days, after such period, the tenant may pay a reduced rent of 5% of gross sales and (B) for 365 consecutive days, after such period, the tenant may terminate the lease with notice prior to the later of (i) 395 consecutive days from date the tenant was entitled to commence payment of the alternative rent, or (ii) 60 days following the date of the tenant’s notice that it is beginning the payment of alternative rent. If the tenant does not provide notice of termination as provided in the preceding sentence, the tenant is required to resume paying full rent. In addition, the lease for the 5th Largest Tenant, Anthropologie, contains a co-tenancy clause that requires (i) three or more tenants of 90,000 square feet or more to be operating or (ii) more than 65% of the total square footage of the mall (excluding the leased premises) to be occupied by tenants operating their business (each of the foregoing (i) and (ii), the “Anthropologie Co-Tenancy Requirement”). If the Anthropologie Co-Tenancy Requirement is breached (A) for six months or more, the tenant may pay a reduced rent of 6% of gross sales, and (B) for 365 consecutive days, after such period, the tenant may terminate the lease with 60 days notice following such 365 day period. If the tenant does not provide notice of termination as provided in the preceding sentence, the tenant is required to resume paying full rent.
  
 With respect to Loan No. 5, Riverway, the 3rd Largest Tenant, Culligan International Company, has the right to terminate its lease as of December 31, 2019 with nine months’ notice and the payment of a termination fee.
  
 With respect to Loan No. 5, Riverway, the 2nd Largest Tenant, Central States Pension Fund, the loan sponsor has indicated that the tenant may be facing insolvency issues in the future. According to the loan sponsor, as of December 31, 2015, the total number of participants and beneficiaries covered by the pension plan was 397,492. Of that number, 64,527 were current employees and the remaining members were either retired and receiving benefits or retired with a right to future benefits. In May 2016, the US Department of the Treasury rejected a plan put forth by the tenant to partially reduce the pensions of 115,000 retirees and the future benefits of 155,000 current workers. According to the loan sponsor, it is anticipated that without federal assistance, the pension fund will become insolvent by the end of 2025.
  
 With respect to Loan No. 6, 55 Hawthorne, the Largest Tenant, Yelp, has the right to contract its leased space by (i) up to two entire floors, effective as of the last day of the 72nd calendar month of the lease term, and (ii) up to one entire floor, effective as of the last day of the 96th calendar month of the lease term, provided in each case that the tenant is leasing at least 65% of the total net rentable area in the building. The tenant is required to terminate the lowest floors being leased.
  
 With respect to Loan No. 7, Bardmoor Palms, the Largest Tenant, Allstate, has the right to terminate its lease with respect to (i) 37,411 square feet in the east building at any time beginning October 1, 2021 with 12 months’ written notice and the payment of a termination fee and (ii) 90,258 square feet in the west building at any time beginning October 1, 2023 with 12 months’ written notice and the payment of a termination fee.
  
 With respect to Loan No. 8, Landmark Square, the Largest Tenant, Cummings & Lockwood has the right to contract its leased space by 5,000-10,000 square feet as of April 30, 2021, with 12 months’ notice and the payment of a contraction fee. The 3rd Largest Tenant, Finn Dixon & Herling, has a one-time right to terminate 3,240 square feet of its 26,385 total square as of January

 

A-1-22 

 

 

 1, 2023 with 18 months’ written notice. The 4th Largest Tenant, Morgan Stanley Smith Barney, has a one-time right to terminate its lease as of August 23, 2019 with 12 months’ written notice and the payment of a termination fee.
  
 With respect to Loan No. 9, Centre Market Building, the Largest Tenant, US Customs and Border Protection, has the right to terminate its lease on May 31, 2019 with 180 days’ notice. The 3rd Largest Tenant, US Social Security Administration, has the right to terminate its lease at any time with 90 days’ notice.
  
 With respect to Loan No. 11, Milton Park, the 2nd Largest Tenant, Pegasystems, Inc., has the right to terminate its lease as of July 31, 2019 in the event there is a change in control of the tenant (whether by the change of 50% or more of the direct or indirect ownership interests in the tenant or possession of the right to vote more than 50% of the ownership interests in the tenant), with notice by January 31, 2019 and the payment of a termination fee.
  
 With respect to Loan No. 12, Reston EastPointe, the 2nd Largest Tenant (when including subleased space), Blue Canopy, LLC, has the right to terminate its lease on July 31, 2019 with 12 months’ notice and payment of a termination fee. The 3rd Largest Tenant (when including subleased space), Vistronix, LLC, has the right to terminate its lease on November 30, 2020 with nine months’ notice and payment of a termination fee.
  
 With respect to Loan No. 13, Orchard Hill Park, the lease for the 2nd Largest Tenant, Dick’s Sporting Goods, contains a co-tenancy clause that requires at least 65% of the leasable floor area to be occupied/opened by a (i) a national occupant operating a minimum of 50 high-quality retail stores or (ii) a regional occupant operating high-quality retail stores, both of types found in first-class shopping centers. If the co-tenancy requirement is not satisfied in excess of 90 consecutive days, tenant will pay substitute rent of 3% of gross sales (but not more than the lease rent) at the beginning of the first calendar month following such co-tenancy violation and ending on the last day of the calendar month such violation ends. If such co-tenancy violation continues for a period up to 24 months tenant has the right to continue to pay substitute rent or may terminate its lease with 60 days’ notice. If such co-tenancy violation continues for a period over 24 months (“Violation Period”), then tenant, within 30 days after such period, will either (a) terminate its lease with 60 days written notice or (b) resume full payment of rent in the first calendar month after 60 days from the Violation Period. The lease for the 3rd Largest Tenant, Bed Bath & Beyond, contains a co-tenancy clause that requires at least 75,000 square feet of the leasable floor area to be used for the operation of a retail business by a national or regional tenant typically found in first class shopping centers. If the co-tenancy requirement is violated for more than 365 days, the tenant will have the right to pay an alternative rent of 3% of gross sales or 50% of the tenants current fixed rent during the period the violation continues in excess of 365 days. If such violation continues for a period in excess of 730 continuous days the tenant will have the right, within 120 days after the expiration of such 730-day period and with 60 days’ written notice to terminate its lease. If the tenant does not terminate its lease within 120 days after the expiration of such 730-day period the tenant will resume paying full rent. The lease for the 4th Largest Tenant, Chili’s, contains a co-tenancy clause that requires 65% of Orchard Hill Park (excluding Target and Chili’s) to be open and operating. If the co-tenancy requirement is not satisfied in excess of 150 consecutive days, then tenant will have the right to cease operations and at any time tenant will have the right to terminate its lease with 90 days’ notice to landlord. The lease for the 5th Largest Tenant, Sleepy’s, contains a co-tenancy clause that states the tenant will have the right to pay a substitute rent equal to 50% of the tenants current minimum annual rent as substitute rent if either of the following exists for a continuous period of 90 days after written notice to landlord: (1) Target and Kohl’s space becomes vacant or (2) less than 50% of the remaining stores in Orchard Hill Park (not including Target and Kohl’s space) will be vacant (a “Co-Tenancy Failure”). If a Co-Tenancy Failure continues for six months following written notice to landlord, the tenant can either terminate its lease with 10 days’ notice or resume paying full rent. The lease for the 5th Largest Tenant, Sleepy’s, has a one-time option to terminate its lease, effective as of November 30, 2017, at any time within a 30-day period after February 28, 2017, if its gross sales do not exceed $875,000 for at least one 12-month period between January 1, 2013 and February 28, 2017, with notice on or prior to the expiration of such 30-day period.
  
 With respect to Loan No. 14, 11200 Rockville Pike, the Largest Tenant, RR Donnelly Financial, Inc., has the right to terminate its lease or contract its space of the entire third or fifth floors on February 28, 2019, with 12 months’ notice and the payment of a termination fee. The 2nd Largest Tenant, Snyder Cohn PC, has the right to terminate its lease on November 30, 2020, with notice on or before 210 days prior to exercising such option and the payment of a termination fee.
  
 With respect to Loan No. 17, Las Palmas, the 2nd Largest Tenant, CPS Energy, has the one-time right to terminate its lease as of January 31, 2019, with 90 days’ notice and payment of a termination fee.
  
 With respect to Loan No. 18, Liberty Center, the 3rd Largest Tenant, Rexair LLC, has the one-time right to terminate its lease during the month of January 2018 with at least six months’ notice but no more than 12 months’ prior written notice and payment of an early termination fee equal to 107.5% of the total unamortized sum of landlord’s work and leasing commissions. Additionally, the 4th Largest Tenant, Farmers Insurance Exchange, has an ongoing right to contract space by up to 25% on or after May 1, 2017 with 90 days’ prior written notice and a contraction fee equal to 120% of the total unamortized sum of landlord’s work and leasing commissions. Farmers Insurance Exchange also has the right to terminate its lease as of April 30, 2018 with 90 days’ prior written notice and payment of an early termination fee equal to 120% of the total unamortized sum of landlord’s work and leasing commissions. The 5th Largest Tenant, Cornerstone Municipal, has the right to terminate its lease as of February 29, 2020 and expiring on January 31, 2021 with six months’ prior written notice and payment of an early termination fee equal to 120% of the total unamortized sum of tenant improvements and leasing commissions, if there is a buyout, merger or sale of the company.
  
 With respect to Loan No. 19, Ocotillo Plaza, the Largest Tenant, Marketon, has the one-time right to terminate its lease effective June 1, 2017 and expiring on July 14, 2017 if gross sales for the then-previous 12-month period fail to exceed $36,000,000.

 

A-1-23 

 

 

 With respect to Loan No. 20, Gwinnett Commerce Center, the Largest Tenant, GSA Department of Veteran Affairs, has the right to terminate its lease after November 1, 2020 with 90 days’ notice. The 5th Largest Tenant, GSA Federal Energy Regulatory Commission, has the right to terminate its lease at any time with 60 days’ notice.
  
 With respect to Loan No. 24, 4400 Dixie Highway, the 4th Largest Tenant, Metalworking Group Holdings, Inc., has the one-time right to terminate its lease as of October 31, 2017, with notice by April 1, 2017.
  
 With respect to Loan No. 26, 100 North Citrus, the Largest Tenant, Wells Fargo Bank N.A., has the one-time right to terminate its lease effective November 30, 2022 with 12 months’ prior written notice and payment of an early termination fee equal to the total unamortized sum of landlord’s work and leasing commissions.
  
 With respect to Loan No. 33, Lake Geneva Commons, the 2nd Largest Tenant, HomeGoods, has the option to terminate its lease if Petco or Aldi is closed for more than 18 consecutive months. The borrower anticipates that Aldi will open for business in April 2017. Additionally, the 3rd Largest Tenant, Petco, has the option to pay the 5% of gross sales in lieu of base rent if, during any 30 consecutive day period, the mortgaged property is less than 33% occupied. If the related co-tenancy provision continues for 12 months, Petco may terminate its lease.
  
 With respect to Loan No. 36, 3200 North Hayden, the Largest Tenant, Strickbine Publishing, Inc., vacated its premises and has subleased approximately half of its leased space (4,224 square feet) to one sub-lessee and the remaining portion of the premises to another sub-lessee. Strickbine Publishing, Inc. is liable for its obligations under the lease.
  
 With respect to Loan No. 40, Aldine Plaza, the Largest Tenant, Dollar Tree, has the option to pay the 3% of gross sales in lieu of base rent, beginning in March 2017, if the mortgaged property is less than 75% occupied. If the related co-tenancy provision continues for six months, Dollar Tree may terminate its lease.
  
(21)In certain cases, the Principal / Carve-out Guarantor name was shortened for spacing purposes.
  
 With respect to Loan No. 1, Hilton Hawaiian Village, the aggregate liability of the Principal / Carve-out Guarantor with respect to all full recourse carve-outs in the loan documents may not exceed an amount equal to 10% of the principal balance of the Hilton Hawaiian Village Whole Loan outstanding at the time of the occurrence of such event, plus any and all reasonable third-party collection costs actually incurred by the lender (including reasonable attorneys’ fees and costs reasonably incurred). In addition, the Principal / Carve-out Guarantor is not a party to the environmental indemnity, and the borrowers are the sole parties liable for any breaches or violations of the indemnity. In lieu of the Principal / Carve-out Guarantor signing the indemnity, the borrowers were required to obtain an environmental insurance policy in accordance with the loan documents.
  
 With respect to Loan No. 2, Moffett Gateway, the borrower is permitted to obtain the release of Joseph K. Paul and Jay Paul Revocable Living Trust Dated November 9, 1999, as Amended and Restated on March 19, 2010, on certain terms and conditions in the loan documents, which include, without limitation (i) no event of default has occurred and is then continuing, (ii) such release is permitted by then applicable REMIC requirements and (iii) Paul Guarantor LLC has a net worth of not less than $300,000,000 and liquidity of not less than $20,000,000.
  
 With respect to Loan No. 3, Dallas Design District, the aggregate liability of one of the Principal / Carve-out Guarantor, Donald Engle, with respect to all nonrecourse carve-out provisions in the loan documents is limited to only breaches or violations of the nonrecourse carve-outs related to the tenant-in-common borrower owned by such Principal / Carve-out Guarantor, and Donald Engle is not a party to the environmental indemnity. The other Principal / Carve-out Guarantor, William L. Hutchinson, has signed the environmental indemnity and is responsible for any violation or breach of the nonrecourse carve-out provisions.
  
 With respect to Loan No. 9, Centre Market Building, one of the Principals / Carve-out Guarantors, Gerald Scott Kaufman, and his estate are permitted to obtain the release from liabilities upon his death or incapacity on certain terms and conditions in the loan documents, which include, without limitation (i) the other Principal / Carve-out Guarantor, B. Jeremy Kaufman, remains liable under all loan documents to which he is a party, (ii) B. Jeremy Kaufman has a net worth of not less than $21,000,000 and liquidity of not less than $2,000,000 and (iii) B. Jeremy Kaufman reaffirms and ratifies all of his obligations under the loan documents to which he is a party.
  
(22)With respect to Loan No. 1, Hilton Hawaiian Village, 5,900 square feet of the mortgaged property is a leasehold interest owned by one of the borrowers under a ground lease, and, except as noted in the footnote below, the remainder of the mortgaged property is owned by the borrower in fee simple.
  
 With respect to Loan Nos. 1 and 8, Hilton Hawaiian Village and Landmark Square, the respective borrowers have pledged both the fee interest in the mortgaged property held by the borrower which owns the mortgaged property (“Owner Borrower”) as well as the leasehold interest of the related borrower which is the operating lessee of the property (“Lessee Borrower”) under an operating lease between Owner Borrower and Lessee Borrower.
  
 With respect to Loan No. 3, Dallas Design District, a portion of the mortgaged property located at 1621 Oak Lawn, Dallas, Texas, is a leasehold interest owned by two of the borrowers under a ground lease, which expires December 20, 2051.
  
 With respect to Loan No. 8, Landmark Square, a portion of the mortgaged property consisting of 1 Landmark Square is a leasehold interest in an air rights parcel owned by the borrower which expires February 28, 2082, and the remainder of the mortgaged property is owned by the borrower in fee simple.

 

A-1-24 

 

 

 With respect to Loan No. 10, Courtyard Marriott - King Kamehameha, the mortgaged property is secured by two ground leases. One ground lease covers the hotel improvements and the eastern portion of the mortgaged property, and the other ground lease covers the remaining western portion of the mortgaged property, which mostly consists of parking. Both ground leases expire June 30, 2096.
  
(23)The classification of the lockbox types is described in the preliminary prospectus. See “Description of the Mortgage Pool – Lockbox Accounts” for further details.
  
 With respect to Loan Nos. 8, 15 and 16, Landmark Square, Marriott Galleria and Royal Oaks Plaza the respective borrowers may cure an excess cash sweep event caused by a low debt service coverage ratio and/or tenant-related trigger events by providing (i) a letter of credit in an amount that, if used to reduce the outstanding principal amount of the loan, would otherwise prevent or cure such trigger, or (ii) in the case of Landmark Square, a partial payment guaranty in the amount set forth in the loan documents.
  
(24)Refers to (a) debt secured by the mortgaged property, (b) mezzanine debt and (c) preferred equity. See “Description of the Mortgage Pool—Additional Debt—Mezzanine Indebtedness,” “—Future Mezzanine Debt” and “—Preferred Equity” and “Certain Legal Aspects of the Mortgage Loans” in the preliminary prospectus for information related to mortgage loans with subordinate, mezzanine or other additional debt or preferred equity that permit subordinate, mezzanine or other additional debt in the future.
  
 With respect to Loan No. 4, Fresno Fashion Fair Mall, the loan documents permit the borrower to enter into a property assessed clean energy (PACE) loan that is repaid through multi-year assessments against the mortgaged property in an amount not to exceed $10,000,000, subject to the lender’s consent (which may not be unreasonably withheld, conditioned or delayed) and delivery of a rating agency confirmation. The borrower may also incur personal property purchase money financing and leases up to an aggregate amount of not greater than $2,000,000 (except for equipment leases associated with sustainability and environmental initiatives provided the same do not, in and of themselves, secure an aggregate amount in excess of $5,000,000). See “Description of the Mortgage Pool—Additional Debt—Other Secured Indebtedness” in the preliminary prospectus for additional information.
  
 With respect to Loan No. 10, Courtyard Marriott - King Kamehameha, the franchisor committed $1,500,000 in unsecured “key money” financing for development, renovations and operation of the mortgaged property. The franchise agreement obligates the borrower to repay the “key money” only if (i) the franchise agreement is terminated prior to the expiration date of the franchise agreement or (ii) the agreement is assumed in connection with a permitted transfer under the agreement, unless the transferee after such transfer (A) continues to operate as a Marriott; (B) assumes the obligations under the franchise agreement (including the obligation to repay the unamortized portion of the key money); and (C) does not request any modifications to the terms of the franchise agreement that may trigger an obligation by the franchisor to write off on its financial statements the unamortized portion of the key money. In the event the franchisee is required to repay the “key money”, the borrower is required to pay, on or before the effective date of termination, the full amount of the “key money” less than $75,000 for each 12-month period that the agreement is in effect after the payment of the “key money” by the franchisor. See “Description of the Mortgage Pool—Additional Debt—Unsecured Indebtedness” in the preliminary prospectus for additional information.

 

A-1-25