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EX-4.1 - POOLING AND SERVICING AGREEMENT, DATED AS OF APRIL 1, 2018 - UBS Commercial Mortgage Trust 2018-C8exh4-1.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: April 10, 2018
(Date of earliest event reported)

 

UBS Commercial Mortgage Trust 2018-C8

(Central Index Key Number 0001727836)

(Exact name of issuing entity)

 

UBS AG

(Central Index Key Number 0001685185)

Ladder Capital Finance LLC

(Central Index Key Number 0001541468)

Société Générale

(Central Index Key Number 0001238163)

Cantor Commercial Real Estate Lending, L.P.

(Central Index Key Number 0001558761)

Rialto Mortgage Finance, LLC

(Central Index Key Number 0001592182)

CIBC Inc.

(Central Index Key Number 0001548567)

Barclays Bank PLC

(Central Index Key Number 0000312070)

(Exact name of sponsor as specified in its charter)

 

UBS Commercial Mortgage Securitization Corp.

(Central Index Key Number 0001532799)

(Exact name of registrant as specified in its charter)

 

Delaware 333-207340-09 45-3587479
(State or other jurisdiction of incorporation) (Commission File No.) (IRS Employer Identification No.)


       

1285 Avenue of the Americas, New York, New York 10019
(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code      212-713-2000

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.
Item 6.02.Change of Servicer or Trustee.

On February 27, 2018, UBS Commercial Mortgage Securitization Corp. (the “Depositor”) caused the issuance, pursuant to a pooling and servicing agreement, dated as of February 1, 2018 (the “Pooling and Servicing Agreement”), among UBS Commercial Mortgage Securitization Corp. (the “Registrant”), as depositor, Midland Loan Services, a Division of PNC Bank, National Association, as master servicer and as special servicer, Wells Fargo Bank, National Association, as certificate administrator and as trustee, and Park Bridge Lender Services LLC, as operating advisor and as asset representations reviewer, of UBS Commercial Mortgage Trust 2018-C8, Commercial Mortgage Pass-Through Certificates, Series 2018-C8 (the “Certificates”).

The Mortgage Loan identified as the CrossPoint Mortgage Loan in the Pooling and Servicing Agreement, which is an asset of the Issuing Entity, is part of a whole loan (the “CrossPoint Whole Loan”) that also includes seven additional pari passu promissory notes that are not assets of the Issuing Entity. The CrossPoint Whole Loan is being serviced and administered pursuant to a pooling and servicing agreement, dated as of April 1, 2018 (the “Benchmark 2018-B3 Pooling and Servicing Agreement”) by and among Citigroup Commercial Mortgage Securities Inc., as depositor, Midland Loan Services, a Division of PNC Bank, National Association, as master servicer and as special servicer, Wilmington Trust, National Association, as trustee, Citibank, N.A., as certificate administrator, and Park Bridge Lender Services LLC, as operating advisor and as asset representations reviewer, relating to the Benchmark 2018-B3 securitization transaction into which the controlling companion loan is deposited.

The terms and conditions of the Benchmark 2018-B3 Pooling and Servicing Agreement applicable to the servicing of the CrossPoint 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 February 27, 2018. The Benchmark 2018-B3 Pooling and Servicing Agreement is attached hereto as Exhibit 4.1.

   

 

Item 9.01.Financial Statements, Pro Forma Financial Information and Exhibits.

(d) Exhibits
   
Exhibit No. Description
   
Exhibit 4.1 Pooling and Servicing Agreement, dated as of April 1, 2018, by and among Citigroup Commercial Mortgage Securities Inc., as depositor, Midland Loan Services, a Division of PNC Bank, National Association, as master servicer and as special servicer, Wilmington Trust, National Association, as trustee, Citibank, N.A., as certificate administrator, and Park Bridge Lender Services LLC, as operating advisor and as asset representations reviewer.

 

   

 

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

Date: April 11, 2018 UBS COMMERCIAL MORTGAGE SECURITIZATION CORP.
(Registrant)
   
   
  By:  /s/ Nicholas Galeone
    Name: Nicholas Galeone
Title: President (senior officer in charge of securitization of the depositor)

   
  By:  /s/ David Schell
    Name: David Schell
Title: Managing Director

   

 

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 April 1, 2018, by and among Citigroup Commercial Mortgage Securities Inc., as depositor, Midland Loan Services, a Division of PNC Bank, National Association, as master servicer and as special servicer, Wilmington Trust, National Association, as trustee, Citibank, N.A., as certificate administrator, and Park Bridge Lender Services LLC, as operating advisor and as asset representations reviewer. (E)