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EX-4.1 - POOLING AND SERVICING AGREEMENT, DATED AS OF DECEMBER 1, 2017 - Wells Fargo Commercial Mortgage Trust 2017-C41exh4-1c7psa.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: December 27, 2017
(Date of earliest event reported)

 

Wells Fargo Commercial Mortgage Trust 2017-C41
(Central Index Key Number 0001719199)

(Exact name of issuing entity)

 

Barclays Bank PLC
(Central Index Key Number 0000312070)

Argentic Real Estate Finance LLC
(Central Index Key Number 0001624053)

Ladder Capital Finance LLC
(Central Index Key Number 0001541468)

Wells Fargo Bank, National Association
(Central Index Key Number 0000740906)

(Exact name of sponsor as specified in its charter)

 

Wells Fargo Commercial Mortgage Securities, Inc.
(Central Index Key Number 0000850779)

(Exact name of registrant as specified in its charter)

 

North Carolina 333-206677-20 56-1643598
(State or other jurisdiction of incorporation) (Commission File No.) (IRS Employer Identification No.)
     
301 South College Street  
Charlotte, North Carolina 28288-1066
(Address of principal executive offices) (Zip Code)

 

Registrant’s telephone number, including area code    (704) 374-6161

 

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 November 30, 2017, Wells Fargo Commercial Mortgage Securities, Inc. (the “Depositor”) caused the issuance, pursuant to a pooling and servicing agreement, dated as of November 1, 2017 (the “Pooling and Servicing Agreement”), among Wells Fargo Commercial Mortgage Securities, Inc., as depositor (the “Registrant”), Wells Fargo Bank, National Association, as master servicer, LNR Partners, LLC, as special servicer, Trimont Real Estate Advisors, LLC, as operating advisor and as asset representations reviewer, Wells Fargo Bank, National Association, as certificate administrator, and Wilmington Trust, National Association, as trustee, of Wells Fargo Commercial Mortgage Trust 2017-C41, Commercial Mortgage Pass-Through Certificates, Series 2017-C41. The Certificates represent, in the aggregate, the entire beneficial ownership in the WFCM Commercial Mortgage Securities Trust 2017-C41 (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 commercial mortgage loans (the “Mortgage Loans”) secured by first liens on 97 commercial and multifamily properties.

The Mortgage Loan identified as “National Office Portfolio” on Exhibit B to the Pooling and Servicing Agreement (the “National Office Portfolio Mortgage Loan”), which is an asset of the Issuing Entity, is part of a whole loan (the “National Office Portfolio Whole Loan”) that includes such Mortgage Loan and one or more pari passu companion loans that is not an asset of the Issuing Entity. The National Office Portfolio Whole Loan is being serviced and administered pursuant to a pooling and servicing agreement, dated as of December 1, 2017 and as to which an executed version is attached hereto as Exhibit 4.1 (the “UBS 2017-C7 Pooling and Servicing Agreement”), by and among UBS Commercial Mortgage Securitization Corp., as depositor, Wells Fargo Bank, National Association, as master servicer, KeyBank, National Association, as special servicer, Wells Fargo Bank, National Association, as certificate administrator and trustee, and Pentalpha Surveillance LLC, as operating advisor and as asset representations reviewer, relating to the UBS 2017-C7 securitization transaction into which the related controlling companion loan is deposited.

The Mortgage Loan identified as “Belden Park Crossing” on Exhibit B to the Pooling and Servicing Agreement (the “Belden Park Crossing Mortgage Loan”), which is an asset of the Issuing Entity, is part of a whole loan (the “Belden Park Crossing Whole Loan”) that includes such Mortgage Loan and one or more pari passu companion loans that is not an asset of the Issuing Entity. The Belden Park Crossing Whole Loan is being serviced and administered pursuant to the UBS 2017-C7 Pooling and Servicing Agreement.

The terms and conditions of the UBS 2017-C7 Pooling and Servicing Agreement applicable to the servicing of the National Office Portfolio Mortgage Loan and the Belden Park Crossing 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 November 30, 2017.

 

 

Item 9.01  Financial Statements and Exhibits.

(d)       Exhibits
Exhibit No.      Description
Exhibit 4.1 Pooling and Servicing Agreement, dated as of December 1, 2017, among UBS Commercial Mortgage Securitization Corp., as depositor, Wells Fargo Bank, National Association, as master servicer, KeyBank, National Association, as special servicer, Wells Fargo Bank, National Association, as certificate administrator and trustee, and Pentalpha Surveillance LLC, as operating advisor and as 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:  December 28, 2017 WELLS FARGO COMMERCIAL MORTGAGE SECURITIES, INC.
(Registrant)
     
  By:   /s/ Anthony J. Sfarra
    Name: Anthony J. Sfarra
    Title:   President

 

 

 

 

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 December 1, 2017, among UBS Commercial Mortgage Securitization Corp., as depositor, Wells Fargo Bank, National Association, as master servicer, KeyBank, National Association, as special servicer, Wells Fargo Bank, National Association, as certificate administrator and trustee, and Pentalpha Surveillance LLC, as operating advisor and as asset representations reviewer.

(E)