{"url_path":"/sec/cik-0002133003/8-k/2026-06-24/item-1123","section_key":"item-1123","section_title":"Item 1123 of Regulation AB. Notwithstanding the foregoing, to the extent the Trustee, the Certificate Administrator, the Master Servicer","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-06-24","source_url":"https://www.sec.gov/Archives/edgar/data/2133003/0001539497-26-001856-index.html","accession_number":"0001539497-26-001856","cik":"0002133003","ticker":null,"issuer_name":"Wells Fargo Commercial Mortgage Trust 2026-5C9","edgar_url":"https://www.sec.gov/Archives/edgar/data/2133003/0001539497-26-001856-index.html","primary_entity_key":"0002133003","primary_entity_name":"Wells Fargo Commercial Mortgage Trust 2026-5C9"},"word_count":64972,"has_tables":true,"body_markdown":"Item 1123 of Regulation AB. Notwithstanding the foregoing, to the extent the Trustee, the Certificate Administrator, the Master Servicer\nor the Special Servicer, as the case may be, complies in all material respects with the timing, reporting and attestation requirements\nimposed on such party in Article&thinsp;XI of\n\n&thinsp;-428-&thinsp;\n\n&thinsp;\n\nthis Agreement (other than this Section&thinsp;11.15)\nwith respect to the comparable timing, reporting and attestation requirements contemplated in this Section&thinsp;11.15(e) with respect\nto such Regulation AB Companion Loan Securitization, such party shall be deemed to be in compliance with the provisions of this Section&thinsp;11.15(e).\n\n(f)&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;\nEach of the Trustee, the Certificate Administrator, the Master Servicer and the Special Servicer shall use commercially reasonable\nefforts to cause a Servicing Function Participant to agree (severally but not jointly) to indemnify (such indemnity limited to each such\nparties respective failure described below) and hold the related Mortgage Loan Seller (or permitted transferee), depositor, sponsor(s),\ntrustee, certificate administrator or master servicer under a Regulation AB Companion Loan Securitization harmless for any costs, liabilities,\nfees and expenses incurred by such Mortgage Loan Seller, depositor, sponsor(s), trustee, certificate administrator or master servicer\nas a result of any failure by the Servicing Function Participant to comply with the reporting requirements to the extent applicable set\nforth under Sections 11.15(b), (c), (d) or (e) above.\n\nAny subservicing agreement\nrelated to a Serviced Securitized Companion Loan shall contain a provision requiring the related Sub-Servicer to provide to the Master\nServicer or Special Servicer, as applicable, information, reports, statements and certificates with respect to itself and such Serviced\nSecuritized Companion Loan comparable to any information, reports, statements or certificates required to be provided by the Master Servicer\nor Special Servicer pursuant to this Section&thinsp;11.15, even if such Sub-Servicer is not otherwise required to provide such information,\nreports or certificates to any Person in order to comply with Regulation AB. Such information, reports or certificates shall be provided\nto the Master Servicer or Special Servicer, as applicable, no later than two Business Days prior to the date on which the Master Servicer\nor Special Servicer, as applicable, is required to deliver its comparable information, reports, statements or certificates pursuant to\nthis Section&thinsp;11.15.\n\n(g)&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;\nWith respect to any Mortgaged Property that secures a Serviced Companion Loan that the applicable Other Depositor has notified\nthe Master Servicer in writing is a “significant obligor” (within the meaning of Item 1101(k) of Regulation AB) (together\nwith notification of the Relevant Distribution Date) with respect to an Other Securitization that includes such Serviced Companion Loan,\nto the extent that the Master Servicer is in receipt of the updated financial statements of such “significant obligor” for\nany calendar quarter (other than the fourth calendar quarter of any calendar year) from the Mortgagor, beginning with the first calendar\nquarter following receipt of such notice from the Other Depositor, or the updated financial statements of such “significant obligor”\nfor any calendar year from the related Mortgagor, beginning for the calendar year following such notice from the Other Depositor, as applicable,\nthe Master Servicer shall deliver to the Other Depositor, on or prior to the day that occurs two (2) Business Days prior to the related\nSignificant Obligor NOI Quarterly Filing Deadline or seven (7) Business Days prior to the related Significant Obligor NOI Yearly Filing\nDeadline, as applicable, (A)&thinsp;if such financial statement receipt occurs twelve (12) or more Business Days prior to the related Significant\nObligor NOI Quarterly Filing Deadline or seventeen (17) or more Business Days prior to the related Significant Obligor NOI Yearly Filing\nDeadline, as applicable, such financial statements of the “significant obligor”, together with the net operating income of\nsuch “significant obligor” for the applicable period as calculated by the Master Servicer in accordance with CREFC&reg;\nguidelines and (B)&thinsp;if such financial statement\n\n&thinsp;-429-&thinsp;\n\n&thinsp;\n\nreceipt occurs less than twelve (12) Business\nDay prior to the related Significant Obligor NOI Quarterly Filing Deadline or less than seventeen (17) Business Days prior to the related\nSignificant Obligor NOI Yearly Filing Deadline, as applicable, such financial statements of the “significant obligor”, together\nwith the net operating income of such “significant obligor” for the applicable period as reported by the related Mortgagor\nin such financial statements.\n\nIf the Master Servicer does\nnot receive financial information satisfactory to comply with Item 6 of Form 10-D or Item 1112(b)(1) of Form 10-K, as the case may be,\nof such “significant obligor” within ten (10) Business Days after the date such financial information is required to be delivered\nunder the related Mortgage Loan documents, the Master Servicer shall notify the Other Depositor with respect to such Other Securitization\nthat includes the related Companion Loan (and shall cause each applicable Sub-Servicing Agreement entered into after receipt of written\nnotice from the Other Depositor that such Serviced Pari Passu Companion Loan is a significant obligor to require the related Sub-Servicer\nto notify such Other Depositor) that it has not received such financial information.&thinsp; The Master Servicer shall use efforts consistent\nwith the Servicing Standard (taking into account, in addition, the ongoing reporting obligations of such Other Depositor under the Exchange\nAct) to obtain the periodic financial statements of the related Mortgagor under the related Mortgage Loan documents.\n\nThe Master Servicer shall\n(and shall cause any related Sub-Servicing Agreement entered into after receipt of written notice from the Other Depositor that such Serviced\nPari Passu Companion Loan is a significant obligor to require the related Sub-Servicer to) retain written evidence of each instance in\nwhich it (or a Sub-Servicer) attempts to contact the related Mortgagor related to any such “significant obligor” (identified\nto it as such by the Other Depositor in accordance with the second preceding paragraph) to obtain the required financial information and\nis unsuccessful and, within five (5) Business Days prior to the date in which a Form 10-D or Form 10-K, as applicable, is required to\nbe filed by the Other Securitization, shall forward an Officer’s Certificate evidencing its attempts to obtain this information\nto the Other Exchange Act Reporting Party and Other Depositor related to such Other Securitization. This Officer’s Certificate should\nbe addressed to the certificate administrator at its corporate trust office, as specified in the related Other Pooling and Servicing Agreement.\n\n(h)&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;\nIf any Other Securitization includes a Serviced Companion Loan and is subject to the reporting requirements of the Exchange Act,\nthen the obligations of the parties set forth in this Article XI with respect to such Other Securitization shall remain in full force\nand effect notwithstanding that the Trust may cease to be subject to the reporting requirements of the Exchange Act.\n\nSection&thinsp;11.16&thinsp;&thinsp;&thinsp;\nCertain Matters Regarding Significant Obligors. For the avoidance\nof doubt, there is no “significant obligor” (within the meaning of Item 1101(k) of Regulation AB) as of the Closing Date (“Significant\nObligor”) related to the Trust.\n\nSection&thinsp;11.17&thinsp;&thinsp;&thinsp;\nImpact of Cure Period. For the avoidance of doubt, neither the\nMaster Servicer nor the Special Servicer shall be subject to a Servicer Termination Event pursuant to clause&thinsp;(iii) of the\ndefinition thereof prior to the expiration of the Grace Period applicable to such party’s obligations under Article&thinsp;XI\nas provided for in such clause&thinsp;(iii) nor shall any such party be deemed to not be in compliance under this Agreement, during\nany Grace\n\n&thinsp;-430-&thinsp;\n\n&thinsp;\n\nPeriod provided for in this Article&thinsp;XI;\nprovided that if any such party fails to comply with the delivery requirements of this Article&thinsp;XI by the expiration\nof any applicable Grace Period such failure shall constitute a Servicer Termination Event. Neither the Master Servicer nor the Special\nServicer shall be subject to a Servicer Termination Event pursuant to clause&thinsp;(iii) of the definition thereof prior to the\nexpiration of the Grace Period applicable to such party’s obligations under this Article&thinsp;XI as provided for in such\nclause&thinsp;(iii) nor shall any such party be deemed to not be in compliance under this Agreement, for failing to deliver any item\nrequired under this Article&thinsp;XI by the time required hereunder with respect to any reporting period for which the Trust (or\nany trust in a related Other Securitization) is not required to file Exchange Act reports.\n\n[End of Article&thinsp;XI]\n\nArticle&thinsp;XII\n\nTHE ASSET REPRESENTATIONS REVIEWER\n\nSection&thinsp;12.01&thinsp;&thinsp;&thinsp;\nAsset Review.\n\n(a)&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;\nOn or prior to each Distribution Date, based on either the CREFC&reg; Delinquent Loan Status Report or the CREFC&reg;\nLoan Periodic Update File, the Certificate Administrator shall determine if an Asset Review Trigger has occurred. If an Asset Review Trigger\nis determined to have occurred, the Certificate Administrator shall promptly provide notice to all Certificateholders and each other party\nto this Agreement. Any notice required to be delivered to the Certificateholders pursuant to this Article&thinsp;XII shall be delivered\nby the Certificate Administrator by posting such notice on the Certificate Administrator’s Website, by mailing such notice to the\nCertificateholders’ addresses appearing in the Certificate Register in the case of Definitive Certificates and by delivering such\nnotice via the Depository in the case of Book-Entry Certificates. The Certificate Administrator shall include in the Form 10-D relating\nto the reporting period in which the Asset Review Trigger occurred the following statement describing the events that caused the Asset\nReview Trigger to occur: “As of the [Date of Distribution], the following Mortgage Loans identified below are 60 or more days delinquent\nand an Asset Review Trigger as defined in the Pooling and Servicing Agreement has occurred”. On each Distribution Date occurring\nafter providing such notice to Certificateholders, the Certificate Administrator, based on information provided to it by the Master Servicer,\nshall determine whether (1)&thinsp;any additional Mortgage Loan has become a Delinquent Loan, (2)&thinsp;any Mortgage Loan has ceased to be\na Delinquent Loan and (3)&thinsp;whether an Asset Review Trigger has ceased to exist, and, if there is an occurrence of any of the clauses\n(1), (2) and/or (3), deliver written notice of such information (which may be via email) substantially in the form attached\nas Exhibit&thinsp;SS within two (2) Business Days to the Master Servicer, the Special Servicer, the Operating Advisor and the Asset\nRepresentations Reviewer.\n\nIf Certificateholders evidencing\nnot less than 5% of the aggregate Voting Rights of the Certificates deliver to the Certificate Administrator, within ninety (90) days\nafter the filing of the Form 10-D reporting the occurrence of an Asset Review Trigger (or, if the Trust’s obligation to file reports\non Form 10-D has been suspended, within ninety (90) days after the date of posting of the notice of an Asset Review Trigger on the Certificate\nAdministrator’s\n\n&thinsp;-431-&thinsp;\n\n&thinsp;\n\nwebsite), a written direction requesting a\nvote to commence an Asset Review (such written direction, the “Asset Review Vote Election”), then upon receipt of the\nAsset Review Vote Election, the Certificate Administrator shall promptly provide written notice thereof to all Certificateholders (with\na copy to the Asset Representations Reviewer) and conduct a solicitation of votes in accordance with Section&thinsp;5.10\nto authorize an Asset Review. Upon the affirmative vote to authorize an Asset Review of Holders of Certificates evidencing at least a\nmajority of an Asset Review Quorum within 150 days of receipt of the Asset Review Vote Election (an “Affirmative Asset Review\nVote”), the Certificate Administrator shall promptly provide written notice thereof to all parties to this Agreement, the Underwriters,\nthe Mortgage Loan Sellers, the Directing Certificateholder, the Risk Retention Consultation Party and the Certificateholders (the “Asset\nReview Notice”). Upon receipt of an Asset Review Notice, the Asset Representations Reviewer shall request access to the Secure\nData Room by providing the Certificate Administrator with a certification substantially in the form attached as Exhibit&thinsp;RR\n(which shall be sent via email to *trustadministrationgroup@computershare.com* or submitted electronically via the Certificate Administrator’s\nWebsite). Upon receipt of such certification, the Certificate Administrator shall promptly (and in any case within two (2) Business Days\nafter such receipt) grant the Asset Representations Reviewer access to the Secure Data Room. In the event an Affirmative Asset Review\nVote has not occurred within such 150-day period following the receipt of the Asset Review Vote Election, no Certificateholder may request\na vote or cast a vote for an Asset Review and the Asset Representations Reviewer shall not be required to review any Delinquent Loan unless\nand until (A)&thinsp;an additional Mortgage Loan has become a Delinquent Loan after the expiration of such 150-day period, (B)&thinsp;an Asset\nReview Trigger has occurred as a result or otherwise is in effect, (C)&thinsp;the Certificate Administrator has received any Asset Review\nVote Election after the occurrence of the events described in clauses&thinsp;(A) and (B) in this sentence and (D)&thinsp;an\nAffirmative Asset Review Vote has occurred within 150 days after the Asset Review Vote Election described in clause&thinsp;(C) in\nthis sentence. After the occurrence of any Asset Review Vote Election or an Affirmative Asset Review Vote, no Certificateholder may make\nany additional Asset Review Vote Election except as described in the immediately preceding sentence. Any reasonable out-of-pocket expenses\nincurred by the Certificate Administrator in connection with administering such vote will be paid as an expense of the Trust from the\nCollection Account. The Certificate Administrator shall be entitled to administer any vote in connection with the foregoing through an\nagent.\n\n(b)&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;\n(i)&thinsp;&thinsp;Upon receipt of an Asset Review Notice, the Custodian (with respect to the following clauses (1) - (5)\nfor all Mortgage Loans), the Master Servicer (with respect to the following clauses (6) and (7) for Non-Specially Serviced\nLoans) and the Special Servicer (with respect to clauses (6) and (7) for Specially Serviced Loans), in each case to the\nextent in such party’s possession, shall promptly, but in no event later than ten (10) Business Days (except with respect to the\nfollowing clause&thinsp;(7)) after receipt of such notice from the Certificate Administrator, provide or make available, the following\nmaterials (in secure electronic format) to the Asset Representations Reviewer (collectively, with the Diligence Files posted on the Secure\nData Room by the Certificate Administrator pursuant to Section&thinsp;4.08, a copy of the Prospectus, a copy of each related Mortgage\nLoan Purchase Agreement and a copy of this Agreement, the “Review Materials”):\n\n&thinsp;-432-&thinsp;\n\n&thinsp;\n\n(1)&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;a\ncopy of an assignment of the Mortgage in favor of the Trustee, with evidence of recording thereon, for each Delinquent Loan that is subject\nto an Asset Review;\n\n(2)&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;a\ncopy of an assignment of any related assignment of leases (if such item is a document separate from the Mortgage) in favor of the Trustee,\nwith evidence of recording thereon, related to each Delinquent Loan that is subject to an Asset Review;\n\n(3)&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;copies\nof the assignment of all unrecorded documents relating to each Delinquent Loan that is subject to an Asset Review, if not already covered\npursuant to items (1) or (2) above;\n\n(4)&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;a\ncopy of all filed copies (bearing evidence of filing) or evidence of filing of any UCC Financing Statements related to each Delinquent\nLoan that is subject to an Asset Review;\n\n(5)&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;a\ncopy of an assignment in favor of the Trustee of any financing statement executed and filed in the relevant jurisdiction related to each\nDelinquent Loan that is subject to an Asset Review;\n\n(6)&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;a\ncopy of any notice previously delivered by the Master Servicer or the Special Servicer, as applicable, of any alleged Defect or Breach\nwith respect to any Delinquent Loan; and\n\n(7)&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;any\nother related documents that are reasonably requested by the Asset Representations Reviewer to be delivered by the Master Servicer or\nthe Special Servicer, as applicable, in the time frames and as otherwise described below.\n\n(ii)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;In the\nevent that, as part of an Asset Review of any Mortgage Loan, the Asset Representations Reviewer determines that the Review Materials\nprovided to it with respect to any Mortgage Loan are missing any document that is required to be part of the Review Materials for such\nMortgage Loan and that is necessary in connection with its completion of the Asset Review, the Asset Representations Reviewer shall promptly,\nbut in no event later than ten (10) Business Days after receipt of the Review Materials, notify the Master Servicer (with respect to\nNon-Specially Serviced Loans) or the Special Servicer (with respect to Specially Serviced Loans), as applicable, of such missing documents,\nand the Master Servicer or the Special Servicer, as applicable, shall promptly, but in no event later than ten (10) Business Days after\nreceipt of such notification from the Asset Representations Reviewer, deliver to the Asset Representations Reviewer such missing documents\nto the extent in its possession; provided that any such notification and/or request shall be in writing, specifically identifying\nthe documents being requested and sent to the notice address for the related party set forth in Section&thinsp;13.05 of this Agreement.\nIn the event any missing documents are not provided by the Master Servicer or Special Servicer, as applicable, within such 10-Business\nDay period, the Asset Representations Reviewer shall request such documents from the related Mortgage Loan\n\n&thinsp;-433-&thinsp;\n\n&thinsp;\n\nSeller; provided that the Mortgage\nLoan Seller shall be required under the related Mortgage Loan Purchase Agreement to, deliver such additional documents only to the extent\nsuch documents are in the possession of such party but in any event excluding any documents that contain information that is proprietary\nto the related originator or Mortgage Loan Seller or any draft documents or privileged or internal communications.\n\n(iii)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;The Asset\nRepresentations Reviewer may, but is under no obligation to, consider and rely upon information furnished to it by a Person that is not\na party to this Agreement or the applicable Mortgage Loan Seller, and shall do so only if such information can be independently verified\n(without unreasonable effort or expense to the Asset Representations Reviewer) and is determined by the Asset Representations Reviewer\nin its good faith and sole discretion to be relevant to the Asset Review (any such information, “Unsolicited Information”)\nconducted pursuant to this Section&thinsp;12.01.\n\n(iv)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;Upon receipt\nby the Asset Representations Reviewer of the Asset Review Notice and access to the Diligence Files posted to the Secure Data Room with\nrespect to a Delinquent Loan, the Asset Representations Reviewer, as an independent contractor, shall commence a review of the compliance\nof each Delinquent Loan with the representations and warranties related to that Delinquent Loan (such review, the “Asset Review”).\nThe Asset Representations Reviewer shall perform an Asset Review with respect to each representation and warranty made by the related\nMortgage Loan Seller with respect to such Delinquent Loan in accordance with the Asset Review Standard and the procedures set forth on\nExhibit QQ (such procedure, a “Test”); provided, however, the Asset Representations Reviewer may, but\nis under no obligation to, modify any Test and/or associated Review Materials described in Exhibit QQ if, and only to the extent,\nthe Asset Representations Reviewer determines pursuant to the Asset Review Standard that it is necessary to modify such Test and/or such\nassociated Review Materials in order to facilitate its Asset Review in accordance with the Asset Review Standard. Once an Asset Review\nof a Mortgage Loan is completed, no further Asset Review shall be required in respect of, or performed on, such Mortgage Loan notwithstanding\nthat such Mortgage Loan may continue to be a Delinquent Loan or again become a Delinquent Loan at a time when a new Asset Review Trigger\noccurs and a new Affirmative Asset Review Vote is obtained subsequent to the occurrence of such new Asset Review Trigger.\n\n(v)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;No Certificateholder\nshall have the right to change the scope of the Asset Review, and the Asset Representations Reviewer shall not be required to review\nany information other than (x)&thinsp;the Review Materials or (y)&thinsp;if applicable, Unsolicited Information.\n\n(vi)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;The Asset\nRepresentations Reviewer may, absent manifest error and subject to the Asset Review Standard, (x)&thinsp;assume, without independent\ninvestigation or verification, that the Review Materials are accurate and complete in all material respects and (y)&thinsp;conclusively\nrely on such Review Materials.\n\n(vii)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;The Asset\nRepresentations Reviewer shall prepare a preliminary report with respect to each Delinquent Loan within fifty-six (56) days after the\ndate on which access to the Secure Data Room is provided to the Asset Representations Reviewer by the\n\n&thinsp;-434-&thinsp;\n\n&thinsp;\n\nCertificate Administrator; provided\nthat the Asset Representations Reviewer shall not be required to prepare a preliminary report in the event the Asset Representations Reviewer\ndetermines that there is no Test failure with respect to the related Delinquent Loan. In the event that the Asset Representations Reviewer\ndetermines that the Review Materials are insufficient to complete a Test and such missing documentation is not delivered to the Asset\nRepresentations Reviewer by the Master Servicer (with respect to Non-Specially Serviced Loans) or the Special Servicer (with respect to\nSpecially Serviced Loans) to the extent in its possession or by the related Mortgage Loan Seller within ten (10) Business Days following\nthe request by the Asset Representations Reviewer as described in Section&thinsp;12.01(b)(ii),\nthe Asset Representations Reviewer shall list such missing documents in such preliminary report setting forth the preliminary results\nof the application of the Tests and the reasons why such missing documents are necessary to complete a Test and (if the Asset Representations\nReviewer has so concluded) that the absence of such documents shall be deemed to be a failure of such Test. The Asset Representations\nReviewer shall provide such preliminary report to the Master Servicer or the Special Servicer, as applicable, and the related Mortgage\nLoan Seller. The Special Servicer, if applicable, may review such preliminary report and determine whether any information contained in\nsuch preliminary report shall be labeled as “Privileged Information” and thus be excluded from the Asset Review Report and\nAsset Review Report Summary. If the preliminary report indicates that any of the representations and warranties fails or is deemed to\nfail any Test, the related Mortgage Loan Seller shall have ninety (90) days (the “Cure/Contest Period”) to remedy or\notherwise refute the failure. Any documents provided or explanations given to support the Mortgage Loan Seller’s claim that the\nrepresentation and warranty has not failed a Test or that any missing documents in the Review Materials are not required to complete a\nTest shall be promptly delivered by the related Mortgage Loan Seller to the Asset Representations Reviewer.\n\n(viii)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;The Asset\nRepresentations Reviewer shall, within sixty (60) days after the date on which access to the Secure Data Room is provided to the Asset\nRepresentations Reviewer by the Certificate Administrator or within the ten (10) days after the expiration of the Cure/Contest Period\n(whichever is later), complete an Asset Review with respect to each Delinquent Loan and deliver (i)&thinsp;a report setting forth the\nAsset Representations Reviewer’s findings and conclusions as to whether or not it has determined there is any evidence of a failure\nof any Test based on the Asset Review and a statement that the Asset Representations Reviewer’s findings and conclusions set forth\nin such report were not influenced by any third party (an “Asset Review Report”) to each party to this Agreement and\nthe related Mortgage Loan Seller for each Delinquent Loan and (ii)&thinsp;a summary of the Asset Representations Reviewer’s conclusions\nincluded in such Asset Review Report (an “Asset Review Report Summary”) to the Trustee, the Master Servicer, the Special\nServicer and the Certificate Administrator. The period of time by which the Asset Review Report must be completed and delivered may be\nextended by up to an additional thirty (30) days, upon written notice to the parties to this Agreement and the applicable Mortgage Loan\nSeller, if the Asset Representations Reviewer determines pursuant to the Asset Review Standard that such additional time is required\ndue to the characteristics of the Mortgage Loan and/or the Mortgaged Property or Mortgaged Properties. In no event may the Asset Representations\nReviewer determine whether any Test failure constitutes a Material Defect, or whether the Trust should enforce any rights\n\n&thinsp;-435-&thinsp;\n\n&thinsp;\n\nit may have against the applicable Mortgage\nLoan Seller, which, in such case, shall be a responsibility of the Special Servicer or Master Servicer, as applicable, pursuant to Section&thinsp;2.03(f)\nof this Agreement.\n\n(ix)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;In addition,\nin the event that the Asset Representations Reviewer does not receive any documentation that it requested from the Master Servicer or\nthe Special Servicer, as applicable, or the related Mortgage Loan Seller in sufficient time to allow the Asset Representations Reviewer\nto complete its Asset Review and deliver an Asset Review Report, the Asset Representations Reviewer shall prepare the Asset Review Report\nsolely based on the documentation received by the Asset Representations Reviewer with respect to the related Delinquent Loan, and the\nAsset Representations Reviewer shall have no responsibility to independently obtain any such documentation from any party to this Agreement.\n\n(x)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;Within forty-five\n(45) days after receipt of an Asset Review Report with respect to any Mortgage Loan, the Enforcing Servicer shall determine whether at\nthat time, based on the Servicing Standard, there exists a Material Defect with respect to such Mortgage Loan. If the Enforcing Servicer\ndetermines that a Material Defect exists, the Enforcing Servicer shall enforce the obligations of the related Mortgage Loan Seller with\nrespect to such Material Defect in accordance with Section&thinsp;2.03(b).\n\n(c)&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;\nThe Asset Representations Reviewer shall keep all information appropriately labeled as “Privileged Information” and\nany information that appears on its face to be Privileged Information confidential and shall not disclose such Privileged Information\nto any Person (including Certificateholders), other than (1) to the extent expressly required by this Agreement in an Asset Review Report\nor otherwise, to the other parties to this Agreement with a notice indicating that such information is Privileged Information or (2) pursuant\nto a Privileged Information Exception. Each party to this Agreement that receives Privileged Information from the Asset Representations\nReviewer with a notice stating that such information is Privileged Information shall not disclose such Privileged Information to any Person\nwithout the prior written consent of the Special Servicer other than pursuant to a Privileged Information Exception. In addition, the\nAsset Representations Reviewer shall keep all documents and information received by the Asset Representations Reviewer in connection with\nan Asset Review that are provided by the applicable Mortgage Loan Seller, the Master Servicer and the Special Servicer confidential and\nshall not disclose such documents or information except for purposes of complying with its duties and obligations hereunder.\n\n&thinsp;\n\nIn addition, with respect to any Delinquent Loan that\nis a Non-Serviced Mortgage Loan, to the extent any documents required by the Asset Representations Reviewer to complete a Test are missing\nor have not been received from the related Mortgage Loan Seller, the Asset Representations Reviewer shall request such document(s) from\nthe related Non-Serviced Master Servicer (if such Non-Serviced Mortgage Loan is being serviced by a Non-Serviced Master Servicer) or the\nrelated Non-Serviced Special Servicer (if such Non-Serviced Mortgage Loan is being serviced by a Non-Serviced Special Servicer).\n\n(d)&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;\nThe Asset Representations Reviewer may delegate its duties to agents or subcontractors so long as the related agreements or arrangements\nwith such agents or\n\n&thinsp;-436-&thinsp;\n\n&thinsp;\n\nsubcontractors are consistent with the provisions\nof this Section&thinsp;12.01; provided that no agent or subcontractor\nmay (1) be affiliated with any Mortgage Loan Seller, Master Servicer, Special Servicer, the Depositor, the Certificate Administrator,\nthe Trustee, the Directing Certificateholder or any of their respective Affiliates or (2)&thinsp;have been paid any fees, compensation or\nother remuneration by an Underwriter, Master Servicer, Special Servicer, the Depositor, the Certificate Administrator, the Trustee, the\nDirecting Certificateholder or any of their respective Affiliates in connection with due diligence or other services with respect to any\nMortgage Loan prior to the Closing Date. Notwithstanding the foregoing sentence, the Asset Representations Reviewer shall remain obligated\nand primarily liable for any Asset Review required hereunder in accordance with the provisions of this Agreement without diminution of\nsuch obligation or liability or related obligation or liability by virtue of such delegation or arrangements or by virtue of indemnification\nfrom any Person acting as its agents or subcontractor to the same extent and under the same terms and conditions as if the Asset Representations\nReviewer alone were performing its obligations under this Agreement. The Asset Representations Reviewer shall be entitled to enter into\nan agreement with any agent or subcontractor providing for indemnification of the Asset Representations Reviewer by such agent or subcontractor,\nand nothing contained in this Agreement shall be deemed to limit or modify such indemnification.\n\nSection&thinsp;12.02&thinsp;&thinsp;&thinsp;\nPayment of Asset Representations Reviewer Fees and Expenses; Limitation of Liability.\n\n(a)&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;\nAs compensation for the performance of its routine duties, the Asset Representations Reviewer shall be paid a fee (the “Asset\nRepresentations Reviewer Fee”), payable monthly from amounts received in respect of each Mortgage Loan and REO Loan and shall\nbe equal to the product of a rate equal to 0.00039% *per annum* (the “Asset Representations Reviewer Fee Rate”)\nand the Stated Principal Balance of the Mortgage Loans and any REO Loans (excluding&thinsp;any Companion Loan) and shall be calculated in\nthe same manner as interest is calculated on such Mortgage Loans.\n\n(b)&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;\nAs compensation for the performance of its duties hereunder, with respect to an individual Asset Review Trigger and each Mortgage\nLoan that is a Delinquent Loan and is subject to an Asset Review (for purposes of this paragraph, each a “Subject Loan”),\nupon the completion of any Asset Review with respect to an individual Asset Review Trigger, the Asset Representations Reviewer shall be\npaid a fee equal to the sum of (i) $22,500 multiplied by the number of Delinquent Loans, plus (ii) $2,250 per Mortgaged Property relating\nto the Delinquent Loans in excess of one Mortgaged Property per Delinquent Loan, plus (iii) $3,000 per Mortgaged Property relating to\na Delinquent Loan subject to a ground lease, plus (iv) $1,750 per Mortgaged Property relating to a Delinquent Loan subject to a franchise\nagreement, hotel management agreement or hotel license agreement, subject, in the case of each of clauses (i) through (iv), to adjustments\non the basis of the year end “Consumer Price Index for All Urban Consumers” as published by the U.S. Department of Labor,\nor other similar index if the Consumer Price Index for All Urban Consumers is no longer calculated for the year of the Closing Date and\nfor the year of the occurrence of the Asset Review (any such fee, the “Asset Representations Reviewer Asset Review Fee”).\n\n&thinsp;-437-&thinsp;\n\n&thinsp;\n\n(c)&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;\nThe Asset Representations Reviewer Asset Review Fee with respect to each Delinquent Loan (or, in the case of a Joint Mortgage\nLoan, the applicable Mortgage Loan Seller Percentage Interest thereof) shall be paid by the related Mortgage Loan Seller; provided,\nhowever, that if the related Mortgage Loan Seller is insolvent, such fee shall be paid by the Trust out of general collections\non deposit in the Collection Account following delivery by the Asset Representations Reviewer of evidence reasonably satisfactory to the\nSpecial Servicer of such insolvency; provided, further, that notwithstanding any payment of such fee by the Trust to the\nAsset Representations Reviewer, such fee will remain an obligation of the related Mortgage Loan Seller and the Enforcing Servicer shall,\nto the extent consistent with the Servicing Standard, pursue remedies against such Mortgage Loan Seller in order to seek recovery of such\namounts from such Mortgage Loan Seller or its insolvency estate.\n\n(d)&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;\nNotwithstanding the foregoing, the Asset Representations Reviewer Asset Review Fee with respect to a Delinquent Loan shall be included\nin the Purchase Price for any Mortgage Loan that was the subject of a completed Asset Review that is repurchased by a Mortgage Loan Seller\nto the extent such fee was not already paid by the related Mortgage Loan Seller, and such portion of the Purchase Price received shall\nbe used to reimburse the Trust for such fees paid to the Asset Representations Reviewer pursuant to Section&thinsp;12.02(c).\n\n(e)&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;\nThe Asset Representations Reviewer shall be liable in accordance herewith only to the extent of the obligations specifically imposed\nby this Agreement.\n\n(f)&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;\nThe Asset Representations Reviewer may assign its rights and obligations under this Agreement in connection with the sale or transfer\nof all or substantially all of its Asset Representations Reviewer portfolio, provided that: (i) the purchaser or transferee accepting\nsuch assignment and delegation (A) is an Eligible Asset Representations Reviewer, organized and doing business under the laws of the United\nStates of America, any state of the United States of America or the District of Columbia, authorized under such laws to perform the duties\nof the asset representations reviewer resulting from a merger, consolidation or succession that is permitted under this Agreement, (B)\nexecutes and delivers to the Trustee and the Certificate Administrator an agreement that contains an assumption by such person of the\ndue and punctual performance and observance of each covenant and condition to be performed or observed by the asset representations reviewer\nunder this Agreement from and after the date of such agreement and (C) is not a Prohibited Party under this Agreement; (ii) the Asset\nRepresentations Reviewer shall not be released from its obligations under this Agreement that arose prior to the effective date of such\nassignment and delegation; (iii) the rate at which each of the Asset Representations Reviewer Fee and the Asset Representations Reviewer\nAsset Review Fee (or any component thereof) is calculated shall not exceed the rate then in effect and (iv) the resigning Asset Representations\nReviewer shall be responsible for the reasonable costs and expenses of each other party to this Agreement and the Rating Agencies in connection\nwith such transfer. Upon acceptance of such assignment and delegation, the purchaser or transferee shall provide notice to each party\nto this Agreement and then will be the successor asset representations reviewer hereunder.\n\nSection&thinsp;12.03&thinsp;&thinsp;&thinsp;\nResignation of the Asset Representations Reviewer.(a) The Asset\nRepresentations Reviewer may at any time resign and be discharged from its obligations hereunder by giving written notice thereof to the\nother parties to this Agreement and each Rating\n\n&thinsp;-438-&thinsp;\n\n&thinsp;\n\nAgency. In addition, the asset representations\nreviewer will at all times be, and will be required to resign if it fails to be an Eligible Asset Representations Reviewer by giving written\nnotice to the other parties. Upon such notice of resignation, the Depositor shall promptly appoint a successor asset representations reviewer\nthat is an Eligible Asset Representations Reviewer. No resignation of the asset representations reviewer will be effective until a successor\nasset representations reviewer that is an Eligible Asset Representations Reviewer has been appointed and accepted the appointment. If\nno successor asset representations reviewer shall have been so appointed and have accepted appointment within thirty (30)&thinsp;days after\nthe giving of such notice of resignation, the resigning Asset Representations Reviewer may petition any court of competent jurisdiction\nfor the appointment of a successor asset representations reviewer that is an Eligible Asset Representations Reviewer. The Asset Representations\nReviewer will bear all reasonable costs and expenses of each other party hereto and each Rating Agency in connection with its resignation.\n\nSection&thinsp;12.04&thinsp;&thinsp;&thinsp;\nRestrictions of the Asset Representations Reviewer. Neither the\nAsset Representations Reviewer nor any of its Affiliates shall make any investment in any Class of Certificates; provided, however,\nthat such prohibition shall not apply to (i)&thinsp;riskless principal transactions effected by a broker dealer Affiliate of the Asset Representations\nReviewer or (ii)&thinsp;investments by an Affiliate of the Asset Representations Reviewer if the Asset Representations Reviewer and such\nAffiliate maintain policies and procedures that (A)&thinsp;segregate personnel involved in the activities of the Asset Representations Reviewer\nunder this Agreement from personnel involved in such Affiliate’s investment activities and (B)&thinsp;prevent such Affiliate and its\npersonnel from gaining access to information regarding the Trust and the Asset Representations Reviewer and its personnel from gaining\naccess to such Affiliate’s information regarding its investment activities.\n\nSection&thinsp;12.05&thinsp;&thinsp;&thinsp;\nTermination of the Asset Representations Reviewer.\n\n(a)&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;\nAn “Asset Representations Reviewer Termination Event” means any one of the following events whether it shall\nbe voluntary or involuntary or be effected by operation of law or pursuant to any judgment, decree or order of any court or any order,\nrule or regulation of any administrative or governmental body:\n\n(i)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;any failure\nby the Asset Representations Reviewer to observe or perform in any material respect any of its covenants or agreements or the material\nbreach of its representations or warranties under this Agreement, which failure shall continue unremedied for a period of thirty (30)&thinsp;days\nafter the date on which written notice of such failure, requiring the same to be remedied, shall have been given to the Asset Representations\nReviewer by the Trustee or to the Asset Representations Reviewer and the Trustee by the Holders of Certificates having greater than 25%\nof the aggregate Voting Rights of all the then-outstanding Certificates; provided that any such failure that is not curable within\nsuch thirty (30)&thinsp;day period, the Asset Representations Reviewer shall have an additional cure period of thirty (30)&thinsp;days\nto effect such cure so long as it has commenced to cure such failure within the initial thirty&thinsp;(30)&thinsp;day period and has\nprovided the Trustee and the Certificate Administrator with an officer’s certificate certifying that it has diligently pursued,\nand is continuing to pursue, such cure;\n\n&thinsp;-439-&thinsp;\n\n&thinsp;\n\n(ii)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;any failure\nby the Asset Representations Reviewer to perform its obligations set forth hereunder in accordance with the Asset Review Standard in\nany material respect, which failure shall continue unremedied for a period of thirty (30)&thinsp;days after the date on which written\nnotice of such failure, requiring the same to be remedied, is given to the Asset Representations Reviewer by any party to this Agreement;\n\n(iii)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;any failure\nby the Asset Representations Reviewer to be an Eligible Asset Representations Reviewer, which failure shall continue unremedied for a\nperiod of thirty (30)&thinsp;days after the date on which written notice of such failure, requiring the same to be remedied, is given\nto the Asset Representations Reviewer by any party to this Agreement;\n\n(iv)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;a decree\nor order of a court or agency or supervisory authority having jurisdiction in the premises in an involuntary case under any present or\nfuture federal or state bankruptcy, insolvency or similar law for the appointment of a conservator or receiver or liquidator in any insolvency,\nreadjustment of debt, marshaling of assets and liabilities or similar proceedings, or for the winding-up or liquidation of its affairs,\nshall have been entered against the Asset Representations Reviewer, and such decree or order shall have remained in force undischarged\nor unstayed for a period of sixty (60)&thinsp;days;\n\n(v)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;the Asset\nRepresentations Reviewer shall consent to the appointment of a conservator or receiver or liquidator or liquidation committee in any\ninsolvency, readjustment of debt, marshaling of assets and liabilities, voluntary liquidation, or similar proceedings of or relating\nto the Asset Representations Reviewer or of or relating to all or substantially all of its property; or\n\n(vi)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;the Asset\nRepresentations Reviewer shall admit in writing its inability to pay its debts generally as they become due, file a petition to take\nadvantage of any applicable insolvency or reorganization statute, make an assignment for the benefit of its creditors, or voluntarily\nsuspend payment of its obligations.\n\nUpon receipt by the Certificate\nAdministrator of written notice of the occurrence of any Asset Representations Reviewer Termination Event, the Certificate Administrator\nshall promptly provide written notice to all Certificateholders (which shall be simultaneously delivered to the Asset Representations\nReviewer) in accordance with the notice distribution procedures described in Section&thinsp;12.01(a), unless the Certificate Administrator\nhas received written notice that such Asset Representations Reviewer Termination Event has been remedied. If an Asset Representations\nReviewer Termination Event shall occur then, and in each and every such case, so long as such Asset Representations Reviewer Termination\nEvent shall not have been remedied, either the Trustee (i)&thinsp;may or (ii)&thinsp;upon the written direction of Holders of Certificates\nevidencing not less than 25% of the Voting Rights (without regard to the application of any Cumulative Appraisal Reduction Amounts), the\nTrustee shall, terminate all of the rights and obligations of the Asset Representations Reviewer under this Agreement, other than rights\nand obligations accrued prior to such termination (including the right to receive all amounts accrued and owing to it under this Agreement)\nand other than indemnification rights (arising out of events occurring prior to such termination), by notice in writing to the Asset Representations\nReviewer. The Asset Representations Reviewer is required to bear all reasonable costs and expenses of itself and of each other party to\nthis Agreement in connection with its termination\n\n&thinsp;-440-&thinsp;\n\n&thinsp;\n\ndue to an Asset Representations Reviewer Termination\nEvent. Notwithstanding anything herein to the contrary, the Depositor and each Mortgage Loan Seller shall have the right, but not the\nobligation, to notify the Certificate Administrator and the Trustee of any Asset Representations Reviewer Termination Event of which it\nbecomes aware.\n\n(b)&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;\nUpon (i)&thinsp;the written direction of Holders of Certificates evidencing not less than 25% of the Voting Rights (without regard\nto the application of any Cumulative Appraisal Reduction Amounts) requesting a vote to terminate and replace the Asset Representations\nReviewer with a proposed successor asset representations reviewer that is an Eligible Asset Representations Reviewer and (ii)&thinsp;payment\nby such Holders to the Certificate Administrator of the reasonable fees and expenses to be incurred by the Certificate Administrator in\nconnection with administering such vote, the Certificate Administrator shall promptly provide written notice thereof to the Asset Representations\nReviewer by mailing such notice to the Asset Representations Reviewer and to all Certificateholders in accordance with the notice distribution\nprocedures described in Section&thinsp;12.01(a). Upon the written direction of Holders of Principal Balance Certificates evidencing\nmore than 75% of a Certificateholder Quorum (without regard to the application of any Cumulative Appraisal Reduction Amounts), the Trustee\nshall terminate all of the rights and obligations of the Asset Representations Reviewer under this Agreement (other than any rights or\nobligations that accrued prior to the date of such termination and other than indemnification rights arising out of events occurring prior\nto such termination) by notice in writing to the Asset Representations Reviewer and appoint the proposed successor. As between the Asset\nRepresentations Reviewer, on the one hand, and the Certificateholders, on the other, the Certificateholders shall be entitled in their\nsole discretion to vote for the termination or not vote for the termination of the Asset Representations Reviewer. In such event that\nholders of the Principal Balance Certificates evidencing at least 75% of the Certificateholder Quorum (without regard to the application\nof any Cumulative Appraisal Reduction amounts) elect to remove the Asset Representations Reviewer without cause and appoint a successor,\nthe successor asset representations reviewer will be responsible for all expenses necessary to effect the transfer of responsibilities\nfrom its predecessor.\n\n(c)&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;\nOn or after the receipt by the Asset Representations Reviewer of written notice of termination, subject to this Section&thinsp;12.05,\nall of its authority and power under this Agreement shall be terminated and, without limitation, the terminated Asset Representations\nReviewer shall execute any and all documents and other instruments, and do or accomplish all other acts or things reasonably necessary\nor appropriate to effect the purposes of such notice of termination. As soon as practicable, but in no event later than thirty (30) days\nafter (1) the Asset Representations Reviewer resigns pursuant to Section&thinsp;12.03 of this Agreement or (2) the Trustee delivers\nsuch written notice of termination to the Asset Representations Reviewer, the Trustee shall appoint a successor asset representations\nreviewer that is an Eligible Asset Representations Reviewer. The Trustee shall provide written notice of the appointment of an Asset Representations\nReviewer to the Master Servicer, the Special Servicer, the Operating Advisor, the Certificate Administrator, the Directing Certificateholder\nand each Certificateholder within one Business Day of such appointment.\n\nThe Asset Representations\nReviewer shall at all times be an Eligible Asset Representations Reviewer and if the Asset Representations Reviewer ceases to be an Eligible\nAsset Representations Reviewer, the Asset Representations Reviewer shall immediately notify\n\n&thinsp;-441-&thinsp;\n\n&thinsp;\n\nthe Master Servicer, the Special Servicer,\nthe Trustee, the Operating Advisor, the Certificate Administrator and the Directing Certificateholder of such disqualification and immediately\nresign under Section&thinsp;12.03 of this Agreement and the Trustee shall\nappoint a successor asset representations reviewer subject to and in accordance with this Section&thinsp;12.05. Notwithstanding the\nforegoing, if the Trustee is unable to find a successor asset representations reviewer within thirty (30)&thinsp;days of the termination\nof the Asset Representations Reviewer, the Depositor shall be permitted to find a replacement. The Trustee shall not be liable for any\nfailure to identify and appoint a successor asset representations reviewer so long as the Trustee uses commercially reasonable efforts\nto conduct a search for a successor asset representations reviewer and such failure is not a result of the Trustee’s negligence,\nbad faith or willful misconduct in the performance of its obligations hereunder.\n\n(d)&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;\nUpon any termination of the Asset Representations Reviewer and appointment of a successor to the Asset Representations Reviewer,\nthe Trustee shall, as soon as possible, give written notice thereof to the Special Servicer, the Master Servicer, the Certificate Administrator\n(who shall, as soon as possible, give written notice thereof to the Certificateholders), the Operating Advisor, the Mortgage Loan Sellers,\nthe Depositor and, prior to the occurrence and continuance of a Consultation Termination Event, the Directing Certificateholder and each\nRating Agency. In the event that the Asset Representations Reviewer is terminated, all of its rights and obligations under this Agreement\nshall terminate, other than any rights or obligations that accrued prior to the date of such termination (including the right to receive\nall amounts accrued and owing to it under this Agreement) and other than indemnification rights (arising out of events occurring prior\nto such termination).\n\n[End of Article&thinsp;XII]\n\nArticle&thinsp;XIII\n\nMISCELLANEOUS PROVISIONS\n\nSection&thinsp;13.01&thinsp;&thinsp;&thinsp;\nAmendment. (a)&thinsp;&thinsp;This Agreement may be amended from time\nto time by the parties hereto, without the consent of any of the Certificateholders or the Companion Holders:\n\n(i)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;to correct\nany defect or ambiguity in this Agreement in order to address any manifest error in any provision of this Agreement;\n\n(ii)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;to cause\nthe provisions in this Agreement to conform or be consistent with or in furtherance of the statements made in the Prospectus or Private\nPlacement Memorandum, the Trust or this Agreement or to correct or supplement any of its provisions which may be defective or inconsistent\nwith any other provisions therein or to correct any error;\n\n(iii)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;to change\nthe timing and/or nature of deposits in the Collection Account, the Distribution Accounts or any REO Account; provided that (a)&thinsp;the\nP&I Advance Date shall in no event be later than the Business Day prior to the related Distribution Date and (b)&thinsp;such change\nshall not adversely affect in any material respect the interests of any\n\n&thinsp;-442-&thinsp;\n\n&thinsp;\n\nCertificateholder, as evidenced in writing\nby an Opinion of Counsel at the expense of the party requesting such amendment or as evidenced by a Rating Agency Confirmation from each\nRating Agency with respect to such amendment;\n\n(iv)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;to modify,\neliminate or add to any of its provisions to such extent as shall be necessary to maintain the qualification of either Trust REMIC as\na REMIC under the relevant provisions of the Code at all times that any Certificate is outstanding, or to avoid or minimize the risk\nof imposition of any tax on the Trust, either Trust REMIC; provided that the Trustee and the Certificate Administrator have received\nan Opinion of Counsel (at the expense of the party requesting such amendment) to the effect that (a)&thinsp;such action is necessary\nor desirable to maintain such qualification or to avoid or minimize the risk of the imposition of any such tax and (b)&thinsp;such action\nwill not adversely affect in any material respect the interests of any Certificateholder or Companion Holder;\n\n(v)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;to modify,\neliminate or add to the provisions of Section&thinsp;5.03(o) or any other provision hereof restricting transfer of the Class&thinsp;R\nCertificates; provided the Depositor has determined that such change shall not, as evidenced by an Opinion of Counsel, cause the\nTrust, either Trust REMIC or any of the Certificateholders (other than the Transferor) to be subject to a federal tax caused by a Transfer\nto a Person that is a Disqualified Organization or a Disqualified Non-U.S. Tax Person;\n\n(vi)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;to revise\nor add any other provisions with respect to matters or questions arising under this Agreement or any other change; provided that\nthe required action shall not adversely affect in any material respect the interests of any Certificateholder or any holder of a Serviced\nPari Passu Companion Loan not consenting to such revision or addition, as evidenced in writing by an Opinion of Counsel, at the expense\nof the party requesting such amendment or as evidenced by a Rating Agency Confirmation from each of the Rating Agencies with respect\nto such amendment or supplement and confirmation of the applicable rating agencies that such action will not result in the downgrade,\nwithdrawal or qualification of its then-current ratings of any Serviced Pari Passu Companion Loan Securities (provided that such\nrating agency confirmation may be considered satisfied in the same manner as any Rating Agency Confirmation may be considered satisfied\nwith respect to the Certificates pursuant to Section&thinsp;3.25);\n\n(vii)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;to amend\nor supplement any provision hereof to the extent necessary to maintain the then-current ratings assigned to each Class of Certificates\nby each Rating Agency, as evidenced by a Rating Agency Confirmation from each of the Rating Agencies and confirmation of the applicable\nrating agencies that such action will not result in the downgrade, withdrawal or qualification of its then-current ratings of any Serviced\nPari Passu Companion Loan Securities (provided that such rating agency confirmation may be considered satisfied in the same manner\nas any Rating Agency Confirmation may be considered satisfied with respect to the Certificates pursuant to Section&thinsp;3.25);\nprovided that such amendment or supplement shall not adversely affect in any material respect the interests of any Certificateholder\nnot consenting to such amendment or supplement, as evidenced by an Opinion of Counsel;\n\n&thinsp;-443-&thinsp;\n\n&thinsp;\n\n(viii)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;to modify\nthe provisions of Sections&thinsp;3.05 and 3.17 (with respect to reimbursement of Nonrecoverable Advances and Workout-Delayed\nReimbursement Amounts) if (a)&thinsp;the Depositor, the Master Servicer, the Trustee and, for so long as a Control Termination Event\nhas not occurred and is not continuing and with respect to any Mortgage Loans other than any Excluded Loan, the Directing Certificateholder,\ndetermine that the CMBS industry standard for such provisions has changed, in order to conform to such industry standard, (b)&thinsp;such\nmodification does not cause either Trust REMIC to fail to qualify as a REMIC under the relevant provisions of the Code, as evidenced\nby an Opinion of Counsel and (c)&thinsp;each Rating Agency has delivered a Rating Agency Confirmation and, with regard to any class of\nServiced Companion Loan Securities, the applicable rating agencies have delivered a confirmation that such action will not result in\nthe downgrade, withdrawal or qualification of its then-current ratings (provided that such rating agency confirmation may\nbe considered satisfied in the same manner as any Rating Agency Confirmation may be considered satisfied with respect to the Certificates\npursuant to Section&thinsp;3.25);\n\n(ix)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;to modify\nthe procedures of this Agreement relating to compliance with Rule&thinsp;17g-5 of the Exchange Act; provided that such amendment\nshall not adversely affect in any material respects the interests of any Certificateholders, as evidenced by (x)&thinsp;an Opinion of\nCounsel or (y)&thinsp;if any Certificate is then rated, receipt of Rating Agency Confirmation from each Rating Agency rating such Certificates;\nand provided, further, that the Certificate Administrator shall give notice of any such amendment to the 17g-5 Information\nProvider for posting to the 17g-5 Information Provider’s Website pursuant to Section&thinsp;3.13(c) and the Certificate\nAdministrator shall post such notice to the Certificate Administrator’s Website;\n\n(x)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;to modify,\neliminate or add to any provisions of this Agreement to such extent as would be necessary to comply with the requirements for use of\nForm SF-3 in registered offerings to the extent provided in CFR 239.45(b)(1)(ii), (iii) or (iv); or\n\n(xi)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;to modify,\neliminate or add to any of its provisions (i) to such extent as will be necessary to comply with the requirements of Regulation RR or\n(ii) in the event Regulation RR or any other regulations applicable to the risk retention requirements for this securitization transaction\nare amended or repealed, to the extent required to comply with any such amendment or to modify or eliminate the provision related to\nthe risk retention requirements in the event of such repeal, in each case as evidenced by an Opinion of Counsel.\n\nNotwithstanding the foregoing, no such amendment\n(A)&thinsp;may change in any manner any defined term used in any Mortgage Loan Purchase Agreement or the obligations of any Mortgage Loan\nSeller, related Additional Repurchase Obligor or related guarantor under any Mortgage Loan Purchase Agreement or otherwise change any\nrights of any Mortgage Loan Seller, related Additional Repurchase Obligor or related guarantor, including as a third party beneficiary\nhereunder, without the consent of such Mortgage Loan Seller, related Additional Repurchase Obligor or related guarantor or (B)&thinsp;may\nmaterially and adversely affect the holders of a Companion Loan without such Companion Holder’s consent.\n\n&thinsp;-444-&thinsp;\n\n&thinsp;\n\n(b)&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;\nThis Agreement may also be amended from time to time by the parties hereto with the consent of the Holders of Certificates of\neach Class affected by such amendment evidencing in the aggregate not less than a majority of the aggregate Percentage Interests constituting\nthe Class for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Agreement\nor of modifying in any manner the rights of the Holders of Certificates of such Class; provided, however, that no such amendment\nshall:\n\n(i)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;reduce in\nany manner the amount of, or delay the timing of, payments received on the Mortgage Loans that are required to be distributed on a Certificate\nof any Class without the consent of the Holder of the Certificate or which are required to be distributed to a Companion Holder without\nthe consent of such Companion Holder; or\n\n(ii)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;reduce\nthe aforesaid percentage of Certificates of any Class the Holders of which are required to consent to any such amendment or remove the\nrequirement to obtain consent of any Companion Holder, in any such case without the consent of the Holders of all Certificates of such\nClass then outstanding or such Companion Holders, as applicable; or\n\n(iii)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;adversely\naffect the Voting Rights of any Class of Certificates without the consent of the Holders of all Certificates of such Class then outstanding;\nor\n\n(iv)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;change in\nany manner any defined term used in any Mortgage Loan Purchase Agreement or the obligations of any Mortgage Loan Seller, related Additional\nRepurchase Obligor or related guarantor under such Mortgage Loan Purchase Agreement or otherwise change any rights of any Mortgage Loan\nSeller, related Additional Repurchase Obligor or related guarantor under such Mortgage Loan Purchase Agreement as a third party beneficiary\nhereunder, without the consent of such Mortgage Loan Seller, related Additional Repurchase Obligor or related guarantor; or\n\n(v)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;amend the\nServicing Standard without the consent of 100% of the Certificateholders or receipt of Rating Agency Confirmation from each Rating Agency\nand confirmation of the applicable rating agencies that such action will not result in the downgrade, withdrawal or qualification of\nits then-current ratings of any securities related to a Companion Loan, if any (provided that such rating agency confirmation\nmay be considered satisfied in the same manner as any Rating Agency Confirmation may be considered satisfied with respect to the Certificates\npursuant to Section&thinsp;3.25) and, if required under the related Intercreditor Agreement, the consent of the holder of any\nAB Subordinate Companion Loan for each Serviced AB Whole Loan.\n\n(c)&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;\nNotwithstanding the foregoing, none of the Operating Advisor, the Asset Representations Reviewer, the Trustee, the Certificate\nAdministrator, the Depositor, the Master Servicer nor the Special Servicer will be required to consent to any amendment hereto without\nhaving first received an Opinion of Counsel (at the Trust’s expense) to the effect that such amendment is permitted hereunder, that\nall conditions precedent have been satisfied and that such amendment or the exercise of any power granted to the Master Servicer, the\nSpecial Servicer, the Depositor, the Trustee, the Certificate Administrator, the Operating Advisor, the Asset Representations Reviewer\nor any other specified person in accordance with such\n\n&thinsp;-445-&thinsp;\n\n&thinsp;\n\namendment will not result in the imposition\nof a tax on any portion of the Trust Fund, either Trust REMIC, or cause either Trust REMIC to fail to qualify as a REMIC under\nthe relevant provisions of the Code. Furthermore, no amendment to this Agreement may be made that changes any provisions specifically\nrequired to be included in this Agreement by any Intercreditor Agreement or that otherwise materially and adversely affects the holder\nof a Companion Loan without the consent of the holder of the related Companion Loan(s).\n\n(d)&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;\nPromptly after the execution of any amendment to this Agreement, the Certificate Administrator shall post a copy of the same to\nthe Certificate Administrator’s Website, deliver a copy of the same to the 17g-5 Information Provider who shall post a copy\nof the same on the 17g-5 Information Provider’s Website pursuant to Section&thinsp;3.13(b) and Section&thinsp;3.13(c),\nas applicable, and thereafter, the Certificate Administrator shall furnish a copy of such amendment in electronic format to each Certificateholder\nand each Serviced Companion Noteholder, the Depositor, the Master Servicer, the Special Servicer, the Underwriters and the Rating Agencies.\n\n(e)&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;\nIt shall not be necessary for the consent of Certificateholders under this Section&thinsp;13.01 to approve the particular\nform of any proposed amendment, but it shall be sufficient if such consent shall approve the substance thereof. The manner of obtaining\nsuch consents and of evidencing the authorization of the execution thereof by Certificateholders shall be subject to such reasonable regulations\nas the Certificate Administrator may prescribe.\n\n(f)&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;\nThe Trustee and the Certificate Administrator shall not be obligated to enter into any amendment pursuant to this Section&thinsp;13.01\nthat affects its rights, duties and immunities under this Agreement or otherwise.\n\n(g)&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;\nThe cost of any Opinion of Counsel to be delivered pursuant to Section&thinsp;13.01(a) or (c) and the cost of any amendment\nentered into hereunder shall be borne by the Person seeking the related amendment, except that if the Master Servicer, the Certificate\nAdministrator or the Trustee requests any amendment of this Agreement in furtherance of the rights and interests of Certificateholders,\nthe cost of any Opinion of Counsel required in connection therewith pursuant to Section&thinsp;13.01(a) or (c) shall be payable\nout of the Collection Account.\n\n(h)&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;\nThe Servicing Standard shall not be amended unless each Rating Agency provides Rating Agency Confirmation and, with respect to\nany class of Serviced Companion Loan Securities, the applicable rating agencies provide a confirmation that such action will not result\nin the downgrade, withdrawal or qualification of its then-current ratings, if any (provided that such rating agency confirmation\nmay be considered satisfied in the same manner as any Rating Agency Confirmation may be considered satisfied with respect to the Certificates\npursuant to Section&thinsp;3.25).\n\n(i)&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;\nTo the extent the Operating Advisor, the Trustee, the Certificate Administrator, the Master Servicer, the Special Servicer, the\nAsset Representations Reviewer or the Depositor obtains an Opinion of Counsel as provided for in Section&thinsp;13.01(c) in connection\nwith executing any amendment to this Agreement, such party shall be deemed not to have acted\n\n&thinsp;-446-&thinsp;\n\n&thinsp;\n\nnegligently in connection with entering into\nsuch amendment for purposes of availing itself of any indemnity provided to such party under this Agreement.\n\n(j)&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;\nNotwithstanding any other provision of this Agreement, for purposes of the giving or withholding of consents pursuant to this Section&thinsp;13.01,\nCertificates registered in the name of the Depositor or any Affiliate of the Depositor shall be entitled to the same Voting Rights with\nrespect to matters described above as they would if any other Person held such Certificates, so long as neither the Depositor nor any\nof its Affiliates is performing servicing duties with respect to any of the Mortgage Loans.\n\n(k)&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;\nThis Agreement may not be amended without the consent of the AB Whole Loan Controlling Holder if such amendment would materially\nand adversely affect the related Mortgage Loan or the rights of such Companion Holder hereunder.\n\n(l)&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;\nIn addition, if one but not all of the Mortgage Notes evidencing a Joint Mortgage Loan is repurchased by the applicable Mortgage\nLoan Sellers, this Agreement may be amended by the parties hereto (at the expense of the party requesting such amendment (or, if the Master\nServicer or Special Servicer is requesting such amendment in connection with the fulfillment of its duties under this Agreement, at the\nexpense of the Trust)), without the consent of any Certificateholder, to add or modify provisions relating to the applicable Repurchased\nNote for purposes of the servicing and administration of such Repurchased Note provided that the amendment shall not adversely affect\nin any material respect the interests of the Certificateholders, as evidenced by a Rating Agency Confirmation from each Rating Agency\n(obtained at the expense of the Repurchasing Mortgage Loan Seller) with respect to such amendment (or, if no such Rating Agency Confirmation\nis actually received, by an Opinion of Counsel to such effect). Prior to the effectiveness of such amendment, if one but not all of the\nMortgage Notes with respect to a Joint Mortgage Loan is repurchased, the terms of Section 3.34 shall govern the servicing and administration\nof such Joint Mortgage Loan.\n\nSection&thinsp;13.02&thinsp;&thinsp;&thinsp;\nRecordation of Agreement; Counterparts. (a)&thinsp;&thinsp;To the extent\npermitted by applicable law, this Agreement is subject to recordation in all appropriate public offices for real property records in all\nthe counties or other comparable jurisdictions in which any or all of the properties subject to the Mortgages are situated, and in any\nother appropriate public recording office or elsewhere, such recordation to be effected by the Certificate Administrator at the expense\nof the Depositor on direction by the Special Servicer and with the consent of the Depositor (which may not be unreasonably withheld),\nbut only upon direction accompanied by an Opinion of Counsel (the cost of which shall be paid by the Depositor) to the effect that such\nrecordation materially and beneficially affects the interests of the Certificateholders.\n\n(b)&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;\nFor the purpose of facilitating the recordation of this Agreement as herein provided and for other purposes, this Agreement may\nbe executed in counterparts, each of which when so executed shall be deemed to be an original and all of which when taken together shall\nconstitute one and the same instrument, and the words “executed,” “signed,” “signature,” and words\nof like import as used above and elsewhere in this Agreement or in any other certificate, agreement or document related to this transaction\nshall include, in addition to manually executed signatures, images of manually executed signatures transmitted by facsimile or other electronic\nformat (including, without limitation, “pdf”) and other electronic signatures (including, without\n\n&thinsp;-447-&thinsp;\n\n&thinsp;\n\nlimitation, any electronic sound, symbol, or\nprocess, attached to or logically associated with a contract or other record and executed or adopted by a person with the intent to sign\nthe record). The use of electronic signatures and electronic records (including, without limitation, any contract or other record created,\ngenerated, sent, communicated, received, or stored by electronic means) shall be of the same legal effect, validity and enforceability\nas a manually executed signature or use of a paper-based record-keeping system to the fullest extent permitted by applicable law, including\nthe federal Electronic Signatures in Global and National Commerce Act, the New York State Electronic Signatures and Records Act and any\nother applicable law, including, without limitation, any state law based on the Uniform Electronic Transactions Act or the Uniform Commercial\nCode.\n\n(c)&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;\nThe Trustee shall make any filings required under the laws of the state of its place of business required solely by virtue of the\nfact of the location of the Trustee’s place of business, the costs of which, if any, to be at the Trustee’s expense.\n\nSection&thinsp;13.03&thinsp;&thinsp;&thinsp;\nLimitation on Rights of Certificateholders. (a)&thinsp;&thinsp;The\ndeath or incapacity of any Certificateholder shall not operate to terminate this Agreement or the Trust, nor entitle such Certificateholder’s\nlegal representatives or heirs to claim an accounting or to take any action or proceeding in any court for a partition or winding up of\nthe Trust, nor otherwise affect the rights, obligations and liabilities of the parties hereto or any of them.\n\n(b)&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;\nNo Certificateholder shall have any right to vote (except as expressly provided for herein) or in any manner otherwise control\nthe operation and management of the Trust, or the obligations of the parties hereto, nor shall anything herein set forth, or contained\nin the terms of the Certificates, be construed so as to constitute the Certificateholders from time to time as partners or members of\nan association; nor shall any Certificateholder be under any liability to any third party by reason of any action taken by the parties\nto this Agreement pursuant to any provision hereof.\n\n(c)&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;\nOther than with respect to any rights to deliver a Certificateholder Repurchase Request and exercise the rights described under\nSection&thinsp;2.03(k)(i), no Certificateholder shall have any right by virtue of any provision of this Agreement to institute any\nsuit, action or proceeding in equity or at law upon or under or with respect to this Agreement, any Intercreditor Agreement, any Mortgage\nLoan, or with respect to the Certificates, unless, with respect to any suit, action or proceeding upon or under or with respect to this\nAgreement, such Holder previously shall have given to the Trustee and the Certificate Administrator a written notice of default, and of\nthe continuance thereof, as herein before provided, or of the need to institute such suit, action or proceeding on behalf of the Trust\nand unless also (except in the case of a default by the Trustee) the Holders of Certificates of any Class evidencing not less than 50%\nof the related Percentage Interests in such Class shall have made written request upon the Trustee to institute such action, suit or proceeding\nin its own name as Trustee hereunder and shall have offered to the Trustee such indemnity reasonably satisfactory to it as it may require\nagainst the costs, expenses and liabilities to be incurred therein or thereby, and the Trustee, for sixty (60) days after its receipt\nof such notice, request and offer of such indemnity, shall have neglected or refused to institute any such action, suit or proceeding.\nThe Trustee shall be under no obligation to exercise any of the trusts or powers vested in it hereunder or to institute, conduct or defend\nany litigation hereunder or in relation\n\n&thinsp;-448-&thinsp;\n\n&thinsp;\n\nhereto at the request, order or direction of\nany of the Holders of Certificates unless such Holders have offered to the Trustee indemnity reasonably satisfactory to it against the\ncosts, expenses and liabilities which may be incurred therein or hereby. It is understood and intended, and expressly covenanted by each\nCertificateholder with every other Certificateholder and the Trustee, that no one or more Holders of Certificates shall have any right\nin any manner whatsoever by virtue of any provision of this Agreement or the Certificates to affect, disturb or prejudice the rights of\nthe Holders of any other of such Certificates, or to obtain or seek to obtain priority over or preference to any other such Holder, which\npriority or preference is not otherwise provided for herein, or to enforce any right under this Agreement or the Certificates, except\nin the manner herein or therein provided and for the equal, ratable and common benefit of all Certificateholders. For the protection and\nenforcement of the provisions of this Section&thinsp;13.03(c), each and\nevery Certificateholder and the Trustee shall be entitled to such relief as can be given either at law or in equity.\n\nSection&thinsp;13.04&thinsp;&thinsp;&thinsp;\nGoverning Law; Submission to Jurisdiction; Waiver of Jury Trial. THIS\nAGREEMENT AND ANY CLAIM, CONTROVERSY OR DISPUTE ARISING UNDER OR RELATED TO THIS AGREEMENT, THE RELATIONSHIP OF THE PARTIES TO THIS AGREEMENT,\nAND/OR THE INTERPRETATION AND ENFORCEMENT OF THE RIGHTS AND DUTIES OF THE PARTIES TO THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED\nIN ACCORDANCE WITH THE INTERNAL LAWS AND DECISIONS OF THE STATE OF NEW YORK, WITHOUT REGARD TO THE CHOICE OF LAW RULES THEREOF. THE PARTIES\nHERETO INTEND THAT THE PROVISIONS OF SECTION&thinsp;5-1401 AND SECTION&thinsp;5-1402 OF THE NEW YORK GENERAL OBLIGATIONS LAW SHALL APPLY\nTO THIS AGREEMENT.\n\nEACH OF THE PARTIES HERETO\nIRREVOCABLY (I)&thinsp;SUBMITS TO THE EXCLUSIVE JURISDICTION OF THE COURTS OF THE STATE OF NEW YORK AND THE FEDERAL COURTS OF THE UNITED\nSTATES OF AMERICA FOR THE SOUTHERN DISTRICT OF NEW YORK FOR THE PURPOSE OF ANY ACTION OR PROCEEDING RELATING TO THIS AGREEMENT; (II)&thinsp;WAIVES,\nTO THE FULLEST EXTENT PERMITTED BY LAW, THE DEFENSE OF AN INCONVENIENT FORUM IN ANY ACTION OR PROCEEDING IN ANY SUCH COURT; (III)&thinsp;AGREES\nTHAT A FINAL JUDGMENT IN ANY ACTION OR PROCEEDING IN ANY SUCH COURT SHALL BE CONCLUSIVE AND MAY BE ENFORCED IN ANY OTHER JURISDICTION\nBY SUIT ON THE JUDGMENT OR IN ANY OTHER MANNER PROVIDED BY LAW; AND (IV)&thinsp;CONSENTS TO SERVICE OF PROCESS UPON IT BY MAILING A COPY\nTHEREOF BY CERTIFIED MAIL ADDRESSED TO IT AS PROVIDED FOR NOTICES HEREUNDER.\n\nTHE PARTIES HERETO HEREBY\nWAIVE, TO THE FULLEST EXTENT PERMITTED BY LAW, THE RIGHT TO TRIAL BY JURY IN ANY ACTION, PROCEEDING OR COUNTERCLAIM, WHETHER IN CONTRACT,\nTORT OR OTHERWISE, RELATING DIRECTLY OR INDIRECTLY TO THIS AGREEMENT OR THE TRANSACTIONS CONTEMPLATED HEREBY.\n\nSection&thinsp;13.05&thinsp;&thinsp;&thinsp;\nNotices. (a)&thinsp;&thinsp;Any communications provided for or permitted\nhereunder shall be in writing and, unless otherwise expressly provided herein, shall be deemed to\n\n&thinsp;-449-&thinsp;\n\n&thinsp;\n\nhave been duly given when delivered to (or,\nin the case of facsimile or electronic notices, when received by):\n\nIn the case of the Depositor:\n\nBarclays Commercial Mortgage Securities LLC\n\n745 Seventh Avenue\n\nNew York, New York 10019\n\nAttention: Daniel Schmidt\n\nEmail: RRcmbs@barclays.com\n\nwith a copy to:\n\nBarclays Capital Inc.\n\n745 Seventh Avenue\n\nNew York, New York 10019\n\nAttention: Securitized Products, Legal Department\n\nEmail: SPLegalNotices@barclays.com\n\nIn the case of the Master Servicer:\n\nMidland Loan Services, a Division of PNC Bank, National Association\n\n10851 Mastin Street, Suite 700\n\nOverland Park, Kansas 66210\n\nAttention: Executive Vice President – Division Head\n\nEmail: NoticeAdmin@pnc.com\n\nwith a copy to:\n\nStinson LLP\n\n1201 Walnut Street, Suite 2900\n\nKansas City, Missouri 64106-2150\n\nAttention: Kenda K. Tomes\n\nEmail: kenda.tomes@stinson.com\n\nFax Number: (816) 412-9338\n\n&thinsp;\n\nIn the case of the Special Servicer:\n\nLNR Partners, LLC\n\n2340 Collins Avenue, Suite 700\n\nMiami Beach, Florida 33139\n\nAttention: Heather Bennett and Arne Schulkin\n\nwith a copy to:\n\nEmail: hbennett@starwood.com, aschulkin@lnrpartners.com\nand\n\nlnr.cmbs.notices@lnrproperty.com\n\n&thinsp;-450-&thinsp;\n\n&thinsp;\n\nor with respect solely to e-mail pursuant\nto Section 3.13(c) and Section 13.10 to\n\ninquiries@lnrproperty.com\n\nIn the case of the Directing Certificateholder\nand the Risk Retention Consultation Party:\n\nLNR Securities Holdings, LLC\n\n2340 Collins Avenue, Suite 700\n\nMiami Beach, Florida 33139\n\nAttention: Heather Bennett and Arne Shulkin\n\n&thinsp;\n\nwith a copy to:\n\n&thinsp;\n\nEmail: hbennett@starwood.com, ashulkin@lnrpartners.com,\n\nlnr.cmbs.notices@lnrproperty.com and LNRSH@Starwood.com\n\n&thinsp;\n\nIn the case of the Certificate Administrator\nand Trustee:\n\nFor surrenders, transfers or exchanges of a\nCertificate:\n\nComputershare Trust Company, National Association\n\n1505 Energy Park Drive\n\nSt. Paul, Minnesota 55108\n\nAttention: Corporate Trust Services – BBCMS 2026-5C42\n\nwith copies for risk retention transfers\nto:\n\nCCTRiskRetentionCustody@computershare.com\n\nFor Repurchase Requests or Withdrawals:\n\n&thinsp;\n\n#NACCTMMGRepurchases@computershare.com\n\nSubject line: Repurchase [Withdrawal] Request\n– BBCMS 2026-5C42\n\n(with a copy sent contemporaneously via email to\n\ncctsecnotifications@computershare.com)\n\n&thinsp;\n\nFor all other matters:\n\n&thinsp;\n\nComputershare Trust Company, National Association\n\n9062 Old Annapolis Road\n\nColumbia, Maryland 21045\n\nAttention: Corporate Trust Services – BBCMS 2026-5C42\n\n&thinsp;\n\nwith a copy to:\n\nCCTCMBSBondAdmin@computershare.com\n\ntrustadministrationgroup@computershare.com\n\n&thinsp;-451-&thinsp;\n\n&thinsp;\n\n&thinsp;\n\nIn the case of the Custodian:\n\nComputershare Trust Company, National Association\n\n1055 10th Avenue SE\n\nMinneapolis, Minnesota 55414\n\nAttention: Document Custody Group – BBCMS 2026-5C42\n\n&thinsp;\n\nwith a copy to:\n\ncmbscustody@computershare.com\n\nIn the case of the Operating Advisor\nand the Asset Representations Reviewer:\n\nPark Bridge Lender Services LLC\n\n600 Third Avenue, 40th Floor\n\nNew York, New York 10016\n\nAttention: BBCMS 2026-5C42 – Surveillance Manager (with a copy sent\n\ncontemporaneously via email to cmbs.notices@parkbridgefinancial.com)\n\nIn the case of the Mortgage Loan Sellers:\n\n(i)Barclays Capital Real Estate Inc.\n\n745 Seventh Avenue\n\nNew York, New York 10019\n\nAttention: Daniel Schmidt\n\nEmail: RRcmbs@barclays.com\n\nwith a copy to:\n\nBarclays Capital Real Estate Inc.\n\n745 Seventh Avenue\n\nNew York, New York 10019\n\nAttention: Securitized Products, Legal Department\n\nEmail: SPLegalNotices@barclays.com\n\n(ii)KeyBank National Association\n\n11501 Outlook Street, Suite 300\n\nOverland Park, Kansas 66211\n\nAttention: Joe DeRoy\n\nFacsimile: (877) 379-1625\n\nEmail: joe_a_deroy@keybank.com\n\nwith a copy to:\n\nPolsinelli\n\n900 West 48th Place, Suite 900\n\n&thinsp;-452-&thinsp;\n\n&thinsp;\n\nKansas City, Missouri 64112\n\nEmail: keybanknotices@polsinelli.com\n\n(iii)Starwood Mortgage Capital LLC\n\n2340 Collins Avenue, Suite 700\n\nMiami Beach, Florida 33139\n\nAttention: Leslie K. Fairbanks, Executive Vice President\n\nEmail: lfairbanks@starwood.com\n\nwith a copy by email to: jbeard@starwood.com\n\nand with a copy to:\n\nStarwood Property Trust, Inc.\n\n2340 Collins Avenue, Suite 700\n\nMiami Beach, Florida 33139\n\nAttention: Heather Bennett\n\nWith copies by email to: hbennett@starwood.com and\n\nlnr.cmbs.notices@lnrproperty.com\n\nand, with respect to certifications pursuant to Section 2.03 of this\n\nAgreement, with a copy to:\n\nMcCoy & Orta\n\n100 N. Broadway, 26th Floor\n\nOklahoma City, Oklahoma 73102\n\nAttention: Vanessa Orta\n\nWith a copy by email to: vorta@mccoy-orta.com\n\nand with a copy to:\n\nMarcia Moore-Allen\n\nFacsimile: (405) 236-1448\n\nEmail: mmoore-allen@mccoy-orta.com\n\n(iv)Goldman Sachs Mortgage Company\n\n200 West Street\n\nNew York, New York 10282\n\nAttention: Scott Epperson\n\nEmail: scott.epperson@gs.com and gs-refgsecuritization@gs.com\n\nwith copies by electronic mail to:\n\nStructured Finance (REFG)\n\ngs-refglegal@gs.com\n\n&thinsp;-453-&thinsp;\n\n&thinsp;\n\n(v)Citi Real Estate Funding Inc.\n\n388 Greenwich Street, 6th Floor\n\nNew York, New York 10013\n\nAttention: Richard Simpson\n\nFax number: (646) 328-2943\n\nwith a copy to:\n\nCiti Real Estate Funding Inc.\n\n388 Greenwich Street, 5th Floor\n\nNew York, New York 10013\n\nAttention: Raul Orozco\n\nFax number: (347) 394-0898\n\nwith a copy to:\n\nCiti Real Estate Funding Inc.\n\n388 Greenwich Street, 17th Floor\n\nNew York, New York 10013\n\nAttention: Ryan M. O’Connor\n\nFax number: (646) 862-8988\n\nwith copies by electronic mail to:\n\nRichard Simpson at richard.simpson@citi.com\n\nRyan M. O’Connor at ryan.m.oconnor@citi.com\n\nand, in the case of each Rule 15Ga-1 Notice, cmbs.notice@citi.com\n\n(vi)Argentic Real Estate Finance 2&thinsp;LLC\n\n31 West 27th Street, 12th Floor\n\nNew&thinsp;York, New&thinsp;York 10001\n\nAttention: Michael Schulte\n\nFacsimile No.: (646)&thinsp;560-1745\n\nEmail: MSchulte@argentic.com\n\n(vii)Zions Bancorporation, N.A.\n\n201 East Las Olas Boulevard, Suite 1110\n\nFort Lauderdale, Florida 33301\n\nAttention: Ryan Frank\n\nTel: (312)-763-4274\n\nEmail: ryan.frank@zionsbancorp.com\n\n(viii)German American Capital Corporation\n\n1 Columbus Circle\n\nNew York, New York 10019\n\nAttention: Lainie Kaye\n\nEmail: lainie.kaye@db.com\n\n&thinsp;-454-&thinsp;\n\n&thinsp;\n\nwith a copy via email to:\n\ncmbs.requests@db.com and dbcmbsnotices@cwt.com\n\nwith a copy to:\n\nGerman American Capital Corporation\n\n1 Columbus Circle\n\nNew York, New York 10019\n\nAttention: General Counsel\n\nFacsimile no.: (646) 736-5721\n\nEmail: cmbs.requests@db.com and dbcmbsnotices@cwt.com\n\n(ix)Societe Generale Financial Corporation\n\n245 Park Avenue, 11th Floor\n\nNew York, New York 10167\n\nAttention: Jim Barnard\n\nE-mail: US-Glba-Abp-Cmbs-Notices@sgcib.com\n\nwith a copy to:\n\nSociete Generale Financial Corporation\n\n245 Park Avenue, 11th Floor\n\nNew York, New York 10167\n\nAttention: General Counsel\n\nE-mail: US-Glba-Abp-Cmbs-Notices@sgcib.com\n\nIn the case of the Underwriters or Initial\nPurchasers:\n\n1.Barclays Capital Inc.\n\n745&thinsp;Seventh Avenue\n\nNew York, New York 10019\n\nAttention: Daniel Schmidt\n\nEmail: RRcmbs@barclays.com\n\nwith a copy to:\n\nBarclays Capital Inc.\n\n745 Seventh Avenue\n\nNew York, New York, 10019\n\nAttention: Securitized Products, Legal Department\n\nEmail: SPLegalNotices@barclays.com\n\n2.Citigroup Global Markets Inc.\n\n388 Greenwich Street, 6th Floor\n\nNew York, New York 10013\n\n&thinsp;-455-&thinsp;\n\n&thinsp;\n\nAttention: Richard Simpson\n\nwith a copy to:\n\nCitigroup Global Markets Inc.\n\n390 Greenwich Street, 5th Floor\n\nNew York, New York 10013\n\nAttention: Raul Orozco\n\nwith a copy to:\n\nCitigroup Global Markets Inc.\n\n388 Greenwich Street, 17th Floor\n\nNew York, New York 10013\n\nAttention: Ryan M. O’Connor\n\nwith copies by electronic mail to:\n\nRichard Simpson at richard.simpson@citi.com, Raul Orozco at\n\nraul.d.orozco@citi.com and\n\nRyan M. O’Connor at ryan.m.oconnor@citi.com\n\n3.Goldman Sachs & Co. LLC\n\n200 West Street\n\nNew York, New York 10282\n\nAttention: Scott Epperson\n\nEmail: Scott.epperson@gs.com and gs-refgsecuritization@gs.com\n\nwith a copy to:\n\nStructured Finance Legal (REFG)\n\ngs-refglegal@gs.com\n\n4.KeyBanc Capital Markets Inc.\n\n127 Public Square, 8th Floor\n\nCleveland, Ohio 44114\n\nAttention: Gary Andrews\n\nFacsimile number: (216) 689-0976\n\n5.Deutsche Bank Securities Inc.\n\n1 Columbus Circle\n\nNew York, New York 10019\n\nAttention: Lainie Kaye\n\nEmail: cmbs.requests@db.com and dbcmbsnotices@cwt.com\n\n6.SG Americas Securities, LLC\n\n&thinsp;-456-&thinsp;\n\n&thinsp;\n\n245 Park Avenue\n\nNew York, New York 10167\n\nAttention: Jim Barnard\n\nEmail to Jim.Barnard@sgcib.com\n\nwith a copy to:\n\nSG Americas Securities, LLC\n\n245 Park Avenue, 11th&thinsp;Floor\n\nNew York, New York 10167\n\nAttention: General Counsel\n\nEmail to US-Glba-Abp-Cmbs-Notices@sgcib.com\n\n7.Drexel Hamilton, LLC\n\n110 East 42nd Street\n\nNew York, New York 10017\n\nAttention: John D. Kerin\n\nEmail: spg@drexelhamilton.com\n\n8.Bancroft Capital, LLC\n\n501 Office Center Drive, Suite 130\n\nFort Washington, Pennsylvania 19034\n\nAttention: Steve Ivcic\n\nFax number: (484) 373-4748\n\nIn the case of any mezzanine lender:\n\nThe address set forth in the related Intercreditor Agreement.\n\nIn the case of any Companion Holder:\n\nThe address set forth in the related Intercreditor Agreement.\n\nTo each such Person, such\nother address as may hereafter be furnished by such Person to the parties hereto in writing. Any communication required or permitted to\nbe delivered to a Certificateholder shall be deemed to have been duly given when mailed first class, postage prepaid, to the address of\nsuch Holder as shown in the Certificate Register. Any notice so mailed within the time prescribed in this Agreement shall be conclusively\npresumed to have been duly given, whether or not the Certificateholder receives such notice.\n\n(b)&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;\nAny party required to deliver any notice or information pursuant to the terms of this Agreement to the Rating Agencies shall deliver\nsuch written notice of the events or information specified in Section&thinsp;3.13(c) to the Rating Agencies at the address listed\nbelow, promptly following the occurrence thereof. The Master Servicer or Special Servicer, as applicable, the Certificate Administrator,\nand Trustee also shall furnish such other information regarding the Trust as may be reasonably requested by the Rating Agencies to the\nextent such party has or can obtain such information without unreasonable effort or expense; provided,\n\n&thinsp;-457-&thinsp;\n\n&thinsp;\n\nhowever,\nthat such other information is first provided to the 17g-5 Information Provider in accordance with the procedures set forth in Section&thinsp;3.13(c);\nprovided, further, that the 17g-5 Information Provider shall not disclose which Rating Agency has requested such information.\nNotwithstanding the foregoing, the failure to deliver such notices or copies shall not constitute a Servicer Termination Event, as the\ncase may be, under this Agreement. Any confirmation of the rating by the Rating Agencies required hereunder shall be in writing.\n\nAny notices to the Rating Agencies shall\nbe sent to the following addresses:\n\nFitch Ratings, Inc.\n\n300 West 57th Street\n\nNew York, New York 10019\n\nAttention: Commercial Mortgage Surveillance Group\n\nFacsimile No.: (212)&thinsp;635-0295\n\nE-mail: info.cmbs@fitchratings.com\n\nKroll Bond Rating Agency, LLC\n\n805 Third Avenue, 29th Floor\n\nNew York, New York 10022\n\nAttention: CMBS Surveillance\n\nEmail: cmbs.surveillance@kbra.com\n\nS&P Global Ratings\n\n55 Water Street, 41st Floor\n\nNew York, New York 10041\n\nAttention: Commercial Mortgage Surveillance Manager\n\nE-mail: CMBS_Info_17g5@spglobal.com and\n\nCMBSRACINFO@spglobal.com\n\nSection&thinsp;13.06&thinsp;&thinsp;&thinsp;\nSeverability of Provisions. If any one or more of the covenants,\nagreements, provisions or terms of this Agreement shall be for any reason whatsoever held invalid, then such covenants, agreements, provisions\nor terms shall be deemed severable from the remaining covenants, agreements, provisions or terms of this Agreement and shall in no way\naffect the validity or enforceability of the other provisions of this Agreement or of the Certificates or the rights of the Holders thereof.\n\nSection&thinsp;13.07&thinsp;&thinsp;&thinsp;\nGrant of a Security Interest. The Depositor intends that the conveyance\nof the Conveyed Property shall constitute a sale and not a pledge of security for a loan. If such conveyance is deemed to be a pledge\nof security for a loan, however, the Depositor intends that the rights and obligations of the parties to such loan shall be established\npursuant to the terms of this Agreement. The Depositor also intends and agrees that, in such event, (i)&thinsp;the Depositor shall be deemed\nto have granted to the Trustee (in such capacity) a first priority security interest in the Depositor’s entire right, title and\ninterest in, to and under, whether now owned or existing or hereafter acquired or arising, the Conveyed Property and all proceeds thereof\nand (ii)&thinsp;this Agreement shall constitute a Security Agreement under applicable law. The Depositor shall file or cause to be filed,\nas a precautionary filing, a UCC Financing Statement in all appropriate locations in the State of Delaware promptly following the initial\nissuance of the\n\n&thinsp;-458-&thinsp;\n\n&thinsp;\n\nCertificates, and the Certificate Administrator\nshall, at the expense of the Depositor (to the extent reasonable), prepare and file continuation statements with respect thereto, in each\ncase in the six-month period prior to every fifth anniversary of the date of the initial UCC Financing Statement. The Depositor shall\ncooperate in a reasonable manner with the Certificate Administrator in the preparation and filing of such continuation statements. This\nSection&thinsp;13.07 shall constitute notice to the Certificate Administrator and the Trustee pursuant to any of the requirements\nof the applicable UCC.\n\nSection&thinsp;13.08&thinsp;&thinsp;&thinsp;\nSuccessors and Assigns; Third Party Beneficiaries. (a)&thinsp;&thinsp;The\nprovisions of this Agreement shall be binding upon and inure to the benefit of the respective successors and assigns of the parties hereto,\nand all such provisions shall inure to the benefit of the Certificateholders, subject to Section 13.03. Each Mortgage Loan Seller\n(and its respective agents), each Additional Repurchase Obligor under a Mortgage Loan Purchase Agreement, each guarantor of a Mortgage\nLoan Seller’s obligations under the applicable Mortgage Loan Purchase Agreement, each Companion Holder (and its respective agents),\neach Underwriter, each depositor of a Regulation AB Companion Loan Securitization each Other Exchange Act Reporting Party (with respect\nto its rights under Article XI of this Agreement and the Initial Purchasers are intended third-party beneficiaries to this Agreement\nin respect of the respective rights afforded them hereunder). No other person, including, without limitation, any Mortgagor, shall be\nentitled to any benefit or equitable right, remedy or claim under this Agreement. If one, but not all, of the Mortgage Notes evidencing\nany Joint Mortgage Loan is repurchased, the applicable Repurchasing Mortgage Loan Seller shall be a third-party beneficiary of this Agreement\nto the same extent as if it were a holder of a Serviced Pari Passu Companion Loan, as contemplated by Section 3.34.\n\n(b)&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;\nEach Serviced Companion Noteholder shall be a third-party beneficiary to this Agreement in respect to the rights afforded it hereunder.\nEach of the Other Servicers and the Other Trustees shall be a third-party beneficiary to this Agreement in respect to all provisions herein\nexpressly relating to compensation, reimbursement or indemnification of such Other Servicer and Other Trustee, and any provisions regarding\nreimbursement or advances or interest thereon to such Other Servicer or Other Trustee.\n\n(c)&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;\nEach of the applicable Non-Serviced Trustee, Non-Serviced Master Servicer, Non-Serviced Special Servicer, Non-Serviced\nDepositor, Non-Serviced Paying Agent and any Non-Serviced Trust holding a related Non-Serviced Companion Loan, shall be a third-party\nbeneficiary to this Agreement in respect to its rights as specifically provided for herein and under the applicable Non-Serviced Intercreditor\nAgreement.\n\n(d)&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;\nSubject to Section&thinsp;2.03(k)(ii), Section&thinsp;2.03(l)(iv) and Section&thinsp;2.03(l)(v), any Requesting\nCertificateholder shall be an express third-party beneficiary to this Agreement for purposes of exercising rights under Section&thinsp;2.03(k)\nthrough Section&thinsp;2.03(o).\n\nSection&thinsp;13.09&thinsp;&thinsp;&thinsp;\nArticle and Section Headings. The article and section headings\nherein are for convenience of reference only, and shall not limit or otherwise affect the meaning hereof.\n\n&thinsp;-459-&thinsp;\n\n&thinsp;\n\nSection&thinsp;13.10&thinsp;&thinsp;&thinsp;\nNotices to the Rating Agencies. (a)&thinsp;&thinsp;The\nCertificate Administrator shall use reasonable efforts promptly to provide notice to the 17g-5 Information Provider for posting on\nthe 17g-5 Information Provider’s Website pursuant to Section&thinsp;3.13(c), (and the related 17g-5 information\nprovider for any class of Serviced Companion Loan Securities to the extent applicable to any Serviced Whole Loan) with respect to each\nof the following of which it has actual knowledge:\n\n(i)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;any material\nchange or amendment to this Agreement;\n\n(ii)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;the occurrence\nof a Servicer Termination Event that has not been cured;\n\n(iii)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;the resignation\nor termination of the Certificate Administrator, the Master Servicer, the Asset Representations Reviewer or the Special Servicer; and\n\n(iv)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;the repurchase\nor substitution of Mortgage Loans by the related Mortgage Loan Seller or Additional Repurchase Obligor pursuant to Section&thinsp;5 or\nSection&thinsp;19, as applicable, of the related Mortgage Loan Purchase Agreement.\n\n(b)&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;\nThe Master Servicer shall use reasonable efforts to promptly provide notice to the 17g-5 Information Provider for posting on\nthe 17g-5 Information Provider’s Website pursuant to Section&thinsp;3.13(c), with respect to each of the following of which\nit has actual knowledge:\n\n(i)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;the resignation\nor removal of the Trustee or the Certificate Administrator;\n\n(ii)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;any change\nin the location of the Collection Account;\n\n(iii)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;any event\nthat would result in the voluntary or involuntary termination of any insurance of the accounts of the Trustee;\n\n(iv)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;any change\nin the lien priority of any Mortgage Loan with respect to an assumption of the Mortgage Loan or additional encumbrance described in Section&thinsp;3.08;\n\n(v)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;any additional\nlease to an anchor tenant or termination of any existing lease to an anchor tenant at retail properties for any Mortgage Loan with a\nStated Principal Balance that is equal to or greater than the lesser of (1)&thinsp;an amount greater than 5% of the then-aggregate outstanding\nprincipal balances of the Mortgage Loans and (2)&thinsp;$35,000,000;\n\n(vi)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;any material\ndamage to any Mortgaged Property;\n\n(vii)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;any assumption\nwith respect to a Mortgage Loan; and\n\n(viii)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;any release\nor substitution of any Mortgaged Property.\n\n(c)&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;\nThe Certificate Administrator shall promptly furnish notice to the 17g-5 Information Provider for posting on the 17g-5\nInformation Provider’s Website pursuant to\n\n&thinsp;-460-&thinsp;\n\n&thinsp;\n\nSection&thinsp;3.13(c), and thereafter\nto the Rating Agencies of (i)&thinsp;any change in the location of the Distribution Accounts and (ii)&thinsp;the final payment to any Class\nof Certificateholders.\n\n(d)&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;\nThe Trustee, the Certificate Administrator, the Master Servicer and the Special Servicer, as applicable, shall furnish to the 17g-5\nInformation Provider for posting on the 17g-5 Information Provider’s Website pursuant to Section&thinsp;3.13(c), and thereafter\nto each Rating Agency (and any rating agency for any class of Serviced Companion Loan Securities to the extent applicable to any Serviced\nWhole Loan) with respect to each Mortgage Loan (other than any Non-Serviced Mortgage Loan) such information as any Rating Agency shall\nreasonably request and which the Trustee, the Certificate Administrator, the Master Servicer or Special Servicer, can reasonably provide\nin accordance with applicable law and without waiving any attorney-client privilege relating to such information or violating the\nterms of this Agreement or any Mortgage Loan documents. The Trustee, the Certificate Administrator, the Master Servicer and Special Servicer,\nas applicable, may include any reasonable disclaimer it deems appropriate with respect to such information. Notwithstanding anything to\nthe contrary herein, nothing in this Section&thinsp;13.10 shall require a party to provide duplicative notices or copies to the Rating\nAgencies with respect to any of the above listed items. In connection with the delivery by the Master Servicer or Special Servicer to\nthe 17g-5 Information Provider of any information, report, notice or document for posting to the 17g-5 Information Provider’s Website,\nthe 17g-5 Information Provider shall notify the Master Servicer or Special Servicer when such information, report, notice or document\nhas been posted. The Master Servicer or Special Servicer, as applicable, may, but shall not be obligated to send such information, report,\nnotice or document to the applicable Rating Agency so long as such information, report, notice or document (i)&thinsp;was previously provided\nto the 17g-5 Information Provider or (ii)&thinsp;is simultaneously provided to the 17g-5 Information Provider.\n\nSection&thinsp;13.11&thinsp;&thinsp;&thinsp;\nRecognition of U.S. Special Resolution Regimes.\n\n(i)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;In the event\na Covered Party becomes subject to a proceeding under a U.S. Special Resolution Regime, the transfer of this Agreement (and any interest\nand obligation in or under, and any property securing, this Agreement) from such Covered Party will be effective to the same extent as\nthe transfer would be effective under the U.S. Special Resolution Regime if this Agreement (and any interest and obligation in or under,\nand any property securing, this Agreement) were governed by the laws of the United States or a State of the United States.\n\n(ii)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;In the\nevent that a Covered Party or any BHC Affiliate of such Covered Party becomes subject to a proceeding under a U.S. Special Resolution\nRegime, Default Rights under this Agreement that may be exercised against such Covered Party are permitted to be exercised to no greater\nextent than such Default Rights could be exercised under the U.S. Special Resolution Regime if this Agreement were governed by the laws\nof the United States or a State of the United States.\n\n(iii)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;For the\npurposes of this Section&thinsp;13.11 and Section&thinsp;13.12, the following definitions apply:\n\n&thinsp;-461-&thinsp;\n\n&thinsp;\n\n“BHC Affiliate”\nhas the meaning assigned to the term “affiliate” in, and shall be interpreted in accordance with, 12 U.S.C. &sect;1841(k).\n\n“Covered Party”\nmeans any party to this Agreement that is one of the following: (i) a “covered entity” as that term is defined in, and interpreted\nin accordance with, 12 C.F.R. &sect;252.82(b); (ii) a “covered bank” as that term is defined in, and interpreted in accordance\nwith, 12 C.F.R. &sect;47.3(b), or any subsidiary of such a covered bank to which 12 C.F.R. Part 47 applies in accordance with 12 C.F.R.\n&sect;47.3(b); or (iii) a “covered FSI” as that term is defined in, and interpreted in accordance with, 12 C.F.R. &sect;382.2(b).\n\n“Default Right”\nhas the meaning assigned to that term in, and shall be interpreted in accordance with, 12 C.F.R. &sect;&sect;252.81, 47.2 or 382.1, as\napplicable.\n\n“U.S. Special Resolution\nRegime” means each of (i) the Federal Deposit Insurance Act and the regulations promulgated thereunder and (ii) Title II of\nthe Dodd-Frank Wall Street Reform and Consumer Protection Act and the regulations promulgated thereunder.\n\nSection&thinsp;13.12&thinsp;&thinsp;&thinsp;\nLimitation on the Exercise of Certain Rights Related to Affiliate Insolvency Proceedings.(i)\nNotwithstanding anything to the contrary in this Agreement or any other agreement, but subject to the requirements of Section&thinsp;13.12,\nno party to this Agreement shall be permitted to exercise any Default Right against a Covered Party with respect to this Agreement that\nis related, directly or indirectly, to a BHC Affiliate of such party becoming subject to a receivership, insolvency, liquidation, resolution,\nor similar proceeding (each an “Insolvency Proceeding”), except to the extent the exercise of such Default Right would\nbe permitted under the creditor protection provisions of 12 C.F.R. &sect; 252.84, 12 C.F.R. &sect; 47.5, or 12 C.F.R. &sect; 382.4, as\napplicable.\n\nAfter a BHC Affiliate of\na Covered Party has become subject to Insolvency Proceedings, if any party to this Agreement seeks to exercise any Default Right against\nsuch Covered Party with respect to this Agreement, the party seeking to exercise a Default Right shall have the burden of proof, by clear\nand convincing evidence, that the exercise of such Default Right is permitted hereunder.\n\nSection&thinsp;13.13&thinsp;&thinsp;&thinsp;\nCooperation with the Mortgage Loan Sellers with Respect to Rights Under the Loan Agreements. It\nis expressly agreed and understood that, notwithstanding the assignment of the Mortgage Loan documents, it is expressly intended that\neach Mortgage Loan Seller get the benefit of any securitization indemnification provisions in the Mortgage Loan documents. Therefore,\nthe Depositor, the Master Servicer, the Special Servicer and the Trustee hereby agree to reasonably cooperate with each Mortgage Loan\nSeller at the sole reasonable expense of such Mortgage Loan Seller with respect to the benefits of the provisions of any section of a\nloan agreement or securitization cooperation agreement related to indemnification of the lender and/or its Affiliates with respect to\nany securitization of the related Mortgage Loan, including, without limitation, reassignment to the related Mortgage Loan Seller of such\nsections, but no other portion of the Mortgage Loan documents, to permit the related Mortgage Loan Seller and its respective Affiliates\nto enforce such provisions for their respective benefits; provided that none of the Depositor, the Master Servicer, the Special\nServicer or the Trustee shall be required to take any action that is inconsistent with the Servicing Standard, would\n\n&thinsp;-462-&thinsp;\n\n&thinsp;\n\nviolate applicable law, the terms and provisions\nof this Agreement or the Mortgage Loan documents, would adversely affect any Certificateholder, would cause either Trust REMIC to fail\nto qualify as a REMIC, or would result in the imposition of a “prohibited transaction” or “prohibited contribution”\ntax under the REMIC Provisions. To the extent that the Trustee is required to execute any document facilitating an assignment under this\nSection 13.13, such document shall be in form and substance reasonably acceptable to the Trustee.\n\nSection&thinsp;13.14&thinsp;&thinsp;&thinsp;\nPNC Bank, National Association PNC Bank, National Association,\nby execution hereof by its division, Midland Loan Services, a Division of PNC Bank, National Association, acknowledges and agrees that\nthis Agreement is binding upon and enforceable against PNC Bank, National Association to the full extent of the obligations set forth\nherein with respect to Midland Loan Services, a Division of PNC Bank, National Association.\n\n[End of Article&thinsp;XIII]\n\n**[SIGNATURES COMMENCE ON FOLLOWING PAGE]**\n\n** **\n\n** **\n\n&thinsp;-463-&thinsp;\n\n&thinsp;\n\nIN WITNESS WHEREOF, the parties\nhereto have caused their names to be signed hereto by their respective officers thereunto duly authorized, in each case as of the day\nand year first above written.\n\nBARCLAYS COMMERCIAL MORTGAGE\n\nSECURITIES LLC, Depositor\n\nBy:\n/s/ Daniel Schmidt\n\nName: Daniel Schmidt\n\nTitle: Authorized Signatory\n\nBBCMS 2026-5C42 – Pooling and Servicing Agreement\n\n&thinsp;\n\nMIDLAND LOAN SERVICES, A DIVISION\n\nOF PNC BANK, NATIONAL ASSOCIATION,\n\nMaster Servicer\n\nBy:\n/s/ David A. Eckels\n\nName: David A. Eckels\n\nTitle: Senior Vice President\n\nBBCMS 2026-5C42 – Pooling and Servicing Agreement\n\n&thinsp;\n\nLNR PARTNERS, LLC,\n\nSpecial Servicer\n\nBy:\n/s/ Jerry Hirschkorn\n\nName: Jerry Hirschkorn\n\nTitle: Vice President\n\nBBCMS 2026-5C42 – Pooling and Servicing Agreement\n\n&thinsp;\n\nCOMPUTERSHARE TRUST COMPANY,\n\nNATIONAL ASSOCIATION,\n\nnot in its individual capacity, but solely as\n\nCertificate Administrator and Trustee\n\nBy:\n/s/ Anna M. Lopez\n\nName: Anna M. Lopez\n\nTitle: Vice President\n\nBBCMS 2026-5C42 – Pooling and Servicing Agreement\n\n&thinsp;\n\nPARK BRIDGE LENDER SERVICES LLC,\n\nOperating Advisor\n\nBy:\nPark Bridge Advisors LLC,\n\nIts Sole Member\n\nBy:\nPark Bridge Financial LLC,\n\nIts Sole Member\n\nBy:\n/s/ William Kozar\n\nName: William Kozar\n\nTitle: Vice President\n\nPARK BRIDGE LENDER SERVICES LLC,\n\nAsset Representations Reviewer\n\nBy:\nPark Bridge Advisors LLC,\n\nIts Sole Member\n\nBy:\nPark Bridge Financial LLC,\n\nIts Sole Member\n\nBy:\n/s/ William Kozar\n\nName: William Kozar\n\nTitle: Vice President\n\nBBCMS 2026-5C42 – Pooling and Servicing Agreement\n\n&thinsp;\n\nEXHIBIT A-1\n\nFORM OF CERTIFICATE (OTHER THAN CLASS R\nCERTIFICATES)\n\nCLASS [__]\n\nBBCMS MORTGAGE TRUST 2026-5C42\n\nCOMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES\n\nSERIES 2026-5C42, CLASS [__]\n\n**[FOR CLASS G-RR: THIS CERTIFICATE IS INTENDED\nTO CONSTITUTE PART OF AN “ELIGIBLE HORIZONTAL RESIDUAL INTEREST” (AS DEFINED IN REGULATION RR PROMULGATED UNDER SECTION 15G\nOF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED), AND AS SUCH IS SUBJECT TO VARIOUS PROHIBITIONS ON HEDGING, TRANSFER AND FINANCING\nSET FORTH IN REGULATION RR PROMULGATED UNDER SECTION 15G OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED. THE INITIAL PURCHASER OF\nTHIS CERTIFICATE, AND EACH SUBSEQUENT PURCHASER OF THIS CERTIFICATE, BY PURCHASING THIS CERTIFICATE OR AN INTEREST HEREIN, IS DEEMED TO\nHAVE AGREED TO COMPLY WITH CERTAIN TRANSFER REQUIREMENTS SET FORTH IN THE POOLING AND SERVICING AGREEMENT.]**\n\n**[FOR PRIVATELY OFFERED CERTIFICATES (CERTIFICATES\nOTHER THAN CLASSES A-1, A-2, A-3, X-A, A-S, B AND C): THIS CERTIFICATE IS A TEMPORARY REGULATION S BOOK-ENTRY CERTIFICATE FOR PURPOSES\nOF REGULATION S (“REGULATION S”) UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES\nACT”). NEITHER THIS TEMPORARY REGULATION S BOOK-ENTRY CERTIFICATE NOR ANY INTEREST HEREIN MAY BE OFFERED, SOLD OR DELIVERED,\nEXCEPT AS PERMITTED UNDER THE POOLING AND SERVICING AGREEMENT REFERRED TO BELOW.**\n\n**NO BENEFICIAL OWNERS OF THIS TEMPORARY REGULATION\nS BOOK-ENTRY CERTIFICATE SHALL BE ENTITLED TO RECEIVE PAYMENTS OF PRINCIPAL OR INTEREST HEREON UNLESS THE REQUIRED CERTIFICATIONS HAVE\nBEEN DELIVERED PURSUANT TO THE TERMS OF THE POOLING AND SERVICING AGREEMENT.]1**\n\n**[FOR BOOK-ENTRY CERTIFICATES: UNLESS THIS\nCERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”),\nTO THE CERTIFICATE REGISTRAR FOR REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME\nOF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE &\nCO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE\nOR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.]2**\n\n**[TRANSFERS OF THIS BOOK-ENTRY CERTIFICATE\nSHALL BE LIMITED TO TRANSFERS IN WHOLE, BUT NOT IN PART, TO NOMINEES OF DTC OR A SUCCESSOR THEREOF OR SUCH SUCCESSOR’S NOMINEE,\nAND TRANSFERS OF BENEFICIAL INTERESTS IN THIS BOOK-ENTRY CERTIFICATE SHALL BE LIMITED TO TRANSFERS MADE IN ACCORDANCE WITH THE**\n\n****\n\n1&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;Temporary\nRegulation S Book-Entry Certificate legend.\n\n2&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;Legend\nrequired as long as DTC is the Depository under the Pooling and Servicing Agreement.\n\nA-1-1\n\n**RESTRICTIONS SET FORTH IN THE POOLING AND\nSERVICING AGREEMENT REFERRED TO BELOW.]3**\n\n**THIS CERTIFICATE DOES NOT REPRESENT AN INTEREST\nIN OR OBLIGATION OF THE DEPOSITOR, THE MORTGAGORS, THE SPONSORS, THE MASTER SERVICER, THE SPECIAL SERVICER, THE TRUSTEE, THE CERTIFICATE\nADMINISTRATOR, THE OPERATING ADVISOR, THE ASSET REPRESENTATIONS REVIEWER, THE RISK RETENTION CONSULTATION PARTY, THE UNDERWRITERS, THE\nINITIAL PURCHASERS, THE MORTGAGE LOAN SELLERS OR ANY OF THEIR RESPECTIVE AFFILIATES. NEITHER THIS CERTIFICATE NOR THE UNDERLYING MORTGAGE\nLOANS ARE INSURED OR GUARANTEED BY ANY GOVERNMENTAL AGENCY OR INSTRUMENTALITY OR PRIVATE INSURER.**\n\n**[FOR PRINCIPAL BALANCE CERTIFICATES: PRINCIPAL\nPAYMENTS IN RESPECT OF THIS CERTIFICATE ARE DISTRIBUTABLE AS SET FORTH IN THE POOLING AND SERVICING AGREEMENT. ACCORDINGLY, THE OUTSTANDING\nCERTIFICATE BALANCE OF THIS CERTIFICATE AT ANY TIME MAY BE LESS THAN THE INITIAL CERTIFICATE BALANCE SET FORTH BELOW.]**\n\n**[FOR PRIVATELY OFFERED CERTIFICATES (CERTIFICATES\nOTHER THAN CLASSES A-1, A-2, A-3, X-A, A-S, B AND C): THIS CERTIFICATE HAS NOT BEEN AND WILL NOT BE REGISTERED OR QUALIFIED UNDER THE\nSECURITIES ACT OF 1933, AS AMENDED (THE**“**SECURITIES ACT**”**),\nOR ANY STATE OR FOREIGN SECURITIES LAW. THE HOLDER HEREOF, BY PURCHASING THIS CERTIFICATE, AGREES THAT THIS CERTIFICATE MAY BE REOFFERED,\nRESOLD, PLEDGED OR OTHERWISE TRANSFERRED ONLY (A)(1)&thinsp;PURSUANT TO RULE 144A UNDER THE SECURITIES ACT (**“**RULE&thinsp;144A**”**)\nTO A PERSON THAT THE HOLDER REASONABLY BELIEVES IS A “QUALIFIED INSTITUTIONAL BUYER”, WITHIN THE MEANING OF RULE 144A (A**“**QIB**”)**,\nOR IS PURCHASING FOR THE ACCOUNT OF A QIB, AND WHOM THE HOLDER HAS INFORMED THAT THE REOFFER, RESALE, PLEDGE, OR OTHER TRANSFER IS BEING\nMADE IN RELIANCE ON RULE 144A, (2)&thinsp;TO AN INSTITUTION THAT IS A NON-“U.S. PERSON” IN AN “OFFSHORE TRANSACTION”,\nAS DEFINED IN, AND IN ACCORDANCE WITH RULE 903 OR RULE 904 OF, REGULATION S UNDER THE SECURITIES ACT, OR (3)&thinsp;TO AN INSTITUTION THAT\nIS AN “ACCREDITED INVESTOR” WITHIN THE MEANING OF RULE 501(a)(1), (2), (3) OR (7) OF REGULATION D UNDER THE SECURITIES ACT\n(“REGULATION D”) OR ANY ENTITY IN WHICH ALL OF THE EQUITY OWNERS ARE “ACCREDITED INVESTORS” WITHIN THE\nMEANING OF RULE 501(a)(1), (2), (3) OR (7) OF REGULATION D (COLLECTIVELY, “INSTITUTIONAL ACCREDITED INVESTORS”), AND\n(B)&thinsp;IN EACH CASE IN ACCORDANCE WITH ANY APPLICABLE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES OR ANY OTHER APPLICABLE JURISDICTION.]**\n\n**[FOR CLASS X-E, CLASS X-F, CLASS E, CLASS\nF AND CLASS G-RR CERTIFICATES: THIS CERTIFICATE MAY NOT BE PURCHASED BY OR PLEDGED, SOLD\nOR OTHERWISE TRANSFERRED TO ANY PERSON THAT IS OR BECOMES AN EMPLOYEE BENEFIT PLAN OR OTHER PLAN THAT IS SUBJECT TO THE FIDUCIARY RESPONSIBILITY\nPROVISIONS OF THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974, AS AMENDED (**“**ERISA”****),\nOR TO SECTION 4975 OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE**“**CODE**”**),\nOR A GOVERNMENTAL PLAN (AS DEFINED IN SECTION 3(32) OF ERISA) OR OTHER PLAN THAT IS SUBJECT TO ANY FEDERAL, STATE OR LOCAL LAW THAT IS,\nTO A MATERIAL EXTENT, SIMILAR TO THE FOREGOING PROVISIONS OF ERISA OR THE CODE (**“**SIMILAR\nLAW**”**), OR ANY PERSON ACTING ON BEHALF OF ANY SUCH PLAN (INCLUDING AN ENTITY WHOSE UNDERLYING ASSETS INCLUDE PLAN\nASSETS BY REASON OF INVESTMENT IN THE ENTITY BY SUCH PLAN OR PLANS AND THE APPLICATION OF DEPARTMENT OF LABOR REGULATION &sect; 2510.3-101,\nAS MODIFIED BY SECTION 3(42) OF ERISA) OR USING THE ASSETS OF SUCH PLAN TO ACQUIRE THIS CERTIFICATE, UNLESS (A)(I) SUCH PERSON IS AN “INSURANCE\nCOMPANY**\n\n****\n\n3&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;Book-Entry Certificate legend.\n\nA-1-2\n\n**GENERAL ACCOUNT” WITHIN THE MEANING\nOF PROHIBITED TRANSACTION CLASS EXEMPTION 95-60, AND (II) ALL CONDITIONS OF SECTIONS I AND III OF PROHIBITED TRANSACTION CLASS EXEMPTION\n95-60 WILL BE MET WITH RESPECT TO SUCH INSURANCE COMPANY GENERAL ACCOUNT’S ACQUISITION, HOLDING AND DISPOSITION OF THIS CERTIFICATE,\nOR (B) WITH RESPECT TO THE ACQUISITION, HOLDING OR DISPOSITION OF THIS CERTIFICATE BY ANY PLAN SUBJECT TO SIMILAR LAW, SUCH ACQUISITION,\nHOLDING AND DISPOSITION BY SUCH PLAN WILL NOT CONSTITUTE OR OTHERWISE RESULT IN A NON-EXEMPT VIOLATION OF SIMILAR LAW.]**\n\n**THIS CERTIFICATE REPRESENTS A “REGULAR\nINTEREST” IN A “REAL ESTATE MORTGAGE INVESTMENT CONDUIT”, AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS&thinsp;860G(a)(1)\nAND 860D OF THE CODE.**\n\n**[FOR PRINCIPAL BALANCE CERTIFICATES: THE\nPORTION OF THE CERTIFICATE BALANCE OF THE CERTIFICATES EVIDENCED BY THIS CERTIFICATE WILL BE DECREASED BY THE PORTION OF PRINCIPAL DISTRIBUTIONS\nON THE CERTIFICATES AND THE PORTION OF REALIZED LOSSES ALLOCABLE TO THIS CERTIFICATE AND WILL BE INCREASED BY RECOVERIES ON THE RELATED\nMORTGAGE LOANS FOR NONRECOVERABLE ADVANCES (PLUS INTEREST THEREON) THAT WERE PREVIOUSLY REIMBURSED FROM PRINCIPAL COLLECTIONS ON THE MORTGAGE\nLOANS THAT RESULTED IN A REDUCTION OF THE PRINCIPAL DISTRIBUTION AMOUNT. ACCORDINGLY, THE CERTIFICATE BALANCE OF THIS CERTIFICATE MAY\nBE LESS THAN THAT SET FORTH BELOW. ANYONE ACQUIRING THIS CERTIFICATE MAY ASCERTAIN ITS CURRENT CERTIFICATE BALANCE BY INQUIRY OF THE CERTIFICATE\nADMINISTRATOR.]**\n\n**[FOR CLASS X CERTIFICATES: THIS [CLASS X-A][CLASS\nX-B][CLASS X-D][CLASS X-E][CLASS X-F] CERTIFICATE HAS NO PRINCIPAL BALANCE AND WILL NOT RECEIVE ANY DISTRIBUTIONS OF PRINCIPAL.]**\n\n**[FOR CLASS X-A CERTIFICATES: THE NOTIONAL\nAMOUNT OF THIS CERTIFICATE WILL BE REDUCED IN CONNECTION WITH THE REDUCTION OF THE AGGREGATE CERTIFICATE BALANCE OF THE [CLASS A-1, CLASS\nA-2 AND CLASS A-3] CERTIFICATES. ACCORDINGLY, THE NOTIONAL AMOUNT OF THIS CERTIFICATE AT ANY TIME MAY BE LESS THAN THE INITIAL NOTIONAL\nAMOUNT SET FORTH BELOW.]**\n\n**[FOR CLASS X-B CERTIFICATES: THE NOTIONAL\nAMOUNT OF THIS CERTIFICATE WILL BE REDUCED IN CONNECTION WITH THE REDUCTION OF THE AGGREGATE CERTIFICATE BALANCE OF THE CLASS A-S, CLASS\nB AND CLASS C CERTIFICATES. ACCORDINGLY, THE NOTIONAL AMOUNT OF THIS CERTIFICATE AT ANY TIME MAY BE LESS THAN THE INITIAL NOTIONAL AMOUNT\nSET FORTH BELOW.]**\n\n**[FOR CLASS X-D CERTIFICATES: THE NOTIONAL\nAMOUNT OF THIS CERTIFICATE WILL BE REDUCED IN CONNECTION WITH THE REDUCTION OF THE CERTIFICATE BALANCE OF THE CLASS D CERTIFICATES. ACCORDINGLY,\nTHE NOTIONAL AMOUNT OF THIS CERTIFICATE AT ANY TIME MAY BE LESS THAN THE INITIAL NOTIONAL AMOUNT SET FORTH BELOW.]**\n\n**[FOR CLASS X-E CERTIFICATES: THE NOTIONAL\nAMOUNT OF THIS CERTIFICATE WILL BE REDUCED IN CONNECTION WITH THE REDUCTION OF THE CERTIFICATE BALANCE OF THE CLASS E CERTIFICATES. ACCORDINGLY,\nTHE NOTIONAL AMOUNT OF THIS CERTIFICATE AT ANY TIME MAY BE LESS THAN THE INITIAL NOTIONAL AMOUNT SET FORTH BELOW.]**\n\n**[FOR CLASS X-F CERTIFICATES: THE NOTIONAL\nAMOUNT OF THIS CERTIFICATE WILL BE REDUCED IN CONNECTION WITH THE REDUCTION OF THE CERTIFICATE BALANCE OF THE CLASS F CERTIFICATES. ACCORDINGLY,\nTHE NOTIONAL AMOUNT OF THIS CERTIFICATE AT ANY TIME MAY BE LESS THAN THE INITIAL NOTIONAL AMOUNT SET FORTH BELOW.]**\n\nA-1-3\n\n**[FOR CLASS X CERTIFICATES: THE NOTIONAL\nAMOUNT ON WHICH THE INTEREST PAYABLE TO THE HOLDERS OF THE [CLASS X-A][CLASS X-B][CLASS X-D][CLASS X-E][CLASS X-F] CERTIFICATES IS BASED\nWILL BE REDUCED AS A RESULT OF PRINCIPAL PAYMENTS AND LOSSES ON THE MORTGAGE LOANS. ACCORDINGLY, THE INTEREST PAYABLE PURSUANT TO THIS\nCERTIFICATE MAY BE LESS THAN THAT SET FORTH BELOW.]**\n\n**[FOR SUBORDINATE CERTIFICATES (CLASS A-S,\nCLASS B, CLASS C, CLASS D, CLASS E, CLASS F, CLASS G-RR): THIS CERTIFICATE IS SUBORDINATE TO ONE OR MORE CLASSES OF CERTIFICATES OF THE\nSAME SERIES AS AND TO THE EXTENT SET FORTH IN THE POOLING AND SERVICING AGREEMENT REFERRED TO HEREIN.]**\n\n** **\n\n** **\n\n** **\n\nA-1-4\n\n&thinsp;\n\nPASS-THROUGH RATE: [FOR FIXED\n\nCLASSES:\n[____]% *per annum*] [FOR\n\nWAC, WAC CAP AND CLASS X\n\nCERTIFICATES: VARIABLE IN\n\nACCORDANCE WITH THE POOLING\n\nAND SERVICING AGREEMENT]\n[FOR\n\nWAC MINUS CLASSES: A *per annum*\n\nrate equal to the weighted\n\naverage net mortgage rate\n\nminus [__]%]\n\nINITIAL [CERTIFICATE\n\nBALANCE][NOTIONAL AMOUNT] OF\n\nTHIS CERTIFICATE\nAS OF THE\n\nCLOSING DATE: $[ ]\n\nDATE OF POOLING AND SERVICING\n\nAGREEMENT: AS OF JUNE 1, 2026\n\nCUT-OFF DATE: AS SET FORTH IN THE\n\nPOOLING AND SERVICING\n\nAGREEMENT\n(AS DEFINED HEREIN)\n\nCLOSING DATE: JUNE 24, 2026\n\nFIRST DISTRIBUTION DATE:\n\nJULY 17, 2026\n\nAPPROXIMATE AGGREGATE\n\n[CERTIFICATE BALANCE][NOTIONAL\n\nAMOUNT] OF\nTHE CLASS [__]\n\nCERTIFICATES\n\nAS OF THE CLOSING DATE:\n\n$[_________]\n\nMASTER SERVICER: MIDLAND LOAN\n\nSERVICES,\nA DIVISION\n\nOF PNC BANK,\n\nNATIONAL\n\nASSOCIATION\n\nSPECIAL SERVICER: LNR PARTNERS, LLC\n\nTRUSTEE: COMPUTERSHARE TRUST\n\nCOMPANY,\nNATIONAL\n\nASSOCIATION\n\nCERTIFICATE ADMINISTRATOR:\n\nCOMPUTERSHARE\nTRUST\n\nCOMPANY, NATIONAL\n\nASSOCIATION\n\nOPERATING\nAdvisor: PARK BRIDGE\n\nLENDER SERVICES LLC\n\nASSET REPRESENTATIONS REVIEWER:\n\nPARK\nBRIDGE LENDER\n\nSERVICES LLC\n\nCUSIP NO.: [__]\n\nISIN NO.: [__]\n\nCERTIFICATE NO.: [__]-_____\n\n&thinsp;\n&thinsp;\n\n&thinsp;\n\nA-1-5\n\nCLASS&thinsp;[__] CERTIFICATE\n\nevidencing a beneficial ownership interest\nin a Trust Fund, consisting primarily of a pool of commercial mortgage loans (the “Mortgage Loans”), all payments on\nor collections in respect of the Mortgage Loans due after the Cut-off Date, all REO Properties and revenues received in respect thereof,\nthe mortgagee’s rights under the insurance policies, any Assignment of Leases, and any guaranties or other collateral as security\nfor the Mortgage Loans and such amounts as shall from time to time be held in the Collection Account, the Distribution Accounts, the Interest\nReserve Account, the Gain-on-Sale Reserve Account and the REO Accounts, formed and sold by\n\nBARCLAYS COMMERCIAL MORTGAGE SECURITIES\nLLC\n\nTHIS CERTIFIES THAT [FOR BOOK-ENTRY CERTIFICATES:\nCEDE & CO.][FOR DEFINITIVE CERTIFICATES: [_____]] is the registered owner of the interest evidenced by this Certificate in the Class&thinsp;[__]\nCertificates issued by the Trust created pursuant to the Pooling and Servicing Agreement, dated and effective as of June 1, 2026 (the\n“Pooling and Servicing Agreement”), among Barclays Commercial Mortgage Securities LLC (hereinafter called the “Depositor”,\nwhich term includes any successor entity under the Pooling and Servicing Agreement), the Trustee, the Master Servicer, the Special Servicer,\nthe Certificate Administrator, the Operating Advisor and the Asset Representations Reviewer. A summary of certain of the pertinent provisions\nof the Pooling and Servicing Agreement is set forth hereafter. To the extent not defined herein, the capitalized terms used herein shall\nhave the meanings assigned thereto in the Pooling and Servicing Agreement.\n\nThis Certificate is one of\na duly authorized issue of Certificates designated as Certificates of the series specified on the face hereof (herein called the “Certificates”)\nand representing an interest in the Class of Certificates specified on the face hereof equal to the quotient expressed as a percentage\nobtained by dividing the Denomination of this Certificate specified on the face hereof, by the aggregate initial [Certificate Balance][Notional\nAmount] of the Class&thinsp;[__] Certificates. The Certificates are designated as the BBCMS Mortgage Trust 2026-5C42, Commercial Mortgage\nPass-Through Certificates, Series 2026-5C42 and are issued in the classes as specifically set forth in the Pooling and Servicing Agreement.\nThe Certificates will evidence in the aggregate 100% of the beneficial ownership of the Trust Fund.\n\nThis Certificate does not\npurport to summarize the Pooling and Servicing Agreement and reference is made to that agreement for information with respect to the interests,\nrights, benefits, obligations, proceeds, and duties evidenced hereby and the rights, duties and obligations of the Trustee and the Certificate\nAdministrator. This Certificate is issued under and is subject to the terms, provisions and conditions of the Pooling and Servicing Agreement,\nto which Pooling and Servicing Agreement, as amended from time to time, the Certificateholder by virtue of the acceptance hereof assents\nand by which the Certificateholder is bound. In the case of any conflict between terms specified in this Certificate and terms specified\nin the Pooling and Servicing Agreement, the terms of the Pooling and Servicing Agreement shall govern.\n\nThis Certificate represents\na “regular interest” in a “real estate mortgage investment conduit”, as those terms are defined, respectively,\nin Sections 860G(a)(1) and 860D of the Internal Revenue Code of 1986, as amended (the “Code”). Each Holder of this\nCertificate, by acceptance hereof, agrees to treat, and take no action inconsistent with the treatment of, this Certificate in accordance\nwith the preceding sentence for purposes of federal income taxes, state and local income and franchise taxes and other taxes imposed on\nor measured by income.\n\nPursuant to the terms of\nthe Pooling and Servicing Agreement, the Certificate Administrator shall distribute to the Person in whose name this Certificate is registered\nas of the related Record Date, an amount equal to such Person’s *pro rata* share (based on the Percentage Interest represented\nby this Certificate) of that portion of the aggregate amount of [FOR PRINCIPAL BALANCE CERTIFICATES (CLASS A-1, A-2, A-3, A-S, B, C, D,\nE, F AND G-RR): principal and] interest then distributable, if any, allocable to the Class of Certificates of the same Class as this Certificate\nfor such Distribution Date, all as more fully described in the Pooling and Servicing Agreement. [FOR CLASS A-1, A-2, A-3, X-A, X-B, A-S,\nB, C, X-D, X-E, X-F, D, E, F AND G-RR CERTIFICATES: Holders of this Certificate may be entitled to Prepayment Premiums and Yield Maintenance\nCharges as provided in the Pooling and Servicing Agreement.] All sums distributable on this Certificate are payable in the coin or currency\nof the United States of America as at the time of payment is legal tender for the payment of public and private debts.\n\nA-1-6\n\nInterest on this Certificate\nwill accrue (computed as if each year consisted of 360 days and each month consisted of 30 days) during the Interest Accrual Period relating\nto such Distribution Date at the Class [__] Pass-Through Rate specified above on the [Certificate Balance][Notional Amount] of this Certificate\nimmediately prior to each Distribution Date. [FOR CLASS X CERTIFICATES: Interest][FOR PRINCIPAL BALANCE CERTIFICATES (CLASS A-1, A-2,\nA-3, A-S, B, C, D, E, F AND G-RR): Principal and interest] allocated to this Certificate on any Distribution Date will be in an amount\nequal to this Certificate’s *pro rata* share of the Available Funds to be distributed on the Certificates of this Class as\nof such Distribution Date, with a final distribution to be made upon retirement of this Certificate as set forth in the Pooling and Servicing\nAgreement.\n\nRealized Losses and certain\nother amounts on the Mortgage Loans shall be allocated on the applicable Distribution Date to Certificateholders in the manner set forth\nin the Pooling and Servicing Agreement. All Realized Losses on the Mortgage Loans allocated to any Class of Certificates will be allocated\n*pro rata* among the outstanding Certificates of such Class.\n\nThis Certificate is limited\nin right of payment to, among other things, certain collections and recoveries respecting the Mortgage Loans, all as more specifically\nset forth in the Pooling and Servicing Agreement. As provided in the Pooling and Servicing Agreement, the Collection Account and the Distribution\nAccounts will be held on behalf of the Trustee for the benefit of the Holders of Certificates specified in the Pooling and Servicing Agreement\nand the Master Servicer (with respect to the Collection Account) or the Certificate Administrator (with respect to the Distribution Accounts)\nwill be authorized to make withdrawals therefrom. Amounts on deposit in such accounts may be invested in Permitted Investments in accordance\nwith Section 3.06 of the Pooling and Servicing Agreement. Interest or other investment income earned on funds in the Collection\nAccount will be paid to the Master Servicer as set forth in the Pooling and Servicing Agreement. As provided in the Pooling and Servicing\nAgreement, withdrawals from the Collection Account shall be made from time to time for purposes other than distributions to Certificateholders,\nsuch purposes including reimbursement of certain expenses incurred with respect to the servicing of the Mortgage Loans and administration\nof the Trust.\n\nAll distributions under the\nPooling and Servicing Agreement to a Class of Certificates shall be made on each Distribution Date (other than the final distribution\non any Certificate) to Certificateholders of record on the related Record Date by check mailed to the address set forth therefor in the\nCertificate Register or, provided that such Certificateholder has provided the Certificate Administrator with wire instructions\nat least five (5) Business Days prior to the related Record Date, by wire transfer of immediately available funds to the account of such\nCertificateholder at a bank or other entity having appropriate facilities therefor. The final distribution on this Certificate (determined\nwithout regard to any possible future reimbursement of Realized Losses previously allocated to this Certificate) shall be made in like\nmanner, but only upon presentation and surrender of this Certificate at the offices of the Certificate Registrar or such other location\nspecified in the notice to Certificateholders of such final distribution.\n\nAny funds not distributed\nto any Holder or Holders of Certificates of such Class on such Distribution Date because of the failure of such Holder or Holders to tender\ntheir Certificates shall, on such date, be set aside and held uninvested in trust and credited to the account or accounts of the appropriate\nnon-tendering Holder or Holders. If any Certificates as to which notice has been given pursuant to Section 4.01(h) of the Pooling and\nServicing Agreement shall not have been surrendered for cancellation within six months after the time specified in such notice, the Certificate\nAdministrator shall mail a second notice to the remaining non-tendering Certificateholders to surrender their Certificates for cancellation\nin order to receive the final distribution with respect thereto. If within one year after the second notice all such Certificates shall\nnot have been surrendered for cancellation, the Certificate Administrator, directly or through an agent, shall take such steps to contact\nthe remaining non-tendering Certificateholders concerning the surrender of their Certificates as it shall deem appropriate and subject\nto escheatment and other applicable laws. The costs and expenses of holding such funds in trust and of contacting such Certificateholders\nfollowing the first anniversary of the delivery of such second notice to the non-tendering Certificateholders shall be paid out of such\nfunds. No interest shall accrue or be payable to any Certificateholder on any amount held in trust under the Pooling and Servicing Agreement\nby the Certificate Administrator as a result of such Certificateholder’s failure to surrender its Certificate(s) for final payment\nthereof in accordance with Section 4.01(h) of the Pooling and Servicing Agreement.\n\nAs provided in the Pooling\nand Servicing Agreement and subject to certain limitations therein set forth, the transfer of this Certificate is registerable in the\nCertificate Register only upon surrender of this Certificate\n\nA-1-7\n\nfor registration of Transfer at the office\nof the Certificate Registrar or at the office of its transfer agent, duly endorsed by, or accompanied by an assignment in the form below\nor other written instrument of transfer in form satisfactory to the Certificate Registrar duly executed by the Holder hereof or such Holder’s\nattorney-in-fact duly authorized in writing, and thereupon one or more new Certificates of the same Class in authorized Denominations\nwill be issued to the designated transferee or transferees.\n\nSubject to the terms of the\nPooling and Servicing Agreement, the Class [__] Certificates will be issued in minimum denominations of $[FOR CLASS A-1, A-2, A-3, A-S,\nB AND C CERTIFICATES: 10,000 initial Certificate Balance][FOR CLASS D, E, F AND G-RR CERTIFICATES: 100,000 initial Certificate Balance][FOR\nCLASS X-B, X-D, X-E AND X-F CERTIFICATES: 1,000,000 initial Notional Amount (or $100,000 for such Certificates issued to Qualified Institutional\nBuyers either as a Book-Entry Certificate and held through DTC or in the form of Definitive Certificates)][FOR THE CLASS X-A CERTIFICATES:\n1,000,000 initial Notional Amount] and in integral multiples of $1 in excess thereof, with one Certificate of each such Class evidencing\nan additional amount equal to the remainder of the initial [Certificate Balance][Notional Amount] of such Class.\n\nNo fee or service charge\nshall be imposed by the Certificate Registrar for its services in respect of any registration of transfer or exchange of any Certificate\n(other than Definitive Certificates) referred to in Section 5.03 of the Pooling and Servicing Agreement. In connection with any transfer\nto an Institutional Accredited Investor, the Transferor shall reimburse the Trust for any costs (including the cost of the Certificate\nRegistrar’s counsel’s review of the documents and any legal opinions, submitted by the transferor or transferee to the Certificate\nRegistrar as provided in Section 5.03 of the Pooling and Servicing Agreement) incurred by the Certificate Registrar in connection with\nsuch transfer. The Certificate Registrar may require payment by each transferor of a sum sufficient to cover any tax, expense or other\ngovernmental charge payable in connection with any such transfer or exchange.\n\nThe Trustee, the Certificate\nAdministrator, the Master Servicer, the Special Servicer and the Certificate Registrar, and any agent of any of them, may treat the Person\nin whose name this Certificate is registered as the owner hereof for all purposes, and none of the Trustee, the Certificate Administrator,\nthe Master Servicer, the Special Servicer, the Certificate Registrar, or any agent of any of them, shall be affected by any notice to\nthe contrary.\n\nThe Pooling and Servicing\nAgreement may be amended from time to time by the parties thereto, without the consent of any of the Certificateholders or the Companion\nHolders:\n\n(i)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;to\ncorrect any defect or ambiguity in the Pooling and Servicing Agreement in order to address any manifest error in any provision of the\nPooling and Servicing Agreement;\n\n(ii)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;to\ncause the provisions in the Pooling and Servicing Agreement to conform or be consistent with or in furtherance of the statements made\nin the Prospectus (or in an offering document for any related non-offered certificates) with respect to the Certificates, the Trust or\nthe Pooling and Servicing Agreement or to correct or supplement any of its provisions which may be defective or inconsistent with any\nother provisions therein or to correct any error;\n\n(iii)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;to\nchange the timing and/or nature of deposits in the Collection Account, the Distribution Accounts or any REO Account; provided\nthat (a)&thinsp;the P&I Advance Date shall in no event be later than the Business Day prior to the related Distribution Date and\n(b)&thinsp;such change shall not adversely affect in any material respect the interests of any Certificateholder, as evidenced in writing\nby an Opinion of Counsel at the expense of the party requesting such amendment or as evidenced by a Rating Agency Confirmation from each\nRating Agency with respect to such amendment;\n\n(iv)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;to\nmodify, eliminate or add to any provisions of the Pooling and Servicing Agreement to such extent as shall be necessary to maintain the\nqualification of either Trust REMIC as a REMIC under the relevant provisions of the Code at all times that any Certificate is outstanding,\nor to avoid or minimize the risk of imposition of any tax on the Trust, either Trust REMIC; provided that the Trustee and the\nCertificate Administrator have received an Opinion of Counsel (at the expense of the party requesting such amendment) to the effect that\n(a)&thinsp;such action is necessary or desirable to maintain such qualification or to\n\nA-1-8\n\navoid or minimize the risk of the imposition\nof any such tax and (b)&thinsp;such action will not adversely affect in any material respect the interests of any Certificateholder or Companion\nHolder;\n\n(v)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;to\nmodify, eliminate or add to the provisions of Section 5.03(o) of the Pooling and Servicing Agreement or any other provision of the Pooling\nand Servicing Agreement restricting transfer of the Class R Certificates; provided the Depositor has determined that such change\nshall not, as evidenced by an Opinion of Counsel, cause the Trust, either Trust REMIC or any of the Certificateholders (other than the\nTransferor) to be subject to a federal tax caused by a Transfer to a Person that is a Disqualified Organization or a Disqualified Non-U.S.\nTax Person;\n\n(vi)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;to\nrevise or add any other provisions with respect to matters or questions arising under the Pooling and Servicing Agreement or any other\nchange; provided that the required action shall not adversely affect in any material respect the interests of any Certificateholder\nor any holder of a Serviced Pari Passu Companion Loan not consenting to such revision or addition as evidenced in writing by an Opinion\nof Counsel, at the expense of the party requesting such amendment or as evidenced by a Rating Agency Confirmation from each of the Rating\nAgencies with respect to such amendment or supplement and confirmation of the applicable rating agencies that such action will not result\nin the downgrade, withdrawal or qualification of its then-current ratings of any Serviced Pari Passu Companion Loan Securities (provided\nthat such rating agency confirmation may be considered satisfied in the same manner as any Rating Agency Confirmation may be considered\nsatisfied with respect to the Certificates pursuant to Section 3.25 of the Pooling and Servicing Agreement);\n\n(vii)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;to\namend or supplement any provision of the Pooling and Servicing Agreement to the extent necessary to maintain the then-current ratings\nassigned to each Class of Certificates by each Rating Agency, as evidenced by a Rating Agency Confirmation from each of the Rating Agencies\nand confirmation of the applicable rating agencies that such action will not result in the downgrade, withdrawal or qualification of\nits then-current ratings of any Serviced Pari Passu Companion Loan Securities (provided that such rating agency confirmation may\nbe considered satisfied in the same manner as any Rating Agency Confirmation may be considered satisfied with respect to the Certificates\npursuant to Section 3.25 of the Pooling and Servicing Agreement); provided that such amendment or supplement shall not adversely\naffect in any material respect the interests of any Certificateholder not consenting to such amendment or supplement, as evidenced by\nan Opinion of Counsel;\n\n(viii)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;to\nmodify the provisions of Sections 3.05 and 3.17 of the Pooling and Servicing Agreement (with respect to reimbursement of Nonrecoverable\nAdvances and Workout-Delayed Reimbursement Amounts) if (a) the Depositor, the Master Servicer, the Trustee and, for so long as a Control\nTermination Event has not occurred and is not continuing and with respect to any Mortgage Loans other than any Excluded Loan, the Directing\nCertificateholder, determine that the CMBS industry standard for such provisions has changed, in order to conform to such industry standard,\n(b) such modification does not cause either Trust REMIC to fail to qualify as a REMIC under the relevant provisions of the Code, as evidenced\nby an Opinion of Counsel and (c) each Rating Agency has delivered a Rating Agency Confirmation and, with regard to any class of Serviced\nCompanion Loan Securities, the applicable rating agencies have delivered a confirmation that such action will not result in the downgrade,\nwithdrawal or qualification of its then current ratings (provided that such rating agency confirmation may be considered satisfied\nin the same manner as any Rating Agency Confirmation may be considered satisfied with respect to the Certificates pursuant to Section\n3.25 of the Pooling and Servicing Agreement);\n\n(ix)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;to\nmodify the procedures of the Pooling and Servicing Agreement relating to compliance with Rule&thinsp;17g-5 of the Exchange Act; provided\nthat such amendment shall not adversely affect in any material respects the interests of any Certificateholders, as evidenced by\n(x)&thinsp;an Opinion of Counsel or (y)&thinsp;if any Certificate is then rated, receipt of Rating Agency Confirmation from each Rating\nAgency rating such Certificates; and provided, further, that the Certificate Administrator shall give notice of any such\namendment to the 17g-5 Information Provider for posting to the 17g-5 Information Provider’s Website pursuant to Section 3.13(c)\nof the Pooling and Servicing Agreement and the Certificate Administrator shall post such notice to the Certificate Administrator’s\nWebsite;\n\nA-1-9\n\n(x)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;to modify, eliminate or add to any provisions of the Pooling and Servicing Agreement to such extent as would be necessary to comply\nwith the requirements for use of Form SF-3 in registered offerings to the extent provided in CFR 239.45(b)(1)(ii), (iii) or (iv); or\n\n(xi)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;to\nmodify, eliminate or add to any of its provisions (i) to such extent as will be necessary to comply with the requirements of Regulation\nRR or (ii) in the event Regulation RR or any other regulations applicable to the risk retention requirements for this securitization\ntransaction are amended or repealed, to the extent required to comply with any such amendment or to modify or eliminate the provision\nrelated to the risk retention requirements in the event of such repeal, in each case as evidenced by an Opinion of Counsel.\n\nNotwithstanding the foregoing,\nno such amendment (A) may change in any manner any defined term used in any Mortgage Loan Purchase Agreement or the obligations of any\nMortgage Loan Seller, related Additional Repurchase Obligor or related guarantor under any Mortgage Loan Purchase Agreement or otherwise\nchange any rights of any Mortgage Loan Seller, related Additional Repurchase Obligor or related guarantor as a third party beneficiary\nunder the Pooling and Servicing Agreement, without the consent of such Mortgage Loan Seller, related Additional Repurchase Obligor or\nrelated guarantor or (B) may materially and adversely affect the holders of a Companion Loan without such Companion Holder’s consent.\n\nThe Pooling and Servicing\nAgreement may also be amended from time to time by the parties thereto with the consent of the Holders of Certificates of each Class affected\nby such amendment evidencing in the aggregate not less than a majority of the aggregate Percentage Interests constituting the Class for\nthe purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of the Pooling and Servicing Agreement\nor of modifying in any manner the rights of the Holders of Certificates of such Class; provided, however, that no such amendment\nshall:\n\n(i)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;reduce\nin any manner the amount of, or delay the timing of, payments received on the Mortgage Loans that are required to be distributed on a\nCertificate of any Class without the consent of the Holder of the Certificate or which are required to be distributed to a Companion\nHolder without the consent of such Companion Holder; or\n\n(ii)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;reduce\nthe aforesaid percentage of Certificates of any Class the Holders of which are required to consent to any such amendment or remove the\nrequirement to obtain consent of any Companion Holder, in any such case without the consent of the Holders of all Certificates of such\nClass then outstanding or such Companion Holders, as applicable; or\n\n(iii)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;adversely\naffect the Voting Rights of any Class of Certificates without the consent of the Holders of all Certificates of such Class then outstanding;\nor\n\n(iv)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;change\nin any manner any defined term used in any Mortgage Loan Purchase Agreement or the obligations of any Mortgage Loan Seller, related Additional\nRepurchase Obligor or related guarantor under such Mortgage Loan Purchase Agreement or otherwise change any rights of any Mortgage Loan\nSeller, related Additional Repurchase Obligor or related guarantor under such Mortgage Loan Purchase Agreement as a third party beneficiary\nunder the Pooling and Servicing Agreement, without the consent of such Mortgage Loan Seller, related Additional Repurchase Obligor or\nrelated guarantor; or\n\n(v)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;amend\nthe Servicing Standard without the consent of 100% of the Certificateholders or receipt of Rating Agency Confirmation from each Rating\nAgency and confirmation of the applicable rating agencies that such action will not result in the downgrade, withdrawal or qualification\nof its then-current ratings of any securities related to a Companion Loan, if any (provided that such rating agency confirmation\nmay be considered satisfied in the same manner as any Rating Agency Confirmation may be considered satisfied with respect to the Certificates\npursuant to Section 3.25 of the Pooling and Servicing Agreement) and, if required under the related Intercreditor Agreement, the consent\nof the holder of any AB Subordinate Companion Loan for each Serviced AB Whole Loan.\n\nNotwithstanding the foregoing,\nnone of the Operating Advisor, the Asset Representations Reviewer, the Trustee, the Certificate Administrator, the Depositor, the Master\nServicer nor the Special Servicer will\n\nA-1-10\n\nbe required to consent to any amendment to\nthe Pooling and Servicing Agreement without having first received an Opinion of Counsel (at the Trust’s expense) to the effect that\nsuch amendment is permitted under the Pooling and Servicing Agreement, that all conditions precedent have been satisfied and that such\namendment or the exercise of any power granted to the Master Servicer, the Special Servicer, the Depositor, the Trustee, the Certificate\nAdministrator, the Operating Advisor, the Asset Representations Reviewer or any other specified person in accordance with such amendment\nwill not result in the imposition of a tax on any portion of the Trust Fund, either Trust REMIC, or cause either Trust REMIC to fail to\nqualify as a REMIC under the relevant provisions of the Code. Furthermore, no amendment to the Pooling and Servicing Agreement may be\nmade that changes any provisions specifically required to be included in the Pooling and Servicing Agreement by any Intercreditor Agreement\nor that otherwise materially and adversely affects the holder of a Companion Loan without the consent of the holder of the related Companion\nLoan(s).\n\nThe Holders of the majority\nof the Controlling Class, the Special Servicer, the Master Servicer or the Holders of the Class R Certificates may, in that order of priority,\nat their option, upon no less than 60 days’ prior written notice given to the Trustee, the Certificate Administrator and each of\nthe other parties to the Pooling and Servicing Agreement, elect to purchase all of the Mortgage Loans (and all property acquired through\nexercise of remedies in respect of any related Mortgage Loan) and the Trust’s portion of each REO Property remaining in the Trust\nFund, and thereby effect termination of the Trust and early retirement of the then-outstanding Certificates, on or after the first\nDistribution Date on which the aggregate Stated Principal Balances of the Mortgage Loans and the portion of any REO Loans held by the\nTrust is less than 1.0% of the aggregate Cut-off Date Principal Balance of the Mortgage Loans.\n\nFollowing the date on which\nthe Class A-1, Class A-2, Class A-3, Class A-S, Class B, Class C and Class D Certificates are no longer outstanding (and provided\nthat there is only one Holder (or multiple Holders acting in unanimity) of the then-outstanding Certificates (other than the Class\nR Certificates)), the Sole Certificateholder shall have the right, with the consent of the Master Servicer, to exchange all of the outstanding\nCertificates (other than the Class R Certificates together with the payment or deemed payment of the Termination Purchase Amount) for\nall of the Mortgage Loans and each REO Property remaining in the Trust Fund pursuant to the terms of the Pooling and Servicing Agreement.\n\nThe obligations created by\nthe Pooling and Servicing Agreement and the Trust created thereby (other than the obligation of the Certificate Administrator to make\npayments to Certificateholders as provided for in the Pooling and Servicing Agreement), shall terminate upon reduction of the Certificate\nBalances of all the Certificates to zero (including, without limitation, any such final payment resulting from a termination of the Trust\ndue to a sale of its property) pursuant to the terms of the Pooling and Servicing Agreement. In no event, however, will the Trust created\nby the Pooling and Servicing Agreement continue beyond the expiration of 21 years from the death of the last survivor of the descendants\nof Joseph P. Kennedy, the late Ambassador of the United States to the Court of St. James’s, living on the date hereof.\n\nUnless the certificate of\nauthentication hereon has been executed by the Authenticating Agent, by manual signature, this Certificate shall not be entitled to any\nbenefit under the Pooling and Servicing Agreement or be valid for any purpose. The Certificate Registrar has executed this Certificate\non behalf of the Trust as Certificate Registrar under the Pooling and Servicing Agreement and makes no representation or warranty as to\nany of the statements contained herein or the validity or sufficiency of the Certificates or the Mortgage Loans.\n\n**THIS CERTIFICATE AND THE\nPOOLING AND SERVICING AGREEMENT SHALL BE CONSTRUED IN ACCORDANCE WITH, AND GOVERNED BY THE LAWS OF THE STATE OF NEW YORK WITHOUT REGARD\nTO CONFLICT OF LAWS PRINCIPLES APPLIED IN NEW YORK.**\n\n** **\n\n** **\n\n** **\n\n&thinsp;\n\nA-1-11\n\n**IN WITNESS WHEREOF**,\nthe Certificate Registrar has caused this Certificate to be duly executed under this official seal.\n\n**COMPUTERSHARE TRUST COMPANY, NATIONAL ASSOCIATION,** not in its individual capacity but solely as Certificate\nRegistrar under the Pooling and Servicing Agreement\n\nBy:\n\n**AUTHORIZED SIGNATORY**\n\nDated:June 24 , 2026\n\nCERTIFICATE OF AUTHENTICATION\n\n**THIS IS ONE OF THE CLASS\n[__] CERTIFICATES REFERRED TO IN THE WITHIN-MENTIONED POOLING AND SERVICING AGREEMENT.**\n\n**COMPUTERSHARE TRUST COMPANY, NATIONAL ASSOCIATION, as Authenticating Agent**\n\nBy:\n\n**AUTHORIZED SIGNATORY**\n\nA-1-12\n\nABBREVIATIONS\n\nThe following abbreviations, when used in the\ninscription on the face of this Certificate, shall be construed as though they were written out in full according to applicable laws or\nregulations:\n\n&thinsp;\n\nTEN COM\n-\nas tenant in common\n\nUNIF GIFT MIN ACT\n\nCustodian\n\nTEN ENT\n-\nas tenants by the entireties\n\n(Cust)\n\nJT TEN\n-\nas joint tenants with rights of\n\nUnder Uniform Gifts to Minors\n\nsurvivorship and not as tenants in\n\ncommon\n\nAct\n\n(State)\n\nAdditional abbreviations\nmay also be used though not in the above list.\n\n**FORM OF TRANSFER**\n\nFOR VALUE RECEIVED, the undersigned\nhereby sells, assigns and transfers unto\n\n(Please insert Social Security or other identifying number of Assignee)\n\n(Please print or typewrite name and address of assignee)\n\nthe within Certificate and does hereby or irrevocably constitute and appoint to transfer the said Certificate in the Certificate register\nof the within-named Trust, with full power of substitution in the premises.\n\nDated:&thinsp;&thinsp;\n\nNOTICE: The signature to this assignment must correspond with the name as written upon the face of this Certificate in every particular\nwithout alteration or enlargement or any change whatever.\n\nSIGNATURE GUARANTEED\n\nThe signature must be guaranteed by a commercial bank or trust company or by a member firm of the New York Stock Exchange or another\nnational securities exchange. Notarized or witnessed signatures are not acceptable.\n\nA-1-13\n\nDISTRIBUTION INSTRUCTIONS\n\nThe assignee should include\nthe following for purposes of distribution:\n\nDistributions shall be made,\nby wire transfer or otherwise, in immediately available funds to _________________________________ for the account of __________________________________\naccount number _______________ or, if mailed by check, to _______________________________________. Statements should be mailed to _______________________________________________________________.\nThis information is provided by assignee named above, or ______________________________, as its agent.\n\nA-1-14\n\nEXHIBIT A-2\n\nFORM OF CLASS R CERTIFICATE\n\nCLASS R\n\nBBCMS MORTGAGE TRUST 2026-5C42\n\nCOMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES\n\nSERIES 2026-5C42, CLASS R\n\n**THE INITIAL INVESTOR IN THIS CERTIFICATE,\nAND EACH SUBSEQUENT PURCHASER OF THIS CERTIFICATE, BY PURCHASING THIS CERTIFICATE OR AN INTEREST HEREIN, IS DEEMED TO HAVE AGREED TO COMPLY\nWITH CERTAIN TRANSFER REQUIREMENTS SET FORTH IN THE POOLING AND SERVICING AGREEMENT. A TRANSFEREE IS ALSO REQUIRED TO DELIVER AN INVESTMENT\nREPRESENTATION LETTER SUBSTANTIALLY IN THE FORM OF EXHIBIT&thinsp;C TO THE POOLING AND SERVICING AGREEMENT.**\n\n**THIS CERTIFICATE DOES NOT REPRESENT AN INTEREST\nIN OR OBLIGATION OF THE DEPOSITOR, THE MORTGAGORS, THE SPONSORS, THE MASTER SERVICER, THE SPECIAL SERVICER, THE TRUSTEE, THE CERTIFICATE\nADMINISTRATOR, THE OPERATING ADVISOR, THE ASSET REPRESENTATIONS REVIEWER, THE RISK RETENTION CONSULTATION PARTY, THE UNDERWRITERS, THE\nINITIAL PURCHASERS, THE MORTGAGE LOAN SELLERS OR ANY OF THEIR RESPECTIVE AFFILIATES. NEITHER THIS CERTIFICATE NOR THE UNDERLYING MORTGAGE\nLOANS ARE INSURED OR GUARANTEED BY ANY GOVERNMENTAL AGENCY OR INSTRUMENTALITY OR PRIVATE INSURER.**\n\n**[THIS CERTIFICATE HAS NOT BEEN AND WILL\nNOT BE REGISTERED OR QUALIFIED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE**“**SECURITIES\nACT**”**), OR ANY STATE OR FOREIGN SECURITIES LAW. THE HOLDER HEREOF, BY PURCHASING THIS CERTIFICATE, AGREES THAT\nTHIS CERTIFICATE MAY BE REOFFERED, RESOLD, PLEDGED OR OTHERWISE TRANSFERRED ONLY (A)&thinsp;PURSUANT TO RULE 144A UNDER THE SECURITIES ACT\n(**“**RULE&thinsp;144A**”**) TO A PERSON THAT THE\nHOLDER REASONABLY BELIEVES IS A “QUALIFIED INSTITUTIONAL BUYER” WITHIN THE MEANING OF RULE 144A (A**“**QIB**”**),\nOR IS PURCHASING FOR THE ACCOUNT OF A QIB, AND WHOM THE HOLDER HAS INFORMED THAT THE REOFFER, RESALE, PLEDGE, OR OTHER TRANSFER IS BEING\nMADE IN RELIANCE ON RULE 144A, AND (B)&thinsp;IN EACH CASE IN ACCORDANCE WITH ANY APPLICABLE SECURITIES LAWS OF ANY STATE OF THE UNITED\nSTATES OR ANY OTHER APPLICABLE JURISDICTION.]**\n\n**THIS CERTIFICATE MAY NOT BE PURCHASED BY\nOR PLEDGED, SOLD OR OTHERWISE TRANSFERRED TO ANY PERSON THAT IS OR BECOMES AN EMPLOYEE BENEFIT PLAN OR OTHER PLAN THAT IS SUBJECT TO THE\nFIDUCIARY RESPONSIBILITY PROVISIONS OF THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974, AS AMENDED (“ERISA”), OR\nTO SECTION 4975 OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE “CODE”), OR A GOVERNMENTAL PLAN (AS DEFINED IN\nSECTION 3(32) OF ERISA) OR OTHER PLAN THAT IS SUBJECT TO ANY FEDERAL, STATE OR LOCAL LAW THAT IS, TO A MATERIAL EXTENT, SIMILAR TO THE\nFOREGOING PROVISIONS OF ERISA OR THE CODE, OR ANY PERSON ACTING ON BEHALF OF ANY SUCH PLAN (INCLUDING AN ENTITY WHOSE UNDERLYING ASSETS\nINCLUDE PLAN ASSETS BY REASON OF INVESTMENT IN THE ENTITY BY SUCH PLAN OR PLANS AND THE APPLICATION OF DEPARTMENT OF LABOR REGULATION\n&sect; 2510.3-101, AS MODIFIED BY SECTION 3(42) OF ERISA) OR USING THE ASSETS OF SUCH PLAN TO ACQUIRE THIS CERTIFICATE.**\n\n**THIS CERTIFICATE REPRESENTS THE “RESIDUAL\nINTERESTS” IN TWO “REAL ESTATE MORTGAGE INVESTMENT CONDUITS” AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN**\n\nA-2-1\n\n**SECTIONS 860G(a)(2) AND 860D OF THE CODE.\nEACH TRANSFEREE OF THIS CERTIFICATE, BY ACCEPTANCE HEREOF, IS DEEMED TO HAVE ACCEPTED THIS CERTIFICATE SUBJECT TO CERTAIN RESTRICTIONS\nON TRANSFERABILITY TO DISQUALIFIED ORGANIZATIONS, DISQUALIFIED NON-U.S. TAX PERSONS OR AGENTS OF EITHER, AS SET FORTH IN SECTION 5.03\nOF THE POOLING AND SERVICING AGREEMENT, AND SHALL BE REQUIRED TO FURNISH AN AFFIDAVIT TO THE TRANSFEROR, THE CERTIFICATE ADMINISTRATOR\nAND THE TRUSTEE TO THE EFFECT THAT, AMONG OTHER THINGS, (A) IT IS NOT A DISQUALIFIED ORGANIZATION, AS SUCH TERM IS DEFINED IN SECTION\n860E(e)(5) OF THE CODE, OR AN AGENT (INCLUDING A BROKER, NOMINEE OR OTHER MIDDLEMAN) FOR SUCH DISQUALIFIED ORGANIZATION AND IS OTHERWISE\nA PERMITTED TRANSFEREE, (B) IT HAS HISTORICALLY PAID ITS DEBTS AS THEY HAVE COME DUE AND INTENDS TO PAY ITS DEBTS AS THEY COME DUE IN\nTHE FUTURE, (C) IT UNDERSTANDS THAT IT MAY INCUR TAX LIABILITIES WITH RESPECT TO THIS CERTIFICATE IN EXCESS OF CASH FLOWS GENERATED HEREBY,\n(D) IT INTENDS TO PAY ANY TAXES ASSOCIATED WITH HOLDING THIS CERTIFICATE AS THEY BECOME DUE, (E) IT WILL NOT CAUSE INCOME WITH RESPECT\nTO THIS CERTIFICATE TO BE ATTRIBUTABLE TO A FOREIGN PERMANENT ESTABLISHMENT OR FIXED BASE, WITHIN THE MEANING OF AN APPLICABLE INCOME\nTAX TREATY, OF SUCH PERSON OR ANY OTHER U.S. TAX PERSON AND (F) IT WILL NOT TRANSFER THIS CERTIFICATE TO ANY PERSON OR ENTITY THAT DOES\nNOT PROVIDE A SIMILAR AFFIDAVIT. ANY PURPORTED TRANSFER TO A DISQUALIFIED ORGANIZATION OR OTHER PERSON THAT IS NOT A PERMITTED TRANSFEREE\nOR OTHERWISE IN VIOLATION OF THESE RESTRICTIONS SHALL BE ABSOLUTELY NULL AND VOID AND SHALL VEST NO RIGHTS IN ANY PURPORTED TRANSFEREE.\nTHIS CERTIFICATE REPRESENTS ONE OR MORE “NON-ECONOMIC RESIDUAL INTERESTS” AS DEFINED IN TREASURY REGULATIONS SECTION 1.860E-1(c),\nAND THEREFORE, TRANSFERS OF THIS CERTIFICATE MAY BE DISREGARDED FOR FEDERAL INCOME TAX PURPOSES. IN ORDER TO SATISFY A REGULATORY SAFE\nHARBOR UNDER WHICH SUCH TRANSFERS WILL NOT BE DISREGARDED, THE TRANSFEROR MAY BE REQUIRED, AMONG OTHER THINGS, TO SATISFY ITSELF AS TO\nTHE FINANCIAL CONDITION OF THE PROPOSED TRANSFEREE AND EITHER TO TRANSFER AT A MINIMUM PRICE OR TO AN ELIGIBLE TRANSFEREE AS SPECIFIED\nIN TREASURY REGULATIONS.**\n\n** **\n\n** **\n\n** **\n\nA-2-2\n\n&thinsp;\n\nPERCENTAGE INTEREST EVIDENCED\n\nBY THIS CERTIFICATE: [100%]\n\nDATE OF POOLING AND SERVICING\n\nAGREEMENT: AS OF JUNE 1, 2026\n\nCUT-OFF DATE: AS SET FORTH IN\n\nTHE POOLING AND SERVICING\n\nAGREEMENT\n(AS DEFINED HEREIN)\n\nCLOSING DATE: JUNE 24, 2026\n\nFIRST DISTRIBUTION DATE:\n\nJULY 17, 2026\n\nCLASS R PERCENTAGE INTEREST:\n\n[100%]\n\nMASTER SERVICER: MIDLAND LOAN\n\nSERVICES,\nA DIVISION\n\nOF PNC BANK,\n\nNATIONAL\n\nASSOCIATION\n\nSPECIAL SERVICER: LNR PARTNERS, LLC\n\nTRUSTEE: COMPUTERSHARE TRUST\n\nCOMPANY,\nNATIONAL\n\nASSOCIATION\n\nCERTIFICATE ADMINISTRATOR:\n\nCOMPUTERSHARE\nTRUST\n\nCOMPANY, NATIONAL\n\nASSOCIATION\n\nOPERATING\nAdvisor: PARK BRIDGE\n\nLENDER SERVICES LLC\n\nASSET REPRESENTATIONS REVIEWER:\n\nPARK\nBRIDGE LENDER\n\nSERVICES LLC\n\nCUSIP NO.: [__]\n\nISIN NO.: [__]\n\nCERTIFICATE NO.: R-1\n\n&thinsp;\n&thinsp;\n\n&thinsp;\n&thinsp;\n\n&thinsp;\n&thinsp;\n\n&thinsp;\n\nA-2-3\n\nCLASS R CERTIFICATE\n\nevidencing a beneficial ownership interest\nin a Trust Fund, consisting primarily of a pool of commercial mortgage loans (the “Mortgage Loans”), all payments on\nor collections in respect of the Mortgage Loans due after the Cut-off Date, all REO Properties and revenues received in respect thereof,\nthe mortgagee’s rights under the insurance policies, any Assignment of Leases, and any guaranties or other collateral as security\nfor the Mortgage Loans and such amounts as shall from time to time be held in the Collection Account, the Distribution Accounts, the Interest\nReserve Account, the Gain-on-Sale Reserve Account and the REO Accounts, formed and sold by\n\nBARCLAYS COMMERCIAL MORTGAGE SECURITIES\nLLC\n\nTHIS CERTIFIES THAT [___] is the registered\nowner of the interest evidenced by this Certificate in the Class R Certificates issued by the Trust created pursuant to the Pooling and\nServicing Agreement, dated and effective as of June 1, 2026 (the “Pooling and Servicing Agreement”), among Barclays\nCommercial Mortgage Securities LLC (hereinafter called the “Depositor”, which term includes any successor entity under\nthe Pooling and Servicing Agreement), the Trustee, the Master Servicer, the Special Servicer, the Certificate Administrator, the Operating\nAdvisor and the Asset Representations Reviewer. A summary of certain of the pertinent provisions of the Pooling and Servicing Agreement\nis set forth hereafter. To the extent not defined herein, the capitalized terms used herein shall have the meanings assigned thereto in\nthe Pooling and Servicing Agreement.\n\nThis Certificate is one of\na duly authorized issue of Certificates designated as Certificates of the series specified on the face hereof (herein called the “Certificates”)\nand representing an interest in the Class of Certificates specified on the face hereof equal to the percentage interest specified on the\nface hereof. The Certificates are designated as the BBCMS Mortgage Trust 2026-5C42, Commercial Mortgage Pass-Through Certificates, Series\n2026-5C42 and are issued in the classes as specifically set forth in the Pooling and Servicing Agreement. The Certificates will evidence\nin the aggregate 100% of the beneficial ownership of the Trust Fund.\n\nThis Certificate does not\npurport to summarize the Pooling and Servicing Agreement and reference is made to that agreement for information with respect to the interests,\nrights, benefits, obligations, proceeds, and duties evidenced hereby and the rights, duties and obligations of the Trustee and the Certificate\nAdministrator. This Certificate is issued under and is subject to the terms, provisions and conditions of the Pooling and Servicing Agreement,\nto which Pooling and Servicing Agreement, as amended from time to time, the Certificateholder by virtue of the acceptance hereof assents\nand by which the Certificateholder is bound. In the case of any conflict between terms specified in this Certificate and terms specified\nin the Pooling and Servicing Agreement, the terms of the Pooling and Servicing Agreement shall govern.\n\nThis Class R Certificate\nrepresents the “residual interests” in two “real estate mortgage investment conduits”, as those terms are defined,\nrespectively, in Sections 860G(a)(1) and 860D of the Internal Revenue Code of 1986, as amended (the “Code”). Each Holder\nof this Certificate, by acceptance hereof, agrees to treat, and take no action inconsistent with the treatment of, this Certificate in\naccordance with the preceding sentence for purposes of federal income taxes, state and local income and franchise taxes and other taxes\nimposed on or measured by income. The Certificate Administrator is hereby designated as the “partnership representative” (within\nthe meaning of Section 6223 of the Code) of each Trust REMIC. Each holder of this Certificate, by acceptance hereof, consents to the Certificate\nAdministrator making any elections allowed under the Code (a) to avoid the application of Section 6221 (or successor provision) to the\nTrust REMICs and (b) to avoid payment by the Trust REMICs under Section 6225 of any tax, penalty, interest or other amount imposed under\nthe Code that would otherwise be imposed on a Holder of this Certificate. Each Holder of this Certificate, by acceptance hereof, agrees\nto any such elections and to reasonably cooperate with the Certificate Administrator in connection with any such elections the Certificate\nAdministrator determines in its discretion are necessary or advisable.\n\nPursuant to the terms of\nthe Pooling and Servicing Agreement, distributions, if any, on this Certificate shall be made by the Certificate Administrator in an amount\nequal to such Person’s *pro rata* share (based on the Percentage Interest represented by this Certificate) thereof and to the\nextent and subject to the limitations set forth in the Pooling and Servicing Agreement, on the Distribution Date to the Person in whose\nname this Certificate is registered as of the related Record Date. All sums distributable on this Certificate are payable in the coin\nor\n\nA-2-4\n\ncurrency of the United States of America as\nat the time of payment is legal tender for the payment of public and private debts.\n\nThis Certificate is limited\nin right of payment to, among other things, certain collections and recoveries respecting the Mortgage Loans, all as more specifically\nset forth in the Pooling and Servicing Agreement. As provided in the Pooling and Servicing Agreement, the Collection Account and the Distribution\nAccounts will be held on behalf of the Trustee for the benefit of the Holders of Certificates specified in the Pooling and Servicing Agreement\nand the Master Servicer (with respect to the Collection Account) or the Certificate Administrator (with respect to the Distribution Accounts)\nwill be authorized to make withdrawals therefrom. Amounts on deposit in such accounts may be invested in Permitted Investments in accordance\nwith Section 3.06 of the Pooling and Servicing Agreement. Interest or other investment income earned on funds in the Collection\nAccount will be paid to the Master Servicer as set forth in the Pooling and Servicing Agreement. As provided in the Pooling and Servicing\nAgreement, withdrawals from the Collection Account shall be made from time to time for purposes other than distributions to Certificateholders,\nsuch purposes including reimbursement of certain expenses incurred with respect to the servicing of the Mortgage Loans and administration\nof the Trust.\n\nAll distributions under the\nPooling and Servicing Agreement to a Class of Certificates shall be made on each Distribution Date (other than the final distribution\non any Certificate) to Certificateholders of record on the related Record Date by check mailed to the address set forth therefor in the\nCertificate Register or, provided that such Certificateholder has provided the Certificate Administrator with wire instructions\nat least five (5) Business Days prior to the related Record Date, by wire transfer of immediately available funds to the account of such\nCertificateholder at a bank or other entity having appropriate facilities therefor. The final distribution on this Certificate (determined\nwithout regard to any possible future reimbursement of Realized Losses previously allocated to this Certificate) shall be made in like\nmanner, but only upon presentation and surrender of this Certificate at the offices of the Certificate Registrar or such other location\nspecified in the notice to Certificateholders of such final distribution.\n\nAny funds not distributed\nto any Holder or Holders of Certificates of such Class on such Distribution Date because of the failure of such Holder or Holders to tender\ntheir Certificates shall, on such date, be set aside and held uninvested in trust and credited to the account or accounts of the appropriate\nnon-tendering Holder or Holders. If any Certificates as to which notice has been given pursuant to Section 4.01(h) of the Pooling and\nServicing Agreement shall not have been surrendered for cancellation within six months after the time specified in such notice, the Certificate\nAdministrator shall mail a second notice to the remaining non-tendering Certificateholders to surrender their Certificates for cancellation\nin order to receive the final distribution with respect thereto. If within one year after the second notice all such Certificates shall\nnot have been surrendered for cancellation, the Certificate Administrator, directly or through an agent, shall take such steps to contact\nthe remaining non-tendering Certificateholders concerning the surrender of their Certificates as it shall deem appropriate and subject\nto escheatment and other applicable laws. The costs and expenses of holding such funds in trust and of contacting such Certificateholders\nfollowing the first anniversary of the delivery of such second notice to the non-tendering Certificateholders shall be paid out of such\nfunds. No interest shall accrue or be payable to any Certificateholder on any amount held in trust under the Pooling and Servicing Agreement\nby the Certificate Administrator as a result of such Certificateholder’s failure to surrender its Certificate(s) for final payment\nthereof in accordance with Section 4.01(h) of the Pooling and Servicing Agreement.\n\nAs provided in the Pooling\nand Servicing Agreement and subject to certain limitations therein set forth, the transfer of this Certificate is registerable in the\nCertificate Register only upon surrender of this Certificate for registration of Transfer at the office of the Certificate Registrar or\nat the office of its transfer agent, duly endorsed by, or accompanied by an assignment in the form below or other written instrument of\ntransfer in form satisfactory to the Certificate Registrar duly executed by the Holder hereof or such Holder’s attorney-in-fact\nduly authorized in writing, and thereupon one or more new Certificates of the same Class in authorized Denominations will be issued to\nthe designated transferee or transferees.\n\nEach Person who has or who\nacquires any Ownership Interest in a Class R Certificate shall be deemed by the acceptance or acquisition of such Ownership Interest to\nhave agreed to be bound by the following provisions. The rights of each Person acquiring any Ownership Interest in a Class R Certificate\nare expressly subject to the following provisions: (A)&thinsp;no Person holding or acquiring any Ownership Interest in a Class R Certificate\nshall be a Disqualified Organization or agent thereof (including a nominee, middleman or similar person)\n\nA-2-5\n\n(an “Agent”), a Plan or\na Person acting on behalf of or using the assets of a Plan (such Plan or Person, an “ERISA Prohibited Holder”) or a\nDisqualified Non-U.S. Tax Person and each Person acquiring any Ownership Interest in a Class R Certificate shall promptly notify the Certificate\nRegistrar of any change or impending change to such status; (B)&thinsp;in connection with any proposed Transfer of any Ownership Interest\nin a Class R Certificate, the Certificate Registrar shall require delivery to it, and no Transfer of any Class R Certificate shall be\nregistered until the Certificate Registrar receives, (I)&thinsp;an affidavit substantially in the form attached to the Pooling and Servicing\nAgreement as Exhibit&thinsp;D-1 (a “Transferee Affidavit”) from the proposed Transferee, in form and substance satisfactory\nto the Certificate Registrar, representing and warranting, among other things, that such Transferee is not a Disqualified Organization\nor Agent thereof or a Disqualified Non-U.S. Tax Person, and that it has reviewed the provisions of Section&thinsp;5.03(p) of the Pooling\nand Servicing Agreement and agrees to be bound by them and (II)&thinsp;a representation letter, substantially in the form attached to the\nPooling and Servicing Agreement as Exhibit F-2 from the proposed Transferee, in form and substance satisfactory to the Certificate Registrar,\nrepresenting and warranting, among other things, that such Transferee is not an ERISA Prohibited Holder; (C)&thinsp;notwithstanding the\ndelivery of a Transferee Affidavit by a proposed Transferee under clause&thinsp;(B) above, if the Certificate Registrar has actual knowledge\nthat the proposed Transferee is a Disqualified Organization or Agent thereof, an ERISA Prohibited Holder or a Disqualified Non-U.S. Tax\nPerson, no Transfer of an Ownership Interest in a Class R Certificate to such proposed Transferee shall be effected; and (D)&thinsp;each\nPerson holding or acquiring any Ownership Interest in a Class R Certificate shall agree (1)&thinsp;to require a Transferee Affidavit from\nany prospective Transferee to whom such Person attempts to transfer its Ownership Interest in such Class R Certificate and (2)&thinsp;not\nto transfer its Ownership Interest in such Class R Certificate unless it provides to the Certificate Registrar a letter substantially\nin the form attached to the Pooling and Servicing Agreement as Exhibit&thinsp;D-2 certifying that, among other things, it has no actual\nknowledge or reason to know that the proposed Transferee’s statements in such Transferee Affidavit are false.\n\nThe Class R Certificates\nwill be issued in fully registered, certificated form, in minimum percentage interests of 10% and integral multiples of 1% in excess thereof.\n\nNo fee or service charge\nshall be imposed by the Certificate Registrar for its services in respect of any registration of transfer or exchange of any Certificate\n(other than Definitive Certificates) referred to in Section 5.03 of the Pooling and Servicing Agreement. In connection with any transfer\nto an Institutional Accredited Investor, the Transferor shall reimburse the Trust for any costs (including the cost of the Certificate\nRegistrar’s counsel’s review of the documents and any legal opinions, submitted by the transferor or transferee to the Certificate\nRegistrar as provided in Section 5.03 of the Pooling and Servicing Agreement) incurred by the Certificate Registrar in connection with\nsuch transfer. The Certificate Registrar may require payment by each transferor of a sum sufficient to cover any tax, expense or other\ngovernmental charge payable in connection with any such transfer or exchange.\n\nThe Trustee, the Certificate\nAdministrator, the Master Servicer, the Special Servicer and the Certificate Registrar, and any agent of any of them, may treat the Person\nin whose name this Certificate is registered as the owner hereof for all purposes, and none of the Trustee, the Certificate Administrator,\nthe Master Servicer, the Special Servicer, the Certificate Registrar, or any agent of any of them, shall be affected by any notice to\nthe contrary.\n\nThe Pooling and Servicing\nAgreement may be amended from time to time by the parties thereto, without the consent of any of the Certificateholders or the Companion\nHolders:\n\n(i)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;to correct any defect or ambiguity in the Pooling and Servicing Agreement in order to address any manifest error in any provision\nof the Pooling and Servicing Agreement;\n\n(ii)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;to\ncause the provisions in the Pooling and Servicing Agreement to conform or be consistent with or in furtherance of the statements made\nin the Prospectus (or in an offering document for any related non-offered certificates) with respect to the Certificates, the Trust or\nthe Pooling and Servicing Agreement or to correct or supplement any of its provisions which may be defective or inconsistent with any\nother provisions therein or to correct any error;\n\n(iii)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;to\nchange the timing and/or nature of deposits in the Collection Account, the Distribution Accounts or any REO Account; provided\nthat (a)&thinsp;the P&I Advance Date shall in no event be later than the Business Day prior to the related Distribution Date and\n(b)&thinsp;such change shall not adversely affect in any\n\nA-2-6\n\nmaterial respect the interests of any\nCertificateholder, as evidenced in writing by an Opinion of Counsel at the expense of the party requesting such amendment or as evidenced\nby a Rating Agency Confirmation from each Rating Agency with respect to such amendment;\n\n(iv)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;to modify, eliminate or add to any provisions of the Pooling and Servicing Agreement to such extent as shall be necessary to maintain\nthe qualification of either Trust REMIC as a REMIC under the relevant provisions of the Code at all times that any Certificate is outstanding,\nor to avoid or minimize the risk of imposition of any tax on the Trust, either Trust REMIC; provided that the Trustee and the Certificate\nAdministrator have received an Opinion of Counsel (at the expense of the party requesting such amendment) to the effect that (a)&thinsp;such\naction is necessary or desirable to maintain such qualification or to avoid or minimize the risk of the imposition of any such tax and\n(b)&thinsp;such action will not adversely affect in any material respect the interests of any Certificateholder or Companion Holder;\n\n(v)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;to\nmodify, eliminate or add to the provisions of Section 5.03(o) of the Pooling and Servicing Agreement or any other provision of the Pooling\nand Servicing Agreement restricting transfer of the Class R Certificates; provided the Depositor has determined that such change\nshall not, as evidenced by an Opinion of Counsel, cause the Trust, either Trust REMIC or any of the Certificateholders (other than the\nTransferor) to be subject to a federal tax caused by a Transfer to a Person that is a Disqualified Organization or a Disqualified Non-U.S.\nTax Person;\n\n(vi)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;to\nrevise or add any other provisions with respect to matters or questions arising under the Pooling and Servicing Agreement or any other\nchange; provided that the required action shall not adversely affect in any material respect the interests of any Certificateholder\nor any holder of a Serviced Pari Passu Companion Loan not consenting to such revision or addition as evidenced in writing by an Opinion\nof Counsel, at the expense of the party requesting such amendment or as evidenced by a Rating Agency Confirmation from each of the Rating\nAgencies with respect to such amendment or supplement and confirmation of the applicable rating agencies that such action will not result\nin the downgrade, withdrawal or qualification of its then-current ratings of any Serviced Pari Passu Companion Loan Securities (provided\nthat such rating agency confirmation may be considered satisfied in the same manner as any Rating Agency Confirmation may be considered\nsatisfied with respect to the Certificates pursuant to Section 3.25 of the Pooling and Servicing Agreement);\n\n(vii)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;to\namend or supplement any provision of the Pooling and Servicing Agreement to the extent necessary to maintain the then-current ratings\nassigned to each Class of Certificates by each Rating Agency, as evidenced by a Rating Agency Confirmation from each of the Rating Agencies\nand confirmation of the applicable rating agencies that such action will not result in the downgrade, withdrawal or qualification of\nits then-current ratings of any Serviced Pari Passu Companion Loan Securities (provided that such rating agency confirmation may\nbe considered satisfied in the same manner as any Rating Agency Confirmation may be considered satisfied with respect to the Certificates\npursuant to Section 3.25 of the Pooling and Servicing Agreement); provided that such amendment or supplement shall not adversely\naffect in any material respect the interests of any Certificateholder not consenting to such amendment or supplement, as evidenced by\nan Opinion of Counsel;\n\n(viii)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;to\nmodify the provisions of Sections 3.05 and 3.17 of the Pooling and Servicing Agreement (with respect to reimbursement of Nonrecoverable\nAdvances and Workout-Delayed Reimbursement Amounts) if (a) the Depositor, the Master Servicer, the Trustee and, for so long as a Control\nTermination Event has not occurred and is not continuing and with respect to any Mortgage Loans other than any Excluded Loan, the Directing\nCertificateholder, determine that the CMBS industry standard for such provisions has changed, in order to conform to such industry standard,\n(b) such modification does not cause either Trust REMIC to fail to qualify as a REMIC under the relevant provisions of the Code, as evidenced\nby an Opinion of Counsel and (c) each Rating Agency has delivered a Rating Agency Confirmation and, with regard to any class of Serviced\nCompanion Loan Securities, the applicable rating agencies have delivered a confirmation that such action will not result in the downgrade,\nwithdrawal or qualification of its then current ratings (provided that such rating agency confirmation may be considered satisfied\nin the same manner as any Rating Agency Confirmation may be considered satisfied with respect to the Certificates pursuant to Section\n3.25 of the Pooling and Servicing Agreement);\n\nA-2-7\n\n(ix)\n&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;to modify the procedures of the Pooling and Servicing Agreement relating to compliance with Rule&thinsp;17g-5 of the Exchange\nAct; provided that such amendment shall not adversely affect in any material respects the interests of any Certificateholders,\nas evidenced by (x)&thinsp;an Opinion of Counsel or (y)&thinsp;if any Certificate is then rated, receipt of Rating Agency Confirmation from\neach Rating Agency rating such Certificates; and provided, further, that the Certificate Administrator shall give notice\nof any such amendment to the 17g-5 Information Provider for posting to the 17g-5 Information Provider’s Website pursuant to Section\n3.13(c) of the Pooling and Servicing Agreement and the Certificate Administrator shall post such notice to the Certificate Administrator’s\nWebsite;\n\n(x)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;to\nmodify, eliminate or add to any of its provisions (i) to such extent as will be necessary to comply with the requirements of Regulation\nRR or (ii) in the event Regulation RR or any other regulations applicable to the risk retention requirements for this securitization\ntransaction are amended or repealed, to the extent required to comply with any such amendment or to modify or eliminate the provision\nrelated to the risk retention requirements in the event of such repeal, in each case as evidenced by an Opinion of Counsel; or\n\n(xi)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;to\nmodify, eliminate or add to any provisions of the Pooling and Servicing Agreement to such extent as would be necessary to comply with\nthe requirements for use of Form SF-3 in registered offerings to the extent provided in CFR 239.45(b)(1)(ii), (iii) or (iv).\n\nNotwithstanding the foregoing,\nno such amendment (A) may change in any manner any defined term used in any Mortgage Loan Purchase Agreement or the obligations of any\nMortgage Loan Seller, related Additional Repurchase Obligor or related guarantor under any Mortgage Loan Purchase Agreement or otherwise\nchange any rights of any Mortgage Loan Seller, related Additional Repurchase Obligor or related guarantor as a third party beneficiary\nunder the Pooling and Servicing Agreement, without the consent of such Mortgage Loan Seller, related Additional Repurchase Obligor or\nrelated guarantor or (B) may materially and adversely affect the holders of a Companion Loan without such Companion Holder’s consent.\n\nThe Pooling and Servicing\nAgreement may also be amended from time to time by the parties thereto with the consent of the Holders of Certificates of each Class affected\nby such amendment evidencing in the aggregate not less than a majority of the aggregate Percentage Interests constituting the Class for\nthe purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of the Pooling and Servicing Agreement\nor of modifying in any manner the rights of the Holders of Certificates of such Class; provided, however, that no such amendment\nshall:\n\n(i)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;reduce\nin any manner the amount of, or delay the timing of, payments received on the Mortgage Loans that are required to be distributed on a\nCertificate of any Class without the consent of the Holder of the Certificate or which are required to be distributed to a Companion\nHolder without the consent of such Companion Holder; or\n\n(ii)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;reduce\nthe aforesaid percentage of Certificates of any Class the Holders of which are required to consent to any such amendment or remove the\nrequirement to obtain consent of any Companion Holder, in any such case without the consent of the Holders of all Certificates of such\nClass then outstanding or such Companion Holders, as applicable; or\n\n(iii)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;adversely\naffect the Voting Rights of any Class of Certificates without the consent of the Holders of all Certificates of such Class then outstanding;\nor\n\n(iv)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;change\nin any manner any defined term used in any Mortgage Loan Purchase Agreement or the obligations of any Mortgage Loan Seller, related Additional\nRepurchase Obligor or related guarantor under such Mortgage Loan Purchase Agreement or otherwise change any rights of any Mortgage Loan\nSeller, related Additional Repurchase Obligor or related guarantor under such Mortgage Loan Purchase Agreement as a third party beneficiary\nunder the Pooling and Servicing Agreement, without the consent of such Mortgage Loan Seller, related Additional Repurchase Obligor or\nrelated guarantor; or\n\n(v)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;amend\nthe Servicing Standard without the consent of 100% of the Certificateholders or receipt of Rating Agency Confirmation from each Rating\nAgency and confirmation of the applicable rating\n\nA-2-8\n\nagencies that such action will not result\nin the downgrade, withdrawal or qualification of its then-current ratings of any securities related to a Companion Loan, if any (provided\nthat such rating agency confirmation may be considered satisfied in the same manner as any Rating Agency Confirmation may be considered\nsatisfied with respect to the Certificates pursuant to Section 3.25 of the Pooling and Servicing Agreement) and, if required under the\nrelated Intercreditor Agreement, the consent of the holder of any AB Subordinate Companion Loan for each Serviced AB Whole Loan.\n\nNotwithstanding the foregoing,\nnone of the Operating Advisor, the Asset Representations Reviewer, the Trustee, the Certificate Administrator, the Depositor, the Master\nServicer nor the Special Servicer will be required to consent to any amendment to the Pooling and Servicing Agreement without having first\nreceived an Opinion of Counsel (at the Trust’s expense) to the effect that such amendment is permitted under the Pooling and Servicing\nAgreement, that all conditions precedent have been satisfied and that such amendment or the exercise of any power granted to the Master\nServicer, the Special Servicer, the Depositor, the Trustee, the Certificate Administrator, the Operating Advisor, the Asset Representations\nReviewer or any other specified person in accordance with such amendment will not result in the imposition of a tax on any portion of\nthe Trust Fund, either Trust REMIC, or cause either Trust REMIC to fail to qualify as a REMIC under the relevant provisions of the Code.\nFurthermore, no amendment to the Pooling and Servicing Agreement may be made that changes any provisions specifically required to be included\nin the Pooling and Servicing Agreement by any Intercreditor Agreement or that otherwise materially and adversely affects the holder of\na Companion Loan without the consent of the holder of the related Companion Loan(s).\n\nThe Holders of the majority\nof the Controlling Class, the Special Servicer, the Master Servicer or the Holders of the Class R Certificates may, in that order of priority,\nat their option, upon no less than 60 days’ prior written notice given to the Trustee, the Certificate Administrator and each of\nthe other parties to the Pooling and Servicing Agreement, elect to purchase all of the Mortgage Loans (and all property acquired through\nexercise of remedies in respect of any related Mortgage Loan) and the Trust’s portion of each REO Property remaining in the Trust\nFund, and thereby effect termination of the Trust and early retirement of the then-outstanding Certificates, on or after the first\nDistribution Date on which the aggregate Stated Principal Balances of the Mortgage Loans and the portion of any REO Loans held by the\nTrust is less than 1.0% of the aggregate Cut-off Date Principal Balance of the Mortgage Loans.\n\nFollowing the date on which\nthe Class A-1, Class A-2, Class A-3, Class A-S, Class B, Class C and Class D Certificates are no longer outstanding (and provided\nthat there is only one Holder (or multiple Holders acting in unanimity) of the then-outstanding Certificates (other than the Class\nR Certificates)), the Sole Certificateholder shall have the right, with the consent of the Master Servicer, to exchange all of the outstanding\nCertificates (other than the Class R Certificates together with the payment or deemed payment of the Termination Purchase Amount) for\nall of the Mortgage Loans and each REO Property remaining in the Trust Fund pursuant to the terms of the Pooling and Servicing Agreement.\n\nThe obligations created by\nthe Pooling and Servicing Agreement and the Trust created thereby (other than the obligation of the Certificate Administrator to make\npayments to Certificateholders as provided for in the Pooling and Servicing Agreement), shall terminate upon reduction of the Certificate\nBalances of all the Certificates to zero (including, without limitation, any such final payment resulting from a termination of the Trust\ndue to a sale of its property) pursuant to the terms of the Pooling and Servicing Agreement. In no event, however, will the Trust created\nby the Pooling and Servicing Agreement continue beyond the expiration of 21 years from the death of the last survivor of the descendants\nof Joseph P. Kennedy, the late Ambassador of the United States to the Court of St. James’s, living on the date hereof.\n\nUnless the certificate of\nauthentication hereon has been executed by the Authenticating Agent, by manual signature, this Certificate shall not be entitled to any\nbenefit under the Pooling and Servicing Agreement or be valid for any purpose. The Certificate Registrar has executed this Certificate\non behalf of the Trust as Certificate Registrar under the Pooling and Servicing Agreement and makes no representation or warranty as to\nany of the statements contained herein or the validity or sufficiency of the Certificates or the Mortgage Loans.\n\n**THIS CERTIFICATE AND THE\nPOOLING AND SERVICING AGREEMENT SHALL BE CONSTRUED IN ACCORDANCE WITH, AND GOVERNED BY THE LAWS OF THE STATE OF NEW YORK WITHOUT REGARD\nTO CONFLICT OF LAWS PRINCIPLES APPLIED IN NEW YORK.**\n\nA-2-9\n\n**IN WITNESS WHEREOF**,\nthe Certificate Registrar has caused this Certificate to be duly executed under this official seal.\n\n**COMPUTERSHARE TRUST COMPANY, NATIONAL ASSOCIATION,** not in its individual capacity but solely as Certificate\nRegistrar under the Pooling and Servicing Agreement\n\nBy:\n\n**AUTHORIZED SIGNATORY**\n\nDated:June 24, 2026\n\nCERTIFICATE OF AUTHENTICATION\n\n**THIS IS ONE OF THE CLASS\nR CERTIFICATES REFERRED TO IN THE WITHIN-MENTIONED POOLING AND SERVICING AGREEMENT.**\n\n**COMPUTERSHARE TRUST COMPANY, NATIONAL ASSOCIATION, as Authenticating Agent**\n\nBy:\n\n**AUTHORIZED SIGNATORY**\n\nA-2-10\n\nABBREVIATIONS\n\nThe following abbreviations, when used in the\ninscription on the face of this Certificate, shall be construed as though they were written out in full according to applicable laws or\nregulations:\n\n&thinsp;\n\nTEN COM\n-\nas tenant in common\n\nUNIF GIFT MIN ACT\n\nCustodian\n\nTEN ENT\n-\nas tenants by the entireties\n\n(Cust)\n\nJT TEN\n-\nas joint tenants with rights of\n\nUnder Uniform Gifts to Minors\n\nsurvivorship and not as tenants in\n\ncommon\n\nAct\n\n(State)\n\nAdditional abbreviations\nmay also be used though not in the above list.\n\n**FORM OF TRANSFER**\n\nFOR VALUE RECEIVED, the undersigned\nhereby sells, assigns and transfers unto\n\n(Please insert Social Security or other identifying number of Assignee)\n\n(Please print or typewrite name and address of assignee)\n\nthe within Certificate and does hereby or irrevocably constitute and appoint to transfer the said Certificate in the Certificate register\nof the within-named Trust, with full power of substitution in the premises.\n\nDated:&thinsp;&thinsp;\n\nNOTICE: The signature to this assignment must correspond with the name as written upon the face of this Certificate in every particular\nwithout alteration or enlargement or any change whatever.\n\nSIGNATURE GUARANTEED\n\nThe signature must be guaranteed by a commercial bank or trust company or by a member firm of the New York Stock Exchange or another\nnational securities exchange. Notarized or witnessed signatures are not acceptable.\n\nA-2-11\n\nDISTRIBUTION INSTRUCTIONS\n\nThe assignee should include\nthe following for purposes of distribution:\n\nDistributions shall be made, by wire transfer or otherwise, in immediately\navailable funds to _________________________________ for the account of __________________________________ account number _______________\nor, if mailed by check, to _______________________________________. Statements should be mailed to _______________________________________________________________.\nThis information is provided by assignee named above, or ______________________________, as its agent.\n\nA-2-12\n\n**EXHIBIT B**\n\n**MORTGAGE LOAN SCHEDULE**\n\nExhibit B-1\n\nBBCMS\n2026-5C42\n\nMORTGAGE\nLOAN SCHEDULE\n\nSequence\n#\nSeller\nProperty\nName\nProperty\nAddress\nCity\nState\nZip\nCode\nCounty\nProperty\nType\nOriginal\nBalance\n\n1\nSMC\n215\nColes Street\n215\nand 223 Coles Street\nJersey\nCity\nNJ\n07310\nHudson\nIndustrial\n60,500,000\n\n2\nSMC\nColumbia\nCenter\n101,\n201 and 203 West Big Beaver Road\nTroy\nMI\n48084\nOakland\nOffice\n55,000,000\n\n3\nKeyBank\nThe\n840 Building\n840\nEast Spokane Falls Boulevard\nSpokane\nWA\n99202\nSpokane\nMixed\nUse\n45,000,000\n\n4\nBarclays\nMarriott\nSavannah Riverfront\n100\nGeneral McIntosh Boulevard\nSavannah\nGA\n31401\nChatham\nHospitality\n40,000,000\n\n5\nSMC,\nBarclays\nONX\nIndustrial Campus\n6600\nNew Venture Gear Drive\nDeWitt\nNY\n13057\nOnondaga\nIndustrial\n33,000,000\n\n6\nBarclays\nFranklin\n8 Pack\nVarious\nVarious\nVA\nVarious\nVarious\nManufactured\nHousing\n25,000,000\n\n6.01\n\nMagnolia\nEstates\n1161\nWoods Parkway\nSuffolk\nVA\n23434\nSuffolk\nManufactured\nHousing\n\n6.02\n\nWoodshire\n3224\nSouth Military Highway\nChesapeake\nVA\n23323\nChesapeake\nManufactured\nHousing\n\n6.04\n\nTwin\nPonds\n10403\nTwin Ponds Drive\nWindsor\nVA\n23487\nIsle\nof Wight\nManufactured\nHousing\n\n6.05\n\nDenbigh\n161\nRodeo Circle\nNewport\nNews\nVA\n23608\nNewport\nNews\nManufactured\nHousing\n\n6.06\n\nWindsor\nManor\n11\nNorth Prince Boulevard\nWindsor\nVA\n23487\nIsle\nof Wight\nManufactured\nHousing\n\n6.07\n\nJones\nCreek Landing\n21144\nBoundary Road\nCarrollton\nVA\n23314\nIsle\nof Wight\nManufactured\nHousing\n\n6.08\n\nGreensprings\n4131\nCenterville Road\nWilliamsburg\nVA\n23188\nJames\nCity\nManufactured\nHousing\n\n7\nGSMC\nPinnacle\nTower\n5001-5005\nLyndon B. Johnson Freeway\nFarmers\nBranch\nTX\n75244\nDallas\nOffice\n25,000,000\n\n8\nSMC\n315\nShip Canal\n315\nShip Canal Parkway\nBuffalo\nNY\n14218\nErie\nIndustrial\n24,000,000\n\n9\nSMC\nHillside\nFlex Portfolio\nVarious\nVarious\nMI\nVarious\nVarious\nIndustrial\n24,000,000\n\n9.01\n\nHills\nTech Research Park\n37408\nHills Tech Drive\nFarmington\nHills\nMI\n48331\nOakland\nIndustrial\n\n9.02\n\nAndover\nBusiness Park\n46979-47119\nFive Mile Road\nPlymouth\nMI\n48170\nWayne\nIndustrial\n\n9.03\n\nAndover\nBusiness Park II\n47025\n& 47059 Five Mile Road\nPlymouth\nMI\n48170\nWayne\nIndustrial\n\n10\nBarclays\nHomewood\nSuites Chicago\n40\nEast Grand Avenue\nChicago\nIL\n60611\nCook\nHospitality\n23,500,000\n\n11\nZBNA\nBest\nWestern Plus Park Place Inn & Mini Suites\n1544\nSouth Harbor Boulevard\nAnaheim\nCA\n92802\nOrange\nHospitality\n23,000,000\n\n12\nGACC\n1505\nEast Warner Avenue\n1505\nEast Warner Avenue\nSanta\nAna\nCA\n92705\nOrange\nIndustrial\n22,600,000\n\n13\nSMC\nHaimov\nMiami Portfolio\nVarious\nVarious\nFL\nVarious\nMiami-Dade\nVarious\n20,000,000\n\n13.01\n\n744\nWest 41st Street\n744\nWest 41st Street\nMiami\nBeach\nFL\n33140\nMiami-Dade\nRetail\n\n13.02\n\n39\nNE 1st Avenue\n39\nNortheast 1st Avenue\nMiami\nFL\n33132\nMiami-Dade\nMixed\nUse\n\n13.03\n\nBlue\nSapphire\n976\nWest 41st Street, 3907 Alton Road, 3915 Alton Road\nMiami\nBeach\nFL\n33140\nMiami-Dade\nRetail\n\n13.04\n\n524\nWest 41st Street\n524\nWest 41st Street\nMiami\nBeach\nFL\n33140\nMiami-Dade\nMixed\nUse\n\n13.05\n\n820\nWest 41st Street\n820\nWest 41st Street\nMiami\nBeach\nFL\n33140\nMiami-Dade\nOffice\n\n13.06\n\n33\nNE 1st Street\n33\nNortheast 1st Street\nMiami\nFL\n33132\nMiami-Dade\nRetail\n\n14\nBarclays\nHunter\nPortfolio Tranche 2\nVarious\nVarious\nVarious\nVarious\nVarious\nMultifamily\n16,700,000\n\n14.01\n\nTowne\nSquare\n4905-4925\nDunckel Road\nLansing\nMI\n48910\nIngham\nMultifamily\n\n14.02\n\nBeau\nJardin\n2550\nYeager Road\nWest\nLafayette\nIN\n47906\nTippecanoe\nMultifamily\n\n14.03\n\nThe\nBluffs\n203,\n305 and 307 Montefiore Street\nLafayette\nIN\n47905\nTippecanoe\nMultifamily\n\n14.04\n\nUptowne\n230-238\nWest Saginaw Street\nEast\nLansing\nMI\n48823\nIngham\nMultifamily\n\n15\nZBNA\nBest\nWestern Plus Stovall&rsquo;s Inn\n1110\nWest Katella Avenue\nAnaheim\nCA\n92802\nOrange\nHospitality\n16,500,000\n\n16\nGACC,\nSGFC\n535\n& 545 5th Avenue\n535-545\nFifth Avenue\nNew\nYork\nNY\n10017\nNew\nYork\nMixed\nUse\n15,000,000\n\n17\nSMC\nLas\nCasitas MHP\n2841\nFowler Road\nCeres\nCA\n95307\nStanislaus\nManufactured\nHousing\n14,280,000\n\n18\nKeyBank\nHoliday\nInn Lubbock & LaQuinta Tucumcari\nVarious\nVarious\nVarious\nVarious\nVarious\nHospitality\n14,125,000\n\n18.01\n\nHoliday\nInn - Lubbock\n6107\nJustice Avenue\nLubbock\nTX\n79424\nLubbock\nHospitality\n\n18.02\n\nLaQuinta\n- Tucumcari\n2516\nSouth Adams Street\nTucumcari\nNM\n88401\nQuay\nHospitality\n\n19\nGACC\nThe\nShreve Building\n210\nPost Street\nSan\nFrancisco\nCA\n94108\nSan\nFrancisco\nMixed\nUse\n14,000,000\n\n20\nSMC\nLaguna\nAzul Apartments\n1200\nNorthwood Drive\nBaytown\nTX\n77521\nHarris\nMultifamily\n13,350,000\n\n21\nZBNA\n2104\nRyer Avenue\n2104\nRyer Avenue\nBronx\nNY\n10457\nBronx\nMultifamily\n13,000,000\n\n22\nAREF2\nLatitude\nApartments\n6402\nWeber Road\nCorpus\nChristi\nTX\n78413\nNueces\nMultifamily\n12,825,000\n\n23\nBarclays\n605\nHudson\n605\nHudson Street\nNew\nYork\nNY\n10014\nNew\nYork\nMixed\nUse\n10,250,000\n\n24\nGACC\n323\nFlats & 907 Flats\nVarious\nCarson\nCity\nNV\n89701\nCarson\nCity\nMultifamily\n8,250,000\n\n24.01\n\n323\nFlats\n323\nNorth Stewart Street\nCarson\nCity\nNV\n89701\nCarson\nCity\nMultifamily\n\n24.02\n\n907\nFlats\n907\nSouth Carson Street\nCarson\nCity\nNV\n89701\nCarson\nCity\nMultifamily\n\n25\nCREFI\nBroadway\n46\n403-415\nand 503-515 West 46th Street\nKansas\nCity\nMO\n64112\nJackson\nMultifamily\n8,200,000\n\n26\nAREF2\n1431\nNorth Milwaukee\n1431\nNorth Milwaukee Avenue\nChicago\nIL\n60622\nCook\nMultifamily\n7,600,000\n\n27\nKeyBank\n49\nSaint Nicholas Terrace\n49\nSaint Nicholas Terrace\nNew\nYork\nNY\n10027\nNew\nYork\nMultifamily\n5,590,000\n\n28\nKeyBank\nCorsicana\nMHC\n913\nCottonwood Circle\nCorsicana\nTX\n75110\nNavarro\nManufactured\nHousing\n5,395,000\n\n29\nSMC\nEastgate\nManufactured Housing\n2801\nEast Harrison Avenue\nHarlingen\nTX\n78550\nCameron\nManufactured\nHousing\n5,350,000\n\n30\nSMC\nClearwater\nIndustrial\n12485,\n12545 and 12555 44th Street North\nClearwater\nFL\n33762\nPinellas\nIndustrial\n5,200,000\n\n31\nKeyBank\nModBox\nStorage - High Point\n1925\nEastchester Drive\nHigh\nPoint\nNC\n27265\nGuilford\nSelf\nStorage\n5,160,000\n\n32\nKeyBank\nMarket\nVillage MHC\n132\nShetland Woods Drive, 220 Air Stream Drive and 336 Hangar Court\nMyrtle\nBeach\nSC\n29577\nHorry\nManufactured\nHousing\n4,892,000\n\n33\nSMC\nComfort\nInn Sylva\n1235\nEast Main Street\nSylva\nNC\n28779\nJackson\nHospitality\n3,850,000\n\n34\nKeyBank\nCourtyard\nSelf Storage\n40A\n& 40B Estate Smith Bay and 6812 Smith Bay Road\nSaint\nThomas\nVI\n00802\nSaint\nThomas\nSelf\nStorage\n3,484,000\n\n35\nSMC\nIllinois\nMHC Portfolio\nVarious\nVarious\nIL\nVarious\nVarious\nManufactured\nHousing\n3,380,000\n\n35.01\n\nMaple\nLeaf Estates\n2114\nWindsor Road\nLoves\nPark\nIL\n61111\nWinnebago\nManufactured\nHousing\n\n35.02\n\nBel\nBo MHP\n1211\nWest Locust Street\nBelvidere\nIL\n61008\nBoone\nManufactured\nHousing\n\n36\nKeyBank\n608-610\nWest 139th Street\n608-610\nWest 139th Street\nNew\nYork\nNY\n10031\nNew\nYork\nMultifamily\n3,367,000\n\n37\nKeyBank\nWillis\n& Etowah MHC Portfolio\nVarious\nVarious\nNC\nVarious\nVarious\nManufactured\nHousing\n3,320,000\n\n37.01\n\nEtowah\nEstates\n104\nEastwind Drive\nHendersonville\nNC\n28739\nHenderson\nManufactured\nHousing\n\n37.02\n\nWillis\nMHC\n123\nand 212 Willis Way\nFletcher\nNC\n28732\nBuncombe\nand Henderson\nManufactured\nHousing\n\nBBCMS\n2026-5C42\n\nMORTGAGE\nLOAN SCHEDULE\n\nSequence\n#\nSeller\nProperty\nName\nCurrent\nBalance\nMonthly\nDebt Service\nAccrual\nType\nInterest\nRate (%)\nNet\nMortgage Interest Rate\nMaturity/ARD\nDate\nFinal\nMat Date\nARD\nStep Up (%)\n\n1\nSMC\n215\nColes Street\n60,500,000.00\n305,679.05\nActual/360\n5.98000%\n5.95944%\n4/6/2031\n4/6/2031\n\n2\nSMC\nColumbia\nCenter\n55,000,000.00\n318,086.52\nActual/360\n6.84500%\n6.76569%\n5/6/2031\n5/6/2031\n\n3\nKeyBank\nThe\n840 Building\n45,000,000.00\n245,614.58\nActual/360\n6.46000%\n6.43069%\n6/1/2031\n6/1/2031\n\n4\nBarclays\nMarriott\nSavannah Riverfront\n39,907,038.40\n280,165.10\nActual/360\n6.90000%\n6.87944%\n4/6/2031\n4/6/2031\n\n5\nSMC,\nBarclays\nONX\nIndustrial Campus\n33,000,000.00\n201,028.82\nActual/360\n7.21000%\n7.18944%\n5/6/2031\n5/6/2031\n\n6\nBarclays\nFranklin\n8 Pack\n25,000,000.00\n133,706.60\nActual/360\n6.33000%\n6.30944%\n5/6/2031\n5/6/2031\n\n6.01\n\nMagnolia\nEstates\n\n6.02\n\nWoodshire\n\n6.04\n\nTwin\nPonds\n\n6.05\n\nDenbigh\n\n6.06\n\nWindsor\nManor\n\n6.07\n\nJones\nCreek Landing\n\n6.08\n\nGreensprings\n\n7\nGSMC\nPinnacle\nTower\n25,000,000.00\n136,262.44\nActual/360\n6.45100%\n6.43044%\n3/6/2031\n3/6/2031\n\n8\nSMC\n315\nShip Canal\n24,000,000.00\n137,280.56\nActual/360\n6.77000%\n6.74944%\n5/6/2031\n5/6/2031\n\n9\nSMC\nHillside\nFlex Portfolio\n24,000,000.00\n136,368.06\nActual/360\n6.72500%\n6.70444%\n4/6/2031\n4/6/2031\n\n9.01\n\nHills\nTech Research Park\n\n9.02\n\nAndover\nBusiness Park\n\n9.03\n\nAndover\nBusiness Park II\n\n10\nBarclays\nHomewood\nSuites Chicago\n23,500,000.00\n156,082.70\nActual/360\n7.86100%\n7.84044%\n5/6/2031\n5/6/2031\n\n11\nZBNA\nBest\nWestern Plus Park Place Inn & Mini Suites\n23,000,000.00\n115,236.92\nActual/360\n5.93000%\n5.90944%\n6/6/2031\n6/6/2031\n\n12\nGACC\n1505\nEast Warner Avenue\n22,600,000.00\n132,174.95\nActual/360\n6.92200%\n6.90144%\n5/6/2031\n5/6/2031\n\n13\nSMC\nHaimov\nMiami Portfolio\n20,000,000.00\n112,034.72\nActual/360\n6.63000%\n6.60944%\n5/6/2031\n5/6/2031\n\n13.01\n\n744\nWest 41st Street\n\n13.02\n\n39\nNE 1st Avenue\n\n13.03\n\nBlue\nSapphire\n\n13.04\n\n524\nWest 41st Street\n\n13.05\n\n820\nWest 41st Street\n\n13.06\n\n33\nNE 1st Street\n\n14\nBarclays\nHunter\nPortfolio Tranche 2\n16,700,000.00\n97,866.64\nActual/360\n6.93600%\n6.91544%\n5/6/2031\n5/6/2031\n\n14.01\n\nTowne\nSquare\n\n14.02\n\nBeau\nJardin\n\n14.03\n\nThe\nBluffs\n\n14.04\n\nUptowne\n\n15\nZBNA\nBest\nWestern Plus Stovall&rsquo;s Inn\n16,500,000.00\n86,015.80\nActual/360\n6.17000%\n6.14944%\n6/6/2031\n6/6/2031\n\n16\nGACC,\nSGFC\n535\n& 545 5th Avenue\n14,979,838.71\n93,255.63\nActual/360\n7.06000%\n7.03944%\n1/9/2031\n1/9/2031\n\n17\nSMC\nLas\nCasitas MHP\n14,280,000.00\n82,502.37\nActual/360\n6.83800%\n6.81744%\n5/6/2031\n5/6/2031\n\n18\nKeyBank\nHoliday\nInn Lubbock & LaQuinta Tucumcari\n14,125,000.00\n103,742.73\nActual/360\n8.01000%\n7.98069%\n6/1/2031\n6/1/2031\n\n18.01\n\nHoliday\nInn - Lubbock\n\n18.02\n\nLaQuinta\n- Tucumcari\n\n19\nGACC\nThe\nShreve Building\n14,000,000.00\n89,808.94\nActual/360\n5.95400%\n5.93344%\n6/6/2031\n6/6/2031\n\n20\nSMC\nLaguna\nAzul Apartments\n13,350,000.00\n81,550.89\nActual/360\n7.23000%\n7.20944%\n6/6/2031\n6/6/2031\n\n21\nZBNA\n2104\nRyer Avenue\n13,000,000.00\n73,481.60\nActual/360\n6.69000%\n6.66944%\n1/6/2031\n1/6/2031\n\n22\nAREF2\nLatitude\nApartments\n12,825,000.00\n74,887.16\nActual/360\n6.91100%\n6.89044%\n6/6/2031\n6/6/2031\n\n23\nBarclays\n605\nHudson\n10,250,000.00\n53,451.38\nActual/360\n6.17200%\n6.15144%\n5/6/2031\n5/6/2031\n\n24\nGACC\n323\nFlats & 907 Flats\n8,250,000.00\n48,012.71\nActual/360\n6.88800%\n6.86744%\n6/6/2031\n6/6/2031\n\n24.01\n\n323\nFlats\n\n24.02\n\n907\nFlats\n\n25\nCREFI\nBroadway\n46\n8,200,000.00\n45,241.41\nActual/360\n6.53000%\n6.50944%\n5/6/2031\n5/6/2031\n\n26\nAREF2\n1431\nNorth Milwaukee\n7,600,000.00\n44,634.43\nActual/360\n6.95100%\n6.93044%\n5/6/2031\n5/6/2031\n\n27\nKeyBank\n49\nSaint Nicholas Terrace\n5,590,000.00\n35,406.16\nActual/360\n6.52000%\n6.49069%\n6/1/2031\n6/1/2031\n\n28\nKeyBank\nCorsicana\nMHC\n5,395,000.00\n29,355.29\nActual/360\n6.44000%\n6.41069%\n5/1/2031\n5/1/2031\n\n29\nSMC\nEastgate\nManufactured Housing\n5,350,000.00\n30,963.74\nActual/360\n6.85000%\n6.82944%\n4/6/2031\n4/6/2031\n\n30\nSMC\nClearwater\nIndustrial\n5,200,000.00\n30,007.73\nActual/360\n6.83000%\n6.80944%\n6/6/2031\n6/6/2031\n\n31\nKeyBank\nModBox\nStorage - High Point\n5,160,000.00\n28,904.96\nActual/360\n6.63000%\n6.60069%\n5/1/2031\n5/1/2031\n\n32\nKeyBank\nMarket\nVillage MHC\n4,892,000.00\n28,395.68\nActual/360\n6.87000%\n6.84069%\n6/1/2031\n6/1/2031\n\n33\nSMC\nComfort\nInn Sylva\n3,850,000.00\n23,876.24\nActual/360\n7.34000%\n7.31944%\n4/6/2031\n4/6/2031\n\n34\nKeyBank\nCourtyard\nSelf Storage\n3,467,130.33\n20,933.16\nActual/360\n6.02000%\n5.99069%\n1/1/2031\n1/1/2031\n\n35\nSMC\nIllinois\nMHC Portfolio\n3,380,000.00\n18,291.32\nActual/360\n6.40500%\n6.38444%\n5/6/2031\n5/6/2031\n\n35.01\n\nMaple\nLeaf Estates\n\n35.02\n\nBel\nBo MHP\n\n36\nKeyBank\n608-610\nWest 139th Street\n3,367,000.00\n21,326.04\nActual/360\n6.52000%\n6.49069%\n6/1/2031\n6/1/2031\n\n37\nKeyBank\nWillis\n& Etowah MHC Portfolio\n3,320,000.00\n18,625.81\nActual/360\n6.64000%\n6.61069%\n4/1/2031\n4/1/2031\n\n37.01\n\nEtowah\nEstates\n\n37.02\n\nWillis\nMHC\n\nBBCMS\n2026-5C42\n\nMORTGAGE\nLOAN SCHEDULE\n\nSequence\n#\nSeller\nProperty\nName\nTerm\nRem.\nTerm\nAmort.\nTerm\nRem.\nAmort.\nCrossed\nLoan\nTitle\nType\nDescription\nof LOC\nLetter\nof Credit\nTotal\nServicing Fee\n\n1\nSMC\n215\nColes Street\n60\n58\n0\n0\nNAP\nFee\nNAP\nNo\n0.00250%\n\n2\nSMC\nColumbia\nCenter\n60\n59\n0\n0\nNAP\nFee\nNAP\nNo\n0.06125%\n\n3\nKeyBank\nThe\n840 Building\n60\n60\n360\n360\nNAP\nFee\nNAP\nNo\n0.01125%\n\n4\nBarclays\nMarriott\nSavannah Riverfront\n60\n58\n300\n298\nNAP\nFee\nNAP\nNo\n0.00250%\n\n5\nSMC,\nBarclays\nONX\nIndustrial Campus\n60\n59\n0\n0\nNAP\nFee\nNAP\nNo\n0.00250%\n\n6\nBarclays\nFranklin\n8 Pack\n60\n59\n0\n0\nNAP\n\nNAP\nNo\n0.00250%\n\n6.01\n\nMagnolia\nEstates\n\nFee\n\n6.02\n\nWoodshire\n\nFee\n\n6.04\n\nTwin\nPonds\n\nFee\n\n6.05\n\nDenbigh\n\nFee\n\n6.06\n\nWindsor\nManor\n\nFee\n\n6.07\n\nJones\nCreek Landing\n\nFee\n\n6.08\n\nGreensprings\n\nFee\n\n7\nGSMC\nPinnacle\nTower\n60\n57\n0\n0\nNAP\nFee\nNAP\nNo\n0.00250%\n\n8\nSMC\n315\nShip Canal\n60\n59\n0\n0\nNAP\nFee\nNAP\nNo\n0.00250%\n\n9\nSMC\nHillside\nFlex Portfolio\n60\n58\n0\n0\nNAP\n\nNAP\nNo\n0.00250%\n\n9.01\n\nHills\nTech Research Park\n\nFee\n\n9.02\n\nAndover\nBusiness Park\n\nFee\n\n9.03\n\nAndover\nBusiness Park II\n\nFee\n\n10\nBarclays\nHomewood\nSuites Chicago\n60\n59\n360\n360\nNAP\nFee\nNAP\nNo\n0.00250%\n\n11\nZBNA\nBest\nWestern Plus Park Place Inn & Mini Suites\n60\n60\n0\n0\nNAP\nFee\nNAP\nNo\n0.00250%\n\n12\nGACC\n1505\nEast Warner Avenue\n60\n59\n0\n0\nNAP\nFee\nNAP\nNo\n0.00250%\n\n13\nSMC\nHaimov\nMiami Portfolio\n60\n59\n0\n0\nNAP\n\nNAP\nNo\n0.00250%\n\n13.01\n\n744\nWest 41st Street\n\nFee\n\n13.02\n\n39\nNE 1st Avenue\n\nFee\n\n13.03\n\nBlue\nSapphire\n\nFee\n\n13.04\n\n524\nWest 41st Street\n\nFee\n\n13.05\n\n820\nWest 41st Street\n\nFee\n\n13.06\n\n33\nNE 1st Street\n\nFee\n\n14\nBarclays\nHunter\nPortfolio Tranche 2\n60\n59\n0\n0\nNAP\n\nNAP\nNo\n0.00250%\n\n14.01\n\nTowne\nSquare\n\nFee\n\n14.02\n\nBeau\nJardin\n\nFee\n\n14.03\n\nThe\nBluffs\n\nFee\n\n14.04\n\nUptowne\n\nFee\n\n15\nZBNA\nBest\nWestern Plus Stovall&rsquo;s Inn\n60\n60\n0\n0\nNAP\nFee\n/ Leasehold\nNAP\nNo\n0.00250%\n\n16\nGACC,\nSGFC\n535\n& 545 5th Avenue\n60\n55\n3720\n3715\nNAP\nFee\nNAP\nNo\n0.00250%\n\n17\nSMC\nLas\nCasitas MHP\n60\n59\n0\n0\nNAP\nFee\nNAP\nNo\n0.00250%\n\n18\nKeyBank\nHoliday\nInn Lubbock & LaQuinta Tucumcari\n60\n60\n360\n360\nNAP\n\nNAP\nNo\n0.01125%\n\n18.01\n\nHoliday\nInn - Lubbock\n\nFee\n\n18.02\n\nLaQuinta\n- Tucumcari\n\nFee\n\n19\nGACC\nThe\nShreve Building\n60\n60\n300\n300\nNAP\nFee\nNAP\nNo\n0.00250%\n\n20\nSMC\nLaguna\nAzul Apartments\n60\n60\n0\n0\nNAP\nFee\nNAP\nNo\n0.00250%\n\n21\nZBNA\n2104\nRyer Avenue\n60\n55\n0\n0\nNAP\nFee\nNAP\nNo\n0.00250%\n\n22\nAREF2\nLatitude\nApartments\n60\n60\n0\n0\nNAP\nFee\nNAP\nNo\n0.00250%\n\n23\nBarclays\n605\nHudson\n60\n59\n0\n0\nNAP\nFee\nNAP\nNo\n0.00250%\n\n24\nGACC\n323\nFlats & 907 Flats\n60\n60\n0\n0\nNAP\n\nNAP\nNo\n0.00250%\n\n24.01\n\n323\nFlats\n\nFee\n\n24.02\n\n907\nFlats\n\nFee\n\n25\nCREFI\nBroadway\n46\n60\n59\n0\n0\nNAP\nFee\nNAP\nNo\n0.00250%\n\n26\nAREF2\n1431\nNorth Milwaukee\n60\n59\n0\n0\nNAP\nFee\nNAP\nNo\n0.00250%\n\n27\nKeyBank\n49\nSaint Nicholas Terrace\n60\n60\n360\n360\nNAP\nFee\nNAP\nNo\n0.01125%\n\n28\nKeyBank\nCorsicana\nMHC\n60\n59\n0\n0\nNAP\nFee\nNAP\nNo\n0.01125%\n\n29\nSMC\nEastgate\nManufactured Housing\n60\n58\n0\n0\nNAP\nFee\nNAP\nNo\n0.00250%\n\n30\nSMC\nClearwater\nIndustrial\n60\n60\n0\n0\nNAP\nFee\nNAP\nNo\n0.00250%\n\n31\nKeyBank\nModBox\nStorage - High Point\n60\n59\n0\n0\nNAP\nFee\nNAP\nNo\n0.01125%\n\n32\nKeyBank\nMarket\nVillage MHC\n60\n60\n0\n0\nNAP\nFee\nNAP\nNo\n0.01125%\n\n33\nSMC\nComfort\nInn Sylva\n60\n58\n0\n0\nNAP\nFee\nNAP\nNo\n0.00250%\n\n34\nKeyBank\nCourtyard\nSelf Storage\n60\n55\n360\n355\nNAP\nFee\nNAP\nNo\n0.01125%\n\n35\nSMC\nIllinois\nMHC Portfolio\n60\n59\n0\n0\nNAP\n\nNAP\nNo\n0.00250%\n\n35.01\n\nMaple\nLeaf Estates\n\nFee\n\n35.02\n\nBel\nBo MHP\n\nFee\n\n36\nKeyBank\n608-610\nWest 139th Street\n60\n60\n360\n360\nNAP\nFee\nNAP\nNo\n0.01125%\n\n37\nKeyBank\nWillis\n& Etowah MHC Portfolio\n60\n58\n0\n0\nNAP\n\nNAP\nNo\n0.01125%\n\n37.01\n\nEtowah\nEstates\n\nFee\n\n37.02\n\nWillis\nMHC\n\nFee\n\n**EXHIBIT C**\n\n**FORM OF INVESTMENT REPRESENTATION LETTER**\n\n[Date]\n\n&thinsp;\n\nComputershare Trust Company, National\nAssociation\n\nas Certificate Registrar\n\n1505 Energy Park Drive\n\nSt. Paul, Minnesota 55108\n\nAttention: Corporate Trust Services (CMBS)– BBCMS Mortgage Trust 2026-5C42\n\n[OR OTHER CERTIFICATE REGISTRAR]\n\nBarclays Commercial Mortgage Securities LLC\n\n745 Seventh Avenue\n\nNew York, New York 10019\n\nAttention: Daniel Schmidt\n\nEmail: RRcmbs@barclays.com\n\nRe:Transfer of BBCMS Mortgage Trust 2026-5C42, Commercial Mortgage Pass-Through Certificates,\nSeries 2026-5C42\n\nTo the above-mentioned addressees:\n\nThis letter is delivered\npursuant to Section&thinsp;5.03 of the Pooling and Servicing Agreement, dated and effective as of June 1, 2026 (the &ldquo;Pooling and\nServicing Agreement&rdquo;), among Barclays Commercial Mortgage Securities LLC, as Depositor, Midland Loan Services, a Division of\nPNC Bank, National Association, as Master Servicer, LNR Partners, LLC, as Special Servicer, Computershare Trust Company, National Association,\nas Certificate Administrator and as Trustee, and Park Bridge Lender Services LLC, as Operating Advisor and as Asset Representations Reviewer,\non behalf of the holders of BBCMS Mortgage Trust 2026-5C42, Commercial Mortgage Pass-Through Certificates, Series 2026-5C42 in connection\nwith the transfer by _________________ (the &ldquo;Seller&rdquo;) to the undersigned (the &ldquo;Purchaser&rdquo;) of $_______________\naggregate [Certificate Balance] [Notional Amount] [__% Percentage Interest] of Class&thinsp;___ Certificates (collectively, the &ldquo;Certificates&rdquo;).\nCapitalized terms used and not otherwise defined herein shall have the respective meanings ascribed to such terms in the Pooling and Servicing\nAgreement.\n\nIn connection with such transfer,\nthe Purchaser hereby represents and warrants to you and the addressees hereof as follows:\n\n1.Check one of the following:*\n\n☐The Purchaser is not purchasing a Class&thinsp;R Certificate and the Purchaser is an institution that is\nan &ldquo;accredited investor&rdquo; within the meaning of Rule&thinsp;501(a)(1), (2), (3) or (7) of Regulation D (&ldquo;Regulation\nD&rdquo;) under the Securities Act of 1933, as amended (the &ldquo;Securities Act&rdquo;) or any entity in which all of the\nequity owners are &ldquo;accredited investors&rdquo; within the meaning of Rule&thinsp;501(a)(1), (2), (3) or (7) of Regulation D (each,\nan &ldquo;Institutional Accredited Investor&rdquo;) and has such knowledge and experience in financial and business matters as\nto be capable of evaluating the merits and risks of its investment in the Certificates, and the Purchaser and any accounts for which it\nis acting are each able to bear the economic risk of the Purchaser&rsquo;s or such account&rsquo;s investment. The Purchaser is acquiring\nthe Certificates purchased by it for its own account or for one or more accounts, each of which is an Institutional Accredited Investor,\nas to each of which the Purchaser exercises sole investment discretion. The Purchaser hereby undertakes to reimburse the Trust for any\ncosts incurred by it in connection with this transfer.\n\n☐The Purchaser is a &ldquo;qualified institutional buyer&rdquo; (a &ldquo;QIB&rdquo;) within the\nmeaning of Rule 144A (&ldquo;Rule 144A&rdquo;) under the Securities Act. The Purchaser is aware that the transfer is being made\nin reliance on Rule&thinsp;144A, and the Purchaser has had the opportunity to obtain the information required to be provided pursuant to\nparagraph&thinsp;(d)(4)(i)&thinsp;of Rule&thinsp;144A.\n\n&thinsp;\n\n2.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;The\nPurchaser&rsquo;s intention is to acquire the Certificates (a)&thinsp;for investment for the Purchaser&rsquo;s own account or (b)&thinsp;for\nreoffer, resale, pledge or other transfer (i)&thinsp;to QIBs in transactions under Rule 144A, and not in any event with the view to,\nor for resale in connection with, any distribution thereof, or (ii)&thinsp;(other than with respect to a Class R Certificate) to Institutional\nAccredited Investors, subject in the case of clause&thinsp;(ii)&thinsp;above to (w)&thinsp;the receipt by the Certificate Registrar of\na letter substantially in the form hereof, (x)&thinsp;the receipt by the Certificate Registrar of an opinion of counsel acceptable to\nthe Trustee and Certificate Registrar that such reoffer, resale, pledge or transfer is in compliance with the Securities Act, (y)&thinsp;the\nreceipt by the Certificate Registrar of such other evidence acceptable to the Certificate Registrar that such reoffer, resale, pledge\nor transfer is in compliance with the Securities Act and other applicable laws and (z)&thinsp;a written undertaking to reimburse the\nTrust for any costs incurred by it in connection with the proposed transfer. The Purchaser understands that the Certificates (and any\nsubsequent Certificates) have not been registered under the Securities Act, by reason of a specified exemption from the registration\nprovisions of the Securities Act which depends upon, among other things, the bona fide nature of the Purchaser&rsquo;s investment intent\n(or intent to reoffer, resell, pledge or transfer the Certificates only to certain investors in certain exempted transactions) as expressed\nherein.\n\n* Purchaser must select one of the following two\ncertifications.\n\nExhibit C-2\n\n3.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;The\nPurchaser has reviewed the Preliminary Prospectus and the Final Prospectus relating to the Registered Certificates (collectively, the\n&ldquo;Prospectus&rdquo;) (and, with respect to Non-Registered\nCertificates, the Preliminary Private Placement Memorandum and the Final Private Placement Memorandum related to such Non-Registered Certificates)\nand the agreements and other materials referred to therein and has had the opportunity to ask questions and receive answers concerning\nthe terms and conditions of the transactions contemplated by the Prospectus.\n\n4.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;The\nPurchaser acknowledges that the Certificates (and any Certificates issued on transfer or exchange thereof) have not been registered or\nqualified under the Securities Act or the securities laws of any State or any other jurisdiction, and that the Certificates cannot be\nreoffered, resold, pledged or otherwise transferred unless it is registered or qualified thereunder or unless an exemption from such registration\nor qualification is available.\n\n5.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;The\nPurchaser hereby undertakes to be bound by the terms and conditions of the Pooling and Servicing Agreement in its capacity as an owner\nof a Certificate or Certificates, as the case may be (each, a &ldquo;Certificateholder&rdquo;), in all respects as if it were a\nsignatory thereto. This undertaking is made for the benefit of the Trust, the Certificate Registrar and all Certificateholders present\nand future.\n\n6.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;The\nPurchaser will not sell or otherwise transfer any portion of the Certificate or Certificates, except in compliance with Section&thinsp;5.03\nof the Pooling and Servicing Agreement.\n\n7.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;Check\none of the following:**\n\n☐The Purchaser is a U.S. Tax Person (as defined below) and it has attached hereto an Internal Revenue Service\n(&ldquo;IRS&rdquo;) Form W-9 (or successor form).\n\n☐The Purchaser is not a U.S. Tax Person and under applicable law in effect on the date hereof, no taxes\nwill be required to be withheld by the Certificate Registrar (or its agent) with respect to distributions to be made on the Certificates.\nThe Purchaser has attached hereto [(i)&thinsp;a duly executed IRS Form W-8BEN or IRS Form W-8BEN-E (or successor form, as applicable),\nwhich identifies such Purchaser as the beneficial owner of the Certificates and states that such Purchaser is not a U.S. Tax Person, (ii)\nIRS Form W-8IMY (with all appropriate attachments) or (iii)]***&thinsp;two\nduly executed copies of IRS Form W-8ECI (or successor form), which identify such Purchaser as the beneficial owner of the Certificates\nand state that interest and original issue discount on the Certificates and Permitted Investments is, or is expected to be, effectively\nconnected with a U.S. trade or business. The Purchaser agrees to provide to the Certificate Registrar updated [IRS Form W-8BEN, IRS\nForm W-8BEN-E, IRS Form W-8IMY or]*** IRS Form W-8ECI, [as the case may be,]*** any applicable successor IRS forms, or such other\ncertifications as the Certificate Registrar may\n\n** Each Purchaser must select one of the two alternative certifications.\n\n*** Does not apply to a transfer of Class R Certificates.\n\nExhibit C-3\n\nreasonably request, on or before the date\nthat any such IRS form or certification expires or becomes obsolete, or promptly after the occurrence of any event requiring a change\nin the most recent IRS form of certification furnished by it to the Certificate Registrar.\n\nFor purposes of this paragraph 7, &ldquo;U.S.\nTax Person&rdquo; means a citizen or resident of the United States, a corporation or partnership (except to the extent provided in\napplicable Treasury Regulations) or other entity created or organized in, or under the laws of, the United States, any State thereof\nor the District of Columbia, including any entity treated as a corporation or partnership for federal income tax purposes, an estate\nwhose income is subject to United States federal income tax regardless of its source or a trust if a court within the United States is\nable to exercise primary supervision over the administration of such trust, and one or more such U.S. Tax Persons have the authority\nto control all substantial decisions of such trust (or, to the extent provided in applicable Treasury Regulations, certain trusts in\nexistence on August 20, 1996 that have elected to be treated as U.S. Tax Persons).\n\n8.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;Please\nmake all payments due on the Certificates:****\n\n☐\n(a)\nby wire transfer to the following account at a bank or entity in New York, New York, having appropriate facilities therefor:\n\nBank:\n\nABA #:\n\nAccount #:\n\nAttention:\n\n☐\n(b)\nby mailing a check or draft to the following address:\n\n9.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;If the Purchaser is purchasing a Class R Certificate, the Purchaser is not a partnership (including any entity treated as a partnership\nfor U.S. federal income tax purposes), any interest in which is owned, directly or indirectly, through one or more partnerships, trusts\nor other pass-through entities by a Disqualified Non-U.S. Tax Person.\n\nVery\ntruly yours,\n\n[The Purchaser]\n\n****\nOnly to be filled out by Purchasers of Definitive Certificates. Please select (a) or (b). For holders of the Definitive Certificates,\nwire transfers are only available if such holder&rsquo;s Definitive Certificates have an *aggregate* Certificate Balance or Notional\nAmount, as applicable, of at least U.S. $5,000,000.\n\nExhibit C-4\n\nBy:\n\nName:\n\nTitle:\n\nDated: [__] [__], 2026\n\n&thinsp;\n\nExhibit C-5\n\n**EXHIBIT D-1**\n\n**Form\nof Transferee Affidavit FOR TRANSFERS OF\nCLASS R CERTIFICATES**\n\n[Date]\n\nComputershare Trust Company, National\nAssociation\n\nas Certificate Registrar\n\n1505 Energy Park Drive\n\nSt. Paul, Minnesota 55108\n\nAttention: Corporate Trust Services (CMBS)– BBCMS Mortgage Trust 2026-5C42\n\n[OR OTHER CERTIFICATE REGISTRAR]\n\nRe:BBCMS Mortgage Trust 2026-5C42, Commercial Mortgage Pass-Through Certificates, Series\n2026-5C42 (the &ldquo;Certificates&rdquo;) issued pursuant to the Pooling\nand Servicing Agreement (the &ldquo;Pooling and Servicing Agreement&rdquo;), dated and effective as of June 1, 2026, among Barclays\nCommercial Mortgage Securities LLC, as Depositor, Midland Loan Services, a Division of PNC Bank, National Association, as Master Servicer,\nLNR Partners, LLC, as Special Servicer, Computershare Trust Company, National Association, as Certificate Administrator and as Trustee,\nand Park Bridge Lender Services LLC, as Operating Advisor and as Asset Representations Reviewer.\n\nSTATE OF\n)\n\n) ss.:\n\nCOUNTY OF\n)\n\nI, [______], under penalties\nof perjury, declare that, to the best of my knowledge and belief, the following representations are true, correct and complete, and being\nfirst sworn, depose and say that:\n\n1.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;I\nam a [______] of [______] (the &ldquo;Purchaser&rdquo;), on behalf\nof which I have the authority to make this affidavit.\n\n2.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;The\nPurchaser is acquiring Class R Certificates representing [__]% of the residual interest in each of the real estate mortgage investment\nconduits (each, a &ldquo;REMIC&rdquo; or &ldquo;Trust REMIC&rdquo;)\ndesignated as the (i)&thinsp; &ldquo;Lower-Tier REMIC&rdquo;\nand (ii) &ldquo;Upper-Tier REMIC&rdquo;, respectively, relating\nto the Certificates for which an election is to be made under Section&thinsp;860D of the Internal Revenue Code of 1986, as amended (the\n&ldquo;Code&rdquo;).\n\n3.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;The\nPurchaser is not a &ldquo;Disqualified Organization&rdquo; (as\ndefined below), and that the Purchaser is not acquiring the Class R Certificates for the account of, or as agent or nominee of, or with\na view to the transfer of direct or indirect record or beneficial ownership thereof, to a Disqualified Organization. For the purposes\nhereof, a Disqualified Organization is any of the following: (i)&thinsp;the United States, any State or political subdivision thereof, any\n\nExhibit D-1-1\n\npossession of the United States or any agency\nor instrumentality of any of the foregoing (other than an instrumentality which is a corporation if all of its activities are subject\nto tax and, except for the Federal Home Loan Mortgage Corporation, a majority of its board of directors is not selected by such governmental\nunit), (ii)&thinsp;a foreign government, any international organization or any agency or instrumentality of any of the foregoing, (iii)&thinsp;any\norganization which is exempt from the tax imposed by Chapter 1 of the Code (including the tax imposed by Section&thinsp;511 of the Code\non unrelated business taxable income) on any excess inclusions (as defined in Section&thinsp;860E(c)(1) of the Code) with respect to the\nClass&thinsp;R Certificates (except certain farmers&rsquo; cooperatives described in Section 521 of the Code), (iv)&thinsp;rural electric\nand telephone cooperatives described in Section&thinsp;1381(a)(2)(C) of the Code and (v)&thinsp;any other Person so designated by the Trustee\nor the Certificate Administrator based upon an Opinion of Counsel as provided to the Trustee or the Certificate Administrator (at no expense\nto the Trustee or the Certificate Administrator) that the holding of an Ownership Interest in a Class R Certificate by such Person may\ncause a Trust REMIC to fail to qualify as a REMIC at any time that the Certificates are outstanding or any Person having an Ownership\nInterest in any Class of Certificates (other than such Person) to incur a liability for any federal tax imposed under the Code that would\nnot otherwise be imposed but for the Transfer of an Ownership Interest in a Class R Certificate to such Person. The terms &ldquo;United\nStates,&rdquo; &ldquo;State&rdquo; and &ldquo;international organization&rdquo; shall have the meanings set forth in Section&thinsp;7701\nof the Code or successor provisions.\n\n4.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;The\nPurchaser acknowledges that Section&thinsp;860E(e) of the Code would impose a substantial tax on the transferor or, in certain circumstances,\non an agent for the transferee, with respect to any transfer of any interest in any Class R Certificates to a Disqualified Organization.\n\n5.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;The\nPurchaser is a Permitted Transferee and, to the extent applicable, the Purchaser&rsquo;s U.S. taxpayer identification number is [__________].\n\n6.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;No\npurpose of the acquisition of the Class R Certificates is to impede the assessment or collection of tax.\n\n7.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;The\nPurchaser will not cause income from the Class R Certificate to be attributable to a foreign permanent establishment or fixed base, within\nthe meaning of an applicable income tax treaty, of the Purchaser or any other person.\n\n8.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;Check\nthe applicable paragraph:\n\n☐&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;The\npresent value of the anticipated tax liabilities associated with holding the Class R Certificate, as applicable, does not exceed the sum\nof:\n\n(i)&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;the\npresent value of any consideration given to the Purchaser to acquire such Class R Certificate;\n\n(ii)&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;the\npresent value of the expected future distributions on such Class R Certificate; and\n\n(iii)&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;the\npresent value of the anticipated tax savings associated with holding such Class R Certificate as the related Trust REMIC generates losses.\n\nExhibit D-1-2\n\nFor purposes of this calculation,\n(i)&thinsp;the Purchaser is assumed to pay tax at the rate currently specified in Section&thinsp;11(b) of the Code and (ii)&thinsp;present values\nare computed using a discount rate equal to the short-term Federal rate prescribed by Section&thinsp;1274(d) of the Code for the month\nof the transfer and the compounding period used by the Purchaser.\n\n☐&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;The\ntransfer of the Class R Certificate complies with Treasury Regulations Sections 1.860E-1(c)(5) and (6) and, accordingly,\n\n(i)&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;the\nPurchaser is an &ldquo;eligible corporation,&rdquo; as defined in Treasury Regulations Section&thinsp;1.860E-1(c)(6)(i), as to which\nincome from the Class R Certificate will only be taxed in the United States;\n\n(ii)&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;at\nthe time of the transfer, and at the close of the Purchaser&rsquo;s two fiscal years preceding the year of the transfer, the Purchaser\nhad gross assets for financial reporting purposes (excluding any obligation of a person related to the Purchaser within the meaning of\nTreasury Regulations Section&thinsp;1.860E-1(c)(6)(ii)) in excess of $100 million and net assets in excess of $10 million;\n\n(iii)&thinsp;&thinsp;&thinsp;&thinsp;the\nPurchaser will transfer the Class R Certificate only to another &ldquo;eligible corporation,&rdquo; as defined in Treasury Regulations\nSection&thinsp;1.860E-1(c)(6)(i), in a transaction that satisfies the requirements of Sections 1.860E-1(c)(4)(i), (ii)&thinsp;and (iii)&thinsp;and\nTreasury Regulations Section&thinsp;1.860E-1(c)(5); and\n\n(iv)&thinsp;&thinsp;&thinsp;&thinsp;the\nPurchaser determined the consideration paid to it to acquire the Class R Certificate based on reasonable market assumptions (including,\nbut not limited to, borrowing and investment rates, prepayment and loss assumptions, expense and reinvestment assumptions, tax rates and\nother factors specific to the Purchaser) that it has determined in good faith.\n\n☐&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;None\nof the above.\n\n9.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;The\nPurchaser historically has paid its debts as they have come due and intends to pay its debts as they come due in the future and the Purchaser\nintends to pay taxes associated with holding the Class R Certificates as they become due.\n\n10.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;The\nPurchaser understands that it may incur tax liabilities with respect to the Class R Certificate in excess of any cash flows generated\nby such Certificate.\n\n11.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;The\nPurchaser is aware that the Certificate Registrar will not register any transfer of a Class R Certificate by the Transferor unless the\nPurchaser, or such Purchaser&rsquo;s agent, delivers to the Certificate Registrar, among other things, an affidavit and agreement in substantially\nthe same form as this affidavit and agreement. The Purchaser expressly agrees that it will not consummate any such transfer if it knows\nor believes that any representation contained in such affidavit and agreement is false.\n\n12.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;The\nPurchaser represents that it is not acquiring the Class R Certificate as a nominee, trustee or agent for any person that is not a Permitted\nTransferee and that for so long as it retains its interest in the Class R Certificate, it will endeavor to remain a Permitted Transferee.\n\nExhibit D-1-3\n\n13.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;The\nPurchaser consents to any additional restrictions or arrangements that shall be deemed necessary upon advice of counsel to constitute\na reasonable arrangement to ensure that the Class R Certificate will only be owned, directly or indirectly, by a Permitted Transferee.\n\n14.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;The\nPurchaser has reviewed the provisions of Section&thinsp;5.03 of the Pooling and Servicing Agreement, a description of which provisions is\nset forth in the Class R Certificates; and the Purchaser expressly agrees to be bound by and to comply with such provisions.\n\n15.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;The\nPurchaser consents to the (i) designation of the Certificate Administrator as the &ldquo;partnership representative&rdquo; (as defined\nin Section 6223 of the Code) of each Trust REMIC pursuant to Section&thinsp;10.01 of the Pooling and Servicing Agreement and (ii) Certificate\nAdministrator making any elections allowed under the Code (a) to avoid the application of Section 6221 of the Code (or successor provision)\nto the Trust REMICs and (b) to avoid payment by the Trust REMICs under Section 6225 of the Code of any tax, penalty, interest or other\namount imposed under the Code that would otherwise be imposed on a Holder of Class R Certificates. The Purchaser agrees, by acquiring\nsuch certificate, to any such elections and to reasonably cooperate with the Certificate Administrator in connection with any such elections\nthe Certificate Administrator determines in its discretion are necessary or advisable.\n\nCapitalized terms used but\nnot defined herein have the meanings assigned thereto in the Pooling and Servicing Agreement.\n\nIN WITNESS WHEREOF, the\nPurchaser has caused this instrument to be duly executed on its behalf by its duly authorized officer this ___day of _________, 20__.\n\nBy:\n\nName:\n\nTitle:\n\nBy:\n\nName:\n\nTitle:\n\nExhibit D-1-4\n\nOn this ____ day of _______20__,\nbefore me, the undersigned, a Notary Public in and for the State of _______________, duly commissioned and sworn, personally appeared\n______________________ and ________________________, known or proved to me to be the same persons who executed the foregoing instrument\nand to be _____________________________ and ___________________________, respectively, of the Purchaser, and acknowledged to me that\nthey executed the same as their respective free acts and deeds and as the free act and deed of the Purchaser.\n\nNOTARY PUBLIC in and for the\n\nState of\n\n[SEAL]\n\nMy Commission expires:\n\nExhibit D-1-5\n\n**EXHIBIT D-2**\n\n**FORM OF TRANSFEROR LETTER FOR TRANSFERS\nOF CLASS R CERTIFICATES**\n\n[Date]\n\nComputershare Trust Company, National\nAssociation,\n\nas Certificate Registrar\n\n1505 Energy Park Drive\n\nSt. Paul, Minnesota 55108\n\nAttention: Corporate Trust Services (CMBS)– BBCMS Mortgage Trust 2026-5C42\n\n[OR OTHER CERTIFICATE REGISTRAR]\n\nRe:BBCMS Mortgage Trust 2026-5C42, Commercial Mortgage Pass-Through Certificates, Series 2026-5C42 (the &ldquo;Certificates&rdquo;)\n\nTo the above-mentioned addressees:\n\nThis letter is delivered\nto you in connection with the transfer by [______] (the &ldquo;Transferor&rdquo;)\nto [______] (the &ldquo;Transferee&rdquo;) of Class R Certificates\nevidencing a [__]% Percentage Interest in such Class&thinsp;(the &ldquo;Residual\nCertificates&rdquo;). The Certificates, including the Residual Certificates, were issued pursuant to the Pooling and Servicing\nAgreement, dated and effective as of June 1, 2026 (the &ldquo;Pooling and\nServicing Agreement&rdquo;), among Barclays Commercial Mortgage Securities LLC, as Depositor, Midland Loan Services, a Division\nof PNC Bank, National Association, as Master Servicer, LNR Partners, LLC, as Special Servicer, Computershare Trust Company, National Association,\nas Certificate Administrator and as Trustee, and Park Bridge Lender Services LLC, as Operating Advisor and as Asset Representations Reviewer.\nAll capitalized terms used but not otherwise defined herein shall have the respective meanings set forth in the Pooling and Servicing\nAgreement. The Transferor hereby certifies, represents and warrants to you, as Certificate Registrar, that:\n\n(1)&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;No\npurpose of the Transferor relating to the transfer of the Residual Certificates by the Transferor to the Transferee is or will be to impede\nthe assessment or collection of any tax.\n\n(2)&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;The\nTransferor understands that the Transferee has delivered to you a Transferee Affidavit in the form attached to the Pooling and Servicing\nAgreement as Exhibit D-1. The Transferor does not know or believe that any representation contained therein is false.\n\n(3)&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;The\nTransferor has at the time of this transfer conducted a reasonable investigation of the financial condition of the Transferee as contemplated\nby Treasury Regulations Section&thinsp;1.860E-1(c)(4)(i)&thinsp;and, as a result of that investigation, the Transferor has determined that\nthe Transferee has historically paid its debts as they became due and has found no significant evidence to indicate that the Transferee\nwill not continue to pay its debts as they become due in the future. The Transferor understands that the transfer of the Residual Certificates\nmay not be respected for United States income tax purposes (and the Transferor may\n\nExhibit D-2-1\n\ncontinue to be liable for United States income\ntaxes associated therewith) unless the Transferor has conducted such an investigation.\n\nVery\ntruly yours,\n\n(Transferor)\n\nBy:\n\nName:\n\nTitle:\n\nExhibit D-2-2\n\n**EXHIBIT E**\n\n**FORM OF REQUEST FOR RELEASE**\n\n(for Custodian)\n\nLoan\nInformation\n\n&thinsp;\nName of Mortgagor:\n\n&thinsp;\n\n[Master Servicer]\n\n[Special\nServicer]\n\nLoan\nNo.:\n\nCustodian\n\n&thinsp;\nName:\n\nComputershare Trust Company, National Association\n\n&thinsp;\nAddress:\n\n1055\n10th Ave SE\n\nMinneapolis, Minnesota 55414\n\nAttention: Document Custody Group – BBCMS 2026-\n\n5C42\n\nwith a copy to cmbscustody@computershare.com\n\n&thinsp;\nCustodian/Trustee\n\nMortgage File No.:\n\nDepositor\n\n&thinsp;\nName:\nBarclays Commercial Mortgage Securities LLC\n\n&thinsp;\nAddress:\n\n745 Seventh Avenue, New York, New York 10019\n\nAttention: Daniel Schmidt\n\nEmail: RRcmbs@barclays.com\n\n&thinsp;\nCertificates:\n\nBBCMS Mortgage Trust 2026-5C42, Commercial\n\nMortgage Pass-Through Certificates, Series 2026-5C42\n\nThe undersigned [Master Servicer]\n[Special Servicer] hereby requests delivery from Computershare Trust Company, National Association, as custodian (in such capacity, the\n&ldquo;Custodian&rdquo;) on behalf of Computershare Trust Company,\nNational Association, as trustee (in such capacity, the &ldquo;Trustee&rdquo;), for the Holders of BBCMS Mortgage Trust 2026-5C42,\nCommercial Mortgage Pass-Through Certificates, Series 2026-5C42, the documents referred to below (the &ldquo;Documents&rdquo;).\nAll capitalized terms not otherwise defined in this Request for Release shall have the meanings given them in the Pooling and Servicing\nAgreement, dated and\n\nExhibit E-1\n\neffective as of June 1, 2026, among Barclays\nCommercial Mortgage Securities LLC, as Depositor, Midland Loan Services, a Division of PNC Bank, National Association, as Master Servicer,\nLNR Partners, LLC, as Special Servicer, Computershare Trust Company, National Association, as Certificate Administrator and as Trustee,\nand Park Bridge Lender Services LLC, as Operating Advisor and as Asset Representations Reviewer (the &ldquo;Pooling and Servicing\nAgreement&rdquo;).\n\n(&thinsp;&thinsp;)\n\n(&thinsp;&thinsp;)\n\n(&thinsp;&thinsp;)\n\n(&thinsp;&thinsp;)\n\nThe undersigned [Master Servicer]\n[Special Servicer] hereby acknowledges and agrees as follows:\n\n(1)&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;The\n[Master Servicer] [Special Servicer] shall hold and retain possession of the Documents in trust for the benefit of the Trustee, solely\nfor the purposes provided in the Pooling and Servicing Agreement.\n\n(2)&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;The\n[Master Servicer] [Special Servicer] shall not cause or permit the Documents to become subject to, or encumbered by, any claims, liens,\nsecurity interests, charges, writs of attachment or other impositions nor shall the [Master Servicer] [Special Servicer] assert or seek\nto assert any claims or rights of set-off to or against the Documents or any proceeds thereof except as otherwise provided in the Pooling\nand Servicing Agreement.\n\n(3)&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;The\n[Master Servicer] [Special Servicer] shall return the Documents to the Custodian when the need therefor no longer exists, unless the Mortgage\nLoans have been liquidated or the Mortgage Loans have been paid in full and the proceeds thereof have been remitted to the Collection\nAccount except as expressly provided in the Pooling and Servicing Agreement.\n\n(4)&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;The\nDocuments and any proceeds thereof, including proceeds of proceeds, coming into the possession or control of the [Master Servicer] [Special\nServicer] shall at all times be earmarked for the account of the Trustee, and the [Master Servicer] [Special Servicer] shall keep the\nDocuments separate and distinct from all other property in the [Master Servicer&rsquo;s] [Special Servicer&rsquo;s] possession, custody\nor control.\n\n[______________]\n\nBy:\n\nName:\n\nTitle:\n\nDate:\n\nExhibit E-2\n\n**EXHIBIT F-1**\n\n**FORM OF ERISA REPRESENTATION\nLETTER REGARDING ERISA RESTRICTED CERTIFICATES**\n\n[Date]\n\n**&thinsp;**\n\nComputershare Trust Company, National Association,\n\nas Certificate Registrar\n\n1505 Energy Park Drive\n\nSt. Paul, Minnesota 55108\n\nAttention: Corporate Trust Services (CMBS)– BBCMS Mortgage Trust 2026-5C42\n\n[OR OTHER CERTIFICATE REGISTRAR]\n\n&thinsp;\n\nComputershare Trust Company, National Association,\n\nas Certificate Administrator\n\n9062 Old Annapolis Road\n\nColumbia, Maryland 21045\n\nAttention: Corporate Trust Services (CMBS) – BBCMS Mortgage Trust\n2026-5C42\n\nBarclays Commercial Mortgage Securities LLC\n\n745 Seventh Avenue\n\nAttention: Daniel Schmidt\n\nNew York, New York 10019\n\nEmail: RRcmbs@barclays.com\n\nRe:Transfer of BBCMS Mortgage Trust 2026-5C42, Commercial Mortgage Pass-Through Certificates, Series 2026-5C42\n\nTo the above-mentioned addressees:\n\nThe undersigned (the &ldquo;Purchaser&rdquo;)\nproposes to purchase US$[___] aggregate initial [Certificate Balance] [Notional Amount] in the BBCMS Mortgage Trust 2026-5C42, Commercial\nMortgage Pass-Through Certificates, Series 2026-5C42, Class [X-E][X-F][E][F][G-RR] Certificates issued pursuant to that certain Pooling\nand Servicing Agreement, dated and effective as of June 1, 2026 (the &ldquo;Pooling and Servicing Agreement&rdquo;), among Barclays\nCommercial Mortgage Securities LLC, as Depositor, Midland Loan Services, a Division of PNC Bank, National Association, as Master Servicer,\nLNR Partners, LLC, as Special Servicer, Computershare Trust Company, National Association, as Certificate Administrator and as Trustee,\nand Park Bridge Lender Services LLC, as Operating Advisor and as Asset Representations Reviewer. Capitalized terms used and not otherwise\ndefined herein have the respective meanings ascribed to such terms in the Pooling and Servicing Agreement.\n\nExhibit F-1-1\n\nIn connection with such transfer,\nthe undersigned hereby represents and warrants to you as follows:\n\n1.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;The\nPurchaser is not and will not be (a)&thinsp;an employee benefit plan or other plan subject to the fiduciary responsibility provisions of\nthe Employee Retirement Income Security Act of 1974, as amended (&ldquo;ERISA&rdquo;), or to Section&thinsp;4975 of the Internal\nRevenue Code of 1986, as amended (the &ldquo;Code&rdquo;), or a governmental plan (as defined in Section&thinsp;3(32) of ERISA),\nor any other plan that is subject to any federal, state or local law which is, to a material extent, similar to the foregoing provisions\nof ERISA or the Code (&ldquo;Similar Law&rdquo;) (each a &ldquo;Plan&rdquo;) or (b)&thinsp;a person acting on behalf of a\nPlan (including an entity whose underlying assets include Plan assets by reason of investment in the entity by such a Plan or Plans and\nthe application of Department of Labor Regulation &sect;&thinsp;2510.3-101, as modified by Section&thinsp;3(42) of ERISA) or using the assets\nof any such Plan, other than an insurance company using the assets of its &ldquo;insurance company general account&rdquo; (as such term\nis defined in Section V(e) of Prohibited Transaction Class Exemption (&ldquo;PTCE&rdquo;) 95-60) under circumstances whereby the\npurchase and holding of Certificates by such insurance company will be exempt from the prohibited transaction provisions of ERISA and\nthe Code under Sections&thinsp;I and III of PTCE 95-60 (or, in the case of a Plan subject to Similar Law, where the purchase, holding and\ndisposition by such Plan will not constitute or result in a non-exempt violation of applicable Similar Law).\n\n2.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;The\nPurchaser understands that if the Purchaser is or becomes a Person referred to in 1(a) or (b)&thinsp;above, such Purchaser is required to\nprovide to the Trustee and the Certificate Administrator an Opinion of Counsel in form and substance satisfactory to the Trustee, the\nCertificate Administrator and the Depositor to the effect that the acquisition and holding of such Certificate by such purchaser or transferee\nwill not constitute or result in a non-exempt &ldquo;prohibited transaction&rdquo; within the meaning of ERISA or Section&thinsp;4975 of\nthe Code or a non-exempt violation of any Similar Law, and will not subject the Trustee, the Certificate Administrator, the Certificate\nRegistrar, the Master Servicer, the Special Servicer, any sub-servicer, the Initial Purchasers, the Underwriters, the Operating Advisor,\nthe Asset Representations Reviewer or the Depositor to any obligation or liability (including obligations or liabilities under ERISA,\nSection&thinsp;4975 of the Code or any such Similar Law) in addition to those set forth in the Pooling and Servicing Agreement, which Opinion\nof Counsel shall not be at the expense of the Depositor, the Master Servicer, any sub-servicer, the Special Servicer, the Trustee, the\nCertificate Administrator, the Certificate Registrar, the Operating Advisor, the Asset Representations Reviewer, the Initial Purchasers,\nthe Underwriters or the Trust.\n\nIN WITNESS WHEREOF, the\nPurchaser hereby executes this ERISA Representation Letter on the ___ day of _____________, 20__.\n\nVery\ntruly yours,\n\n[The Purchaser]\n\nExhibit F-1-2\n\nBy:\n\nName:\n\nTitle:\n\nExhibit F-1-3\n\n**EXHIBIT F-2**\n\n**Form\nof ERISA Representation Letter\nregarding Class R Certificates**\n\n[Date]\n\nComputershare Trust Company, National\nAssociation,\n\nas Certificate Registrar\n\n1505 Energy Park Drive\n\nSt. Paul, Minnesota 55108\n\nAttention: Corporate Trust Services (CMBS)– BBCMS Mortgage Trust 2026-5C42\n\n[OR OTHER CERTIFICATE REGISTRAR]\n\n&thinsp;\n\nComputershare Trust Company, National Association,\n\nas Certificate Administrator\n\n9062 Old Annapolis Road\n\nColumbia, Maryland 21045\n\nAttention: Corporate Trust Services (CMBS) – BBCMS Mortgage Trust\n2026-5C42\n\n&thinsp;\n\n[Transferor]\n\n[______]\n\n[______]\n\nAttention: [______]\n\nRe:BBCMS Mortgage Trust 2026-5C42, Commercial Mortgage Pass-Through Certificates, Series 2026-5C42\n\nTo the above-mentioned addressees:\n\nThe undersigned (the &ldquo;Purchaser&rdquo;)\nproposes to purchase [__]% Percentage Interest in the BBCMS Mortgage Trust 2026-5C42, Commercial Mortgage Pass-Through Certificates, Series\n2026-5C42, Class R Certificates (the &ldquo;Class R\nCertificate&rdquo;) issued pursuant to that certain Pooling and Servicing Agreement, dated and effective as of June 1, 2026 (the &ldquo;Pooling\nand Servicing Agreement&rdquo;), among Barclays Commercial Mortgage Securities LLC, as Depositor, Midland Loan Services, a Division\nof PNC Bank, National Association, as Master Servicer, LNR Partners, LLC, as Special Servicer, Computershare Trust Company, National Association,\nas Certificate Administrator and as Trustee, and Park Bridge Lender Services LLC, as Operating Advisor and as Asset Representations Reviewer.\nCapitalized terms used and not otherwise defined herein have the respective meanings ascribed to such terms in the Pooling and Servicing\nAgreement.\n\nIn connection with such transfer,\nthe undersigned hereby represents and warrants to you that, with respect to the Class R\nCertificates, the Purchaser is not and will not be (a)&thinsp;an employee benefit plan or other plan subject to the fiduciary responsibility\nprovisions of the Employee Retirement Income Security Act of 1974, as amended (&ldquo;ERISA&rdquo;), or to Section 4975 of the\nInternal Revenue Code of 1986, as amended (the &ldquo;Code&rdquo;), or a governmental plan (as\n\nExhibit F-2-1\n\ndefined in Section 3(32) of ERISA), or any\nother plan that is subject to any federal, state or local law which is, to a material extent, similar to the foregoing provisions of ERISA\nor the Code (each, a &ldquo;Plan&rdquo;), or (b)&thinsp;a person acting on behalf of a Plan (including an entity whose underlying\nassets include Plan assets by reason of investment in the entity by such Plan or Plans and the application of Department of Labor Regulation\n&sect; 2510.3-101, as modified by Section 3(42) of ERISA) or using the assets of any such Plan to purchase such Class R\nCertificate.\n\nIN WITNESS WHEREOF, the\nPurchaser hereby executes this ERISA Representation Letter on the ___ day of _____, 20__.\n\nVery truly yours,\n\n[The Purchaser]\n\nBy:\n\nName:\n\nTitle:\n\nExhibit F-2-2\n\n**EXHIBIT G**\n\n**FORM OF DISTRIBUTION DATE STATEMENT**See Annex B to the Prospectus.\n\nExhibit G-1\n\n**EXHIBIT H\n\nFORM OF OMNIBUS ASSIGNMENT**\n\n[NAME OF CURRENT ASSIGNOR]\nhaving an address at [ADDRESS OF CURRENT ASSIGNOR] (the &ldquo;Assignor&rdquo;)\nfor good and valuable consideration, the receipt and sufficiency of which are acknowledged, hereby sells, transfers, assigns, delivers,\nsets over and conveys, without recourse, representation or warranty, express or implied, unto &ldquo;Computershare Trust Company, National\nAssociation, as Trustee for the benefit of the registered holders of BBCMS Mortgage Trust 2026-5C42, Commercial Mortgage Pass-Through\nCertificates, Series 2026-5C42&rdquo; (the &ldquo;Assignee&rdquo;),\nhaving an office at 9062 Old Annapolis Road, Columbia, Maryland 21045, Attention: Corporate Trust Services (CMBS)– BBCMS Mortgage\nTrust 2026-5C42, its successors and assigns, all right, title and interest of the Assignor in and to:\n\nThat certain mortgage and\nsecurity agreement, deed of trust and security agreement, deed to secure debt and security agreement, or similar security instrument (the\n&ldquo;Security Instrument&rdquo;), and that certain Promissory\nNote (the &ldquo;Mortgage Note&rdquo;), for each of the Mortgage\nLoans shown on the Mortgage Loan Schedule attached hereto as Exhibit B, and that certain assignment of leases and rents given in\nconnection therewith and all of the Assignor&rsquo;s right, title and interest in any claims, collateral, insurance policies, certificates\nof deposit, letters of credit, escrow accounts, performance bonds, demands, causes of action and any other collateral arising out of and/or\nexecuted and/or delivered in or to or with respect to the Security Instrument and the Mortgage Note, together with any other documents\nor instruments executed and/or delivered in connection with or otherwise related to the Security Instrument and the Mortgage Note.\n\nIN WITNESS WHEREOF, the\nAssignor has executed this instrument under seal to be effective as of the [__] day of [_____________], 20[__].\n\n[NAME OF CURRENT ASSIGNOR]\n\nBy:\n\nName:\n\nTitle:\n\nExhibit H-1\n\n**EXHIBIT I**\n\n**FORM OF TRANSFER CERTIFICATE\nFOR RULE 144A BOOK-ENTRY CERTIFICATE\nTO TEMPORARY REGULATION S BOOK-ENTRY CERTIFICATE\nDURING RESTRICTED PERIOD**\n\n(Exchanges or transfers pursuant to\n\nSection&thinsp;5.03(c) of the Pooling and Servicing Agreement)\n\nComputershare Trust Company, National Association,\n\nas Certificate Registrar\n\n1505 Energy Park Drive\n\nSt. Paul, Minnesota 55108\n\nAttention: Corporate Trust Services (CMBS)– BBCMS Mortgage Trust 2026-5C42\n\n[OR OTHER CERTIFICATE REGISTRAR]\n\nRe:BBCMS Mortgage Trust 2026-5C42, Commercial Mortgage Pass-Through Certificates, Series 2026-5C42, Class [__]\n\nReference is hereby made\nto the Pooling and Servicing Agreement, dated and effective as of June 1, 2026 (the &ldquo;Pooling and Servicing Agreement&rdquo;),\namong Barclays Commercial Mortgage Securities LLC, as Depositor, Midland Loan Services, a Division of PNC Bank, National Association,\nas Master Servicer, LNR Partners, LLC, as Special Servicer, Computershare Trust Company, National Association, as Certificate Administrator\nand as Trustee, and Park Bridge Lender Services LLC, as Operating Advisor and as Asset Representations Reviewer. Capitalized terms used\nbut not defined herein shall have the meanings given to them in the Pooling and Servicing Agreement.\n\nThis letter relates to US\n$[______] aggregate [Certificate Balance] [Notional Amount] of the Class&thinsp;[__] Certificates (the &ldquo;Certificates&rdquo;)\nwhich are held in the form of a beneficial interest in the Rule&thinsp;144A Book-Entry Certificate of such Class (CUSIP No. [______]) with\nthe Depository in the name of [insert name of Transferor] (the &ldquo;Transferor&rdquo;). The Transferor has requested an exchange\nor transfer of such beneficial interest for a beneficial interest in the Temporary Regulation S Book-Entry Certificate of such Class (CINS\nNo. [______] and ISIN No. [______]) to be held with the Depository in the name of [Euroclear] [Clearstream]*\n(Common Code No. [______]).\n\nIn connection with such\nrequest and in respect of such Certificates, the Transferor does hereby certify that such exchange or transfer has been made in compliance\nwith the transfer restrictions set forth in the Pooling and Servicing Agreement and pursuant to and in accordance with Regulation&thinsp;S\n(&ldquo;Regulation&thinsp;S&rdquo;) under the Securities Act of 1933, as amended (the &ldquo;Securities Act&rdquo;), and\naccordingly the Transferor does hereby certify that:\n\n*\nSelect appropriate depository.\n\nExhibit I-1\n\n(1)&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;the\noffer of the Certificates was not made to a person in the United States;\n\n[(2)&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;at the time the buy\norder was originated, the transferee was outside the United States or the Transferor and any person acting on its behalf reasonably believed\nand believes that the transferee was outside the United States;]**\n\n[(2)&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;the transaction was\nexecuted in, on or through the facilities of a designated offshore securities market and neither the Transferor nor any person acting\non its behalf knows that the transaction was pre-arranged with a buyer in the United States;]**\n\n(3)&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;no\n&ldquo;directed selling efforts&rdquo; within the meaning of Rule 902(c) of Regulation S have been made in contravention of the requirements\nof Rule 903(b) or 904(b) of Regulation S, as applicable; and\n\n(4)&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;the\ntransaction is not part of a plan or scheme to evade the registration requirements of the Securities Act.\n\nWe understand that this\ncertificate is required in connection with certain securities laws of the United States. In connection therewith, if administrative or\nlegal proceedings are commenced or threatened in connection with which this certificate is or would be relevant, we irrevocably authorize\nyou to produce this certificate to any interested party in such proceeding. This certificate and the statements contained herein are\nmade for your benefit and the benefit of the Depositor, the Trustee, the Certificate Administrator, the Operating Advisor, the Master\nServicer, the Special Servicer, the Asset Representations Reviewer and the Initial Purchasers.\n\n[Insert Name of Transferor]\n\nBy:\n\nName:\n\nTitle:\n\nDated:\n\ncc: Barclays Commercial Mortgage Securities LLC\n\n**\nInsert one of these two provisions, which come from the definition of &ldquo;offshore transaction&rdquo; in Regulation S.\n\nExhibit I-2\n\n**EXHIBIT J**\n\n**Form\nof Transfer Certificate\nfor Rule 144A Book-Entry Certificate\nto Regulation S Book-Entry Certificate after Restricted Period**\n\n(Exchange or transfers pursuant to\n\nSection&thinsp;5.03(d) of the Pooling and Servicing Agreement)\n\nComputershare Trust Company, National Association,\n\nas Certificate Registrar\n\n1505 Energy Park Drive\n\nSt. Paul, Minnesota 55108\n\nAttention: Corporate Trust Services (CMBS)– BBCMS Mortgage Trust\n2026-5C42\n\n[OR OTHER CERTIFICATE REGISTRAR]\n\nRe:BBCMS Mortgage Trust 2026-5C42, Commercial Mortgage Pass-Through Certificates, Series 2026-5C42, Class [__]\n\nReference is hereby made\nto the Pooling and Servicing Agreement, dated and effective as of June 1, 2026 (the &ldquo;Pooling and Servicing Agreement&rdquo;),\namong Barclays Commercial Mortgage Securities LLC, as Depositor, Midland Loan Services, a Division of PNC Bank, National Association,\nas Master Servicer, LNR Partners, LLC, as Special Servicer, Computershare Trust Company, National Association, as Certificate Administrator\nand as Trustee, and Park Bridge Lender Services LLC, as Operating Advisor and as Asset Representations Reviewer. Capitalized terms used\nbut not defined herein shall have the meanings given to them in the Pooling and Servicing Agreement.\n\nThis letter relates to US\n$[______] aggregate [Certificate Balance] [Notional Amount] of the Class&thinsp;[__] Certificates (the &ldquo;Certificates&rdquo;)\nwhich are held in the form of a beneficial interest in the Rule&thinsp;144A Book-Entry Certificate of such Class (CUSIP No. [______]) with\nthe Depository in the name of [insert name of Transferor] (the &ldquo;Transferor&rdquo;). The Transferor has requested an exchange\nor transfer of such beneficial interest for a beneficial interest in the Regulation&thinsp;S Book-Entry Certificate of such Class (CINS\nNo. [______], ISIN No. [______], and Common Code No. [______]).\n\nIn connection with such request\nand in respect of such Certificates, the Transferor does hereby certify that such exchange or transfer has been made in compliance with\nthe transfer restrictions set forth in the Pooling and Servicing Agreement pursuant to and in accordance with Regulation&thinsp;S (&ldquo;Regulation&thinsp;S&rdquo;)\nunder the Securities Act of 1933, as amended (the &ldquo;Securities Act&rdquo;), and accordingly the Transferor does hereby certify\nthat:\n\n(1)&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;the\noffer of the Certificates was not made to a person in the United States,\n\nExhibit J-1\n\n[(2)&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;at the time the buy\norder was originated, the transferee was outside the United States or the Transferor and any person acting on its behalf reasonably believed\nand believes that the transferee was outside the United States,]*\n\n[(2)&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;the transaction was\nexecuted in, on or through the facilities of a designated offshore securities market and neither the Transferor nor any person acting\non its behalf knows that the transaction was pre-arranged with a buyer in the United States,] *\n\n(3)&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;no\n&ldquo;directed selling efforts&rdquo; within the meaning of Rule 902(c) of Regulation S have been made in contravention of the requirements\nof Rule 903(b) or 904(b) of Regulation S, as applicable, and\n\n(4)&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;the\ntransaction is not part of a plan or scheme to evade the registration requirements of the Securities Act.\n\nWe understand that this\ncertificate is required in connection with certain securities laws of the United States. In connection therewith, if administrative or\nlegal proceedings are commenced or threatened in connection with which this certificate is or would be relevant, we irrevocably authorize\nyou to produce this certificate to any interested party in such proceeding. This certificate and the statements contained herein are\nmade for your benefit and the benefit of the Depositor, the Trustee, the Certificate Administrator, the Operating Advisor, the Master\nServicer, the Special Servicer, the Asset Representations Reviewer and the Initial Purchasers.\n\n[Insert Name of Transferor]\n\nBy:\n\nName:\n\nTitle:\n\nDated:\n\ncc: Barclays Commercial Mortgage Securities LLC\n\n* Insert\none of these two provisions, which come from the definition of &ldquo;offshore transaction&rdquo; in Regulation S.\n\nExhibit J-2\n\n**EXHIBIT K**\n\n**Form\nof Transfer Certificate\nfor Temporary Regulation S Book-Entry Certificate\nto Rule 144A Book-Entry Certificate during Restricted Period**\n\n(Exchange or transfers pursuant to\n\nSection&thinsp;5.03(e) of the Pooling and Servicing Agreement)\n\nComputershare Trust Company, National Association,\n\nas Certificate Registrar\n\n1505 Energy Park Drive\n\nSt. Paul, Minnesota 55108\n\nAttention: Corporate Trust Services (CMBS)– BBCMS Mortgage Trust 2026-5C42\n\nRe:BBCMS Mortgage Trust 2026-5C42, Commercial Mortgage Pass-Through Certificates, Series 2026-5C42, Class [__]\n\nReference is hereby made\nto the Pooling and Servicing Agreement, dated and effective as of June 1, 2026 (the &ldquo;Pooling and Servicing Agreement&rdquo;),\namong Barclays Commercial Mortgage Securities LLC, as Depositor, Midland Loan Services, a Division of PNC Bank, National Association,\nas Master Servicer, LNR Partners, LLC, as Special Servicer, Computershare Trust Company, National Association, as Certificate Administrator\nand as Trustee, and Park Bridge Lender Services LLC, as Operating Advisor and as Asset Representations Reviewer. Capitalized terms used\nbut not defined herein shall have the meanings given to them in the Pooling and Servicing Agreement.\n\nThis letter relates to US\n$[______] aggregate [Certificate Balance] [Notional Amount] of the Class&thinsp;[__] Certificates (the &ldquo;Certificates&rdquo;)\nwhich are held in the form of a beneficial interest in the Temporary Regulation S Book-Entry Certificate of such Class (CINS No. [______]\nand ISIN No. [______]) with [Euroclear] [Clearstream]*\n(Common Code [______]) through the Depository in the name of [insert name of transferor] (the &ldquo;Transferor&rdquo;). The Transferor\nhas requested an exchange or transfer of such beneficial interest for a beneficial interest in the Rule&thinsp;144A Book-Entry Certificate\nof such Class (CUSIP No. [______]).\n\nIn connection with such\nrequest, and in respect of such Certificates, the Transferor does hereby certify that such Certificates are being exchanged or transferred\nin accordance with Rule&thinsp;144A (&ldquo;Rule&thinsp;144A&rdquo;) under the Securities Act of 1933, as amended (the &ldquo;Securities\nAct&rdquo;), to a transferee that the Transferor reasonably believes is purchasing the Certificates for its own account, or for one\nor more accounts with respect to which the transferee exercises sole investment discretion, and the transferee and any such account is\na &ldquo;qualified institutional buyer&rdquo; within the meaning of Rule&thinsp;144A in each case in a transaction meeting the requirements\nof Rule&thinsp;144A and in accordance with any applicable securities laws of any state of the United States or other applicable jurisdiction.\n\n*\nSelect appropriate depository.\n\nExhibit K-1\n\nWe understand that this\ncertificate is required in connection with certain securities laws of the United States. In connection therewith, if administrative or\nlegal proceedings are commenced or threatened in connection with which this certificate is or would be relevant, we irrevocably authorize\nyou to produce this certificate to any interested party in such proceeding. This certificate and the statements contained herein are\nmade for your benefit and the benefit of the Depositor, the Trustee, the Certificate Administrator, the Operating Advisor, the Master\nServicer, the Special Servicer, the Asset Representations Reviewer and the Initial Purchasers.\n\n[Insert Name of Transferor]\n\nBy:\n\nName:\n\nTitle:\n\nDated:\n\ncc: Barclays Commercial Mortgage Securities LLC\n\nExhibit K-2\n\n**EXHIBIT L**\n\n**Form\nof Transfer Certificate\nfor Temporary Regulation S Book-Entry Certificate\nto Regulation S Book-Entry Certificate after Restricted Period**\n\n(Exchanges pursuant to\n\nSection 5.03(f) of the Pooling and Servicing Agreement)\n\nComputershare Trust Company, National Association,\n\nas Certificate Registrar\n\n1505 Energy Park Drive\n\nSt. Paul, Minnesota 55108\n\nAttention: Corporate Trust Services (CMBS)– BBCMS Mortgage Trust 2026-5C42\n\nRe:BBCMS Mortgage Trust 2026-5C42, Commercial Mortgage Pass-Through Certificates, Series\n2026-5C42, Class [__]\n\nReference is hereby made\nto the Pooling and Servicing Agreement, dated and effective as of June 1, 2026 (the &ldquo;Pooling and Servicing Agreement&rdquo;),\namong Barclays Commercial Mortgage Securities LLC, as Depositor, Midland Loan Services, a Division of PNC Bank, National Association,\nas Master Servicer, LNR Partners, LLC, as Special Servicer, Computershare Trust Company, National Association, as Certificate Administrator\nand as Trustee, and Park Bridge Lender Services LLC, as Operating Advisor and as Asset Representations Reviewer. Capitalized terms used\nbut not defined herein shall have the meanings given to them in the Pooling and Servicing Agreement.\n\n[For purposes of acquiring\na beneficial interest in a Regulation&thinsp;S Book-Entry Certificate of the Class specified above after the expiration of the Restricted\nPeriod,] [For purposes of receiving payments under a Temporary Regulation S Book-Entry Certificate of the Class specified above,]*\nthe undersigned holder of a beneficial interest in a Temporary Regulation S Book-Entry Certificate of the Class specified above issued\nunder the Pooling and Servicing Agreement certifies that it is not a U.S. Person as defined by Regulation&thinsp;S under the Securities\nAct of 1933, as amended.\n\nWe undertake to advise you\npromptly by facsimile on or prior to the date on which you intend to submit your corresponding certification relating to the Certificates\nof the Class specified above held by you for our account if any applicable statement herein is not correct on such date, and in the absence\nof any such notification it may be assumed that this certification applies as of such date.\n\nWe understand that this\ncertificate is required in connection with certain securities laws of the United States. In connection therewith, if administrative or\nlegal proceedings are commenced or threatened in connection with which this certificate is or would be relevant, we\n\n*\nSelect, as applicable.\n\nExhibit L-1\n\nirrevocably authorize you to produce this\ncertificate to any interested party in such proceeding. This certificate and the statements contained herein are made for your benefit\nand the benefit of the Depositor, the Master Servicer, the Special Servicer, the Trustee, the Certificate Administrator, the Operating\nAdvisor, the Asset Representations Reviewer and the Initial Purchasers.\n\nDated:______________\n\nBy:\n\nas, or as agent for, the holder of a beneficial interest in the Certificates to which this certificate relates.\n\nExhibit L-2\n\n**EXHIBIT M**\n\n**Form\nof Transfer Certificate\nfor Non-Book Entry Certificate\nto Temporary Regulation****S Book-Entry Certificate**\n\n(Exchanges or transfers pursuant to\n\nSection 5.03(g) of the Pooling and Servicing Agreement)\n\nComputershare Trust Company, National Association,\n\nas Certificate Registrar\n\n1505 Energy Park Drive\n\nSt. Paul, Minnesota 55108\n\nAttention: Corporate Trust Services (CMBS)– BBCMS Mortgage Trust\n2026-5C42\n\nRe:BBCMS Mortgage Trust 2026-5C42, Commercial Mortgage Pass-Through Certificates, Series 2026-5C42, Class [__]\n\nReference is hereby made\nto the Pooling and Servicing Agreement, dated and effective as of June 1, 2026 (the &ldquo;Pooling and Servicing Agreement&rdquo;),\namong Barclays Commercial Mortgage Securities LLC, as Depositor, Midland Loan Services, a Division of PNC Bank, National Association,\nas Master Servicer, LNR Partners, LLC, as Special Servicer, Computershare Trust Company, National Association, as Certificate Administrator\nand as Trustee, and Park Bridge Lender Services LLC, as Operating Advisor and as Asset Representations Reviewer. Capitalized terms used\nbut not defined herein shall have the meanings given to them in the Pooling and Servicing Agreement.\n\nThis letter relates to US\n$[______] aggregate [Certificate Balance] [Notional Amount] of the Class&thinsp;[__] Certificates (the &ldquo;Certificates&rdquo;)\nwhich are held in the form of Non-Book Entry Certificates of such Class (CUSIP No. [______]) in the name of [insert name of Transferor]\n(the &ldquo;Transferor&rdquo;). The Transferor has requested an exchange or transfer of such Non-Book Entry Certificates for a\nbeneficial interest in the Temporary Regulation S Book-Entry Certificate of such Class (CINS No. [______] and ISIN No. [______]) to be\nheld with [Euroclear] [Clearstream]* (Common\nCode [______]) through the Depository.\n\nIn connection with such request,\nand in respect of such Certificates, the Transferor does hereby certify that such exchange or transfer has been made in compliance with\nthe transfer restrictions set forth in the Pooling and Servicing Agreement and pursuant to and in accordance with Regulation&thinsp;S (&ldquo;Regulation&thinsp;S&rdquo;)\nunder the Securities Act of 1933, as amended (the &ldquo;Securities Act&rdquo;), and accordingly the Transferor does hereby certify\nthat:\n\n(1)&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;the\noffer of the Certificates was not made to a person in the United States;\n\n*\nSelect appropriate depository.\n\nExhibit M-1\n\n[(2)&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;at the time the buy\norder was originated, the transferee was outside the United States or the Transferor and any person acting on its behalf reasonably believed\nand believes that the transferee was outside the United States;]**\n\n[(2)&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;the transaction was\nexecuted in, on or through the facilities of a designated offshore securities market and neither the Transferor nor any person acting\non its behalf knows that the transaction was pre-arranged with a buyer in the United States;] **\n\n(3)&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;no\n&ldquo;directed selling efforts&rdquo; within the meaning of Rule 902(c) of Regulation S have been made in contravention of the requirements\nof Rule&thinsp;903(b) or 904(b) of Regulation&thinsp;S, as applicable; and\n\n(4)&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;the\ntransaction is not part of a plan or scheme to evade the registration requirements of the Securities Act.\n\nWe understand that this\ncertificate is required in connection with certain securities laws of the United States. In connection therewith, if administrative or\nlegal proceedings are commenced or threatened in connection with which this certificate is or would be relevant, we irrevocably authorize\nyou to produce this certificate to any interested party in such proceeding. This certificate and the statements contained herein are\nmade for your benefit and the benefit of the Depositor, the Master Servicer, the Special Servicer, the Trustee, the Certificate Administrator,\nthe Operating Advisor, the Asset Representations Reviewer and the Initial Purchasers.\n\n[Insert Name of Transferor]\n\nBy:\n\nName:\n\nTitle:\n\nDated:\n\ncc: Barclays Commercial Mortgage Securities LLC\n\n** Insert\none of these two provisions, which come from the definition of &ldquo;offshore transaction&rdquo; in Regulation S.\n\nExhibit M-2\n\n**EXHIBIT N**\n\n**Form\nof Transfer Certificate\nfor Non-Book Entry Certificate\nto Regulation S Book-Entry Certificate**\n\n(Exchange or transfers pursuant to\n\nSection 5.03(g) of the Pooling and Servicing Agreement)\n\nComputershare Trust Company, National Association,\n\nas Certificate Registrar\n\n1505 Energy Park Drive\n\nSt. Paul, Minnesota 55108\n\nAttention: Corporate Trust Services (CMBS)– BBCMS Mortgage Trust 2026-5C42\n\nRe:BBCMS Mortgage Trust 2026-5C42, Commercial Mortgage Pass-Through Certificates, Series 2026-5C42, Class [__]\n\nReference is hereby made\nto the Pooling and Servicing Agreement, dated and effective as of June 1, 2026 (the &ldquo;Pooling and Servicing Agreement&rdquo;),\namong Barclays Commercial Mortgage Securities LLC, as Depositor, Midland Loan Services, a Division of PNC Bank, National Association,\nas Master Servicer, LNR Partners, LLC, as Special Servicer, Computershare Trust Company, National Association, as Certificate Administrator\nand as Trustee, and Park Bridge Lender Services LLC, as Operating Advisor and as Asset Representations Reviewer. Capitalized terms used\nbut not defined herein shall have the meanings given to them in the Pooling and Servicing Agreement.\n\nThis letter relates to US\n$[______] aggregate [Certificate Balance] [Notional Amount] of the Class&thinsp;[__] Certificates (the &ldquo;Certificates&rdquo;)\nwhich are held in the form of Non-Book Entry Certificates of such Class (CUSIP No. [______]) in the name of [insert name of Transferor]\n(the &ldquo;Transferor&rdquo;). The Transferor has requested an exchange or transfer of such Non-Book Entry Certificates for a\nbeneficial interest in the Regulation S Book-Entry Certificate (CINS No. [______], ISIN No. [______], and Common Code No. [______]).\n\nIn connection with such request,\nand in respect of such Certificates, the Transferor does hereby certify that such exchange or transfer has been made in compliance with\nthe transfer restrictions set forth in the Pooling and Servicing Agreement pursuant to and in accordance with Regulation&thinsp;S (&ldquo;Regulation&thinsp;S&rdquo;)\nunder the Securities Act of 1933, as amended (the &ldquo;Securities Act&rdquo;), and accordingly the Transferor does hereby certify\nthat:\n\n(1)&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;the\noffer of the Certificates was not made to a person in the United States,\n\nExhibit N-1\n\n[(2)&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;at the time the buy\norder was originated, the transferee was outside the United States or the Transferor and any person acting on its behalf reasonably believed\nand believes that the transferee was outside the United States,]*\n\n[(2)&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;the transaction was\nexecuted in, on or through the facilities of a designated offshore securities market and neither the Transferor nor any person acting\non its behalf knows that the transaction was pre-arranged with a buyer in the United States,] *\n\n(3)&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;no\n&ldquo;directed selling efforts&rdquo; within the meaning of Rule 902(c) of Regulation S have been made in contravention of the requirements\nof Rule&thinsp;903(b) or 904(b) of Regulation&thinsp;S, as applicable, and\n\n(4)&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;the\ntransaction is not part of a plan or scheme to evade the registration requirements of the Securities Act.\n\nWe understand that this\ncertificate is required in connection with certain securities laws of the United States. In connection therewith, if administrative or\nlegal proceedings are commenced or threatened in connection with which this certificate is or would be relevant, we irrevocably authorize\nyou to produce this certificate to any interested party in such proceeding. This certificate and the statements contained herein are\nmade for your benefit and the benefit of the Depositor, the Master Servicer, the Special Servicer, the Trustee, the Certificate Administrator,\nthe Operating Advisor, the Asset Representations Reviewer and the Initial Purchasers.\n\n[Insert Name of Transferor]\n\nBy:\n\nName:\n\nTitle:\n\nDated:\n\ncc: Barclays Commercial Mortgage Securities LLC\n\n* Insert one of these\ntwo provisions, which come from the definition of &ldquo;offshore transaction&rdquo; in Regulation S.\n\nExhibit N-2\n\n**EXHIBIT O**\n\n**Form\nof Transfer Certificate\nfor Non-Book Entry Certificate\nto Rule 144A Book-Entry Certificate**\n\n(Exchange or transfers pursuant to\n\nSection&thinsp;5.03(g) of the Pooling and Servicing Agreement)\n\nComputershare Trust Company, National Association,\n\nas Certificate Registrar\n\n1505 Energy Park Drive\n\nSt. Paul, Minnesota 55108\n\nAttention: Corporate Trust Services (CMBS)– BBCMS Mortgage Trust 2026-5C42\n\nRe:BBCMS Mortgage Trust 2026-5C42, Commercial Mortgage Pass-Through Certificates, Series 2026-5C42, Class [__]\n\nReference is hereby made\nto the Pooling and Servicing Agreement, dated and effective as of June 1, 2026 (the &ldquo;Pooling and Servicing Agreement&rdquo;),\namong Barclays Commercial Mortgage Securities LLC, as Depositor, Midland Loan Services, a Division of PNC Bank, National Association,\nas Master Servicer, LNR Partners, LLC, as Special Servicer, Computershare Trust Company, National Association, as Certificate Administrator\nand as Trustee, and Park Bridge Lender Services LLC, as Operating Advisor and as Asset Representations Reviewer. Capitalized terms used\nbut not defined herein shall have the meanings given to them in the Pooling and Servicing Agreement.\n\nThis letter relates to US\n$[______] aggregate [Certificate Balance] [Notional Amount] of the Class&thinsp;[__] Certificates (the &ldquo;Certificates&rdquo;)\nwhich are held in the form of Non-Book Entry Certificates of such Class (CUSIP No. [______]) in the name of [insert name of transferor]\n(the &ldquo;Transferor&rdquo;). The Transferor has requested an exchange or transfer of such beneficial interest for a beneficial\ninterest in the Rule&thinsp;144A Book-Entry Certificate of such Class (CUSIP No. [______]).\n\nIn connection with such request,\nand in respect of such Certificates, the Transferor does hereby certify that such Certificates are being exchanged or transferred in accordance\nwith Rule&thinsp;144A (&ldquo;Rule&thinsp;144A&rdquo;) under the Securities Act of 1933, as amended (the &ldquo;Securities Act&rdquo;),\nto a transferee that the Transferor reasonably believes is purchasing the Certificates for its own account, or for one or more accounts\nwith respect to which the transferee exercises sole investment discretion, and the transferee and any such account is a &ldquo;qualified\ninstitutional buyer&rdquo; within the meaning of Rule&thinsp;144A in each case in a transaction meeting the requirements of Rule&thinsp;144A\nand in accordance with any applicable securities laws of any state of the United States or other applicable jurisdiction.\n\nWe understand that this certificate\nis required in connection with certain securities laws of the United States. In connection therewith, if administrative or legal proceedings\nare commenced or threatened in connection with which this certificate is or would be relevant, we\n\nExhibit O-1\n\nirrevocably authorize you to produce this\ncertificate to any interested party in such proceeding. This certificate and the statements contained herein are made for your benefit\nand the benefit of the Depositor, the Master Servicer, the Special Servicer, the Trustee, the Certificate Administrator, the Operating\nAdvisor, the Asset Representations Reviewer and the Initial Purchasers.\n\n[Insert Name of Transferor]\n\nBy:\n\nName:\n\nTitle:\n\nDated:\n\ncc: Barclays Commercial Mortgage Securities LLC\n\nExhibit O-2\n\n**EXHIBIT P-1A**\n\n**FORM OF INVESTOR CERTIFICATION for\nNon-Borrower PartY\nand/or THE risk retention consultation party\n(for Persons other than the DIRECTING CERTIFICATEHOLDER and/or\na Controlling Class Certificateholder)**\n\n[Date]\n\nComputershare Trust Company, National Association\n\n9062 Old Annapolis Road\n\nColumbia, Maryland 21045\n\nAttention: Corporate Trust Services (CMBS)– BBCMS Mortgage Trust 2026-5C42\n\nEmail: trustadministrationgroup@computershare.com\n\nCCTCMBSBondAdmin@computershare.com\n\nRe:BBCMS Mortgage Trust 2026-5C42, Commercial Mortgage Pass-Through Certificates, Series 2026-5C42, Class [_] Certificates\n\nIn accordance with the\nPooling and Servicing Agreement, dated and effective as of June 1, 2026 (the &ldquo;Pooling and Servicing Agreement&rdquo;), among\nBarclays Commercial Mortgage Securities LLC, as Depositor, Midland Loan Services, a Division of PNC Bank, National Association, as Master\nServicer, LNR Partners, LLC, as Special Servicer, Computershare Trust Company, National Association, as Certificate Administrator and\nas Trustee, and Park Bridge Lender Services LLC, as Operating Advisor and as Asset Representations Reviewer, with respect to the certificates\n(the &ldquo;Certificates&rdquo;), the undersigned hereby certifies and agrees as follows:\n\n1.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;The\nundersigned is either (a) a Certificateholder, a beneficial owner or prospective purchaser of the above-referenced Class [__] Certificates,\n(b) a Companion Holder or (c) the Risk Retention Consultation Party (or any investment advisor or manager or other representative of the\nforegoing).\n\n2.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;The\nundersigned is neither the Directing Certificateholder nor a Controlling Class Certificateholder.\n\n3.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;In\nthe case that the undersigned is a Certificateholder, a beneficial owner or a prospective purchaser of a Certificate, the undersigned\nhas received a copy of the Prospectus.\n\n4.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;**Other\nthan with respect to the Risk Retention Consultation Party, the undersigned is not a Borrower Party1.**\n\n5.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;The\nundersigned is requesting access pursuant to the Pooling and Servicing Agreement to certain information (the &ldquo;Information&rdquo;)\non the Certificate Administrator&rsquo;s Website [and/or is requesting the information identified on the schedule attached hereto (also,\nthe\n\n1\nIncluding any alternate definitions of borrower party, borrower restricted party, restricted holder or any other similar term under\nany related Intercreditor Agreement.\n\nExhibit P-1A-1\n\n&ldquo;Information&rdquo;) pursuant\nto the provisions of the Pooling and Servicing Agreement]. In consideration of the disclosure to the undersigned of the Information, or\nthe access thereto, the undersigned will keep the Information confidential (except from such outside persons as are assisting it in making\nan evaluation in connection with purchasing the related Certificates, from its accountants and attorneys, and otherwise from such governmental\nor banking authorities or agencies to which the undersigned is subject), and such Information will not, without the prior written consent\nof the Depositor, be otherwise disclosed by the undersigned or by its officers, directors, partners, employees, agents or representatives\n(collectively, the &ldquo;Representatives&rdquo;) in any manner whatsoever, in whole or in part; provided, however,\nthat the obligations of the undersigned to keep any such Information confidential shall expire one year following the date that the undersigned\nreceives such Information (with respect to a prospective purchaser only) or is no longer a Certificateholder, a beneficial owner or prospective\npurchaser of the Class of Certificates referenced above. The undersigned will not use or disclose the Information in any manner which\ncould result in a violation of any provision of the Securities Act of 1933, as amended (the &ldquo;Securities Act&rdquo;), or the\nSecurities Exchange Act of 1934, as amended, or would require registration of any Certificate not previously registered pursuant to Section\n5 of the Securities Act.\n\n6.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;The\nundersigned shall be fully liable for any breach of the Pooling and Servicing Agreement by itself or any of its Representatives and shall\nindemnify the Depositor, the Trustee, the Certificate Administrator, the Master Servicer, the Special Servicer, the Operating Advisor,\nthe Asset Representations Reviewer, the Underwriters, the Initial Purchasers and the Trust Fund for any loss, liability or expense incurred\nthereby with respect to any such breach by the undersigned or any of its Representatives.\n\n7.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;The\nundersigned shall be deemed to have recertified to the provisions herein each time it accesses the Information on the Certificate Administrator&rsquo;s\nWebsite, and the Certificate Administrator shall have no obligation to monitor, determine or verify whether the undersigned has properly\ncertified or recertified under this Investor Certification any time the undersigned accesses the Certificate Administrator&rsquo;s Website.\n\n8.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;Capitalized\nterms used but not defined herein shall have the respective meanings assigned thereto in the Pooling and Servicing Agreement.\n\nBY ITS CERTIFICATION HEREOF,\nthe undersigned has made the representations above and shall have caused, or shall be deemed to have caused its name to be signed hereto\nby its duly authorized signatory, as of the date certified.\n\nBy:\n\nTitle:\n\nCompany:\n\nPhone:\n\nExhibit P-1A-2\n\n**EXHIBIT P-1B**\n\n**FORM OF INVESTOR CERTIFICATION for\nNon-Borrower PartY\n(for the DIRECTING CERTIFICATEHOLDER and/or a Controlling Class\nCertificateholder)**\n\n[Date]\n\n&thinsp;\n\nMidland Loan Services, a Division of PNC\n\nBank, National Association\n\n10851 Mastin Street, Suite 700\n\nOverland Park, Kansas 66210\n\nAttention: Executive Vice President –\n\nDivision Head\n\nEmail: NoticeAdmin@pnc.com\n\nComputershare Trust Company, National\n\nAssociation\n\n1505 Energy Park Drive\n\nSt. Paul, Minnesota 55108\n\nAttention: Corporate Trust Services –\n\nBBCMS 2026-5C42\n\n&thinsp;\n&thinsp;\n\nPark Bridge Lender Services LLC\n\n600 Third Avenue, 40th Floor\n\nNew York, New York 10016\n\nAttention: BBCMS 2026-5C42 – Surveillance\n\nManager\n\nWith a copy sent via email to:\n\ncmbs.notices@parkbridgefinancial.com\n\nLNR Partners, LLC\n\n2340 Collins Avenue, Suite 700\n\nMiami Beach, Florida 33139\n\nAttention:&thinsp;Heather Bennett and Arne Shulkin\n\nEmail: hbennett@lnrpartners.com,\n\nashulkin@lnrpartners.com, and\n\nlnr.cmbs.notices@lnrproperty.com\n\n&thinsp;\n&thinsp;\n\nComputershare Trust Company, National\n\nAssociation\n\n9062 Old Annapolis Road\n\nColumbia, Maryland 21045\n\nAttention: Corporate Trust Services –\n\nBBCMS 2026-5C42\n\nEmail:\n\ntrustadministrationgroup@computershare.com\n\nCCTCMBSBondAdmin@computershare.com\n\n&thinsp;\n\n&thinsp;\n&thinsp;\n\nRe:BBCMS Mortgage Trust 2026-5C42, Commercial Mortgage Pass-Through Certificates, Series 2026-5C42, Class [_] Certificates\n\nIn accordance with the\nPooling and Servicing Agreement, dated and effective as of June 1, 2026 (the &ldquo;Pooling and Servicing Agreement&rdquo;), among\nBarclays Commercial Mortgage Securities LLC, as Depositor, Midland Loan Services, a Division of PNC Bank, National Association, as Master\nServicer, LNR Partners, LLC, as Special Servicer, Computershare Trust Company, National Association, as Certificate Administrator and\nas Trustee, and Park Bridge Lender Services LLC, as Operating Advisor and as Asset Representations Reviewer, with respect to the certificates\n(the &ldquo;Certificates&rdquo;), the undersigned hereby certifies and agrees as follows:\n\nExhibit P-1B-1\n\n1.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;The\nundersigned is either the Directing Certificateholder, the Holder of a majority of the Controlling Class or a Controlling Class Certificateholder.\n\n2.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;The\nundersigned has received a copy of the Prospectus.\n\n3.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;**The\nundersigned is not a Borrower Party1.**\n\n4.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;The\nundersigned is requesting access pursuant to the Pooling and Servicing Agreement to certain information (the &ldquo;Information&rdquo;)\non the Certificate Administrator&rsquo;s Website [and/or is requesting the information identified on the schedule attached hereto (also,\nthe &ldquo;Information&rdquo;) pursuant to the provisions of the Pooling and Servicing Agreement]. In consideration of the disclosure\nto the undersigned of the Information, or the access thereto, the undersigned will keep the Information confidential (except from such\noutside persons as are assisting it in making an evaluation in connection with purchasing the related Certificates, from its accountants\nand attorneys, and otherwise from such governmental or banking authorities or agencies to which the undersigned is subject), and such\nInformation will not, without the prior written consent of the Depositor, be otherwise disclosed by the undersigned or by its officers,\ndirectors, partners, employees, agents or representatives (collectively, the &ldquo;Representatives&rdquo;) in any manner whatsoever,\nin whole or in part; provided, however, that the obligations of the undersigned to keep any such Information confidential\nshall expire one year following the date that the undersigned receives such Information (with respect to a prospective purchaser only)\nor is no longer a Certificateholder, a beneficial owner or prospective purchaser of the Class of Certificates referenced above. The undersigned\nwill not use or disclose the Information in any manner which could result in a violation of any provision of the Securities Act of 1933,\nas amended (the &ldquo;Securities Act&rdquo;), or the Securities Exchange Act of 1934, as amended, or would require registration\nof any Certificate not previously registered pursuant to Section 5 of the Securities Act.\n\n5.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;The\nundersigned shall be fully liable for any breach of the Pooling and Servicing Agreement by itself or any of its Representatives and shall\nindemnify the Depositor, the Trustee, the Certificate Administrator, the Master Servicer, the Special Servicer, the Operating Advisor,\nthe Asset Representations Reviewer, the Underwriters, the Initial Purchasers and the Trust Fund for any loss, liability or expense incurred\nthereby with respect to any such breach by the undersigned or any of its Representatives.\n\n6.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;At\nany time the undersigned becomes a Borrower Party with respect to any Mortgage Loan or Whole Loan, the undersigned shall deliver the certification\nattached as Exhibit P-1D to the Pooling and Servicing Agreement and shall deliver to the applicable parties the notices attached as Exhibit\nP-1E and Exhibit P-1F to the Pooling and Servicing Agreement.\n\n7.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;The\nundersigned shall be deemed to have recertified to the provisions herein each time it accesses the Information on the Certificate Administrator&rsquo;s\nWebsite, and the Certificate Administrator shall have no obligation to monitor, determine or verify whether the undersigned has properly\ncertified or recertified under this Investor Certification any time the undersigned accesses the Certificate Administrator&rsquo;s Website.\n\n1\nIncluding any alternate definitions of borrower party, borrower restricted party, restricted holder or any other similar term under\nany related Intercreditor Agreement.\n\nExhibit P-1B-2\n\n8.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;[For\nuse with any party other than the initial Directing Certificateholder]The undersigned hereby certifies that an executed copy of this certification\nin [paper][electronic click-through] form has been delivered in accordance with the notice provisions of the Pooling and Servicing Agreement\nto the applicable Information provider listed above [(a) by overnight courier or (b) mailed by registered mail, postage prepaid].\n\n9.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;Capitalized\nterms used but not defined herein shall have the respective meanings assigned thereto in the Pooling and Servicing Agreement.\n\n&thinsp;\n\nBY ITS CERTIFICATION HEREOF, the undersigned has made\nthe representations above and shall have caused, or shall be deemed to have caused its name to be signed hereto by its duly authorized\nsignatory, as of the date certified.\n\nBy:\n\nTitle:\n\nCompany:\n\nPhone:\n\nExhibit P-1B-3\n\n**EXHIBIT P-1C**\n\n**FORM OF INVESTOR CERTIFICATION for\nBorrower PartY\n(for Persons other than the DIRECTING CERTIFICATEHOLDER and/or\na Controlling Class Certificateholder)**\n\n[Date]\n\nComputershare Trust Company, National Association\n\n9062 Old Annapolis Road\n\nColumbia, Maryland 21045-1951\n\nAttention: Corporate Trust Services (CMBS)– BBCMS Mortgage Trust 2026-5C42\n\nEmail: trustadministrationgroup@computershare.com\n\nCCTCMBSBondAdmin@computershare.com\n\nMidland Loan Services, a Division of PNC Bank, National Association\n\n10851 Mastin Street, Suite 700\n\nOverland Park, Kansas 66210\n\nAttention: Executive Vice President – Division\nHead\n\nEmail: NoticeAdmin@pnc.com\n\nRe:BBCMS Mortgage Trust 2026-5C42, Commercial Mortgage Pass-Through Certificates, Series 2026-5C42, Class [_] Certificates\n\nIn accordance with the\nPooling and Servicing Agreement, dated and effective as of June 1, 2026 (the &ldquo;Pooling and Servicing Agreement&rdquo;), among\nBarclays Commercial Mortgage Securities LLC, as Depositor, Midland Loan Services, a Division of PNC Bank, National Association, as Master\nServicer, LNR Partners, LLC, as Special Servicer, Computershare Trust Company, National Association, as Certificate Administrator and\nas Trustee, and Park Bridge Lender Services LLC, as Operating Advisor and as Asset Representations Reviewer, with respect to the certificates\n(the &ldquo;Certificates&rdquo;), the undersigned hereby certifies and agrees as follows:\n\n1.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;The\nundersigned is either (a)&thinsp;a Certificateholder, a beneficial owner or a prospective purchaser of the above-referenced Class [__] Certificates\nor (b)&thinsp;a Companion Holder (or any investment advisor or manager or other representative of the foregoing).\n\n2.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;The\nundersigned is neither the Directing Certificateholder nor a Controlling Class Certificateholder.\n\n3.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;In\nthe case that the undersigned is a Certificateholder, a beneficial owner or prospective purchaser of a Certificate, the undersigned has\nreceived a copy of the Prospectus.\n\n4.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;**The\nundersigned is a Borrower Party1.**\n\n1\nIncluding any alternate definitions of borrower party, borrower restricted party, restricted holder or any other similar term under\nany related Intercreditor Agreement.\n\nExhibit P-1C-1\n\n5.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;The\nundersigned is requesting access to the Distribution Date Statement pursuant to the Pooling and Servicing Agreement. In consideration\nof the disclosure to the undersigned of the Distribution Date Statement, or the access thereto, the undersigned will keep the Distribution\nDate Statement confidential (except from such outside persons as are assisting it in making an evaluation in connection with purchasing\nthe related Certificates, from its accountants and attorneys, and otherwise from such governmental or banking authorities or agencies\nto which the undersigned is subject), and such Distribution Date Statement will not, without the prior written consent of the Depositor,\nbe otherwise disclosed by the undersigned or by its officers, directors, partners, employees, agents or representatives (collectively,\nthe &ldquo;Representatives&rdquo;) in any manner whatsoever, in whole or in part; provided, however, that the obligations\nof the undersigned to keep any such Distribution Date Statement confidential shall expire one year following the date that the undersigned\nreceives such Distribution Date Statement (with respect to a prospective purchaser only) or is no longer a Certificateholder, a beneficial\nowner or prospective purchaser of the Class of Certificates referenced above. The undersigned will not use or disclose the Distribution\nDate Statement in any manner which could result in a violation of any provision of the Securities Act of 1933, as amended (the &ldquo;Securities\nAct&rdquo;), or the Securities Exchange Act of 1934, as amended, or would require registration of any Certificate not previously registered\npursuant to Section 5 of the Securities Act.\n\n6.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;The\nundersigned shall be fully liable for any breach of the Pooling and Servicing Agreement by itself or any of its Representatives and shall\nindemnify the Depositor, the Trustee, the Certificate Administrator, the Master Servicer, the Special Servicer, the Operating Advisor,\nthe Asset Representations Reviewer, the Underwriters, the Initial Purchasers and the Trust Fund for any loss, liability or expense incurred\nthereby with respect to any such breach by the undersigned or any of its Representatives.\n\n7.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;The\nundersigned shall be deemed to have recertified to the provisions herein each time it accesses the Distribution Date Statements on the\nCertificate Administrator&rsquo;s Website, and the Certificate Administrator shall have no obligation to monitor, determine or verify\nwhether the undersigned has properly certified or recertified under this Investor Certification any time the undersigned accesses the\nCertificate Administrator&rsquo;s Website.\n\n8.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;Capitalized\nterms used but not defined herein shall have the respective meanings assigned thereto in the Pooling and Servicing Agreement.\n\n&thinsp;\n\nBY ITS CERTIFICATION HEREOF, the undersigned has made\nthe representations above and shall have caused, or shall be deemed to have caused its name to be signed hereto by its duly authorized\nsignatory, as of the date certified.\n\nBy:\n\nTitle:\n\nCompany:\n\nPhone:\n\nExhibit P-1C-2\n\n**EXHIBIT P-1D**\n\n**FORM OF INVESTOR CERTIFICATION for\nBorrower PartY\n(for the DIRECTING CERTIFICATEHOLDER and/or a Controlling Class\nCertificateholder)**\n\n[Date]\n\n&thinsp;\n\nMidland Loan Services, a Division of PNC\n\nBank, National Association\n\n10851 Mastin Street, Suite 700\n\nOverland Park, Kansas 66210\n\nAttention: Executive Vice President – Division\n\nHead\n\nEmail: NoticeAdmin@pnc.com\n\nComputershare Trust Company, National\n\nAssociation\n\n9062 Old Annapolis Road\n\nColumbia, Maryland 21045-1951\n\nAttention: Corporate Trust Services (CMBS)–\n\nBBCMS Mortgage Trust 2026-5C42\n\nEmail:\n\ntrustadministrationgroup@computershare.com\n\nCCTCMBSBondAdmin@computershare.com\n\n&thinsp;\n&thinsp;\n\nPark Bridge Lender Services LLC\n\n600 Third Avenue, 40th Floor\n\nNew York, New York 10016\n\nAttention: BBCMS 2026-5C42 – Surveillance\n\nManager\n\nWith a copy sent via email to:\n\ncmbs.notices@parkbridgefinancial.com\n\nComputershare Trust Company, National\n\nAssociation\n\n1505 Energy Park Drive\n\nSt. Paul, Minnesota 55108\n\nAttention: Corporate Trust Services –\n\nBBCMS 2026-5C42\n\n&thinsp;\n&thinsp;\n\nLNR Partners, LLC\n\n2340 Collins Avenue, Suite 700\n\nMiami Beach, Florida 33139\n\nAttention:&thinsp;Heather Bennett and Arne Shulkin\n\nEmail: hbennett@lnrpartners.com,\n\nashulkin@lnrpartners.com and\n\nlnr.cmbs.notices@lnrproperty.com\n\n&thinsp;\n\n&thinsp;\n&thinsp;\n\nRe:BBCMS Mortgage Trust 2026-5C42, Commercial Mortgage Pass-Through Certificates, Series 2026-5C42, Class [_] Certificates\n\nIn accordance with the\nPooling and Servicing Agreement, dated and effective as of June 1, 2026 (the &ldquo;Pooling and Servicing Agreement&rdquo;), among\nBarclays Commercial Mortgage Securities LLC, as Depositor, Midland Loan Services, a Division of PNC Bank, National Association, as Master\nServicer, LNR Partners, LLC, as Special Servicer, Computershare Trust Company, National Association, as Certificate Administrator and\nas Trustee, and Park Bridge Lender Services LLC, as Operating Advisor and as Asset Representations Reviewer, with respect to the certificates\n(the &ldquo;Certificates&rdquo;), the undersigned hereby certifies and agrees as follows:\n\nExhibit P-1D-1\n\n1. The undersigned is the\nDirecting Certificateholder, the Holder of the majority of the Controlling Class or a Controlling Class Certificateholder.\n\n2.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;**The\nundersigned is a Borrower Party1 with respect\nto the following [Excluded Loan][Excluded Controlling Class Loan](s):**\n\n**[IDENTIFY [EXCLUDED\nLOAN][EXCLUDED CONTROLLING CLASS LOAN](S)] (the &ldquo;[Excluded Loan][Excluded Controlling Class Loan](s)&rdquo;)]**\n\n**The undersigned is not\na Borrower Party2 with respect to any other\nMortgage Loan.**\n\n3.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;The\nundersigned has received a copy of the Prospectus.\n\n4.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;Except\nwith respect to the [Excluded Loan][Excluded Controlling Class Loan](s), the undersigned is requesting access pursuant to the Pooling\nand Servicing Agreement to certain information (the &ldquo;Information&rdquo;) on the Certificate Administrator&rsquo;s Website\n[and/or is requesting the information identified on the schedule attached hereto (also, the &ldquo;Information&rdquo;) pursuant\nto the provisions of the Pooling and Servicing Agreement]. In consideration of the disclosure to the undersigned of the Information, or\nthe access thereto, the undersigned will keep the Information confidential (except from such outside persons as are assisting it in making\nan evaluation in connection with purchasing the related Certificates, from its accountants and attorneys, and otherwise from such governmental\nor banking authorities or agencies to which the undersigned is subject), and such Information will not, without the prior written consent\nof the Depositor, be otherwise disclosed by the undersigned or by its officers, directors, partners, employees, agents or representatives\n(collectively, the &ldquo;Representatives&rdquo;) in any manner whatsoever, in whole or in part; provided, however,\nthat the obligations of the undersigned to keep any such Information confidential shall expire one year following the date that the undersigned\nreceives such Information (with respect to a prospective purchaser only) or is no longer a Certificateholder, a beneficial owner or prospective\npurchaser of the Class of Certificates referenced above. The undersigned will not use or disclose the Information in any manner which\ncould result in a violation of any provision of the Securities Act of 1933, as amended (the &ldquo;Securities Act&rdquo;), or the\nSecurities Exchange Act of 1934, as amended, or would require registration of any Certificate not previously registered pursuant to Section\n5 of the Securities Act.\n\n5.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;The\nundersigned hereby acknowledges and agrees that it is prohibited from accessing, reviewing and using Excluded Information (as defined\nin the Pooling and Servicing Agreement) relating to the [Excluded Loan][Excluded Controlling Class Loan](s) to the extent the undersigned\nreceives access to such Excluded Information on the Certificate Administrator&rsquo;s Website or otherwise receives access to such Excluded\nInformation in connection with its duties, or exercise of its rights pursuant to the Pooling and Servicing Agreement.\n\n6.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;The\nundersigned shall be fully liable for any breach of the Pooling and Servicing Agreement by itself or any of its Representatives and shall\nindemnify the Depositor, the Trustee,\n\n1\nIncluding any alternate definitions of borrower party, borrower restricted party, restricted holder or any other similar term under\nany related Intercreditor Agreement.\n\n2\nIncluding any alternate definitions of borrower party, borrower restricted party, restricted holder or any other similar term under\nany related Intercreditor Agreement.\n\nExhibit P-1D-2\n\nthe Certificate Administrator, the Master Servicer,\nthe Special Servicer, the Operating Advisor, the Asset Representations Reviewer, the Underwriters, the Initial Purchasers and the Trust\nFund for any loss, liability or expense incurred thereby with respect to any such breach by the undersigned or any of its Representatives.\n\n7.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;To\nthe extent the undersigned receives access to any Excluded Information on the Certificate Administrator&rsquo;s Website or otherwise receives\naccess to such Excluded Information, the undersigned shall be deemed to have agreed that it (i) will not directly or indirectly provide\nany such Excluded Information to (A) the related Borrower Party, (B) any related Excluded Controlling Class Holder, (C) any employees\nor personnel of the undersigned or any of its Affiliates involved in the management of any investment in the related Borrower Party or\nthe related Mortgaged Property or (D) to its actual knowledge, any non-Affiliate that holds a direct or indirect ownership interest in\nthe related Borrower Party, and (ii) will maintain sufficient internal controls and appropriate policies and procedures in place in order\nto comply with the obligations described in clause (i) above.\n\n8.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;The\nundersigned shall be deemed to have recertified to the provisions herein each time it accesses the Information on the Certificate Administrator&rsquo;s\nWebsite, and the Certificate Administrator shall have no obligation to monitor, determine or verify whether the undersigned has properly\ncertified or recertified under this Investor Certification any time the undersigned accesses the Certificate Administrator&rsquo;s Website.\n\n9.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;The\nundersigned hereby certifies that an executed copy of this certification in [paper][electronic click-through][[for use by the initial\nControlling Class Certificateholder] PDF] form has been delivered in accordance with the notice provisions of the Pooling and Servicing\nAgreement to the applicable Information provider listed above [(a) by overnight courier, (b) mailed by registered mail, postage prepaid\nor (c) [for use by the initial Controlling Class Certificateholder] electronic mail].\n\n10.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;Capitalized\nterms used but not defined herein shall have the respective meanings assigned thereto in the Pooling and Servicing Agreement.\n\n&thinsp;\n\nBY ITS CERTIFICATION HEREOF, the undersigned has made\nthe representations above and shall have caused, or shall be deemed to have caused its name to be signed hereto by its duly authorized\nsignatory, as of the date certified.\n\n[Directing Certificateholder][Holder of the majority of the Controlling Class][Controlling Class Certificateholder]\n\nBy:\n\nName:\n\nTitle:\n\nCompany:\n\nPhone:\n\nExhibit P-1D-3\n\n**EXHIBIT P-1E**\n\n**FORM OF NOTICE OF EXCLUDED CONTROLLING CLASS\nHOLDER**\n\n[Date]\n\n&thinsp;\n\nMidland Loan Services, a Division of PNC\n\nBank, National Association\n\n10851 Mastin Street, Suite 700\n\nOverland Park, Kansas 66210\n\nAttention: Executive Vice President – Division\n\nHead\n\nEmail: NoticeAdmin@pnc.com\n\nComputershare Trust Company, National\n\nAssociation\n\n9062 Old Annapolis Road\n\nColumbia, Maryland 21045-1951\n\nAttention: Corporate Trust Services (CMBS)–\n\nBBCMS Mortgage Trust 2026-5C42\n\nEmail:\n\ntrustadministrationgroup@computershare.com\n\nCCTCMBSBondAdmin@computershare.com\n\n&thinsp;\n&thinsp;\n\nPark Bridge Lender Services LLC\n\n600 Third Avenue, 40th Floor\n\nNew York, New York 10016\n\nAttention: BBCMS 2026-5C42 – Surveillance\n\nManager\n\nWith a copy sent via email to:\n\ncmbs.notices@parkbridgefinancial.com\n\n&thinsp;\n\nComputershare Trust Company, National\n\nAssociation\n\n1505 Energy Park Drive\n\nSt. Paul, Minnesota 55108\n\nAttention: Corporate Trust Services (CMBS)–\n\nBBCMS Mortgage Trust 2026-5C42\n\nLNR Partners, LLC\n\n2340 Collins Avenue, Suite 700\n\nMiami Beach, Florida 33139\n\nAttention:&thinsp;Heather Bennett and Arne Shulkin\n\nEmail: hbennett@lnrpartners.com,\n\nashulkin@lnrpartners.com and\n\nlnr.cmbs.notices@lnrproperty.com\n\n&thinsp;\n\n&thinsp;\n&thinsp;\n\nRe:BBCMS Mortgage Trust 2026-5C42, Commercial Mortgage Pass-Through Certificates, Series 2026-5C42, Class\n[_] Certificates\n\nTHIS NOTICE IDENTIFIES\nAN &ldquo;[EXCLUDED LOAN][EXCLUDED CONTROLLING CLASS LOAN]&rdquo; RELATING TO THE BBCMS MORTGAGE TRUST 2026-5C42 COMMERCIAL MORTGAGE PASS-THROUGH\nCERTIFICATES, SERIES&thinsp;2026-5C42 REQUIRING ACTION BY YOU AS THE RECIPIENT PURSUANT TO SECTION 3.13(b) OF THE POOLING AND SERVICING\nAGREEMENT.\n\nIn accordance with Section\n3.13(b) of the Pooling and Servicing Agreement, with respect to the above-referenced certificates (the &ldquo;Certificates&rdquo;),\nthe undersigned (the &ldquo;Excluded Controlling Class Holder&rdquo;) hereby certifies and agrees as follows:\n\nExhibit P-1E-1\n\n1.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;\nThe undersigned is [the Directing Certificateholder][the Holder of the majority of the Controlling Class][a Controlling Class\nCertificateholder] as of the date hereof.\n\n2.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;\nThe undersigned has become a Borrower Party1\nwith respect to the following [Mortgage Loan(s)] [and] [Whole Loan(s)] (the &ldquo;[Excluded Loan][Excluded Controlling Class Loan](s)&rdquo;):\n\n**Loan\nNumber**\n**ODCR**\n**Loan\nName**\n**Borrower\nName**\n\n&thinsp;\n&thinsp;\n&thinsp;\n&thinsp;\n\n&thinsp;\n&thinsp;\n&thinsp;\n&thinsp;\n\n&thinsp;\n&thinsp;\n&thinsp;\n&thinsp;\n\n[[If applicable] For the\navoidance of doubt, [each] of the foregoing loans is both an Excluded Loan and an Excluded Controlling Class Loan.] **The undersigned\nis not a Borrower Party with respect to any other Mortgage Loan. If the undersigned becomes a Borrower Party2\nwith respect to any other Mortgage Loan or Whole Loan, the undersigned agrees to and shall deliver the certification attached as Exhibit\nP-1D to the Pooling and Servicing Agreement and shall deliver to the applicable parties the notices attached as Exhibit P-1E and Exhibit\nP-1F to the Pooling and Servicing Agreement.**\n\nAs of the date above, the\nundersigned is the beneficial owner of the following certificates, and is providing the below information to the addressees hereto for\npurposes of their compliance with the Pooling and Servicing Agreement, including, among other things, the Certificate Administrator&rsquo;s\ndetermination as to whether a Consultation Termination Event is in effect with respect to the Excluded Loans listed in paragraph 2 if\nany such mortgage loan is an Excluded Loan:\n\n**CUSIP**\n**Class**\n**Outstanding\nCertificate Balance**\n**Initial\nCertificate Balance**\n\n&thinsp;\n&thinsp;\n&thinsp;\n&thinsp;\n\n&thinsp;\n&thinsp;\n&thinsp;\n&thinsp;\n\n&thinsp;\n&thinsp;\n&thinsp;\n&thinsp;\n\n3.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;\n**The undersigned is not a Borrower Party with respect to any other Mortgage Loan.**\n\n1\nIncluding any alternate definitions of borrower party, borrower restricted party, restricted holder or any other similar term under\nany related Intercreditor Agreement.\n\n2\nIncluding any alternate definitions of borrower party, borrower restricted party, restricted holder or any other similar term under\nany related Intercreditor Agreement.\n\nExhibit P-1E-2\n\n4.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;\nExcept with respect to the [Excluded Loan][Excluded Controlling Class Loan](s), the undersigned is requesting access pursuant\nto the Pooling and Servicing Agreement to certain information (the &ldquo;Information&rdquo;) on the Certificate Administrator&rsquo;s\nWebsite [and/or is requesting the information identified on the schedule attached hereto (also, the &ldquo;Information&rdquo;)\npursuant to the provisions of the Pooling and Servicing Agreement]. In consideration of the disclosure to the undersigned of the Information,\nor the access thereto, the undersigned will keep the Information confidential (except from such outside persons as are assisting it in\nmaking an evaluation in connection with purchasing the related Certificates, from its accountants and attorneys, and otherwise from such\ngovernmental or banking authorities or agencies to which the undersigned is subject), and such Information will not, without the prior\nwritten consent of the Depositor, be otherwise disclosed by the undersigned or by its officers, directors, partners, employees, agents\nor representatives (collectively, the &ldquo;Representatives&rdquo;) in any manner whatsoever, in whole or in part; provided,\nhowever, that the obligations of the undersigned to keep any such Information confidential shall expire one year following the\ndate that the undersigned receives such Information (with respect to a prospective purchaser only) or is no longer a Certificateholder,\na beneficial owner or prospective purchaser of the Class of Certificates referenced above. The undersigned will not use or disclose the\nInformation in any manner which could result in a violation of any provision of the Securities Act of 1933, as amended (the &ldquo;Securities\nAct&rdquo;), or the Securities Exchange Act of 1934, as amended, or would require registration of any Certificate not previously registered\npursuant to Section 5 of the Securities Act.\n\n5.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;\nThe undersigned hereby acknowledges and agrees that it is prohibited from accessing, reviewing and using Excluded Information (as\ndefined in the Pooling and Servicing Agreement) relating to the [Excluded Loan][Excluded Controlling Class Loan](s) to the extent the\nundersigned receives access to such Excluded Information on the Certificate Administrator&rsquo;s Website or otherwise receives access\nto such Excluded Information in connection with its duties, or exercise of its rights pursuant to the Pooling and Servicing Agreement.\n\n6.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;\nThe undersigned shall be fully liable for any breach of the Pooling and Servicing Agreement by itself or any of its Representatives\nand shall indemnify the Depositor, the Trustee, the Certificate Administrator, the Master Servicer, the Special Servicer, the Operating\nAdvisor, the Asset Representations Reviewer, the Underwriters, the Initial Purchasers and the Trust Fund for any loss, liability or expense\nincurred thereby with respect to any such breach by the undersigned or any of its Representatives.\n\n7.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;\nTo the extent the undersigned receives access to any Excluded Information on the Certificate Administrator&rsquo;s Website or otherwise\nreceives access to such Excluded Information, the undersigned shall be deemed to have agreed that it (i) will not directly or indirectly\nprovide any such Excluded Information to (A) the related Borrower Party, (B) any related Excluded Controlling Class Holder, (C) any employees\nor personnel of the undersigned or any of its Affiliates involved in the management of any investment in the related Borrower Party or\nthe related Mortgaged Property or (D) to its actual knowledge, any non-Affiliate that holds a direct or indirect ownership interest in\nthe related Borrower Party, and (ii) will maintain sufficient internal controls and appropriate policies and procedures in place in order\nto comply with the obligations described in clause (i) above.\n\n8.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;\nThe undersigned shall be deemed to have recertified to the provisions herein each time it accesses the Information on the Certificate\nAdministrator&rsquo;s Website, and the Certificate\n\nExhibit P-1E-3\n\nAdministrator shall have no obligation to monitor,\ndetermine or verify whether the undersigned has properly certified or recertified under this Investor Certification any time the undersigned\naccesses the Certificate Administrator&rsquo;s Website.\n\n9.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;\n[[For use by parties other than the initial Directing Certificateholder] The undersigned hereby certifies that an executed copy\nof this certification in paper form has been delivered in accordance with the notice provisions of the Pooling and Servicing Agreement\nto each of the addressees listed above (a) by overnight courier or (b) mailed by registered mail, postage prepaid.] [[For use by the initial\nDirecting Certificateholder] The undersigned hereby certifies that an executed copy of this certification in PDF form has been delivered\nin accordance with the terms of the Pooling and Servicing Agreement to each of the addressees listed above by electronic mail.]\n\n10.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;\nThe undersigned is simultaneously providing notice to the Certificate Administrator in the form of Exhibit P-1F to the Pooling\nand Servicing Agreement, requesting termination of access to any Excluded Information. The undersigned acknowledges that it is not permitted\nto access and shall not access any Excluded Information relating to the [Excluded Loan][Excluded Controlling Class Loan](s) on the Certificate\nAdministrator&rsquo;s Website unless and until it has (i) delivered notice of the termination of the related Excluded Controlling Class\nHolder status and (ii) submitted a new investor certification in accordance with Section 3.13(b) of the Pooling and Servicing Agreement.\n\n11.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;\nThe undersigned agrees to indemnify and hold harmless each party to the Pooling and Servicing Agreement, the Underwriters, the\nInitial Purchasers and the Trust Fund from any damage, loss, cost or liability (including legal fees and expenses and the cost of enforcing\nthis indemnity) arising out of or resulting from any unauthorized access by the undersigned or any agent, employee, representative or\nperson acting on its behalf of any Excluded Information relating to the [Excluded Loan][Excluded Controlling Class Loan](s) listed in\nParagraph 2 above.\n\nCapitalized terms used\nbut not defined herein have the respective meanings given to them in the Pooling and Servicing Agreement.\n\nBY ITS CERTIFICATION HEREOF,\nthe undersigned has made the representations above and shall have caused, or shall be deemed to have caused its name to be signed hereto\nby its duly authorized signatory, as of the date certified.\n\n[Directing Certificateholder][Holder of the majority of the Controlling Class][Controlling Class Certificateholder]\n\nBy:\n\nName:\n\nTitle:\n\nDated:\n\nExhibit P-1E-4\n\ncc: Barclays Commercial Mortgage Securities LLC\n\nExhibit P-1E-5\n\n**EXHIBIT P-1F**\n\n**FORM OF NOTICE OF EXCLUDED CONTROLLING CLASS\nHOLDER TO\nCERTIFICATE ADMINISTRATOR**\n\n[Date]\n\nVia: Email\n\nComputershare Trust Company, National Association\n\n9062 Old Annapolis Road\n\nColumbia, Maryland 21045\n\nAttention: Corporate Trust Services –\n\nBBCMS 2026-5C42\n\nCCTCMBSBondAdmin@computershare.com\n\ntrustadministrationgroup@computershare.com\n\nwith a copy to:\n\n&thinsp;\n\nComputershare Trust Company, National\nAssociation, as Certificate Administrator\n\nEmail: ctslink.customerservice@computershare.com\n\nAttention: CTSLink – Corporate Trust Services (CMBS)– BBCMS\nMortgage Trust 2026-5C42\n\nRe:BBCMS Mortgage Trust 2026-5C42, Commercial Mortgage Pass-Through Certificates, Series 2026-5C42\n\nIn accordance with Section 3.13(b) of the Pooling\nand Servicing Agreement, with respect to the above-referenced certificates (the &ldquo;Certificates&rdquo;), the undersigned (the\n&ldquo;Excluded Controlling Class Holder&rdquo;) hereby directs you as follows:\n\n1.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;\nThe undersigned is [the Directing Certificateholder][the Holder of the majority of the Controlling Class][a Controlling Class Certificateholder]\nas of the date hereof.\n\n2.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;\nThe undersigned has become a Borrower Party1\nwith respect to the following [Mortgage Loan(s)] [and] [Whole Loan(s)] (the &ldquo;[Excluded Loan][Excluded Controlling Class Loan](s)&rdquo;):\n\n&thinsp;\n\n**Loan\nNumber**\n**ODCR**\n**Loan\nName**\n**Borrower\nName**\n\n&thinsp;\n&thinsp;\n&thinsp;\n&thinsp;\n\n&thinsp;\n&thinsp;\n&thinsp;\n&thinsp;\n\n&thinsp;\n&thinsp;\n&thinsp;\n&thinsp;\n\n1 Including any alternate definitions of borrower\nparty, borrower restricted party, restricted holder or any other similar term under any related Intercreditor Agreement.\n\nExhibit P-1F-1\n\n3.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;\nThe following USER IDs for CTSLink are affiliated with the undersigned and access to any information on the Certificate Administrator&rsquo;s\nWebsite with respect to the BBCMS Mortgage Trust 2026-5C42 securitization should be revoked as to such users:\n\n4.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;\nThe undersigned acknowledges that it is not permitted to access and shall not access any Excluded Information with respect to such\n[Excluded Loan][Excluded Controlling Class Loan](s) on the Certificate Administrator&rsquo;s Website unless and until it (i) is no longer\nan Excluded Controlling Class Holder with respect to such [Excluded Loan][Excluded Controlling Class Loan](s), (ii) has delivered notice\nof the termination of the related Excluded Controlling Class Holder status and (iii) has submitted an investor certification in the form\nof Exhibit P-1B to the Pooling and Servicing Agreement.\n\nCapitalized terms used but not defined herein\nhave the respective meanings given to them in the Pooling and Servicing Agreement.\n\nBY ITS CERTIFICATION HEREOF, the undersigned\nhas made the representations above and shall have caused, or shall be deemed to have caused its name to be signed hereto by its duly\nauthorized signatory, as of the date certified.\n\n[Directing Certificateholder][Holder of the majority of the Controlling Class][Controlling Class Certificateholder]\n\nBy:\n\nName:\n\nTitle:\n\nDated:\n\ncc: Barclays Commercial Mortgage Securities LLC\n\nThe undersigned hereby acknowledges that\n\naccess to [CTSLink] has been revoked for\n\nthe users listed in Paragraph 3.\n\nCOMPUTERSHARE TRUST COMPANY, NATIONAL ASSOCIATION,\n\nas Certificate Administrator\n\nExhibit P-1F-2\n\nName:\n\nTitle:\n\nExhibit P-1F-3\n\n**EXHIBIT P-1G**\n\n**&thinsp;**\n\n**Form of\nCertification of the Directing Certificateholder**\n\n**&thinsp;**\n\n[Date]\n\n&thinsp;\n\nMidland Loan Services, a Division of\nPNC\n\nBank, National Association\n\n10851 Mastin Street, Suite 700\n\nOverland Park, Kansas 66210\n\nAttention: Executive Vice President\n– Division\n\nHead\n\nEmail: NoticeAdmin@pnc.com\n\nComputershare\nTrust Company, National\n\nAssociation\n\n9062 Old Annapolis Road\n\nColumbia, Maryland&thinsp;&thinsp;21045-1951\n\nAttention:&thinsp;&thinsp;Corporate Trust Services –\n\nBBCMS 2026-5C42\n\nEmail:\n\ntrustadministrationgroup@computershare.com\n\nCCTCMBSBondAdmin@computershare.com\n\n&thinsp;\n&thinsp;\n\nPark Bridge Lender Services LLC\n\n600 Third Avenue, 40th Floor\n\nNew York, New York 10016\n\nAttention: BBCMS 2026-5C42 - Surveillance\n\nManager\n\nWith a copy sent via email to:\n\ncmbs.notices@parkbridgefinancial.com\n\nComputershare\nTrust Company, National\n\nAssociation\n\n1505 Energy Park Drive\n\nSt. Paul, Minnesota 55108\n\nAttention: Corporate Trust Services\n–\n\nBBCMS 2026-5C42\n\n&thinsp;\n&thinsp;\n\nLNR\nPartners, LLC\n\n2340\nCollins Avenue, Suite 700\n\nMiami\nBeach, Florida 33139\n\nAttention:&thinsp;Heather Bennett and\nArne Shulkin\n\nEmail: hbennett@lnrpartners.com,\n\nashulkin@lnrpartners.com\nand\n\nlnr.cmbs.notices@lnrproperty.com\n\n&thinsp;\n\n&thinsp;\n&thinsp;\n\nRe:BBCMS Mortgage Trust 2026-5C42, Commercial Mortgage Pass-Through Certificates, Series 2026-5C42\n\nIn accordance with Section\n3.23 of the Pooling and Servicing Agreement, the undersigned hereby certifies and agrees as follows:\n\n1.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;The\nundersigned has been appointed to act as the Directing Certificateholder.\n\n2.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;[[FOR\nUSE WITH BORROWER PARTY:]**The undersigned is a Borrower Party1\nwith respect to the [EXCLUDED LOAN] Mortgage Loan.] The undersigned is not a**\n\n****\n\n1\nIncluding any alternate definitions of borrower party, borrower restricted party, restricted holder or any other similar term under\nany related Intercreditor Agreement.\n\nExhibit P-1G-1\n\n**Borrower Party** [[FOR USE WITH BORROWER\nPARTY:]**with respect to any other Mortgage Loan].**\n\n3.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;[[FOR\nUSE WITH NON-BORROWER PARTY:]If the undersigned becomes a Borrower Party2\nwith respect to any Mortgage Loan or Whole Loan, the][[FOR USE WITH BORROWER PARTY:]The] undersigned agrees to and shall deliver the certification\nattached as Exhibit P-1D to the Pooling and Servicing Agreement and shall deliver to the applicable parties the notices attached as Exhibit\nP-1E and Exhibit P-1F to the Pooling and Servicing Agreement [[FOR USE WITH BORROWER PARTY:]with respect to the [EXCLUDED LOAN] Mortgage\nLoan and shall deliver such certificates with respect to any other Mortgage Loan as to which it becomes a Borrower Party].\n\n4.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;[[For\nuse with any Directing Certificateholder other than the initial Directing Certificateholder]The undersigned hereby certifies that an executed\ncopy of this certification in paper form has been delivered in accordance with the notice provisions of the Pooling and Servicing Agreement\nto each of the addressees listed above (a) by overnight courier or (b) mailed by registered mail, postage prepaid.]\n\n5.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;Capitalized\nterms used but not defined herein shall have the respective meanings assigned thereto in the Pooling and Servicing Agreement.\n\nBY ITS CERTIFICATION HEREOF,\nthe undersigned shall have caused, or shall be deemed to have caused its name to be signed hereto by its duly authorized signatory, as\nof the date certified.\n\n[Directing Certificateholder]\n\nBy:\n\nName:\n\nTitle:\n\nDated:\n\ncc: Barclays Commercial Mortgage Securities LLC\n\n2 Including any alternate definitions\nof borrower party, borrower restricted party, restricted holder or any other similar term under any related Intercreditor Agreement.\n\nExhibit P-1G-2\n\n**EXHIBIT P-1H**\n\n**FORM OF CERTIFICATION OF THE RISK RETENTION CONSULTATION PARTY**\n\n[Date]\n\nMidland Loan Services, a Division of PNC\n\nBank, National Association\n\n10851 Mastin Street, Suite 700\n\nOverland Park, Kansas 66210\n\nAttention: Executive Vice President – Division\n\nHead\n\nEmail: NoticeAdmin@pnc.com\n\n&thinsp;\n\nComputershare Trust Company, National\n\nAssociation\n\n9062 Old Annapolis Road\n\nColumbia, Maryland 21045\n\nAttention: Corporate Trust Services —\n\nBBCMS 2026-5C42\n\nEmail:\n\ntrustadministrationgroup@computershare.com\n\nCCTCMBSBondAdmin@computershare.com\n\n&thinsp;\n\nLNR Partners, LLC\n\n2340 Collins Avenue, Suite 700\n\nMiami Beach, Florida 33139\n\nAttention:&thinsp;Heather Bennett and Arne Shulkin\n\nEmail: hbennett@lnrpartners.com,\n\nashulkin@lnrpartners.com and\n\nlnr.cmbs.notices@lnrproperty.com\n\nPark Bridge Lender Services LLC\n\n600 Third Avenue, 40th Floor\n\nNew York, New York 10016\n\nAttention: BBCMS 2026-5C42 - Surveillance\n\nManager\n\nWith a copy sent via email to:\n\ncmbs.notices@parkbridgefinancial.com\n\nRe:BBCMS Mortgage Trust 2026-5C42, Commercial Mortgage Pass-Through Certificates, Series 2026-5C42\n\nIn accordance with Section 3.23 of the Pooling and\nServicing Agreement, the undersigned hereby certifies and agrees as follows:\n\n&thinsp;\n\n1.The undersigned has been appointed to act as the Risk Retention Consultation Party.\n\n2.[[FOR USE WITH BORROWER PARTY:]**The undersigned is a Borrower Party1\nwith respect to the [EXCLUDED LOAN] Mortgage Loan.] The undersigned is not a Borrower Party [**[FOR USE WITH BORROWER PARTY:]**with\nrespect to any other Mortgage Loan].**\n\n3.[[FOR USE WITH NON-BORROWER PARTY:]If the undersigned becomes a Borrower Party2\nwith respect to any Mortgage Loan or Whole Loan, the][[FOR USE WITH BORROWER PARTY:]The] undersigned agrees to and shall deliver the certification\n\n1 Including any alternate definitions of borrower\nparty, borrower restricted party, restricted holder or any other similar term under any related Intercreditor Agreement.\n\n2 Including any alternate definitions of borrower\nparty, borrower restricted party, restricted holder or any other similar term under any related Intercreditor Agreement.\n\nExhibit P-1H-1\n\nattached as Exhibit P-1D to the Pooling\nand Servicing Agreement and shall deliver to the applicable parties the notices attached as Exhibit P-1E and Exhibit P-1F to the Pooling\nand Servicing Agreement [[FOR USE WITH BORROWER PARTY:]with respect to the [EXCLUDED LOAN] Mortgage Loan and shall deliver such certificates\nwith respect to any other Mortgage Loan as to which it becomes a Borrower Party].\n\n4.[[For Risk Retention Consultation Parties other than the initial Risk Retention Consultation Party]The\nundersigned hereby certifies that an executed copy of this certification in paper form has been delivered in accordance with the notice\nprovisions of the Pooling and Servicing Agreement to each of the addressees listed above (a) by overnight courier or (b) mailed by registered\nmail, postage prepaid.]\n\n5.Capitalized terms used but not defined herein shall have the respective meanings assigned thereto in the\nPooling and Servicing Agreement.\n\nBY ITS CERTIFICATION HEREOF, the undersigned shall\nhave caused, or shall be deemed to have caused its name to be signed hereto by its duly authorized signatory, as of the date certified.\n\n[RISK RETENTION CONSULTATION PARTY]\n\nBy:\n\nName:\n\nTitle:\n\nDated: [____] [__], 20[__]\n\ncc: Barclays Commercial Mortgage Securities LLC\n\nExhibit P-1H-2\n\n**EXHIBIT P-2**\n\n**FORM OF CERTIFICATION FOR NRSROs**\n\n[Date]\n\n&thinsp;\n\nComputershare Trust Company, National Association\n\n9062 Old Annapolis Road\n\nColumbia, Maryland 21045-1951\n\nAttention: Corporate Trust Services (CMBS)– BBCMS\nMortgage Trust 2026-5C42\n\nAttention:BBCMS Mortgage Trust 2026-5C42, Commercial Mortgage Pass-Through Certificates, Series\n2026-5C42\n\nIn accordance with the requirements\nfor obtaining certain information pursuant to the Pooling and Servicing Agreement, dated and effective as of June 1, 2026 (the &ldquo;Pooling\nand Servicing Agreement&rdquo;), among Barclays Commercial Mortgage Securities LLC, as Depositor, Midland Loan Services, a Division\nof PNC Bank, National Association, as Master Servicer, LNR Partners, LLC, as Special Servicer, Computershare Trust Company, National Association,\nas Certificate Administrator and as Trustee, and Park Bridge Lender Services LLC, as Operating Advisor and as Asset Representations Reviewer,\nwith respect to the certificates (the &ldquo;Certificates&rdquo;), the undersigned hereby certifies and agrees as follows:\n\n1.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;The\nundersigned is a Rating Agency hired by the Depositor to provide ratings on the Certificates; or\n\n2.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;The\nundersigned is a nationally recognized statistical rating organization and either (x)&thinsp;has provided the Depositor with the appropriate\ncertifications under Exchange Act Rule&thinsp;17g-5(e), had access to the Depositor&rsquo;s 17g-5 website prior to the Closing Date, is\nrequesting access pursuant to the Agreement to certain information (the &ldquo;Information&rdquo;) on such 17g-5 website pursuant\nto the provisions of the Agreement, and agrees that any confidentiality agreement applicable to the undersigned with respect to the information\nobtained from the Depositor&rsquo;s 17g-5 website prior to the Closing Date shall also be applicable to information obtained from the\n17g-5 Information Provider&rsquo;s Website (including without limitation, to any information received by the Depositor for posting on\nthe 17g-5 Information Provider&rsquo;s Website), or (y) if the undersigned did not have access to the Depositor&rsquo;s 17g-5 website\nprior to the Closing Date, it hereby agrees that it shall be bound by the provisions of the confidentiality agreement attached hereto\nas Annex&thinsp;A which shall be applicable to it with respect to any information obtained from the 17g-5 Information Provider&rsquo;s\nWebsite, including any information that is obtained from the section of the 17g-5 Information Provider&rsquo;s Website that hosts the\nDepositor&rsquo;s 17g-5 website after the Closing Date.\n\nThe undersigned shall be\ndeemed to have recertified to the provisions herein each time it accesses the Information on the Certificate Administrator&rsquo;s Website\nand the 17g-5 Information Provider&rsquo;s Website.\n\nExhibit P-2-1\n\nCapitalized terms used\nbut not defined herein shall have the respective meanings assigned thereto in the Pooling and Servicing Agreement.\n\nBY ITS CERTIFICATION HEREOF,\nthe undersigned has made the representations above and shall have caused, or shall be deemed to have caused its name to be signed hereto\nby its duly authorized signatory, as of the date certified.\n\nBy:\n\nName:\n\nTitle:\n\nExhibit P-2-2\n\n&thinsp;\n\n**ANNEX A**\n\n**CONFIDENTIALITY AGREEMENT**\n\nThis Confidentiality Agreement\n(the &ldquo;Confidentiality Agreement&rdquo;) is made in connection with Barclays Capital Inc. (together with its affiliates, the\n&ldquo;Furnishing Entities&rdquo; and each a &ldquo;Furnishing Entity&rdquo;) furnishing certain financial, operational,\nstructural and other information relating to the issuance of the BBCMS Mortgage Trust 2026-5C42, Commercial Mortgage Pass-Through Certificates,\nSeries 2026-5C42 (the &ldquo;Certificates&rdquo;) pursuant to the Pooling and Servicing Agreement, dated and effective as of June\n1, 2026 (the &ldquo;Pooling and Servicing Agreement&rdquo;), among Barclays Commercial Mortgage Securities LLC, as Depositor (the\n&ldquo;Depositor&rdquo;), Midland Loan Services, a Division of PNC Bank, National Association, as Master Servicer, LNR Partners,\nLLC, as Special Servicer, Computershare Trust Company, National Association, as Certificate Administrator and as Trustee, and Park Bridge\nLender Services LLC, as Operating Advisor and as Asset Representations Reviewer and the assets underlying or referenced by the Certificates,\nincluding the identity of, and financial information with respect to borrowers, sponsors, guarantors, managers and lessees with respect\nto such assets (together, the &ldquo;Collateral&rdquo;) to you (the &ldquo;NRSRO&rdquo;) through the website of Computershare\nTrust Company, National Association, as 17g-5 Information Provider under the Pooling and Servicing Agreement, including the section of\nthe 17g-5 Information Provider&rsquo;s Website that hosts the Depositor&rsquo;s 17g-5 website after the Closing Date (as defined in the\nPooling and Servicing Agreement). Information provided by each Furnishing Entity is labeled as provided by the specific Furnishing Entity.\n\n1.**Definition\nof Confidential Information**. For purposes of this Confidentiality Agreement, the term\n&ldquo;Confidential Information&rdquo; shall include the following information (irrespective\nof its source or form of communication, including information obtained by you through access\nto this site) that may be furnished to you by or on behalf of a Furnishing Entity in connection\nwith the issuance or monitoring of a rating with respect to the Certificates: (x)&thinsp;all\ndata, reports, interpretations, forecasts, records, agreements, legal documents and other\ninformation (such information, the &ldquo;Evaluation Material&rdquo;) and (y)&thinsp;\nany of the terms, conditions or other facts with respect to the transactions contemplated\nby the Pooling and Servicing Agreement, including the status thereof; provided, however,\nthat the term Confidential Information shall not include information which:\n\na.was or becomes generally available to the public (including through filing with the Securities and Exchange\nCommission or disclosure in an offering document) other than as a result of a disclosure by you or a NRSRO Representative (as defined\nin Section 2(c)(i) below) in violation of this Confidentiality Agreement;\n\nb.was or is lawfully obtained by you from a source other than a Furnishing Entity or its representatives\nthat (i)&thinsp;is reasonably believed by you to be under no obligation to maintain the information as confidential and (ii)&thinsp;provides\nit to you without any obligation to maintain the information as confidential; or\n\nc.is independently developed by the NRSRO without reference to any Confidential Information.\n\nExhibit P-2-3\n\n2.**Information to Be Held in Confidence**.\n\na.You will use the Confidential Information solely for the purpose of determining or monitoring a credit\nrating on the Certificates and, to the extent that any information used is derived from but does not reveal any Confidential Information,\nfor benchmarking, modeling or research purposes (the &ldquo;Intended Purpose&rdquo;).\n\nb.You acknowledge that you are aware that the United States and state securities laws impose restrictions\non trading in securities when in possession of material, non-public information and that the NRSRO will advise (through policy manuals\nor otherwise) each NRSRO Representative who is informed of the matters that are the subject of this Confidentiality Agreement to that\neffect.\n\nc.You will treat the Confidential Information as private and confidential. Subject to Section 4, without\nthe prior written consent of the applicable Furnishing Entity, you will not disclose to any person any Confidential Information, whether\nsuch Confidential Information was furnished to you before, on or after the date of this Confidentiality Agreement. Notwithstanding the\nforegoing, you may:\n\ni.disclose the Confidential Information to any of the NRSRO&rsquo;s affiliates, directors, officers, employees,\nlegal representatives, agents and advisors (each, a &ldquo;NRSRO Representative&rdquo;) who, in the reasonable judgment of the\nNRSRO, need to know such Confidential Information in connection with the Intended Purpose; provided, that, prior to disclosure\nof the Confidential Information to a NRSRO Representative, the NRSRO shall have taken reasonable precautions to ensure, and shall be satisfied,\nthat such NRSRO Representative will act in accordance with this Confidentiality Agreement;\n\nii.solely to the extent required for compliance with Rule 17g-5(a)(3) of the Act (17 C.F.R. 240.17g-5), post\nthe Confidential Information to the NRSRO&rsquo;s password protected website; and\n\niii.use information derived from the Confidential Information in connection with an Intended Purpose, if such\nderived information does not reveal any Confidential Information.\n\n3.**Disclosures Required by Law**. If you or any NRSRO Representative is requested or required (orally\nor in writing, by interrogatory, subpoena, civil investigatory demand, request for information or documents, deposition or similar process\nrelating to any legal proceeding, investigation, hearing or otherwise) to disclose any Confidential Information, you agree to provide\nthe relevant Furnishing Entity with notice as soon as practicable (except in the case of regulatory or other governmental inquiry, examination\nor investigation, and otherwise to the extent practical and permitted by law, regulation or regulatory or other governmental authority)\nthat a request to disclose the Confidential Information has been made so that the relevant Furnishing Entity may seek an appropriate protective\norder or other reasonable assurance that confidential treatment will\n\nExhibit P-2-4\n\nbe accorded the Confidential Information\nif it so chooses. Unless otherwise required by a court or other governmental or regulatory authority to do so, and provided that you been\ninformed by written notice that the related Furnishing Entity is seeking a protective order or other reasonable assurance for confidential\ntreatment with respect to the requested Confidential Information, you agree not to disclose the Confidential Information while the Furnishing\nEntity&rsquo;s effort to obtain such a protective order or other reasonable assurance for confidential treatment is pending. You agree\nto reasonably cooperate with each Furnishing Entity in its efforts to obtain a protective order or other reasonable assurance that confidential\ntreatment will be accorded to the portion of the Confidential Information that is being disclosed, at the sole expense of such Furnishing\nEntity; provided, however, that in no event shall the NRSRO be required to take a position that such information should\nbe entitled to receive such a protective order or reasonable assurance as to confidential treatment. If a Furnishing Entity succeeds in\nobtaining a protective order or other remedy, you agree to comply with its terms with respect to the disclosure of the Confidential Information,\nat the sole expense of such Furnishing Entity. If a protective order or other remedy is not obtained or if the relevant Furnishing Entity\nwaives compliance with the provisions of this Confidentiality Agreement in writing, you agree to furnish only such information as you\nare legally required to disclose, at the sole expense of the relevant Furnishing Entity.\n\n4.**Obligation to Return Evaluation Material**. Promptly upon written request by or on behalf of the\nrelevant Furnishing Entity, all material or documents, including copies thereof, that contain Evaluation Material will be destroyed or,\nin your sole discretion, returned to the relevant Furnishing Entity. Notwithstanding the foregoing, (a)&thinsp;the NRSRO may retain one\nor more copies of any document or other material containing Evaluation Material to the extent necessary for legal or regulatory compliance\n(or compliance with the NRSRO&rsquo;s internal policies and procedures designed to ensure legal or regulatory compliance) and (b)&thinsp;the\nNRSRO may retain any portion of the Evaluation Material that may be found in backup tapes or other archive or electronic media or other\ndocuments prepared by the NRSRO and any Evaluation Material obtained in an oral communication; provided, that any Evaluation Material\nso retained by the NRSRO will remain subject to this Confidentiality Agreement and the NRSRO will remain bound by the terms of this Confidentiality\nAgreement.\n\n5.**Violations of this Confidentiality Agreement**.\n\na.The NRSRO will be responsible for any breach of this Confidentiality Agreement by you, the NRSRO or any\nNRSRO Representative.\n\nb.You agree promptly to advise each relevant Furnishing Entity in writing of any misappropriation or unauthorized\ndisclosure or use by any person of the Confidential Information which may come to your attention and to take all steps reasonably requested\nby such Furnishing Entity to limit, stop or otherwise remedy such misappropriation, or unauthorized disclosure or use.\n\nc.You acknowledge and agree that the Furnishing Entities would not have an adequate remedy at law and would\nbe irreparably harmed in the event that any of the provisions of this Confidentiality Agreement were not performed in\n\nExhibit P-2-5\n\naccordance with their specific terms or\nwere otherwise breached. It is accordingly agreed that each Furnishing Entity shall be entitled to specific performance and injunctive\nrelief to prevent breaches of this Confidentiality Agreement and to specifically enforce the terms and provisions hereof, in addition\nto any other remedy to which a Furnishing Entity may be entitled at law or in equity. It is further understood and agreed that no failure\nto or delay in exercising any right, power or privilege hereunder shall preclude any other or further exercise of any right, power or\nprivilege.\n\n6.**Term**. Notwithstanding the termination or cancellation of this Confidentiality Agreement and regardless\nof whether the NRSRO has provided a credit rating on a Security, your obligations under this Confidentiality Agreement will survive indefinitely.\n\n7.**Governing Law**. This Confidentiality Agreement and any claim, controversy or dispute arising under\nthe Confidentiality Agreement, the relationships of the parties and/or the interpretation and enforcement of the rights and duties of\nthe parties shall be governed by and construed in accordance with the laws of the State of New York applicable to agreements made and\nto be performed within such State.\n\n8.**Amendments**. This Confidentiality Agreement may be modified or waived only by a separate writing\nby the NRSRO and each Furnishing Entity.\n\n9.**Entire Agreement**. This Confidentiality Agreement represents the entire agreement between you and\nthe Furnishing Entities relating to the treatment of Confidential Information heretofore or hereafter reviewed or inspected by you. This\nagreement supersedes all other understandings and agreements between us relating to such matters; provided, however, that,\nif the terms of this Confidentiality Agreement conflict with another agreement relating to the Confidential Information that specifically\nstates that the terms of such agreement shall supersede, modify or amend the terms of this Confidentiality Agreement, then to the extent\nthe terms of this Confidentiality Agreement conflict with such agreement, the terms of such agreement shall control notwithstanding acceptance\nby you of the terms hereof by entry into this website.\n\n10.**Contact Information.**Notices for each Furnishing Entity under this Confidentiality Agreement, shall\nbe directed as set forth below:\n\n&thinsp;\n\nBarclays Capital Inc.\n\n745 Seventh Avenue\n\nNew York, New York 10019\n\nAttention: Daniel Schmidt\n\nEmail: RRcmbs@barclays.com\n\n&thinsp;\n\nwith a copy to:\n\n&thinsp;\n\nBarclays Capital Real Estate Inc.\n\n745 Seventh Avenue\n\nNew York, New York 10019\n\nAttention: Securitized Products, Legal Department\n\nEmail: SPLegalNotices@barclays.com\n\nExhibit P-2-6\n\n**EXHIBIT P-3**\n\n**ONLINE MARKET DATA PROVIDER CERTIFICATION**\n\nComputershare Trust Company, National Association\n\nVia email: ctslink.customerservice@computershare.com\n\nAttention:BBCMS Mortgage Trust 2026-5C42, Commercial Mortgage Pass-Through Certificates,\nSeries 2026-5C42\n\n*This Certification has been prepared for\nprovision of information to the market data providers\nlisted in Paragraph 1 below pursuant to the direction of the Depositor. If you represent\na\nMarket Data Provider not listed herein and would like access to the information, please contact\nCTSLink at 866-846-4526, or at ctslink.customerservice@computershare.com.*\n\nIn accordance with the\nrequirements for obtaining certain information pursuant to the Pooling and Servicing Agreement, dated and effective as of June 1, 2026\n(the &ldquo;Pooling and Servicing Agreement&rdquo;), among Barclays Commercial Mortgage Securities LLC, as Depositor, Midland Loan\nServices, a Division of PNC Bank, National Association, as Master Servicer, LNR Partners, LLC, as Special Servicer, Computershare Trust\nCompany, National Association, as Certificate Administrator and as Trustee, and Park Bridge Lender Services LLC, as Operating Advisor\nand as Asset Representations Reviewer, with respect to the above-referenced certificates (the &ldquo;Certificates&rdquo;), the\nundersigned hereby certifies and agrees as follows:\n\n1.The undersigned is an employee or agent of Bloomberg, L.P., Trepp, LLC, Intex Solutions, Inc., Interactive\nData Corp., Markit Group Limited, BlackRock Financial Management, Inc., CMBS.com, Inc., Moody&rsquo;s Analytics, MBS Data, LLC, RealInsight,\nKBRA Analytics, LLC, LSEG, DealX, Recursion Co. or CRED iQ, a market data provider that has been given access to the Statements to Certificateholders,\nCREFC&reg; Reports and supplemental notices on www.ctslink.com (&ldquo;CTSLink&rdquo;)\nby request of the Depositor.\n\n2.The undersigned agrees that each time it accesses CTSLink, the undersigned is deemed to have recertified\nthat the representation above remains true and correct.\n\n3.The undersigned acknowledges and agrees that the provision to it of information and/or reports on CTSLink\nis for its own use only, and agrees that it will not disseminate or otherwise make such information available to any other person without\nthe written consent of the Depositor.\n\n4.The undersigned shall be fully liable for any breach of the Pooling and Servicing Agreement by itself\nor any of its Representatives and shall indemnify the Depositor, the Trustee, the Certificate Administrator, the Master Servicer, the\nSpecial Servicer, the Operating Advisor, the Asset Representations Reviewer and the Trust Fund for any loss, liability or expense incurred\nthereby with respect to any such breach by the undersigned or any of its Representatives.\n\nExhibit P-3-1\n\n5.Capitalized terms used but not defined herein shall have the respective meanings assigned thereto in the\nPooling and Servicing Agreement.\n\n&thinsp;\n\nBY ITS CERTIFICATION HEREOF,\nthe undersigned has made the representations above and shall have caused, or shall be deemed to have caused its name to be signed hereto\nby its duly authorized signatory, as of the date certified.\n\nBy:\n\nTitle:\n\nCompany:\n\nPhone:\n\nExhibit P-3-2\n\n**EXHIBIT Q**\n\n**CUSTODIAN CERTIFICATION/EXCEPTION REPORT**\n\n[DATE]\n\nTo the Persons Listed on the attached Schedule A\n\nRe:BBCMS Mortgage Trust 2026-5C42, Commercial Mortgage Pass-Through Certificates, Series 2026-5C42\n\nTo the above-mentioned addressees:\n\nIn\naccordance with Section 2.02 of the Pooling and Servicing Agreement, dated and effective as of June 1, 2026 (the &ldquo;Pooling\nand Servicing Agreement&rdquo;), among Barclays Commercial Mortgage Securities LLC, as Depositor, Midland Loan Services, a Division\nof PNC Bank, National Association, as Master Servicer, LNR Partners, LLC, as Special Servicer, Computershare Trust Company, National Association,\nas Certificate Administrator and as Trustee, and Park Bridge Lender Services LLC, as Operating Advisor and as Asset Representations Reviewer,\nthe undersigned, as Custodian, hereby certifies that, except as noted on the attached Custodial\nException Report, as to each Mortgage Loan listed in the Mortgage Loan Schedule (other than\nany Mortgage Loan paid in full or for which a Liquidation Event has occurred) the Custodian has, subject to Section 2.02(c) of the Pooling\nand Servicing Agreement, reviewed the documents delivered to it pursuant to Section 2.01 of the Pooling and Servicing Agreement and has\ndetermined that (i) subject to the final proviso of the definition of &ldquo;Mortgage File&rdquo;, all documents specified in clauses\n(i) through (v), (viii), (ix), (xi), (xii) and (xiii) (or with respect to clause (xii), a copy of such letter of credit and the required\nofficer&rsquo;s certificate), if any, of the definition of &ldquo;Mortgage File&rdquo;, as applicable, are in its possession, (ii) the\nforegoing documents delivered or caused to be delivered by the Mortgage Loan Seller have been reviewed by it or by a Custodian on its\nbehalf and appear regular on their face and appear to be executed and to relate to such Mortgage Loan and (iii) based on such examination\nand only as to the foregoing documents, the information set forth in the Mortgage Loan Schedule with respect to the items specified in\nclauses (iv), (vi) and (viii)(c) in the definition of &ldquo;Mortgage Loan Schedule&rdquo; is correct.\n\nCapitalized words and phrases\nused herein shall have the respective meanings assigned to them in the above-captioned Pooling and Servicing Agreement.\n\nCOMPUTERSHARE TRUST COMPANY,\n\nNATIONAL ASSOCIATION,\n\nas Custodian\n\nBy:\n\nName:\n\nTitle:\n\nExhibit Q-1\n\nSCHEDULE A\n\n&thinsp;\n\nBarclays Commercial Mortgage Securities LLC\n\n745 Seventh Avenue\n\nNew York, New York 10019\n\nAttention: Daniel Schmidt\n\nEmail: RRcmbs@barclays.com\n\n&thinsp;\n\nwith a copy to:\n\n&thinsp;\n\nBarclays Capital Real Estate Inc.\n\n745 Seventh Avenue\n\nNew York, New York 10019\n\nAttention: Securitized Products, Legal\n\nDepartment\n\nEmail: SPLegalNotices@barclays.com\n\n&thinsp;\n\nMidland Loan Services, a Division of PNC Bank,\n\nNational Association\n\n10851 Mastin Street, Suite 700\n\nOverland Park, Kansas 66210\n\nAttention: Executive Vice President – Division Head\n\nEmail: NoticeAdmin@pnc.com\n\nS&P Global Ratings\n\n55 Water Street, 41st Floor\n\nNew York, New York 10041\n\nAttention: Commercial Mortgage Surveillance\n\nManager\n\nE-mail: CMBS_Info_17g5@spglobal.com and CMBSRACINFO@spglobal.com\n\n&thinsp;\n\nLNR Partners, LLC\n\n2340 Collins Avenue, Suite 700\n\nMiami Beach, Florida 33139\n\nAttention:&thinsp;Heather Bennett and Arne Shulkin\n\nEmail: hbennett@lnrpartners.com,\n\nashulkin@lnrpartners.com and\n\nlnr.cmbs.notices@lnrproperty.com\n\n&thinsp;\n\nKroll Bond Rating Agency, LLC\n\n805 Third Avenue, 29th Floor\n\nNew York, New York 10022\n\nAttention: CMBS Surveillance\n\nFacsimile No.: (646) 731-2395\n\nEmail: cmbs.surveillance@kbra.com\n\n&thinsp;\n\n&thinsp;\n\n&thinsp;\n\nComputershare Trust Company, National Association\n\n9062 Old Annapolis Road\n\nColumbia, Maryland 21045-1951\n\nAttention: Corporate Trust Services –\n\nBBCMS 2026-5C42\n\nEmail: trustadministrationgroup@computershare.com\n\nCCTCMBSBondAdmin@computershare.com\n\n&thinsp;\n\nFitch Ratings, Inc.\n\n300 West 57th Street\n\nNew York, New York 10019\n\nAttention: Commercial Mortgage Surveillance\n\nGroup\n\nFacsimile No.:&thinsp;&thinsp;(212)&thinsp;635-0295\n\nE-mail:&thinsp;&thinsp;info.cmbs@fitchratings.com\n\n[DIRECTING CERTIFICATEHOLDER NOTICE\n\nADDRESS]\n\n&thinsp;\n\n[APPLICABLE MORTGAGE LOAN SELLER&rsquo;S\n\nNOTICE ADDRESS]\n\nPark Bridge Lender Services LLC\n\n600 Third Avenue, 40th Floor\n\nNew York, New York 10016\n\nAttention: BBCMS 2026-5C42 - Surveillance\n\n&thinsp;\n\nExhibit Q-2\n\nManager\n\nWith a copy sent via email to:\n\ncmbs.notices@parkbridgefinancial.com\n\n&thinsp;\n\nExhibit Q-3\n\n**EXHIBIT R-1**\n\nFORM OF POWER\nOF ATTORNEY BY TRUSTEE FOR MASTER SERVICER\n\nRECORDING REQUESTED BY:\n\n&thinsp;\n\nMidland Loan Services, a Division of PNC Bank, National Association\n\n10851 Mastin Street, Suite 700\n\nOverland Park, Kansas 66210\n\nAttention: Executive Vice President – Division Head\n\nEmail: NoticeAdmin@pnc.com\n\nSPACE ABOVE THIS LINE FOR RECORDER&rsquo;S USE\n\n&thinsp;\n\nLIMITED POWER OF ATTORNEY TO MIDLAND LOAN SERVICES,\nA DIVISION OF\n\nPNC BANK, NATIONAL ASSOCIATION,\n\nFROM COMPUTERSHARE TRUST COMPANY, NATIONAL ASSOCIATION,\n\nAS TRUSTEE, FOR THE BENEFIT OF THE HOLDERS OF\n\nBBCMS MORTGAGE TRUST 2026-5C42, COMMERCIAL MORTGAGE\n\nPASS-THROUGH CERTIFICATES, SERIES\n2026-\n\n5C42\n\nKNOW ALL BY THESE PRESENTS:\n\nWHEREAS,\nBarclays Commercial Mortgage Securities LLC, as depositor, Midland Loan Services, a Division of PNC Bank, National Association, as master\nservicer (the &ldquo;Master Servicer&rdquo;), LNR Partners, LLC, as special servicer, Park Bridge Lender Services LLC, as operating\nadvisor and as asset representations reviewer, and Computershare Trust Company, National Association, as trustee (the &ldquo;Trustee&rdquo;)\nand as certificate administrator, entered into a Pooling and Servicing Agreement, dated and effective as of June 1, 2026 (the &ldquo;PSA&rdquo;),\npertaining to a securitization trust formed for the benefit of the registered holders of the BBCMS Mortgage Trust 2026-5C42, Commercial\nMortgage Pass-Through Certificates, Series 2026-5C42 (the &ldquo;Trust&rdquo;), and which provides in part that the Master Servicer\nshall administer and service certain &ldquo;Mortgage Loans&rdquo; and provide services to the &ldquo;Mortgagors&rdquo; as those terms\nare defined in the PSA, for the benefit of the Trustee in accordance with the terms of the PSA and the Mortgage\nLoans; and\n\nWHEREAS, pursuant\nto the terms of the PSA, the Master Servicer is granted certain powers, responsibilities and authority in connection with its servicing\nand administration of the Mortgage Loans subject to the terms of the PSA; and\n\nWHEREAS, the\nTrustee has been requested by the Master Servicer pursuant to Section 3.0l(b) of the PSA to grant this Limited Power of Attorney to the\nMaster Servicer to enable the Master Servicer to execute and deliver, on behalf of the Trustee, certain documents and instruments related\nto the Mortgage Loans thereby empowering the Master Servicer to take such actions as it deems necessary to comply with its servicing,\nadministrative and management duties under and in accordance with the PSA.\n\nExhibit R-1-1\n\nNOW, THEREFORE, KNOW ALL BY THESE\nPRESENTS:\n\nComputershare\nTrust Company, National Association, a national banking association having an office at 9062 Old Annapolis Road, Columbia, Maryland 21045,\nnot in its individual or banking capacity, but solely in its capacity as trustee for the registered holders\nof the above referenced Trust (the &ldquo;Trustee&rdquo;) under the PSA, does make, constitute and appoint Midland Loan\nServices, a Division of PNC Bank, National Association, with principal corporate offices at\n10851 Mastin Street, Suite 700, Overland Park, Kansas 66210, as Master Servicer, by and through\nits designated officers, as the Trustee&rsquo;s true and lawful attorney-in-fact with respect to the\nMortgage Loans and each mortgaged property and related collateral (the &ldquo;Mortgaged Property&rdquo;)\nheld by the Trustee to secure the obligations of the Mortgage Loans in its capacity as Trustee, and in Trustee&rsquo;s name, place\nand stead, to prepare, complete, execute, deliver, record and file on behalf of the registered holders and the Trustee, and in any event\nin accordance with the terms of the PSA; (i) customary consents or waivers and other instruments and documents including, without limitation,\nestoppel certificates, financing statements, continuation statements, title endorsements and reports and other documents and instruments\nnecessary to preserve and maintain the validity, enforceability, perfection and priority of the lien on the Mortgaged Property; (ii) to\nconsent to assignments and assumptions or substitutions, and transfers of interest of the\nMortgagors, in each case subject to and in accordance with the terms of the Mortgage Loans and subject to the provisions of the PSA; (iii)\nto collect any insurance proceeds, condemnation proceeds and liquidation proceeds in accordance\nwith the terms of the Mortgage Loans; (iv) to consent to any subordinate financing to be secured by any Mortgaged Property to the extent\nthat such consent is required pursuant to the terms of the related Mortgage Loan or which otherwise is required\nunder the PSA; (v) to consent to the application of any proceeds of insurance policies or condemnation awards to the restoration\nof the related Mortgaged Property or to repayment of the Mortgage Loans or otherwise, in each case in accordance with the terms of the\nMortgage Loans; (vi) to execute any and all instruments necessary or appropriate for judicial or nonjudicial foreclosure of, the taking\nof a deed in lieu of foreclosure with respect to, or the conversion of title to any Mortgaged Property securing a Mortgage Loan owned\nby the Trustee and serviced by the Master Servicer for the Trustee, and, consistent with the authority granted by the PSA, to take any\nand all actions on behalf of the Trustee in connection with maintaining and defending the enforceability of such Mortgage Loan obligation\nand the collection thereof including, without limitation, the execution of any and all instruments necessary or appropriate in defense\nof and for the collection and enforcement of said Mortgage Loan obligation in accordance\nwith the terms of the PSA; (vii) to execute and deliver documents relating to the management, operation, maintenance, repair, leasing\nand marketing of the Mortgaged Properties, including agreements and requests by the Mortgagors with respect to\nmodifications of the management of the Mortgaged Properties or the replacement of managers; (viii) to exercise all rights, powers\nand privileges granted or provided to the holder of the Mortgage Loan under their respective terms including all rights of approval and\nconsent thereunder; (ix) to enter into lease subordination agreements, non-disturbance and attornment agreements or other leasing or rental\narrangements which may be requested by the Mortgagors or their tenants in accordance with the terms of the Mortgage Loan; (x) to join\nthe Mortgagor in granting, modifying or releasing any\n\nExhibit R-1-2\n\neasements, covenants, conditions,\nrestrictions, equitable servitudes, or land use or zoning requirements with respect to the Mortgaged Properties to the extent such does\nnot adversely affect the value of the Mortgaged Property; (xi) to execute and deliver, on\nbehalf of the Trustee, any and all instruments of satisfaction or cancellation, or of partial or full release or discharge and all other\ncomparable instruments, with respect to the Mortgage Loans and the Mortgaged Property; (xii) to draw upon, replace, substitute, release\nor amend any letters of credit standing as collateral under the Mortgage Loans; (xiii) to apply amounts in the various escrow accounts\nset up under the Mortgage Loans pursuant to the terms provided for therein; (xiv) to endorse on behalf of the Trustee all checks, drafts\nand/or other negotiable instruments made payable to the Trustee; and (xv) to open bank accounts as necessary and as permitted or required\nunder the PSA and to close bank accounts upon release or discharge of any Mortgage Loan or upon liquidation of a Mortgage Loan or Mortgaged\nProperty and disbursement of all funds in such accounts.\n\nARTICLE I\n\nThe enumeration\nof particular powers hereinabove is not intended in any way to limit the grant to the Master Servicer as the Trustee&rsquo;s attorney-in-fact\nof full power and authority with respect to the Mortgage Loans consistent with the PSA to execute and deliver any such documents, instrument\nor other writing, as fully, to all intents and purposes, as the Trustee might or could do if personally present, hereby ratifying and\nconfirming whatsoever such attorney-in-fact shall and may do by virtue hereof; and the Trustee agrees and represents to those dealing\nwith such attorney-in-fact that they may rely upon this limited power of attorney until termination of the limited power of attorney under\nthe provisions of Article III below. As between and among the Trustee, the registered holders, the Trust, and the Master Servicer, the\nMaster Servicer may not exercise any right, authority or power granted by this instrument in a manner which would violate the terms of\nthe PSA or the servicing standard imposed on the Master Servicer by the PSA, but any and all third parties dealing with the Master Servicer\nas the Trustee&rsquo;s attorney-in-fact may rely completely, unconditionally and conclusively on the Master Servicer&rsquo;s authority\nand need not make inquiry about whether the Master Servicer is acting pursuant to the PSA or such standard. Any purchaser, title company,\nrecorder&rsquo;s office or other third party may rely upon a written statement by the Master Servicer that any particular loan or property\nin question and the release thereof is subject to and included under this power of attorney and the PSA.\n\nARTICLE II\n\nAny act or thing\nlawfully done by the Master Servicer, and otherwise authorized under this Limited Power of Attorney, shall be binding on the Trustee and\nthe Trustee&rsquo;s successors and assigns.\n\nARTICLE III\n\nThis Limited\nPower of Attorney shall continue in full force and effect until the earliest occurrence of any of the following events, unless sooner\nrevoked in writing by the Trustee:\n\nExhibit R-1-3\n\n(i)the suspension or termination of this Limited Power of Attorney by the Trustee;\n\n&thinsp;\n\n(ii)the transfer of servicing under the PSA from the Master Servicer to another servicer;\n\n&thinsp;\n\n(iii)the termination, resignation or removal of the Trustee as trustee of such Trust;\n\n&thinsp;\n\n(iv)the appointment of a receiver or conservator with respect to the business of the\nMaster Servicer;\n\n&thinsp;\n\n(v)the filing of a voluntary or involuntary petition in bankruptcy by or against the\nMaster Servicer;\n\n&thinsp;\n\n(vi)the termination of the PSA; or\n\n&thinsp;\n\n(vii)the termination of the Master Servicer.\n\n&thinsp;\n\nNothing herein\nshall be deemed to amend or modify the PSA or the respective rights, duties or obligations of the Trustee, or the Master Servicer thereunder,\nand nothing herein shall constitute a waiver of any rights or remedies thereunder.\n\n[SIGNATURE ON FOLLOWING\nPAGE]\n\nExhibit R-1-4\n\nIN WITNESS WHEREOF, the Trustee has caused this instrument\nto be executed and its corporate seal to be affixed hereto by its officer duly authorized as of the ___ day of _________________.\n\nComputershare Trust Company, National Association, as Trustee for the benefit of the registered holders of BBCMS Mortgage Trust 2026-5C42,\nCommercial Mortgage Pass-Through Certificates, Series 2026-5C42\n\nBy\n\nName\n\nTitle:\n\nATTEST:\n\nWitness\n\nWitness\n\nExhibit R-1-5\n\nSTATE OF MARYLAND\n)\n\n)\nss.\n\nCOUNTY OF HOWARD\n)\n\nOn this __ day of ________________________,\nbefore me personally appeared _________________________ to me personally known, who, being by me duly sworn, did acknowledge and say\nthat s/he is the _______________________ of Computershare Trust Company, National Association, a nationally chartered banking association,\nand acknowledged to me that s/he executed the foregoing instrument on behalf of Computershare Trust Company, National Association, as\nTrustee, for the benefit of the registered holders of BBCMS Mortgage Trust 2026-5C42, Commercial Mortgage Pass-Through Certificates,\nSeries 2026-5C42.\n\nNotary Public\n\nMy commission expires:\n\nExhibit R-1-6\n\n**EXHIBIT R-2**\n\n**FORM OF POWER OF ATTORNEY BY TRUSTEE\nFOR SPECIAL SERVICER**\n\nRECORDING REQUESTED BY:\n\n&thinsp;\n\nLNR Partners, LLC\n\n2340 Collins Avenue, Suite 700\n\nMiami Beach, Florida 33139\n\nAttention: Leticia Alvarez\n\nFax Number: (305) 695-5601\n\nEmail: lnr.cmbs.notices@lnrproperty.com\n\nSPACE ABOVE THIS LINE FOR RECORDER&rsquo;S USE\n\n&thinsp;\n\nLIMITED POWER OF ATTORNEY TO LNR PARTNERS, LLC,\n\nFROM COMPUTERSHARE TRUST COMPANY, NATIONAL ASSOCIATION,\n\nAS TRUSTEE, FOR THE BENEFIT OF THE HOLDERS OF\n\nBBCMS MORTGAGE TRUST 2026-5C42, COMMERCIAL MORTGAGE\n\nPASS-THROUGH CERTIFICATES, SERIES\n2026-\n\n5C42\n\nKNOW ALL\nBY THESE PRESENTS: WHEREAS, Barclays Commercial Mortgage Securities LLC, as depositor, Midland Loan Services, a Division of PNC Bank,\nNational Association, as master servicer, LNR Partners, LLC, as special servicer (the &ldquo;Special Servicer&rdquo;), Park Bridge\nLender Services LLC, as operating advisor and as asset representations reviewer, and Computershare Trust Company, National Association,\nas trustee (in such capacity, the &ldquo;Trustee&rdquo;) and as certificate administrator, entered into a Pooling and Servicing\nAgreement, dated and effective as of June 1, 2026 (the &ldquo;PSA&rdquo;), pertaining to a securitization trust formed for the\nbenefit of the registered holders of the BBCMS Mortgage Trust 2026-5C42, Commercial Mortgage Pass-Through Certificates, Series 2026-5C42\n(the &ldquo;Trust&rdquo;), and which provides in part that the Special Servicer shall administer and service certain &ldquo;Mortgage\nLoans&rdquo; and provide services to the &ldquo;Mortgagors&rdquo; as those terms are defined in the PSA, for the benefit of the Trustee\nin accordance with the terms of the PSA and the Mortgage Loans; and\n\nWHEREAS, pursuant\nto the terms of the PSA, the Special Servicer is granted certain powers, responsibilities and authority in connection with its servicing\nand administration of the Mortgage Loans subject to the terms of the PSA; and\n\nWHEREAS, Section\n3.0l(b) of the PSA provides for the Trustee to grant this Limited Power of Attorney to the Special Servicer to enable the Special Servicer\nto execute and deliver, on behalf of the Trustee, certain documents and instruments related to the Mortgage Loans thereby empowering the\nSpecial Servicer to take such actions as it\n\nExhibit R-2-1\n\ndeems necessary to comply with its\nservicing, administrative and management duties under and in accordance with the PSA.\n\nNOW, THEREFORE, KNOW ALL BY THESE\nPRESENTS:\n\nComputershare\nTrust Company, National Association, a national banking association having an office at 9062 Old Annapolis Road, Columbia, Maryland 21045,\nnot in its individual or banking capacity, but solely in its capacity as trustee for the registered holders\nof the above referenced Trust (the &ldquo;Trustee&rdquo;) under the PSA, does make, constitute and appoint LNR Partners,\nLLC, with principal corporate offices at 2340 Collins Avenue, Suite 700, Miami Beach, Florida\n33139, as Special Servicer, by and through its designated officers, as the Trustee&rsquo;s\ntrue and lawful attorney-in-fact with respect to the Mortgage Loans and each mortgaged property\nand related collateral (the &ldquo;Mortgaged Property&rdquo;)\nheld by the Trustee to secure the obligations of the Mortgage Loans in its capacity as Trustee, and in Trustee's name, place and\nstead, to prepare, complete, execute, deliver, record and file on behalf of the registered holders and the Trustee, and in any event in\naccordance with the terms of the PSA; (i) consents or waivers and other instruments and documents including, without limitation, estoppel\ncertificates, financing statements, continuation statements, title endorsements and reports and other documents and instruments necessary\nto preserve and maintain the validity, enforceability, perfection and priority of the lien on the Mortgaged Property; (ii) to consent\nto assignments and assumptions or substitutions, and transfers of interest of the Mortgagors,\nincluding the completion and execution of loan assumption agreements or modification agreements, in each case subject to and in accordance\nwith the terms of the related Mortgage Loans and subject to the provisions of the PSA; (iii) to collect any insurance proceeds, condemnation\nproceeds and liquidation proceeds in accordance with the terms of the Mortgage Loans; (iv)\nto consent to any subordinate financing to be secured by any Mortgaged Property to the extent that such consent is required pursuant to\nthe terms of the related Mortgage Loans or which otherwise is required under the PSA; (v) to\nconsent to the application of any proceeds of insurance policies or condemnation awards to the restoration of the related Mortgaged Property\nor to repayment of the Mortgage Loans or otherwise, in each case in accordance with the terms of the Mortgage Loans; (vi) to undertake\nfull enforcement of and preservation of the Trust&rsquo;s interests in any Mortgage or the related promissory note, and in the proceeds\nthereof, by way of, including but not limited to, execution of any and all instruments necessary or appropriate for judicial or nonjudicial\nforeclosure of, the taking of a deed in lieu of foreclosure with respect to, or the conversion of title to any Mortgaged Property securing\na Mortgage Loan owned by the Trustee and serviced by the Special Servicer for the Trustee, and, consistent with the authority granted\nby the PSA, to take any and all actions on behalf of the Trustee in connection with maintaining and defending the enforceability of such\nMortgage Loan obligation and the collection thereof including, without limitation, the execution of any and all instruments necessary\nor appropriate in defense of and for the collection and enforcement of said Mortgage Loans\nobligation in accordance with the terms of the PSA; (vii) to execute and deliver documents relating to the management, operation, maintenance,\nrepair, leasing and marketing of the Mortgaged Property, including agreements and requests by the Mortgagors with respect to\nmodifications of the management of the Mortgaged Property or the replacement of managers; (viii) to exercise all rights, powers\nand privileges granted or provided to the holder of the Mortgage Loans\n\nExhibit R-2-2\n\nunder their respective terms including\nall rights of approval and consent thereunder; (ix) to enter into lease subordination agreements, non-disturbance and attornment agreements\nor other leasing or rental arrangements which may be requested by the Mortgagors or their tenants in accordance with the terms of the\nMortgage Loans; (x) granting, modifying or releasing any easements, covenants, conditions, restrictions, equitable servitudes, or land\nuse or zoning requirements with respect to the Mortgaged Property to the extent such does not adversely affect the value\nof the Mortgaged Property; (xi) to execute and deliver, on behalf of the Trustee, any and all instruments of satisfaction or cancellation,\nor of partial or full release or discharge and all other comparable instruments, with respect to the Mortgage Loans and the Mortgaged\nProperty; (xii) the endorsement on behalf of the Trustee of all checks, drafts and/or other negotiable instruments made payable to the\nTrustee, to draw upon, replace, substitute, release or amend any letters of credit standing as collateral under the Mortgage Loans; (xiii)\nto apply amounts in the various escrow accounts set up under the Mortgage Loans pursuant to the terms provided for therein; (xiv) the\nconveyance of the properties to the mortgage insurer, or the closing of the title to the property to be acquired as real estate owned,\nor conveyance of title to real estate owned; (xv) the assignment of any Mortgage or deed of trust and the related Mortgage Note, in connection\nwith the sale or repurchase of the Mortgage Loans secured and evidenced thereby; (xvi) with respect to the sale of property acquired through\na foreclosure or deed-in lieu of foreclosure, including, without limitation, the execution of the following documentation: listing agreements,\npurchase and sale agreements, grant/warranty/quit claim deeds or any other deed causing the transfer of title of the property to a party\ncontracted to purchase same, escrow instructions and any and all documents necessary to effect the transfer of property; (xvii) executing\nand/or filing such documents and take such other action as is proper and necessary to defend the Trustee, solely in its capacity as Trustee,\nin litigation and to resolve such litigation, provided that such resolution shall not include any admission of fault or wrongdoing by\nthe Trustee or, without the Trustee&rsquo;s consent, subject the Trustee to any form of injunctive relief; and (xviii) executing any and\nall other documents, instruments and certifications as are reasonably necessary to accomplish the Special Servicer&rsquo;s duties and\nresponsibilities under the PSA.\n\n&thinsp;\n\nARTICLE I\n\nThe enumeration\nof particular powers hereinabove is not intended in any way to limit the grant to the Special Servicer as the Trustee's attorney-in-fact\nof full power and authority with respect to the Mortgage Loans consistent with the PSA to take any and all actions and execute and deliver\nany such documents, instrument or other writing, as fully, to all intents and purposes, as the Trustee might or could do if personally\npresent, hereby ratifying and confirming whatsoever such attorney-in-fact shall and may do by virtue hereof; and the Trustee agrees and\nrepresents to those dealing with such attorney-in-fact that they may rely upon this limited power of attorney until termination of the\nlimited power of attorney under the provisions of Article III below. As between and among the Trustee, the registered holders, the Trust,\nand the Special Servicer, the Special Servicer may not exercise any right, authority or power granted by this instrument in a manner which\nwould violate the\n\nExhibit R-2-3\n\nterms of the PSA or the servicing\nstandard imposed on the Special Servicer by the PSA, but any and all third parties dealing with the Special Servicer as the Trustee's\nattorney-in-fact may rely completely, unconditionally and conclusively on the Special Servicer's authority and need not make inquiry about\nwhether the Special Servicer is acting pursuant to the PSA or such standard. Any purchaser, title company, recorder's office or other\nthird party may rely upon a written statement by the Special Servicer that any particular loan or property in question and the release\nthereof is subject to and included under this power of attorney and the PSA.\n\nARTICLE II\n\nAny act or thing\nlawfully done by the Special Servicer, and otherwise authorized under this Limited Power of Attorney, shall be binding on the Trustee\nand the Trustee's successors and assigns.\n\nARTICLE III\n\nThis Limited\nPower of Attorney shall be automatically revoked upon:\n\n(i)the transfer of servicing under the PSA from the Special Servicer to another servicer;\n\n(ii)the termination, resignation or removal of the Trustee as trustee of such Trust;\n\n(iii)the termination of the PSA; or\n\n(iv)the termination of the Special Servicer.\n\n&thinsp;\n\nNothing herein\nshall be deemed to amend or modify the PSA or the respective rights, duties or obligations of the Trustee, or the Special Servicer thereunder,\nand nothing herein shall constitute a waiver of any rights or remedies thereunder.\n\nThis Limited\nPower of Attorney is entered into and shall be governed by the laws of the State of New York, without regard to conflicts of law principles\nof such state.\n\n&thinsp;\n\n[SIGNATURE ON FOLLOWING PAGE]\n\n&thinsp;\n\n&thinsp;\n\n&thinsp;\n\n&thinsp;\n\nExhibit R-2-4\n\n&thinsp;\n\nIN WITNESS WHEREOF, the Trustee has caused this instrument\nto be executed and its corporate seal to be affixed hereto by its officer duly authorized as of the ___ day of _________________.\n\nComputershare Trust Company, National Association, as Trustee for the benefit of the registered holders of BBCMS Mortgage Trust 2026-5C42,\nCommercial Mortgage Pass-Through Certificates, Series 2026-5C42\n\nBy\n\nName\n\nTitle:\n\nATTEST:\n\nWitness\n\nWitness\n\nSTATE OF MARYLAND\n)\n\n)\nss.\n\nExhibit R-2-5\n\nCOUNTY OF HOWARD             \n)\n\nOn this __ day of ________________________, before me personally\nappeared _________________________ to me personally known, who, being by me duly sworn, did acknowledge and say that s/he is the _______________________\nof Computershare Trust Company, National Association, a nationally chartered banking association, and acknowledged to me that s/he executed\nthe foregoing instrument on behalf of Computershare Trust Company, National Association, as Trustee, for the benefit of the registered\nholders of BBCMS Mortgage Trust 2026-5C42, Commercial Mortgage Pass-Through Certificates, Series 2026-5C42.\n\nNotary Public\n\nMy commission expires:\n\nExhibit R-2-6\n\n**EXHIBIT S**\n\n**INITIAL SERVICED COMPANION NOTEHOLDERS**\n\n**Loan**\n**Initial Serviced Companion Loan Holder**\n**Address**\n\nMarriott Savannah Riverfront\n\nBenchmark 2026-V22 (Note A-2)\n\n&thinsp;\n\n&thinsp;\n\nTrimont LLC\n\nCommercial Mortgage Servicing\n\n101 S. Tryon Street, Suite 1400\n\nCharlotte, North Carolina 28280\n\nAttention: Benchmark 2026-V22\n\nAsset Manager\n\nEmail:\n\ncommercial.servicing@trimont\n\n&thinsp;\n\nwith a copy to:\n\n&thinsp;\n\nTrimont LLC\n\nTwo Alliance Center\n\n3560 Lenox Rd NE, Suite 2200\n\nAtlanta, Georgia 30326\n\nAttention: Legal Department\n\nEmail: legaldepartment@trimont.com\n\n&thinsp;\n\nwith a copy to:\n\n&thinsp;\n\nK&L Gates LLP\n\n300 South Tryon Street\n\nSuite 1000\n\nCharlotte, North Carolina 28202\n\nAttention: Stacy G. Ackermann\n\nReference: Benchmark 2026-V22\n\nEmail:\n\nstacy.ackermann@klgates.com\n\n&thinsp;\n\n&thinsp;\n\nBBCMS 2026-5C41 (Note A-3)\n\nTrimont LLC\n\nCommercial Mortgage Servicing\n\n101 S. Tryon Street, Suite 1400\n\nCharlotte, North Carolina 28280\n\nAttention: BBCMS 2026-5C41 Asset\n\nManager\n\nEmail:\n\ncommercial.servicing@trimont\n\n&thinsp;\n\nwith a copy to:\n\n&thinsp;\n\nExhibit S-1\n\nTrimont LLC\n\nTwo Alliance Center\n\n3560 Lenox Rd NE, Suite 2200\n\nAtlanta, Georgia 30326\n\nAttention: Legal Department\n\nEmail: legaldepartment@trimont.com\n\n&thinsp;\n\nwith a copy to:\n\n&thinsp;\n\nK&L Gates LLP\n\n300 South Tryon Street\n\nSuite 1000\n\nCharlotte, North Carolina 28202\n\nAttention: Stacy G. Ackermann\n\nReference: BBCMS 2026-5C41\n\nFax Number: (704) 353-3190\n\n&thinsp;\n\nONX Industrial Campus\nBenchmark 2026-V22 (Note A-3, Note A-4)\n\nTrimont LLC\n\nCommercial Mortgage Servicing\n\n101 S. Tryon Street, Suite 1400\n\nCharlotte, North Carolina 28280\n\nAttention: Benchmark 2026-V22\n\nAsset Manager\n\nEmail:\n\ncommercial.servicing@trimont\n\n&thinsp;\n\nwith a copy to:\n\n&thinsp;\n\nTrimont LLC\n\nTwo Alliance Center\n\n3560 Lenox Rd NE, Suite 2200\n\nAtlanta, Georgia 30326\n\nAttention: Legal Department\n\nEmail: legaldepartment@trimont.com\n\n&thinsp;\n\nwith a copy to:\n\n&thinsp;\n\nK&L Gates LLP\n\n300 South Tryon Street\n\nSuite 1000\n\nCharlotte, North Carolina 28202\n\nAttention: Stacy G. Ackermann\n\nReference: Benchmark 2026-V22\n\nEmail: stacy.ackermann@klgates.com\n\n&thinsp;\n\nExhibit S-2\n\nWFCM 2026-5C9 (Note A-5, Note A-6)\n\nTrimont LLC\n\nCommercial Mortgage Servicing\n\n101 S. Tryon Street, Suite 1400\n\nCharlotte, North Carolina 28280\n\nAttention: WFCM 2026-5C9 Asset\n\nManager\n\nEmail:\n\ncommercial.servicing@trimont\n\n**&thinsp;**\n\nwith a copy to:\n\n&thinsp;\n\nTrimont LLC\n\nTwo Alliance Center\n\n3560 Lenox Rd NE, Suite 2200\n\nAtlanta, Georgia 30326\n\nAttention: Legal Department\n\nEmail: legaldepartment@trimont.com\n\n&thinsp;\n\nwith a copy to:\n\n&thinsp;\n\nK&L Gates LLP\n\n300 South Tryon Street\n\nSuite 1000\n\nCharlotte, North Carolina 28202\n\nAttention: Stacy G. Ackermann\n\nReference: WFCM 2026-5C9\n\nFacsimile Number: (704) 353-3190\n\nEmail:\n\nstacy.ackermann@klgates.com\n\nFranklin 8 Pack\nBarclays Capital Real Estate Inc. (Note A-1, Note A-3)\n\nBarclays Capital Real Estate Inc.\n\n745 Seventh Avenue\n\nNew York, New York 10019\n\nAttention: CRE Legal\n\nEmail: CRELegal@barclays.com\n\nHaimov Miami Portfolio\nStarwood Mortgage Funding III LLC (Note A-2)\n\nStarwood Mortgage Funding III LLC\n\n4064 Colony Road, Suite 410\n\nCharlotte, North Carolina 28211\n\nAttention: Ms. Leslie K. Fairbanks\n\n&thinsp;\n\nwith a copy to:\n\n&thinsp;\n\nTrimont LLC\n\nOne South\n\n101 South Tryon Street, Suite 1400\n\nCharlotte, North Carolina 28280\n\nAttention: Luke Mayes\n\nExhibit S-3\n\n2104 Ryer Ave\nZions Bancorporation, N.A. (Note A-2)\n\nZions Bancorporation, N.A.\n\n200 N. Pacific Coast Highway, Suite\n\n1850\n\nEl Segundo, California 90245\n\nAttention: Herschel C. Patel\n\nEmail:\n\nHerschel.Patel@zionsbancorp.com\n\n&thinsp;\n\nwith a copy to:\n\n&thinsp;\n\nZions Bancorporation, N.A.\n\n4350 Congress Street\n\nSuite 600 - South Tower\n\nCharlotte, North Carolina 28209\n\nAttention: Brian Bokor, Esq.\n\nEmail:\n\nbrian.bokor@zionsbancorp.com\n\n&thinsp;\n\nwith a copy to:\n\n&thinsp;\n\nMark.Arinci@hklaw.com and\n\nDavid.Iacuzio@hklaw.com\n\nExhibit S-4\n\n**EXHIBIT T**\n\n**FORM OF NOTICE RELATING TO THE NON-SERVICED\nMORTGAGE LOANS**\n\n[Date]\n\n[Other Depositor]\n\n[Address Line 1]\n\n[Address Line 2]\n\nAttn: [Contact Person]\n\n[Other Trustee]*\n\n[Address Line 1]\n\n[Address Line 2]\n\nAttn: [Contact Person]\n\n*If the Other Trustee is comprised of multiple\n\nentities (such as a separate trustee and\n\ncertificate administrator), this form shall be\n\naddressed to each such entity\n\n[Other Servicer]\n\n[Address Line 1]\n\n[Address Line 2]\n\nAttn: [Contact Person]\n\n[Other Special Servicer]\n\n[Address Line 1]\n\n[Address Line 2]\n\nAttn: [Contact Person]\n\n[Other Operating Advisor]\n\n[Address Line 1]\n\n[Address Line 2]\n\nAttn: [Contact Person]\n\n[Other Asset Representations Reviewer]\n\n[Address Line 1]\n\n[Address Line 2]\n\nAttn: [Contact Person]\n\n&thinsp;\n\n&thinsp;\n\n&thinsp;\n\n**VIA EMAIL**\n\nRe:BBCMS Mortgage Trust 2026-5C42, Commercial Mortgage Pass-Through Certificates, Series 2026-5C42\n&thinsp;\n\nTo the above-mentioned addressees:\n\nAs you know, [Midland Loan\nServices, a Division of PNC Bank, National Association][Trimont LLC] acts as the master servicer (the &ldquo;Lead Master Servicer&rdquo;)\nfor the whole loan secured by the mortgaged propert[y][ies] identified as the [535 & 545 Fifth Avenue Whole Loan] [Pinnacle Tower\nWhole Loan] [Hunter Portfolio Tranche 2 Whole Loan] (the &ldquo;Subject Whole Loan&rdquo;) under the [BMARK 2026-V20] [BMARK 2026-V22]\n[BBCMS 2026-5C41] pooling and servicing agreement (the &ldquo;Lead PSA&rdquo;). This is to inform you that one or more promissory\nnotes related to the Subject Whole Loan (the &ldquo;Subject Mortgage Loan&rdquo;) has been transferred to BBCMS Mortgage Trust\n2026-5C42 pursuant to that certain Pooling and Servicing Agreement, dated and effective as of June 1, 2026 (the &ldquo;2026-5C42 Pooling\nand Servicing Agreement&rdquo;), among Barclays Commercial Mortgage Securities LLC, as depositor, Midland Loan Services, a Division\nof PNC Bank, National Association, as master servicer (in\n\n&thinsp;Exhibit T-1&thinsp;\n\n&thinsp;\n\nsuch capacity, the &ldquo;2026-5C42 Master\nServicer&rdquo;), LNR Partners, LLC, as special servicer, Computershare Trust Company, National Association, as certificate administrator\n(in such capacity, the &ldquo;2026-5C42 Certificate Administrator&rdquo;) and as trustee (in such capacity, the &ldquo;2026-5C42\nTrustee&rdquo;), and Park Bridge Lender Services LLC, as operating advisor and as asset representations reviewer, and that the 2026-5C42\nTrustee is the holder of the Subject Mortgage Loan.\n\nThe undersigned, as 2026-5C42\nCertificate Administrator, hereby directs you, in your capacity as the Lead Master Servicer of the Subject Whole Loan, to remit to the\n2026-5C42 Master Servicer all amounts payable to, and such remittance and wire transfer instructions shall make reference to the Loan\nReference Number as specified below, and forward, deliver or otherwise make available, as the case may be, to the 2026-5C42 Master Servicer\nall reports, statements, documents, communications, and other information that are to be forwarded, delivered or otherwise made available\nto, the holder of the Subject Mortgage Loan under the related Intercreditor Agreement (as such term is defined in the 2026-5C42 Pooling\nand Servicing Agreement) and the Lead PSA.\n\nThe wire instructions for\nMidland Loan Services, a Division of PNC Bank, National Association, as 2026-5C42 Master Servicer, are as follows:\n\n[INSERT WIRE TRANSFER INSTRUCTIONS\nPROVIDED BY MIDLAND LOAN SERVICES, A DIVISION OF PNC BANK, NATIONAL ASSOCIATION]\n\nLoan Reference Number: [__]\n\nThe Subject Mortgage Loan\n[is] [is not] a Significant Obligor (as such term is defined in the 2026-5C42 Pooling and Servicing Agreement) under the 2026-5C42 Pooling\nand Servicing Agreement.\n\nThank you for your attention\nto this matter.\n\n&thinsp;\n&thinsp;\n\n&thinsp;\n&thinsp;\n\n&thinsp;\n&thinsp;\nCOMPUTERSHARE TRUST COMPANY, NATIONAL ASSOCIATION, as Certificate Administrator for the Holders of the BBCMS Mortgage Trust 2026-5C42,\nCommercial Mortgage Pass-Through Certificates, Series 2026-5C42\n\n&thinsp;\n&thinsp;\n&thinsp;\n\n&thinsp;\n&thinsp;\n&thinsp;\n\n&thinsp;\n&thinsp;\n&thinsp;\n\n&thinsp;\nBy:&thinsp;\n&thinsp;\n\n&thinsp;\n&thinsp;\nName:\n\n&thinsp;\n&thinsp;\nTitle:\n\n&thinsp;Exhibit T-2&thinsp;\n\n&thinsp;\n\n**EXHIBIT U**\n\n**FORM OF NOTICE AND CERTIFICATION\nREGARDING DEFEASANCE OF MORTGAGE LOAN**\n\nTo:\n\nS&P Global Ratings\n\n55 Water Street, 41st Floor\n\nNew York, New York 10041\n\nAttention: Commercial Mortgage\n\nSurveillance Manager\n\nE-mail: CMBS_Info_17g5@spglobal.com\n\nand CMBSRACINFO@spglobal.com\nKroll Bond Rating Agency, LLC\n\n805 Third Avenue, 29th Floor\n\nNew York, New York 10022\n\nAttention: CMBS Surveillance\n\nFacsimile No.: (646) 731-2395\n\nEmail: cmbs.surveillance@kbra.com\n\nFitch Ratings, Inc.\n\n300 West 57th Street\n\nNew York, New York 10019\n\nAttention: Commercial Mortgage\n\nSurveillance Group\n\nFacsimile No.:&thinsp;&thinsp;(212)&thinsp;635-0295\n\nE-mail:&thinsp;&thinsp;info.cmbs@fitchratings.com\n&thinsp;\n\n&thinsp;\n\nFrom:Midland Loan Services, a Division of PNC Bank, National Association, in its capacity as Master Servicer under\nthe Pooling and Servicing Agreement, dated and effective as of June 1, 2026 (the &ldquo;Pooling and Servicing Agreement&rdquo;),\namong Barclays Commercial Mortgage Securities LLC, as Depositor, Midland Loan Services, a Division of PNC Bank, National Association,\nas Master Servicer, LNR Partners, LLC, as Special Servicer, Computershare Trust Company, National Association, as Certificate Administrator\nand as Trustee, and Park Bridge Lender Services LLC, as Operating Advisor and as Asset Representations Reviewer.\n\nDate:_________, 20___\n\nRe:BBCMS Mortgage Trust 2026-5C42, Commercial Mortgage Pass-Through Certificates, Series 2026-5C42\n\nMortgage Loan (the &ldquo;Mortgage Loan&rdquo;) identified by loan number _____ [and loan number [_______]] on the Mortgage Loan\nSchedule attached to the Pooling and Servicing Agreement and heretofore secured by the Mortgaged Properties identified on the Mortgage\nLoan Schedule by the following names:____________________\n\n&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;____________________\n\n&thinsp;Exhibit U-1&thinsp;\n\n&thinsp;\n\nReference is made to the\nPooling and Servicing Agreement described above. Capitalized terms used but not defined herein have the meanings assigned to such terms\nin the Pooling and Servicing Agreement.\n\nAs Master Servicer under\nthe Pooling and Servicing Agreement, we hereby:\n\n(a)&thinsp;&thinsp;\nNotify you that the Mortgagor has consummated a defeasance of the Mortgage Loan pursuant to the terms of the Mortgage Loan, of\nthe type checked below:\n\n____&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;a full defeasance of the entire\nprincipal balance of the Mortgage Loan; or\n\n____&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;a partial defeasance of a portion\nof the principal balance of the Mortgage Loan that represents and, an allocated loan amount of $____________ or _______% of the entire\nprincipal balance of the Mortgage Loan;\n\n(b)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;Certify that each of\nthe following is true, subject to those exceptions set forth with explanatory notes on Exhibit A hereto, which exceptions the\nMaster Servicer has determined, consistent with the Servicing Standards, will have no material adverse effect on the Mortgage Loan or\nthe defeasance transaction:\n\n(i)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;The Mortgage\nLoan documents permit the defeasance, and the terms and conditions for defeasance specified therein were satisfied in all material respects\nin completing the defeasance.\n\n(ii)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;The defeasance\nwas consummated on __________, 20__.\n\n(iii)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;The defeasance\ncollateral consists of securities that (i) constitute &ldquo;government securities&rdquo; as defined in Section 2(a)(16) of the Investment\nCompany Act of 1940 as amended (15 U.S.C. 80A1), (ii) are listed as &ldquo;Qualified Investments for &lsquo;AAA&rsquo; Financings&rdquo;\nunder Paragraphs 1, 2 or 3 of &ldquo;Cash Flow Approach&rdquo; in Standard & Poor&rsquo;s Public Finance Criteria 2000, as amended\nto the date of the defeasance, (iii) if they include a principal obligation, the principal due at maturity cannot vary or change, and\n(iv) are not subject to prepayment, call or early redemption.\n\n(iv)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;The Master\nServicer received an opinion of counsel (from counsel approved by the Master Servicer in accordance with the Servicing Standard) that\nthe defeasance will not result in an Adverse REMIC Event.\n\n(v)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;The Master\nServicer determined that the defeasance collateral will be owned by an entity (the &ldquo;Defeasance Obligor&rdquo;) that is a\nSingle-Purpose Entity (as defined in Standard & Poor&rsquo;s Structured Finance Ratings Real Estate Finance Criteria, as amended\nto the date of the defeasance (the &ldquo;S&P Criteria&rdquo;)) or is subject to restrictions in its organizational documents\nsubstantially similar to those contained in the organization documents of the original Borrower with respect to bankruptcy remoteness\nand single purpose as of the date of the defeasance, and after the defeasance owns no assets other than the defeasance collateral and\nreal property securing Mortgage Loans included in the pool.\n\nExhibit U-2\n\n(vi)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;The defeasance\ndocuments require the crediting of the defeasance collateral to an Eligible Account (as defined in the S&P Criteria) in the name\nof the Trustee on behalf of the Trust, which account is maintained as a securities account by a securities intermediary and has been\npledged to the Trustee on behalf of the Trust.\n\n(vii)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;The agreements\nexecuted in connection with the defeasance (i) grant control of the pledged securities account to Trustee on behalf of the Trust, (ii)\nrequire the securities intermediary to make the scheduled payments on the Mortgage Loan from the proceeds of the defeasance collateral\ndirectly to the Master Servicer&rsquo;s collection account in the amounts and on the dates specified in the Mortgage Loan documents or,\nin a partial defeasance, the portion of such scheduled payments attributed to the allocated loan amount for the real property defeased,\nincreased by any defeasance premium specified in the Mortgage Loan documents (the &ldquo;Scheduled Payments&rdquo;), (iii) permit\nreinvestment of proceeds of the defeasance collateral only in Permitted Investments (as defined in the Pooling and Servicing Agreement\nor as defined in the documents evidencing the defeasance), (iv) permit release of surplus defeasance collateral and earnings on reinvestment\nfrom the pledged securities account only after the Mortgage Loan has been paid in full, if any such release is permitted, (v) prohibit\ntransfers by the Defeasance Obligor of the defeasance collateral and subordinate liens against the defeasance collateral, and (vi) provide\nfor payment from sources other than the defeasance collateral or other assets of the Defeasance Obligor of all fees and expenses of the\nsecurities intermediary for administering the defeasance and the securities account and all fees and expenses of maintaining the existence\nof the Defeasance Obligor.\n\n(viii)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;The Master\nServicer received written confirmation from a firm of independent certified public accountants, who were approved by the Master Servicer\nin accordance with the Servicing Standard stating that (i) revenues from the defeasance collateral (without taking into account any earnings\non reinvestment of such revenues) will be sufficient to timely pay each of the Scheduled Payments after the defeasance including the\npayment in full of the Mortgage Loan (or the allocated portion thereof in connection with a partial defeasance) on its Maturity Date,\n(ii) the revenues received in any month from the defeasance collateral will be applied to make Scheduled Payments within four (4) months\nafter the date of receipt, and (iii) interest income from the defeasance collateral to the Defeasance Obligor in any calendar or fiscal\nyear will not exceed such Defeasance Obligor&rsquo;s interest expense for the Mortgage Loan (or the allocated portion thereof in a partial\ndefeasance) for such year.\n\n(ix)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;The Mortgage\nLoan is not among the ten (10) largest loans in the pool as of the date of the Current Report (as defined below). The entire principal\nbalance of the Mortgage Loan as of the date of defeasance was less than both $[______] and five percent of pool balance, which is less\nthan [__]% of the aggregate Certificate Balance of the Certificates as of the date of the most recent Distribution Date Statement received\nby us (the &ldquo;Current Report&rdquo;).\n\n(x)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;The Master\nServicer has received opinions of counsel stating that the Trustee on behalf of the Trust possesses a valid, perfected first priority\nsecurity interest in\n\nExhibit U-3\n\nthe defeasance collateral and that the\ndocuments executed in connection with the defeasance are enforceable in accordance with their respective terms.\n\n(c)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;Certify that Exhibit\nB hereto is a list of the material agreements, instruments, organizational documents for the Defeasance Obligor, and opinions of\ncounsel and independent accountants executed and delivered in connection with the defeasance.\n\n(d)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;Certify that the individual\nunder whose hand the Master Servicer has caused this Notice and Certification to be executed did constitute a Servicing Officer as of\nthe date of the defeasance described above.\n\n(e)&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;&hairsp;Agree\nto provide copies of all items listed in Exhibit B to you upon request.\n\nExhibit U-4\n\nIN WITNESS WHEREOF, the\nMaster Servicer has caused this Notice and Certification to be executed as of the date captioned above.\n\nMIDLAND LOAN SERVICES, A DIVISION OF PNC BANK, NATIONAL ASSOCIATION, as Master Servicer\n\nBy:\n\nName:\n\nTitle:\n\nExhibit U-5\n\n**EXHIBIT V**\n\n**FORM OF OPERATING ADVISOR ANNUAL REPORT1**\n\n[TO BE CONFIRMED BY OA/ARR]\n\nReport Date: This report\nwill be delivered annually no later than [INSERT DATE], pursuant to the terms and conditions of the Pooling and Servicing Agreement, dated\nand effective as of June 1, 2026 (the &ldquo;Pooling and Servicing Agreement&rdquo;), among Barclays Commercial Mortgage Securities\nLLC, as Depositor, Midland Loan Services, a Division of PNC Bank, National Association, as Master Servicer, LNR Partners, LLC, as Special\nServicer, Computershare Trust Company, National Association, as Certificate Administrator and as Trustee, and Park Bridge Lender Services\nLLC, as Operating Advisor and Asset Representations Reviewer.\n\nTransaction: BBCMS Mortgage Trust 2026-5C42, Commercial Mortgage Pass-Through Certificates, Series 2026-5C42\n\nOperating Advisor: Park Bridge Lender Services LLC\n\nSpecial Servicer: LNR Partners, LLC\n\nDirecting Certificateholder: LNR Securities Holdings, LLC\n\n&thinsp;\n\n**I. **\n**Population of Mortgage Loans that Were Considered in Compiling this Report**\n\n1.The Special Servicer has notified the Operating Advisor that [●] Specially Serviced Loans were transferred\nto special servicing in the prior calendar year [INSERT YEAR].\n\na.[●] of those Specially Serviced Loans are still being analyzed by the Special Servicer as part of\nthe development of an Asset Status Report.\n\nb.Asset Status Reports were issued with respect to [●] of such Specially Serviced Loans. This report\nis based only on the Specially Serviced Loans in respect of which an Asset Status Report has been issued. The Asset Status Reports may\nnot yet be fully implemented.\n\n2.[●] Mortgage Loans were the subject of a Major Decision as to which the Operating Advisor had consultation\nrights pursuant to the Pooling and Servicing Agreement.\n\n**II.  **\n**Executive Summary**\n\nBased on the requirements\nand qualifications set forth in the Pooling and Servicing Agreement, as well as the items listed below, the Operating Advisor (in accordance\nwith the Operating Advisor&rsquo;s analysis requirements outlined in the Pooling and Servicing Agreement) has undertaken a limited review\nof the Special Servicer&rsquo;s reported actions on the loans identified in\n\n1\nThis report is an indicative report and does not reflect the final form of annual report to be used in any particular year. The\nOperating Advisor will have the ability to modify or alter the organization and content of any particular report, subject to the compliance\nwith the terms of the Pooling and Servicing Agreement, including, without limitation, provisions relating to Privileged Information.\n\nExhibit V-1\n\nthis report. Based solely on such limited review\nof the items listed in this report, and subject to the assumptions, limitations and qualifications set forth herein, the Operating Advisor\nbelieves, in its sole discretion exercised in good faith, that the Special Servicer [is/is not] operating in compliance with the Servicing\nStandard with respect to its performance of its duties under the Pooling and Servicing Agreement during the prior calendar year on an\n&ldquo;asset level basis&rdquo;. [The Operating Advisor believes, in its sole discretion exercised in good faith, that the Special Servicer\nhas failed to materially comply with the Servicing Standard as a result of the following material deviations.]\n\n●[LIST OF MATERIAL DEVIATION ITEMS]\n\nIn addition, the Operating\nAdvisor notes the following: [PROVIDE SUMMARY OF ANY ADDITIONAL MATERIAL INFORMATION].\n\n●[ADD RECOMMENDATION OF REPLACEMENT OF SPECIAL SERVICER, IF APPLICABLE]\n\n**III. List of Items that were Considered\nin Compiling this Report**\n\nIn rendering the assessment\nset forth in this report, the Operating Advisor examined and relied upon the accuracy and the completion of the items listed below:\n\n1.Any Major Decision Reporting Package that is delivered or made available to the Operating Advisor by the\nSpecial Servicer pursuant to the Pooling and Servicing Agreement.\n\n2.Reports by the Special Servicer made available to Privileged Persons that are posted on the certificate\nadministrator&rsquo;s website that is relevant to the Operating Advisor&rsquo;s obligations under the Pooling and Servicing Agreement,\neach Asset Status Report (after an Operating Advisor Consultation Event), and each Final Asset Status Report, in each case, delivered\nor made available to the Operating Advisor pursuant to the terms of the Pooling and Servicing Agreement.\n\n3.The Special Servicer&rsquo;s assessment of compliance report, attestation report by a third party regarding\nthe Special Servicer&rsquo;s compliance with its obligations and net present value calculations and Appraisal Reduction Amount calculations\ndelivered or made available to the Operating Advisor pursuant to the terms of the Pooling and Servicing Agreement.\n\n4.[LIST OTHER REVIEWED INFORMATION].\n\n5.[INSERT IF AFTER AN OPERATING ADVISOR CONSULTATION EVENT: Consulted with the Special Servicer as provided\nunder the Pooling and Servicing Agreement on Asset Status Reports for a Specially Serviced Loan delivered or made available to the Operating\nAdvisor pursuant to the terms of the Pooling and Servicing Agreement and with respect to Major Decisions processed by the Special Servicer.]\n\nNOTE: The Operating Advisor&rsquo;s review\nof the above materials should be considered a limited review and not be considered a full or limited audit, legal review or legal\n\nExhibit V-2\n\nconclusion. For instance, we did not\nreview each page of the Special Servicer&rsquo;s policy and procedure manuals (including amendments and appendices), review underlying\nlease agreements or similar underlying documents, re-engineer the quantitative aspects of their net present value calculations, visit\nany related property, visit the Special Servicer, visit the Directing Certificateholder or interact with any borrower. In addition, our\nreview of the net present value calculations and Appraisal Reduction Amount calculations is limited to the mathematical accuracy of the\ncalculations and the corresponding application of the non-discretionary portions of the applicable formulas, and as such, does not take\ninto account the reasonableness of the discretionary portions of such formulas.\n\n**IV. Assumptions, Qualifications and Disclaimers\nRelated to the Work Product Undertaken and Opinions Related to this Report**\n\n1.As provided in the Pooling and Servicing Agreement, the Operating Advisor (i) is not required to report\non instances of non-compliance with, or deviations from, the Servicing Standard or the special servicer&rsquo;s obligations under the\nPooling and Servicing Agreement that the Operating Advisor determines, in its sole discretion exercised in good faith, to be immaterial\nand (ii) will not be required in the ordinary course to provide or obtain a legal opinion, legal review or legal conclusion as part of\nthat assessment.\n\n2.In rendering our assessment herein, we have assumed that all executed factual statements, instruments,\nand other documents that we have relied upon in rendering this assessment have been executed by persons with legal capacity to execute\nsuch documents.\n\n3.Other than the receipt of any Major Decision Reporting Package or any Asset Status Report that is delivered\nor made available to the Operating Advisor pursuant to the terms of the Pooling and Servicing Agreement, the Operating Advisor did not\nparticipate in, or have access to, the Special Servicer&rsquo;s and Directing Certificateholder&rsquo;s discussion(s) regarding any Specially\nServiced Loan. The Operating Advisor does not have authority to speak with the Directing Certificateholder or Mortgagor directly. As such,\nthe Operating Advisor generally relied upon the information delivered to it by the Special Servicer as well as its interaction with the\nSpecial Servicer, if any, in gathering the relevant information to generate this report. The services that we perform are not designed\nand cannot be relied upon to detect fraud or illegal acts should any exist.\n\n4.The Special Servicer has the legal authority and responsibility to service any Specially Serviced Loans\npursuant to the Pooling and Servicing Agreement. The Operating Advisor has no responsibility or authority to alter the standards set forth\ntherein or direct the actions of the Special Servicer.\n\n5.Confidentiality and other contractual limitations limit the Operating Advisor&rsquo;s ability to outline\nthe details or substance of any communications held between it and the Special Servicer regarding any Specially Serviced Loans and certain\ninformation it reviewed in connection with its duties under the Pooling and Servicing Agreement. As a result, this report may not reflect\nall the relevant information that the Operating Advisor is given access to by the Special Servicer.\n\nExhibit V-3\n\n6.There are many tasks that the Special Servicer undertakes on an ongoing basis related to Specially Serviced\nLoans. These include, but are not limited to, assumptions, ownership changes, collateral substitutions, capital reserve changes, etc.\nThe Operating Advisor does not participate in any discussions regarding such actions. As such, the Operating Advisor has not assessed\nthe Special Servicer&rsquo;s operational compliance with respect to those types of actions.\n\n7.The Operating Advisor is not empowered to speak with any investors directly. If the investors have questions\nregarding this report, they should address such questions to the certificate administrator through the certificate administrator&rsquo;s\nwebsite.\n\n8.This report does not constitute recommendations to buy, sell or hold any security, nor does the Operating\nAdvisor take into account market prices of securities or financial markets generally when performing its limited review of the Special\nServicer as described above. The Operating Advisor does not have a fiduciary relationship with any Certificateholder or any other party\nor individual. Nothing is intended to or should be construed as creating a fiduciary relationship between the Operating Advisor and any\nCertificateholder, party or individual.\n\nTerms used but not defined\nherein have the meaning set forth in the Pooling and Servicing Agreement.\n\nExhibit V-4\n\n**EXHIBIT W**\n\n&thinsp;\n\n**Form\nof Notice from Operating Advisor Recommending\nReplacement of Special Servicer**\n\n&thinsp;\n\nComputershare Trust Company, National Association\n\nas Certificate Administrator and as Trustee\n\n9062 Old Annapolis Road\n\nColumbia, Maryland 21045-1951\n\nAttention: Corporate Trust Services (CMBS)– BBCMS Mortgage Trust 2026-5C42\n\nEmail: trustadministrationgroup@computershare.com and\n\nCCTCMBSBondAdmin@computershare.com\n\n&thinsp;\n\nLNR Partners, LLC\n\nas Special Servicer\n\n2340 Collins Avenue, Suite 700\n\nMiami Beach, Florida 33139\n\nAttention:&thinsp;Heather Bennett and Arne Shulkin\n\nEmail: hbennett@lnrpartners.com, ashulkin@lnrpartners.com and\n\nlnr.cmbs.notices@lnrproperty.com\n\nRe:BBCMS Mortgage Trust 2026-5C42, Commercial Mortgage Pass-\n\nThrough Certificates, Series 2026-5C42,\n\nRecommendation of Replacement of Special\nServicer\n\nTo the above-mentioned addressees:\n\nThis letter is delivered\npursuant to Section&thinsp;7.01(d) of the Pooling and Servicing Agreement, dated and effective as of June 1, 2026 (the &ldquo;Pooling\nand Servicing Agreement&rdquo;), among Barclays Commercial Mortgage Securities LLC, as Depositor, Midland Loan Services, a Division\nof PNC Bank, National Association, as Master Servicer, LNR Partners, LLC, as Special Servicer, Computershare Trust Company, National Association,\nas Certificate Administrator and as Trustee, and Park Bridge Lender Services LLC, as Operating Advisor and as Asset Representations Reviewer,\non behalf of the holders of BBCMS Mortgage Trust 2026-5C42, Commercial Mortgage Pass-Through Certificates, Series 2026-5C42 (the &ldquo;Certificates&rdquo;)\nregarding the replacement of the Special Servicer. Capitalized terms used and not otherwise defined herein shall have the respective meanings\nascribed to such terms in the Pooling and Servicing Agreement.\n\nBased upon our review of\nthe Special Servicer&rsquo;s actions conducted pursuant to and in accordance with Section 3.26 of the Pooling and Servicing Agreement,\nit is our assessment that LNR Partners, LLC, in its current capacity as Special Servicer, is not [performing its duties under the Pooling\nand Servicing Agreement][acting in accordance with the Servicing Standard]. The following factors support our assessment: [________].\n\nExhibit W-1\n\nBased upon such assessment,\nwe further hereby recommend that LNR Partners, LLC be removed as Special Servicer and that [________] be appointed its successor in such\ncapacity.\n\nVery truly yours,\n\n[The Operating Advisor]\n\nBy:\n\nName:\n\nTitle:\n\nDated:\n\nExhibit W-2\n\n**EXHIBIT X**\n\n**Form\nof CONFIDENTIALITY Agreement**\n\n&thinsp;\n\n[Midland Loan Services, a Division of PNC Bank, National Association\n\n10851 Mastin Street, Suite 700\n\nOverland Park, Kansas 66210\n\nAttention: Executive Vice President – Division Head\n\nEmail: NoticeAdmin@pnc.com]\n\n&thinsp;\n\n[LNR Partners, LLC\n\n2340 Collins Avenue, Suite 700\n\nMiami Beach, Florida 33139\n\nAttention:&thinsp;Heather Bennett and Arne Shulkin\n\nEmail: hbennett@lnrpartners.com, ashulkin@lnrpartners.com and\n\nlnr.cmbs.notices@lnrproperty.com]\n\nRe:Access to Certain Information Regarding BBCMS Mortgage Trust 2026-5C42, Commercial\nMortgage Pass-Through Certificates, Series 2026-5C42\n\nTo the above-mentioned addressees:\n\nReference is hereby made\nto that certain Pooling and Servicing Agreement, dated and effective as of June 1, 2026 (the &ldquo;Pooling and Servicing Agreement&rdquo;),\namong Barclays Commercial Mortgage Securities LLC, as Depositor, Midland Loan Services, a Division of PNC Bank, National Association,\nas Master Servicer, LNR Partners, LLC, as Special Servicer, Computershare Trust Company, National Association, as Certificate Administrator\nand as Trustee, and Park Bridge Lender Services LLC, as Operating Advisor and as Asset Representations Reviewer. Defined terms used herein\nand not otherwise defined shall have the meanings set forth in the Pooling and Servicing Agreement.\n\n[Midland Loan Services,\na Division of PNC Bank, National Association (&ldquo;Midland&rdquo;)/LNR Partners, LLC (&ldquo;LNR&rdquo;)] understands that [____]\n(the &ldquo;Company&rdquo;) is requesting certain confidential\nor non-public information relating to the Mortgage Loans to which the Company has continuing rights as a Certificateholder. The Company\nis requesting such information for the purpose of analyzing asset performance and evaluating any continuing rights the Company may have\nunder the Trust (the &ldquo;Permitted Purpose&rdquo;). The Company\nagrees that the Permitted Purpose shall not include the use or disclosure of the Confidential Information (as defined below) in any manner\nthat violates any applicable law, the Pooling and Servicing Agreement or the related mortgage loan documents.\n\n[Midland/LNR] will provide\nthe Company with certain confidential, non-public servicing information (the &ldquo;Confidential\nInformation&rdquo;) pertaining to the Mortgage Loans and the related Mortgaged Properties and borrowers. The Company acknowledges\nthat the Confidential Information (a)&thinsp;includes or may be based upon information provided to [Midland/LNR] by third\n\nExhibit X-1\n\nparties, (b)&thinsp;may not have been verified\nby [Midland/LNR], and (c)&thinsp;may be incomplete or contain inaccuracies. The Company agrees that [Midland/LNR], the [&ldquo;Master\nServicer&rdquo;/&ldquo;Special Servicer&rdquo;] (as defined in the Pooling and Servicing Agreement) and its respective Representatives\n(as defined below) shall not have any liability to the Company or its Representatives resulting from (x)&thinsp;any inaccuracies or omissions\nin the Confidential Information, (y)&thinsp;any use of the Confidential Information, or (z)&thinsp;[Midland/LNR]&rsquo;s failure or inability\nto provide the Confidential Information to the Company for any reason. Notwithstanding the foregoing, the following will not constitute\n&ldquo;Confidential Information&rdquo; for purposes of this letter\nagreement: (a)&thinsp;information that was already in Company&rsquo;s possession prior to its receipt from [Midland/LNR]; (b)&thinsp;information\nthat is obtained by Company from a third person who, insofar as is known to Company, is not prohibited from transmitting the information\nto Company by a contractual, legal or fiduciary obligation to [Midland/LNR]; (c)&thinsp;information that is or becomes publicly available\nthrough no fault of Company; and (d)&thinsp;information that is independently developed by Company. The term &ldquo;Representatives&rdquo;\nwith respect to any entity shall mean the officers, directors, general partners, employees, agents, affiliates, auditors and legal counsel\n(which may be internal counsel) of that entity.\n\nThe Company may have access\nto the Confidential Information through (at [Midland/LNR]&rsquo;s election): (i)&thinsp;responses to reasonable written inquiries received\nfrom the Company, (ii)&thinsp;conference calls conducted on a reasonably scheduled basis with [Midland/LNR]&rsquo;s surveillance group,\nor (iii)&thinsp;direct on-line access (read-only capacity) to the information available on the applicable [____] system or any successor\nor replacement system (&ldquo;System&rdquo;). [Midland/LNR] may\ncease or defer providing the Company with Confidential Information in the event that (a)&thinsp;the Company or its Representatives violate\nany provision hereof, or (b)&thinsp;[Midland/LNR] determines (in its sole discretion) that such termination is necessary for any reason,\nincluding its determination that such action is required pursuant to the terms of the Pooling and Servicing Agreement, the related Mortgage\nLoan documents, or any applicable law. [Midland/LNR] shall cease to provide the Company with Confidential Information if [Midland/LNR]\nhas actual knowledge that the Company or its Representatives are affiliates of any borrower under the Mortgage Loan documents and [Midland/LNR]\ndetermines that the provision, notice or access to such Confidential Information would violate the accepted servicing practices or servicing\nstandards as defined in the Pooling and Servicing Agreement. The Company&rsquo;s obligations and the restrictions applicable to the protection\nof the Confidential Information hereunder shall survive the termination of the Company&rsquo;s access to the Confidential Information.\n[Midland/LNR]&rsquo;s remedies hereunder, at law or at equity, are cumulative and may be combined.\n\nThe Company agrees that\nit will not, and it shall not permit its Representatives, to disclose the Confidential Information in any manner whatsoever to any other\nperson or entity, other than its Representatives (but only to the extent necessary to accomplish the Permitted Purpose) who have a need\nto know the information, or as otherwise required by applicable law, court order or any governmental agency or regulator. The Company\nacknowledges (i)&thinsp;its obligations under the U.S. federal securities laws, and (ii)&thinsp;that any disclosure of the Confidential Information\nby it or its Representatives for any purpose other than a Permitted Purpose, in addition to being a breach of this letter agreement, may\nconstitute a violation of federal and state securities laws. The Company will take reasonable measures to ensure that each Representative\nis advised of this letter agreement and agrees to keep the Confidential Information confidential.\n\nExhibit X-2\n\nThe Company shall be liable for any breach\nof this letter agreement by its Representatives. Notwithstanding the foregoing, the Company may subsequently provide all or any part of\nsuch Confidential Information to any other person or entity that holds or is contemplating the purchase of any Certificate or interest\ntherein, but only if such person or entity confirms such ownership interest or prospective ownership interest and provided that,\nprior to the delivery of such Confidential Information, such persons shall have executed and delivered to the Company an agreement that\nis substantially similar in form and substance to this agreement.\n\nIf the provisions of this\nAgreement are breached by the Company or its Representatives, Company agrees to indemnify and hold harmless [Midland/LNR] its successors\nand assigns, from and against any resulting loss, cost, damage or expense undertaken, paid, awarded, assessed, incurred or suffered by\n[Midland/LNR]. Company shall be liable to [Midland/LNR] for all court costs, reasonable and out of pocket attorneys&rsquo; fees and other\nexpenses incurred by [Midland/LNR] in enforcing its rights under this Agreement, recovering damages and/or obtaining other appropriate\nrelief.\n\nThis letter agreement shall\nbe governed by and construed in accordance with the laws of the State of New York without the application of conflict of laws principles.\nAnything herein to the contrary notwithstanding, [Midland/LNR] intends at all times to comply with the terms and provisions of the Pooling\nand Servicing Agreement and nothing in this letter agreement should be construed to limit or qualify any of [Midland/LNR]&rsquo;s rights\nor obligations under the Pooling and Servicing Agreement. This letter agreement may be executed in counterparts and by facsimile/Portable\nDocument Format (PDF); each such counterpart shall be deemed to be an original instrument, and all such counterparts together shall constitute\none agreement.\n\nThis agreement shall terminate\nwith respect to the information received by the Company one year after the Company receives such information or ceases to be a Certificateholder.\nCompany agrees that this letter agreement supersedes and replaces and survives any click-through agreement regarding confidentiality of\nConfidential Information agreed to in connection with accessing the System whether agreed to in accessing the System before or after signing\nthis letter agreement.\n\nExhibit X-3\n\nPlease have an authorized\nsignatory countersign in the space provided below to indicate the Company&rsquo;s confirmation of, and agreement to, the matters set\nforth herein.\n\nVery truly yours,\n\n[MIDLAND LOAN SERVICES, A DIVISION\n\nOF PNC BANK, NATIONAL ASSOCIATION\n\nBy:\n\nName:\n\nTitle:]\n\n[LNR PARTNERS, LLC\n\nBy:\n\nName:\n\nTitle:]\n\nCONFIRMED AND AGREED TO:\n\n[COMPANY NAME]\n\nBy:\n\nName:\n\nTitle:\n\nExhibit X-4\n\n**EXHIBIT Y**\n\n**FORM CERTIFICATION TO BE PROVIDED WITH FORM\n10-K**\n\nCERTIFICATION\n\nI, [identifying the certifying\nindividual], certify that:\n\n1.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;\nI have reviewed this report on Form 10-K, and all reports on Form 10-D required to be filed in respect of the period covered by\nthis report on Form 10-K, of the BBCMS Mortgage Trust 2026-5C42 (the &ldquo;Exchange\nAct periodic reports&rdquo;);\n\n2.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;\nBased on my knowledge, the Exchange Act periodic reports, taken as a whole, do not contain any untrue statement of a material fact\nor omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were\nmade, not misleading with respect to the period covered by this report;\n\n3.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;\nBased on my knowledge, all of the distribution, servicing and other information required to be provided under Form 10-D for the\nperiod covered by this report is included in the Exchange Act periodic reports;\n\n4.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;\nBased on my knowledge and the servicer compliance statements required in this report under Item 1123 of Regulation AB, and except\nas disclosed in the Exchange Act periodic reports, the servicers have fulfilled their obligations under the servicing agreements in all\nmaterial respects; and\n\n5.&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;&thinsp;\nAll of the reports on assessment of compliance with servicing criteria for asset-backed securities and their related attestation\nreports on assessment of compliance with servicing criteria for asset-backed securities required to be included in this report in accordance\nwith Item 1122 of Regulation AB and Exchange Act Rules 13a-18 and 15d-18 have been included as an exhibit to this report, except as otherwise\ndisclosed in this report. Any material instances of noncompliance described in such reports have been disclosed in this report on Form\n10-K.\n\nIn giving the certifications\nabove, I have reasonably relied on information provided to me by the following unaffiliated parties: [(A) Midland Loan Services, a Division\nof PNC Bank, National Association, as Master Servicer, LNR Partners, LLC, as Special Servicer, Computershare Trust Company, National Association,\nas Certificate Administrator and as Trustee, and Park Bridge Lender Services LLC, as Operating Advisor and as Asset Representations Reviewer,\n(B) [list other applicable parties to servicing agreements for Non-Serviced Mortgage Loans]].\n\nExhibit Y-1\n\nDate: _________________________\n\n[Chief Executive Officer]\n\nBarclays Commercial Mortgage Securities\n\nLLC\n\n(Senior officer in charge of the securitization of\n\nthe depositor)\n\nExhibit Y-2\n\n**EXHIBIT Z-1**\n\n**FORM OF CERTIFICATION TO BE PROVIDED\nTO DEPOSITOR BY CERTIFICATE ADMINISTRATOR**\n\nBBCMS MORTGAGE TRUST 2026-5C42 (the &ldquo;Trust&rdquo;)\n\nThe undersigned, __________,\na __________ of COMPUTERSHARE TRUST COMPANY, NATIONAL ASSOCIATION, on behalf of COMPUTERSHARE TRUST COMPANY, NATIONAL ASSOCIATION, as\nCertificate Administrator (in such capacity, the &ldquo;Certificate Administrator&rdquo;), under that certain Pooling and Servicing\nAgreement, dated and effective as of June 1, 2026 (the &ldquo;Pooling and Servicing Agreement&rdquo;), among Barclays Commercial\nMortgage Securities LLC (the &ldquo;Depositor&rdquo;), as depositor, Midland Loan Services, a Division of PNC Bank, National Association,\nas master servicer (the &ldquo;Master Servicer&rdquo;), LNR Partners, LLC, as special servicer (the &ldquo;Special Servicer&rdquo;),\nthe Certificate Administrator, Computershare Trust Company, National Association, as trustee (in such capacity, the &ldquo;Trustee&rdquo;),\nand Park Bridge Lender Services LLC, as operating advisor and as asset representations reviewer, certifies to [Name of Certifying Person(s)\nfor Sarbanes-Oxley Certification], the Depositor, [Name of the Other Depositor] and [its][their respective] officers, directors and affiliates,\nto the extent that the following information is within our normal area of responsibilities and duties under the Pooling and Servicing\nAgreement, and with the knowledge and intent that they will rely upon this certification, that:\n\n1.I have reviewed the annual report on Form&thinsp;10-K for the fiscal year 20[__] (the &ldquo;Annual\nReport&rdquo;), and all reports on Form&thinsp;10-D and Form&thinsp;8-K to be filed in respect of periods included in the year covered\nby the Annual Report (collectively with the Annual Report, the &ldquo;Reports&rdquo;), of the Trust;\n\n2.To my knowledge, the Reports taken as a whole, do not contain any untrue statement of a material fact\nor omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were\nmade, not misleading with respect to the period covered by the Annual Report;\n\n3.To my knowledge, the distribution information required to be provided by the Certificate Administrator\nunder the Pooling and Servicing Agreement for inclusion in the Reports is included in the Reports;\n\n4.I am responsible for reviewing the activities performed by the Certificate Administrator under the Pooling\nand Servicing Agreement and based on my knowledge and the compliance reviews conducted in preparing the Certificate Administrator compliance\nstatements required for inclusion on Form&thinsp;10-K pursuant to Item&thinsp;1123 of Regulation AB, and except as disclosed on any Reports,\nthe Certificate Administrator has fulfilled its obligations in all material respects under the Pooling and Servicing Agreement; and\n\nExhibit Z-1-1\n\n5.The report on assessment of compliance with servicing criteria applicable to the Certificate Administrator\nfor asset-backed securities with respect to the Certificate Administrator or any Servicing Function Participant retained by the Certificate\nAdministrator and related attestation report on assessment of compliance with servicing criteria applicable to it required to be included\nin the annual report on Form&thinsp;10-K for the Relevant Period in accordance with Item&thinsp;1122 of Regulation AB and Exchange Act\nRules 13a-18 and 15d-18 has been provided to the Depositor for inclusion as an exhibit to such Form&thinsp;10-K. Any material instances\nof noncompliance described in such reports have been provided to the Depositor for disclosure in such annual report on Form&thinsp;10-K.\n\nIn giving the certifications\nabove, the Certificate Administrator has reasonably relied on information provided to it by the following unaffiliated persons: the Master\nServicer, the Special Servicer, the Depositor, the Trustee and/or the Custodian.\n\nCapitalized terms used but\nnot defined herein have the meanings set forth in the Pooling and Servicing Agreement.\n\nDate:\n\nCOMPUTERSHARE TRUST COMPANY,\n\nNATIONAL ASSOCIATION\n\nBy:\n\nName:\n\nTitle:\n\nExhibit Z-1-2\n\n**EXHIBIT Z-2**\n\n**FORM OF CERTIFICATION TO BE PROVIDED\nTO DEPOSITOR BY MASTER SERVICER**\n\nBBCMS MORTGAGE TRUST 2026-5C42 (the &ldquo;Trust&rdquo;)\n\nI, [identify the certifying\nindividual], a [_______________] of MIDLAND LOAN SERVICES, A DIVISION OF PNC BANK, NATIONAL ASSOCIATION, as Master Servicer under that\ncertain Pooling and Servicing Agreement, dated and effective as of June 1, 2026 (the &ldquo;Pooling and Servicing Agreement&rdquo;),\namong Barclays Commercial Mortgage Securities LLC, as depositor, Midland Loan Services, a Division of PNC Bank, National Association,\nas master servicer (the &ldquo;Master Servicer&rdquo;), LNR Partners, LLC, as special servicer (the &ldquo;Special Servicer&rdquo;),\nComputershare Trust Company, National Association, as certificate administrator (in such capacity, the &ldquo;Certificate Administrator&rdquo;)\nand as trustee, and Park Bridge Lender Services LLC, as operating advisor and as asset representations reviewer, on behalf of the Master\nServicer, certify to [Name of Certifying Person(s) for Sarbanes-Oxley Certification], the Depositor, [Name of the Other Depositor] and\n[its][their respective] officers, directors and affiliates, and with the knowledge and intent that they will rely upon this certification,\nthat:\n\n1.Based on my knowledge, with respect to the period ending [December&thinsp;31, 20__] (the &ldquo;Relevant\nPeriod&rdquo;), and assuming the accuracy of the statements required to be made by the Special Servicer in the special servicer backup\ncertificate delivered by the Special Servicer relating to the Relevant Period, all servicing information and all reports (the &ldquo;Servicer\nReports&rdquo;) required to be submitted by the Master Servicer to the Certificate Administrator pursuant to Sections&thinsp;3.12(b)\nand (d) of the Pooling and Servicing Agreement for inclusion in the annual report on Form&thinsp;10-K for the Relevant Period and inclusion\nin all reports on Form&thinsp;10-D or Form&thinsp;8-K have been submitted by the Master Servicer to the Certificate Administrator for\ninclusion in these reports;\n\n2.Based on my knowledge, and assuming the accuracy of the statements required to be made by the Special\nServicer in the special servicer backup certificate delivered by the Special Servicer relating to the Relevant Period, the master servicing\ninformation contained in the Servicer Reports, taken as a whole, does not contain any untrue statement of a material fact or omit to state\na material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading\nwith respect to the period covered by these reports;\n\n3.I am, or a Servicing Officer under my supervision is, responsible for reviewing the activities performed\nby the Master Servicer under the Pooling and Servicing Agreement and based upon my knowledge and the annual compliance reviews conducted\nin preparing the servicer compliance statements required to be delivered under Article&thinsp;XI of the Pooling and Servicing Agreement\nfor inclusion on Form&thinsp;10-K pursuant to Item&thinsp;1123 of Regulation AB with respect to the Master Servicer, and except as disclosed\nin the compliance certificate delivered by the Master Servicer under Section&thinsp;11.09 of the\n\nExhibit Z-2-1\n\nPooling and Servicing Agreement, the\nMaster Servicer has fulfilled its obligations under the Pooling and Servicing Agreement in all material respects during the Relevant Period;\n\n4.The accountants that are to deliver the annual attestation report on assessment of compliance with the\nRelevant Servicing Criteria in respect of the Master Servicer with respect to the Trust&rsquo;s fiscal year _____ have been provided all\ninformation relating to the Master Servicer&rsquo;s assessment of compliance with the Relevant Servicing Criteria in order to enable them\nto conduct a review in compliance with the standards for attestation engagements issued or adopted by the PCAOB; and\n\n5.The report on assessment of compliance with servicing criteria applicable to the Master Servicer for asset-backed\nsecurities with respect to the Master Servicer or any Servicing Function Participant retained by the Master Servicer and related attestation\nreport on assessment of compliance with servicing criteria applicable to it required to be included in the annual report on Form&thinsp;10-K\nfor the Relevant Period in accordance with Item&thinsp;1122 of Regulation AB and Exchange Act Rules 13a-18 and 15d-18 has been provided\nto the Depositor and to the Certificate Administrator for inclusion as an exhibit to such Form&thinsp;10-K. Any material instances of\nnoncompliance described in such reports have been provided to the Certificate Administrator and the Depositor for disclosure in such annual\nreport on Form&thinsp;10-K.\n\n[In giving the certification\nabove, I have reasonably relied on and make no certification as to information provided to me by the following unaffiliated parties: [name(s)\nof third parties (including the Special Servicer, but other than a Sub-Servicer, Additional Servicer or any other third party retained\nby the Master Servicer that is not a Sub-Servicer appointed pursuant to Section&thinsp;3.20 of the Pooling and Servicing Agreement)] and,\nnotwithstanding the foregoing certifications, neither I nor the Master Servicer makes any certification under the foregoing clauses&thinsp;(2)\nand (3)&thinsp;with respect to the information in the Servicer Reports that is in turn dependent upon information provided by the Special\nServicer under the Pooling and Servicing Agreement. Solely with respect to the completeness of information and reports, I do not certify\nanything other than that all fields of information called for in written reports prepared by the Master Servicer have been properly completed\nand that any fields that have been left blank on their face have been done so in accordance with the CREFC procedures for such report.]\n\nExhibit Z-2-2\n\n&thinsp;\n\nCapitalized terms used but\nnot defined herein have the meanings set forth in the Pooling and Servicing Agreement.\n\nDate:\n\n[MIDLAND LOAN SERVICES, A DIVISION OF\n\nPNC BANK, NATIONAL ASSOCIATION\n\nBy:\n\nName:\n\nTitle:]\n\nExhibit Z-2-3\n\n**EXHIBIT Z-3**\n\n**FORM OF CERTIFICATION TO BE PROVIDED\nTO DEPOSITOR BY SPECIAL SERVICER**\n\nBBCMS MORTGAGE TRUST 2026-5C42 (the &ldquo;Trust&rdquo;)\n\nI, [identify the certifying\nindividual], a [_______________ ] of LNR Partners, LLC, as Special Servicer under that certain Pooling and Servicing Agreement, dated\nand effective as of June 1, 2026 (the &ldquo;Pooling and Servicing Agreement&rdquo;), among Barclays Commercial Mortgage Securities\nLLC, as depositor, Midland Loan Services, a Division of PNC Bank, National Association, as master servicer (the &ldquo;Master Servicer&rdquo;),\nLNR Partners, LLC, as special servicer (the &ldquo;Special Servicer&rdquo;), Computershare Trust Company, National Association,\nas certificate administrator (in such capacity, the &ldquo;Certificate Administrator&rdquo;) and as trustee (in such capacity,\nthe &ldquo;Trustee&rdquo;), and Park Bridge Lender Services LLC, as operating advisor and as asset representations reviewer, on\nbehalf of the Special Servicer, certify to [Name of Certifying Person(s) for Sarbanes-Oxley Certification], the Depositor, [Name of the\nOther Depositor] and [its][their respective] officers, directors and affiliates, and with the knowledge and intent that they will rely\nupon this certification, that:\n\n1.Based on my knowledge, with respect to the period ending [December&thinsp;31, 20__] (the &ldquo;Relevant\nPeriod&rdquo;), all servicing information and all required reports (the &ldquo;Special Servicer Reports&rdquo;) required to\nbe submitted by the Special Servicer pursuant to the Pooling and Servicing Agreement for inclusion in the annual report on Form&thinsp;10-K\nfor the Relevant Period and inclusion in all reports on Form&thinsp;10-D or Form&thinsp;8-K have been submitted by the Special Servicer\nto the Master Servicer, the Depositor, the Trustee or the Certificate Administrator, as applicable, for inclusion in these reports;\n\n2.Based on my knowledge, the special servicing information contained in the Special Servicer Reports, taken\nas a whole, does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements\nmade, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by these\nreports;\n\n3.I am, or a Servicing Officer under my supervision is, responsible for reviewing the activities performed\nby the Special Servicer under the Pooling and Servicing Agreement and based upon my knowledge and the annual compliance reviews conducted\nin preparing the servicer compliance statements required to be delivered under Article&thinsp;XI of the Pooling and Servicing Agreement\nfor inclusion in the Form&thinsp;10-K under Item&thinsp;1123 of Regulation AB with respect to the Special Servicer, and except as disclosed\nin the compliance certificate delivered by the Special Servicer under Section&thinsp;11.09 of the Pooling and Servicing Agreement, the Special\nServicer has fulfilled its obligations under the Pooling and Servicing Agreement in all material respects during the Relevant Period;\n\n4.The accountants that are to deliver the annual attestation report on assessment of compliance with the\nRelevant Servicing Criteria in respect of the Special Servicer with respect to the Trust&rsquo;s fiscal year _____ have been provided\nall information relating to the\n\nExhibit Z-3-1\n\nSpecial Servicer assessment of compliance\nwith the Relevant Servicing Criteria, in order to enable them to conduct a review in compliance with the standards for attestation engagements\nissued or adopted by the PCAOB; and\n\n5.The report on assessment of compliance with servicing criteria applicable to the Special Servicer for\nasset-backed securities with respect to the Special Servicer or any Servicing Function Participant retained by the Special Servicer and\nrelated attestation report on assessment of compliance with servicing criteria applicable to it required to be included in the annual\nreport on Form&thinsp;10-K for the Relevant Period in accordance with Item&thinsp;1122 of Regulation AB and Exchange Act Rules 13a-18\nand 15d-18 has been provided to the Depositor and to the Certificate Administrator for inclusion as an exhibit to such Form&thinsp;10-K.\nAny material instances of noncompliance described in such reports have been provided to the Certificate Administrator and the Depositor\nfor disclosure in such annual report on Form&thinsp;10-K.\n\nCapitalized terms used but\nnot defined herein have the meanings set forth in the Pooling and Servicing Agreement.\n\nDate:\n\nLNR PARTNERS, LLC\n\nBy:\n\nName:\n\nTitle:\n\nExhibit Z-3-2\n\n**EXHIBIT Z-4**\n\n**Form\nof Certification to be Provided\nto Depositor by Trustee**\n\nBBCMS MORTGAGE TRUST 2026-5C42 (The &ldquo;Trust&rdquo;)\n\nThe undersigned, __________,\na __________ of COMPUTERSHARE TRUST COMPANY, NATIONAL ASSOCIATION, on behalf of COMPUTERSHARE TRUST COMPANY, NATIONAL ASSOCIATION, as\nTrustee (in such capacity, the &ldquo;Trustee&rdquo;), under that certain Pooling and Servicing Agreement, dated and effective\nas of June 1, 2026 (the &ldquo;Pooling and Servicing Agreement&rdquo;), among Barclays Commercial Mortgage Securities LLC, as depositor,\nMidland Loan Services, a Division of PNC Bank, National Association, as master servicer (the &ldquo;Master Servicer&rdquo;), LNR\nPartners, LLC, as special servicer (the &ldquo;Special Servicer&rdquo;), Computershare Trust Company, National Association, as\ncertificate administrator (in such capacity, the &ldquo;Certificate Administrator&rdquo;), the Trustee, and Park Bridge Lender\nServices LLC, as operating advisor and as asset representations reviewer, certifies to [Name of Certifying Person(s) for Sarbanes-Oxley\nCertification], the Depositor, [Name of the Other Depositor] and [its][their respective] officers, directors and affiliates, to the extent\nthat the following information is within our normal area of responsibilities and duties under the Pooling and Servicing Agreement, and\nwith the knowledge and intent that they will rely upon this certification, that:\n\nThe report on assessment of compliance\nwith servicing criteria applicable to the Trustee for asset-backed securities with respect to the Trustee or any Servicing Function Participant\nretained by the Trustee and related attestation report on assessment of compliance with servicing criteria applicable to it required to\nbe included in the annual report on Form&thinsp;10-K for the Relevant Period in accordance with Item&thinsp;1122 of Regulation AB and\nExchange Act Rules 13a-18 and 15d-18 has been provided to the Depositor and to the Certificate Administrator for inclusion as an exhibit\nto such Form&thinsp;10-K. Any material instances of noncompliance described in such reports have been provided to the Certificate Administrator\nand the Depositor for disclosure in such annual report on Form&thinsp;10-K.\n\nCapitalized terms used but\nnot defined herein have the meanings set forth in the Pooling and Servicing Agreement.\n\nDate:\n\nCOMPUTERSHARE TRUST COMPANY,\n\nNATIONAL ASSOCIATION\n\nBy:\n\nName:\n\nTitle:\n\nExhibit Z-4-1\n\n**EXHIBIT Z-5**\n\n**FORM OF CERTIFICATION TO BE PROVIDED\nTO DEPOSITOR BY OPERATING ADVISOR**\n\nBBCMS MORTGAGE TRUST 2026-5C42 (the &ldquo;Trust&rdquo;)\n\nI, [identify the certifying\nindividual], a [_______________] of Park Bridge Lender Services LLC (the &ldquo;Operating Advisor&rdquo;) as Operating Advisor\nunder that certain Pooling and Servicing Agreement, dated and effective as of June 1, 2026 (the &ldquo;Pooling and Servicing Agreement&rdquo;),\namong Barclays Commercial Mortgage Securities LLC, as depositor, Midland Loan Services, a Division of PNC Bank, National Association,\nas master servicer (the &ldquo;Master Servicer&rdquo;), LNR Partners, LLC, as special servicer (the &ldquo;Special Servicer&rdquo;),\nComputershare Trust Company, National Association, as certificate administrator (in such capacity, the &ldquo;Certificate Administrator&rdquo;)\nand as trustee (in such capacity, the &ldquo;Trustee&rdquo;), and Park Bridge Lender Services LLC, as operating advisor and as\nasset representations reviewer, on behalf of the Operating Advisor, certify to [Name of Certifying Person(s) for Sarbanes-Oxley Certification],\nthe Depositor, [Name of the Other Depositor] and [its][their respective] officers, directors and affiliates, and with the knowledge and\nintent that they will rely upon this certification, that:\n\n1.Based on my knowledge, with respect to the period ending [December&thinsp;31, 20__] (the &ldquo;Relevant\nPeriod&rdquo;), all information required to be submitted by the Operating Advisor to the Master Servicer, the Depositor, Trustee or\nCertificate Administrator, as applicable, pursuant to the Pooling and Servicing Agreement for inclusion in the annual report on Form&thinsp;10-K\nfor the Relevant Period and inclusion in all reports on Form&thinsp;10-D or Form&thinsp;8-K (the &ldquo;Reports&rdquo;) (such information\nprovided by the Operating Advisor, collectively, the &ldquo;Operating Advisor Periodic Information&rdquo;) have been submitted\nby the Operating Advisor to the Master Servicer, the Depositor, the Trustee or the Certificate Administrator, as applicable, for inclusion\nin these reports;\n\n2.Based on my knowledge, the Operating Advisor Periodic Information contained in the Reports, taken as a\nwhole, does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made,\nin light of the circumstances under which such statements were made, not misleading with respect to the period covered by these reports;\n\n3.The accountants that are to deliver the annual attestation report on assessment of compliance with the\nRelevant Servicing Criteria in respect of the Operating Advisor with respect to the Trust&rsquo;s fiscal year ________ have been provided\nall information relating to the Operating Advisor&rsquo;s assessment of compliance with the Relevant Servicing Criteria, in order to enable\nthem to conduct a review in compliance with the standards for attestation engagements issued or adopted by the PCAOB; and\n\nExhibit Z-5-1\n\n4.The report on assessment of compliance with servicing criteria applicable to the Operating Advisor for\nasset-backed securities with respect to the Operating Advisor or any Servicing Function Participant retained by the Operating Advisor\nand related attestation report on assessment of compliance with servicing criteria applicable to it required to be included in the annual\nreport on Form&thinsp;10-K for the Relevant Period in accordance with Item&thinsp;1122 of Regulation AB and Exchange Act Rules 13a-18\nand 15d-18 has been provided to the Depositor and to the Certificate Administrator for inclusion as an exhibit to such Form&thinsp;10-K.\nAny material instances of noncompliance described in such reports have been provided to the Certificate Administrator and the Depositor\nfor disclosure in such annual report on Form&thinsp;10-K.\n\nCapitalized terms used but\nnot defined herein have the meanings set forth in the Pooling and Servicing Agreement.\n\nDate:\n\nPARK BRIDGE LENDER SERVICES LLC, as\n\nOperating Advisor\n\nBy:\nPark Bridge Advisors LLC, a New York limited\n\nliability company, its sole member\n\nBy:\nPark Bridge Financial LLC, a New York\n\nlimited liability company, its sole member\n\nBy:\n\nName:\n\nTitle:\n\nExhibit Z-5-2\n\n**EXHIBIT Z-6**\n\n**Form\nof Certification to be Provided\nto Depositor by CUSTODIAN**\n\n&thinsp;\n\nBBCMS MORTGAGE TRUST 2026-5C42 (The &ldquo;Trust&rdquo;)\n\nThe undersigned, __________,\na __________ of COMPUTERSHARE TRUST COMPANY, NATIONAL ASSOCIATION, on behalf of COMPUTERSHARE TRUST COMPANY, NATIONAL ASSOCIATION, as\nCustodian (in such capacity, the &ldquo;Custodian&rdquo;), under that certain Pooling and Servicing Agreement, dated and effective\nas of June 1, 2026 (the &ldquo;Pooling and Servicing Agreement&rdquo;), among Barclays Commercial Mortgage Securities LLC, as depositor,\nMidland Loan Services, a Division of PNC Bank, National Association, as master servicer (the &ldquo;Master Servicer&rdquo;), LNR\nPartners, LLC, as special servicer (the &ldquo;Special Servicer&rdquo;), Computershare Trust Company, National Association, as\ncertificate administrator (in such capacity, the &ldquo;Certificate Administrator&rdquo;) and as trustee (in such capacity, the\n&ldquo;Trustee&rdquo;), and Park Bridge Lender Services LLC, as operating advisor and as asset representations reviewer, certifies\nto [Name of Certifying Person(s) for Sarbanes-Oxley Certification], the Depositor, [Name of the Other Depositor] and [its][their respective]\nofficers, directors and affiliates, to the extent that the following information is within our normal area of responsibilities and duties\nunder the Pooling and Servicing Agreement, and with the knowledge and intent that they will rely upon this certification, that:\n\nThe report on assessment of compliance\nwith servicing criteria applicable to the Custodian for asset-backed securities with respect to the Custodian or any Servicing Function\nParticipant retained by the Custodian and related attestation report on assessment of compliance with servicing criteria applicable to\nit required to be included in the annual report on Form&thinsp;10-K for the Relevant Period in accordance with Item&thinsp;1122 of Regulation\nAB and Exchange Act Rules 13a-18 and 15d-18 has been provided to the Depositor and to the Certificate Administrator for inclusion as an\nexhibit to such Form&thinsp;10-K. Any material instances of noncompliance described in such reports have been provided to the Certificate\nAdministrator and the Depositor for disclosure in such annual report on Form&thinsp;10-K.\n\nCapitalized terms used but\nnot defined herein have the meanings set forth in the Pooling and Servicing Agreement.\n\nDate:\n\nExhibit Z-6-1\n\nCOMPUTERSHARE TRUST COMPANY,\n\nNATIONAL ASSOCIATION\n\nBy:\n\nName:\n\nTitle:\n\nExhibit Z-6-2\n\n**EXHIBIT Z-7**\n\n**FORM OF CERTIFICATION TO BE PROVIDED\nTO DEPOSITOR BY ASSET REPRESENTATIONS REVIEWER**\n\n&thinsp;\n\nBBCMS MORTGAGE TRUST 2026-5C42 (the &ldquo;Trust&rdquo;)\n\nI, [identify the certifying\nindividual], a [_______________] of Park Bridge Lender Services LLC (the &ldquo;Asset Representations Reviewer&rdquo;) as Asset\nRepresentations Reviewer under that certain Pooling and Servicing Agreement, dated and effective as of June 1, 2026 (the &ldquo;Pooling\nand Servicing Agreement&rdquo;), among Barclays Commercial Mortgage Securities LLC, as depositor, Midland Loan Services, a Division\nof PNC Bank, National Association, as master servicer (the &ldquo;Master Servicer&rdquo;), LNR Partners, LLC, as special servicer,\nComputershare Trust Company, National Association, as certificate administrator (in such capacity, the &ldquo;Certificate Administrator&rdquo;)\nand as trustee (in such capacity, the &ldquo;Trustee&rdquo;), and Park Bridge Lender Services LLC, as operating advisor and as\nAsset Representations Reviewer, on behalf of the Asset Representations Reviewer, certify to [Name of Certifying Person(s) for Sarbanes-Oxley\nCertification], the Depositor, [Name of the Other Depositor] and [its][their respective] officers, directors and affiliates, and with\nthe knowledge and intent that they will rely upon this certification, that:\n\n1.Based on my knowledge, with respect to the period ending [December&thinsp;31, 20__] (the &ldquo;Relevant\nPeriod&rdquo;), all information required to be submitted by the Asset Representations Reviewer to the Master Servicer, the Depositor,\nTrustee or Certificate Administrator, as applicable, pursuant to the Pooling and Servicing Agreement for inclusion in the annual report\non Form&thinsp;10-K for the Relevant Period and inclusion in all reports on Form&thinsp;10-D or Form&thinsp;8-K (the &ldquo;Reports&rdquo;)\n(such information provided by the Asset Representations Reviewer, collectively, the &ldquo;Asset Representations Reviewer Periodic\nInformation&rdquo;) have been submitted by the Asset Representations Reviewer to the Master Servicer, the Depositor, the Trustee or\nthe Certificate Administrator, as applicable, for inclusion in these reports; and\n\n2.Based on my knowledge, the Asset Representations Reviewer Periodic Information contained in the Reports,\ntaken as a whole, does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements\nmade, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by these\nreports.\n\nExhibit Z-7-1\n\n&thinsp;\n\nCapitalized terms used but\nnot defined herein have the meanings set forth in the Pooling and Servicing Agreement.\n\nDate:\n\nPARK BRIDGE LENDER SERVICES LLC, as\n\nAsset Representations Reviewer\n\nBy:\nPark Bridge Advisors LLC, a New York limited\n\nliability company, its sole member\n\nBy:\nPark Bridge Financial LLC, a New York\n\nlimited liability company, its sole member\n\nBy:\n\nName:\n\nTitle:\n\nExhibit Z-7-2\n\n**EXHIBIT AA**\n\n**Servicing\nCriteria\nto be Addressed in Assessment of Compliance**\n\nThe assessment of compliance\nto be delivered by the referenced party shall address, at a minimum, the criteria identified below as &ldquo;Applicable Servicing Criteria&rdquo;\napplicable to such party, as such criteria may be updated or limited by the Commission or its staff (including, without limitation, not\nrequiring the delivery of certain of the items set forth on this Exhibit based on interpretive guidance provided by the Commission or\nits staff relating to Item 1122 of Regulation AB). In addition, this Exhibit AA shall not be construed to impose on any Person any servicing\nduty that is not otherwise imposed on such Person under the main body of the Pooling and Servicing Agreement of which this Exhibit AA\nforms a part or to require an assessment of a criterion that is not encompassed by the servicing duties of the applicable party that are\nset forth in the main body of such Pooling and Servicing Agreement. For the avoidance of doubt, for purposes of this Exhibit AA,\nother than with respect to Item 1122(d)(2)(iii), references to Master Servicer or Special Servicer below shall include any Sub-Servicer\nengaged by the Master Servicer or the Special Servicer.\n\n&thinsp;\n\n**APPLICABLE Servicing Criteria**\n**applicable\nPARTY**\n\n**Reference**\n**Criteria**\n&thinsp;\n\n&thinsp;\n**Servicing Considerations**\n&thinsp;\n\n1122(d)(1)(i)\nPolicies and procedures are instituted to monitor any performance or other triggers and events of default in accordance with the transaction agreements.\n\nCertificate Administrator\n\nMaster Servicer\n\nSpecial Servicer\n\n1122(d)(1)(ii)\nIf any material servicing activities are outsourced to third parties, policies and procedures are instituted to monitor the third party&rsquo;s performance and compliance with such servicing activities.\n\nCertificate Administrator\n\nMaster Servicer\n\nSpecial Servicer\n\n1122(d)(1)(iii)\nAny requirements in the transaction agreements to maintain a back-up servicer for the mortgage loans are maintained.\nN/A\n\n1122(d)(1)(iv)\nA fidelity bond and errors and omissions policy is in effect on the party participating in the servicing function throughout the reporting period in the amount of coverage required by and otherwise in accordance with the terms of the transaction agreements.\n\nMaster Servicer\n\nSpecial Servicer\n\nCustodian (as applicable)\n\n1122(d)(1)(v)\nAggregation of information, as applicable, is mathematically accurate and the information conveyed accurately reflects the information.\nCertificate Administrator\n\nMaster Servicer\n\nSpecial Servicer\n\n&thinsp;\n**Cash Collection and Administration**\n&thinsp;\n\n1122(d)(2)(i)\nPayments on mortgage loans are deposited into the appropriate custodial bank accounts and related bank clearing accounts no more than two business days following receipt, or such other number of days specified in the transaction agreements.\n\nCertificate Administrator\n\nMaster Servicer\n\nSpecial Servicer\n\n1122(d)(2)(ii)\nDisbursements made via wire transfer on behalf of an obligor or to an investor are made only by authorized personnel.\nCertificate Administrator\n\nExhibit AA-1\n\n**APPLICABLE Servicing Criteria**\n**applicable\nPARTY**\n\n**Reference**\n**Criteria**\n&thinsp;\n\n1122(d)(2)(iii)\nAdvances of funds or guarantees regarding collections, cash flows or distributions, and any interest or other fees charged for such advances, are made, reviewed and approved as specified in the transaction agreements.\nMaster Servicer\n\nSpecial Servicer\n\nTrustee (as applicable)2\n\n1122(d)(2)(iv)\nThe related accounts for the transaction, such as cash reserve accounts or accounts established as a form of overcollateralization, are separately maintained (e.g., with respect to commingling of cash) as set forth in the transaction agreements.\n\nCertificate Administrator\n\nMaster Servicer\n\nSpecial Servicer\n\n1122(d)(2)(v)\nEach custodial account is maintained at a federally insured depository institution as set forth in the transaction agreements. For purposes of this criterion, &ldquo;federally insured depository institution&rdquo; with respect to a foreign financial institution means a foreign financial institution that meets the requirements of Rule 13k-1(b)(1) of the Exchange Act.\n\nCertificate Administrator\n\nMaster Servicer\n\nSpecial Servicer\n\n1122(d)(2)(vi)\nUnissued checks are safeguarded so as to prevent unauthorized access.\n\nCertificate Administrator\n\nMaster Servicer\n\nSpecial Servicer\n\n1122(d)(2)(vii)\nReconciliations are prepared on a monthly basis for all asset-backed securities related bank accounts, including custodial accounts and related bank clearing accounts. These reconciliations (A)&thinsp;are mathematically accurate; (B)&thinsp;are prepared within 30 calendar days after the bank statement cutoff date, or such other number of days specified in the transaction agreements; (C)&thinsp;are reviewed and approved by someone other than the person who prepared the reconciliation; and (D)&thinsp;contain explanations for reconciling items. These reconciling items are resolved within 90&thinsp;calendar days of their original identification, or such other number of days specified in the transaction agreements.\nCertificate Administrator\n\nMaster Servicer\n\nSpecial Servicer\n\n&thinsp;\n**Investor Remittances and Reporting**\n&thinsp;\n\n1122(d)(3)(i)\nReports to investors, including those to be filed with the Commission, are maintained in accordance with the transaction agreements and applicable Commission requirements. Specifically, such reports (A)&thinsp;are prepared in accordance with timeframes and other terms set forth in the transaction agreements; (B)&thinsp;provide information calculated in accordance with the terms specified in the transaction agreements; (C)&thinsp;are filed with the Commission as required by its rules and regulations; and (D)&thinsp;agree with investors&rsquo; or the trustee&rsquo;s records as to the total unpaid principal balance and number of mortgage loans serviced by the Reporting Servicer.\nCertificate Administrator\n\nOperating Advisor (with respect to A and B)\n\n1122(d)(3)(ii)\nAmounts due to investors are allocated and remitted in accordance with timeframes, distribution priority and other terms set forth in the transaction agreements.\nCertificate Administrator\n\n1122(d)(3)(iii)\nDisbursements made to an investor are posted within two business days to the Servicer&rsquo;s investor records, or such other number of days specified in the transaction agreements.\nCertificate Administrator\n\n1122(d)(3)(iv)\nAmounts remitted to investors per the investor reports agree with cancelled checks, or other form of payment, or custodial bank statements.\nCertificate Administrator\n\n&thinsp;\n**Pool Asset Administration**\n&thinsp;\n\n1122(d)(4)(i)\nCollateral or security on mortgage loans is maintained as required by the transaction agreements or related mortgage loan documents.\nCustodian\n\nMaster Servicer\n\nSpecial Servicer\n\n1122(d)(4)(ii)\nMortgage loan and related documents are safeguarded as required by the transaction agreements\nCustodian\n\n1122(d)(4)(iii)\nAny additions, removals or substitutions to the asset pool are made, reviewed and approved in accordance with any conditions or requirements in the transaction agreements.\nCertificate Administrator\n\nMaster Servicer\n\nSpecial Servicer\n\n1 Only to the extent that the Trustee was required\nto make an Advance pursuant to the Pooling and Servicing Agreement during the applicable calendar year.\n\nExhibit AA-2\n\n**APPLICABLE Servicing Criteria**\n**applicable\nPARTY**\n\n**Reference**\n**Criteria**\n&thinsp;\n\n1122(d)(4)(iv)\nPayments on mortgage loans, including any payoffs, made in accordance with the related mortgage loan documents are posted to the Servicer&rsquo;s obligor records maintained no more than two business days after receipt, or such other number of days specified in the transaction agreements, and allocated to principal, interest or other items (e.g., escrow) in accordance with the related mortgage loan documents.\nMaster Servicer\n\n1122(d)(4)(v)\nThe Reporting Servicer&rsquo;s records regarding the mortgage loans agree with the Reporting Servicer&rsquo;s records with respect to an obligor&rsquo;s unpaid principal balance.\nMaster Servicer\n\n1122(d)(4)(vi)\nChanges with respect to the terms or status of an obligor&rsquo;s mortgage loans (e.g., loan modifications or re-agings) are made, reviewed and approved by authorized personnel in accordance with the transaction agreements and related pool asset documents.\nMaster Servicer\n\nSpecial Servicer\n\n1122(d)(4)(vii)\nLoss mitigation or recovery actions (e.g., forbearance plans, modifications and deeds in lieu of foreclosure, foreclosures and repossessions, as applicable) are initiated, conducted and concluded in accordance with the timeframes or other requirements established by the transaction agreements.\nSpecial Servicer\n\nOperating Advisor\n\n1122(d)(4)(viii)\nRecords documenting collection efforts are maintained during the period a mortgage loan is delinquent in accordance with the transaction agreements. Such records are maintained on at least a monthly basis, or such other period specified in the transaction agreements, and describe the entity&rsquo;s activities in monitoring delinquent mortgage loans including, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment).\nMaster Servicer\n\nSpecial Servicer\n\n1122(d)(4)(ix)\nAdjustments to interest rates or rates of return for mortgage loans with variable rates are computed based on the related mortgage loan documents.\nMaster Servicer\n\n1122(d)(4)(x)\nRegarding any funds held in trust for an obligor (such as escrow accounts):&thinsp;&thinsp;(A)&thinsp;such funds are analyzed, in accordance with the obligor&rsquo;s mortgage loan documents, on at least an annual basis, or such other period specified in the transaction agreements; (B)&thinsp;interest on such funds is paid, or credited, to obligors in accordance with applicable mortgage loan documents and state laws; and (C)&thinsp;such funds are returned to the obligor within 30 calendar days of full repayment of the related mortgage loans, or such other number of days specified in the transaction agreements.\nMaster Servicer\n\n1122(d)(4)(xi)\nPayments made on behalf of an obligor (such as tax or insurance payments) are made on or before the related penalty or expiration dates, as indicated on the appropriate bills or notices for such payments, provided that such support has been received by the servicer at least 30 calendar days prior to these dates, or such other number of days specified in the transaction agreements.\nMaster Servicer\n\n1122(d)(4)(xii)\nAny late payment penalties in connection with any payment to be made on behalf of an obligor are paid from the servicer&rsquo;s funds and not charged to the obligor, unless the late payment was due to the obligor&rsquo;s error or omission.\nMaster Servicer\n\n1122(d)(4)(xiii)\nDisbursements made on behalf of an obligor are posted within two business days to the obligor&rsquo;s records maintained by the servicer, or such other number of days specified in the transaction agreements.\nMaster Servicer\n\n1122(d)(4)(xiv)\n&thinsp;Delinquencies, charge-offs and uncollectible accounts are recognized and recorded in accordance with the transaction agreements.\nMaster Servicer\n\n1122(d)(4)(xv)\nAny external enhancement or other support, identified in Item&thinsp;1114(a)(1) through (3) or Item&thinsp;1115 of Regulation&thinsp;AB, is maintained as set forth in the transaction agreements.\nN/A\n\nAt all times that the Certificate\nAdministrator and the Trustee are the same entity, the Trustee and Certificate Administrator may provide a combined assessment of compliance\nin respect of their combined responsibilities under Section 1122 of Regulation AB.\n\nExhibit AA-3\n\nAt all times that the Master\nServicer and the Special Servicer are the same entity, the Master Servicer and the Special Servicer may provide a combined assessment\nof compliance in respect of their combined responsibilities under Section 1122 of Regulation AB.\n\nExhibit AA-4\n\n**EXHIBIT BB**\n\n**ADDITIONAL\nFORM 10-D DISCLOSURE**\n\nThe parties identified in\nthe &ldquo;Party Responsible&rdquo; column are obligated pursuant to Section 11.04 of the Pooling and Servicing Agreement to disclose\nto the Depositor and the Certificate Administrator (or the Master Servicer, to the extent specified in Section 11.04 of the Pooling and\nServicing Agreement) any information described in the corresponding Form 10-D Item described in the &ldquo;Item on Form 10-D&rdquo; column\nto the extent such party has actual knowledge (and in the case of net operating income information, financial statements, annual operating\nstatements, budgets and/or rent rolls required to be provided in connection with Item 6 below, possession) of such information (other\nthan information as to itself). Each of the Certificate Administrator, the Trustee, the Master Servicer and the Special Servicer shall\nbe entitled to rely on the accuracy of the Prospectus (other than information with respect to itself that is set forth in or omitted from\nthe Prospectus), in the absence of specific written notice to the contrary from the Depositor or a Mortgage Loan Seller. Each of the Certificate\nAdministrator, the Trustee, the Master Servicer and the Special Servicer shall be entitled to conclusively assume that there is no &ldquo;significant\nobligor&rdquo; other than a party or property identified as such in the Prospectus and to assume that no other party or property will\nconstitute a &ldquo;significant obligor&rdquo; after the Cut-off Date. In no event shall the Master Servicer or the Special Servicer be\nrequired to provide any information for inclusion in a Form 10-D that relates to any Mortgage Loan for which the Master Servicer or the\nSpecial Servicer is not the Master Servicer or the Special Servicer, as the case may be. For this BBCMS 2026-5C42 Pooling and Servicing\nAgreement, each of the Certificate Administrator, the Trustee, the Master Servicer and the Special Servicer shall be entitled to assume\nthat there is no provider of credit enhancement, liquidity or derivative instruments within the meaning of Items 1114 or 1115 of Regulation\nAB.\n\n&thinsp;\n\n**Item\non Form 10-D**\n**Party\nResponsible**\n\nItem&thinsp;1: Distribution and\nPool Performance Information:\n\n● Item&thinsp;1121(a)(13)\nof Regulation AB\n\n● Item&thinsp;1121(a)(14)\nof Regulation AB\n\n● Certificate\nAdministrator\n\n● Depositor\n\n&thinsp;\n\nItem&thinsp;1A: Asset-Level Information\n\n● Item&thinsp;1111(h)\nof Regulation AB\n\n● Item&thinsp;1125\nof Regulation AB\n\n● Master\nServicer\n\nItem&thinsp;1B: Asset Representations\nReviewer and Investor Communication:\n\n● Item&thinsp;1121(d)\nof Regulation AB\n\n● Item&thinsp;1121(e)\nof Regulation AB\n\n● Certificate\nAdministrator\n\n● Depositor\n\n● Asset\nRepresentations Reviewer (with respect to Item 1121(d) of Regulation AB only)\n\nExhibit BB-1\n\n**Item\non Form 10-D**\n**Party\nResponsible**"}