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EX-4.1 - POOLING AND SERVICING AGREEMENT, DATED AS OF NOVEMBER 1, 2016 - JPMCC Commercial Mortgage Securities Trust 2016-JP3exh_4-1.htm

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report: November 22, 2016
(Date of earliest event reported)

 

JPMCC Commercial Mortgage Securities Trust 2016-JP3
(Central Index Key Number 0001683300)
 (Exact name of issuing entity)
 
JPMorgan Chase Bank, National Association
(Central Index Key Number 0000835271)
Benefit Street Partners CRE Finance LLC
(Central Index Key Number 0001632269)
Starwood Mortgage Funding VI LLC
(Central Index Key Number – 0001682518)
 (Exact name of sponsor as specified in its charter)
 
J.P. Morgan Chase Commercial Mortgage Securities Corp.
(Central Index Key Number 0001013611)
 (Exact name of registrant as specified in its charter)

 

New York 333-206361-05 13-3789046
(State or other jurisdiction of incorporation) (Commission File No.) (IRS Employer Identification No.)

383 Madison Avenue

New York, New York

 
10179
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code      (212) 834-5467                            

Not Applicable
(Former name or former address, if changed since last report.)

 

 

   

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

   

 

 Item 1.01. Entry into a Material Definitive Agreement.

On September 30, 2016, J.P. Morgan Chase Commercial Mortgage Securities Corp. (the “Depositor”) caused the issuance of the JPMCC Commercial Mortgage Securities Trust 2016-JP3, Commercial Mortgage Pass-Through Certificates, Series 2016-JP3, pursuant to a Pooling and Servicing Agreement, dated as of September 1, 2016 (the “Pooling and Servicing Agreement”), among J.P. Morgan Chase Commercial Mortgage Securities Corp., as depositor (the “Registrant”), Midland Loan Services, a Division of PNC Bank, National Association, as master servicer, Torchlight Loan Services, LLC, as special servicer, Wells Fargo Bank, National Association, as certificate administrator and as trustee, and Pentalpha Surveillance LLC, as operating advisor and as asset representations reviewer.

The Certificates represent, in the aggregate, the entire beneficial ownership in JPMCC Commercial Mortgage Securities Trust 2016-JP3 (the “Issuing Entity”), a common law trust fund formed under the laws of the State of New York pursuant to the Pooling and Servicing Agreement. The assets of the Issuing Entity consist primarily of 52 fixed-rate mortgage loans (the “Mortgage Loans”) secured by first liens on 62 commercial and multifamily properties.

The Mortgage Loan identified in the Pooling and Servicing Agreement as “100 East Wisconsin Avenue” (the “100 East Wisconsin Avenue Mortgage Loan”), which is an asset of the Issuing Entity, is part of a loan combination (the “100 East Wisconsin Avenue Loan Combination”) that includes the 100 East Wisconsin Avenue Mortgage Loan and one (1) other pari passu promissory note that is not an asset of the Issuing Entity (the “100 East Wisconsin Avenue Companion Loan”). The 100 East Wisconsin Avenue Loan Combination, including the 100 East Wisconsin Avenue Mortgage Loan, is being serviced and administered under the pooling and servicing agreement, dated as of November 1, 2016 (the “JPMDB 2016-C4 Pooling and Servicing Agreement”), among J.P. Morgan Chase Commercial Mortgage Securities Corp., as depositor, Wells Fargo Bank, National Association, as master servicer, Midland Loan Services, a Division of PNC Bank, National Association, as special servicer, Wells Fargo Bank, National Association, as certificate administrator, Wilmington Trust, National Association, as trustee and Pentalpha Surveillance LLC, as operating advisor and asset representations reviewer, relating to the JPMDB Commercial Mortgage Securities Trust 2016-C4 securitization transaction into which the 100 East Wisconsin Avenue Companion Loan was deposited.

The terms and conditions of the JPMDB 2016-C4 Pooling and Servicing Agreement applicable to the servicing of the 100 East Wisconsin Avenue Mortgage Loan are substantially similar to the terms and conditions of the Pooling and Servicing Agreement applicable to the servicing of the other Mortgage Loans, as described under “Pooling and Servicing Agreement” in the prospectus filed by the Issuing Entity pursuant to Rule 424(b)(2) with respect to the Certificates on September 30, 2016. The JPMDB 2016-C4 Pooling and Servicing Agreement is attached hereto as Exhibit 4.1.

Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
Exhibit No. Description
Exhibit 4.1 Pooling and Servicing Agreement, dated as of November 1, 2016, by and among J.P. Morgan Chase Commercial Mortgage Securities Corp., as depositor, Wells Fargo Bank, National Association, as master servicer, Midland Loan Services, a Division of PNC Bank, National Association, as special servicer, Wells Fargo Bank, National Association, as certificate administrator, Wilmington Trust, National Association, as trustee and Pentalpha Surveillance LLC, as operating advisor and asset representations reviewer.

   

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

 

 

Date: November 23, 2016   J.P. MORGAN CHASE COMMERCIAL
    MORTGAGE SECURITIES CORP.
     
     
     
     
     
    By: /s/ Bianca A. Russo
           Name: Bianca A. Russo
           Title:    Managing Director and Secretary

 

   

 

INDEX TO EXHIBITS

Item 601(a) of
Regulation S-K
Exhibit No.
  Description Paper (P) or
Electronic (E)

4.1  

Pooling and Servicing Agreement, dated as of November 1, 2016, by and among J.P. Morgan Chase Commercial Mortgage Securities Corp., as depositor, Wells Fargo Bank, National Association, as master servicer, Midland Loan Services, a Division of PNC Bank, National Association, as special servicer, Wells Fargo Bank, National Association, as certificate administrator, Wilmington Trust, National Association, as trustee and Pentalpha Surveillance LLC, as operating advisor and asset representations reviewer. 

(E)