**UNITED STATESSECURITIES AND EXCHANGE COMMISSION**

**WASHINGTON,D.C. 20549**

**FORM 10‐K**

(Mark one)

**/X/ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIESEXCHANGE ACT OF 1934**

**    For the fiscal year endedDecember 31, 2019 OR**

**//TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIESEXCHANGE ACT OF 1934**

**For the transition period from****            ****to****            **

 

 

 

**Commission file number:333-180779-20**

 

**Central Index Key Number of the issuingentity:0001656047**

 

**Morgan Stanley Bank of America Merrill Lynch Trust2015-C27**

**(exact name of issuing entity as specified in itscharter)**

 

**Central Index Key Number of the depositor:0001547361**

 

**Morgan Stanley Capital I Inc.**

**(exact name of the depositor as specified in its charter)**

 

**Central Index Key Number of the sponsor:0001541557**

 

**Morgan Stanley Mortgage Capital Holdings LLC**

**(exact names of the sponsors as specified in theircharters)**

 

**Central Index Key Number of the sponsor:0001102113**

 

**Bank of America, National Association**

**(exact names of the sponsors as specified in theircharters)**

 

**Central Index Key Number of the sponsor:0001548567**

 

**CIBC Inc.**

**(exact names of the sponsors as specified in theircharters)**

 

**Central Index Key Number of the sponsor:0001682532**

 

**Starwood Mortgage Funding III LLC**

**(exact names of the sponsors as specified in theircharters)**

 

| **New York**                                                        | **38‐3979833  38‐3979834  38‐3979835  38‐7143623** |
|---------------------------------------------------------------------|----------------------------------------------------------------------------|
| **(State or other jurisdiction of incorporation or  organization)** | **(I.R.S. Employer Identification Numbers)**                               |

 

**c/o Wells Fargo Bank, N.A.**

**9062 Old Annapolis Road**

** Columbia, MD**

**(Address of principal executive offices)**

 

**21045**

**(Zip Code)**

 

**Telephone number, including area code:**

**(410) 884‐2000**

Securitiesregistered pursuant to Section 12(b) of the Act:

 

| Title of each class | Trading Symbol(s) | Name of each  exchange on which registered |
|---------------------|-------------------|--------------------------------------------|
| None                |              |                                       |

 

Securitiesregistered pursuant to Section 12(g) of the Act:

 

  NONE.

 

Indicateby check mark if the registrant is a well-known seasoned issuer, as defined inRule 405 of the Securities Act.

 

  Yes___ No X

 

Indicateby check mark if the registrant is not required to file reports pursuant toSection 13 or Section 15(d) of the Act.

 

  Yes___ No X

 

Note- Checking the box above will not relieve any registrant required to filereports pursuant to Section 13 or 15(d) of the Exchange Act from theirobligations under those Sections.

 

Indicate by check mark whether the registrant (1) has filed all reportsrequired to be filed by Section 13 or 15(d) of the Securities Exchange Act of1934 during the preceding 12 months (or for such shorter period that theregistrant was required to file such reports), and (2) has been subject to suchfiling requirements for the past 90 days.

 

  YesX No ___

 

Indicateby check mark whether the registrant has submitted electronically and posted onits corporate Web site, if any, every Interactive Data File required to be submittedand posted pursuant to Rule 405 of Regulation S-T (Section 232.405 of thischapter) during the preceding 12 months (or for such shorter period that theregistrant was required to submit and post such files).

 

  Notapplicable.

 

Indicateby check mark if disclosure of delinquent filers pursuant to Item 405 ofRegulation S-K (Section 229.405 of this chapter) is not contained herein, andwill not be contained, to the best of registrant's knowledge, in definitiveproxy or information statements incorporated by reference in Part III of thisForm 10-K or any amendment to this Form 10-K.

 

  Notapplicable.

 

Indicateby check mark whether the registrant is a large accelerated filer, anaccelerated filer, a non-accelerated filer, a smaller reporting company, oremerging growth company. See the definitions of "large acceleratedfiler", "accelerated filer," "smaller reportingcompany," and “emerging growth company” in Rule 12b-2 of the Exchange Act.

 

 Largeaccelerated filer ___ Accelerated filer ___ Non-accelerated filer X (Do not check if a smaller reporting company)Smaller reporting company ___

 

Emerginggrowth company ___

 

Ifan emerging growth company, indicate by check mark if the registrant haselected not to use the extended transition period for complying with any new orrevised financial accounting standards provided pursuant to Section 13(a) ofthe Ex­change Act.

 

  Notapplicable.

 

Indicateby check mark whether the registrant is a shell company (as defined in Rule12b-2 of the Act).

 

  Yes___ No X

 

Statethe aggregate market value of the voting and non-voting common equity held bynon-affiliates computed by reference to the price at which the common equitywas last sold, or the average bid and asked price of such common equity, as ofthe last business day of the registrant's most recently completed second fiscalquarter.

 

  Notapplicable.

 

Indicateby check mark whether the registrant has filed all documents and reportsrequired to be filed by Section 12, 13 or 15(d) of the Securities Exchange Actof 1934 subsequent to the distribution of securities under a plan confirmed bya court.

 

  Notapplicable.

 

Indicatethe number of shares outstanding of each of the registrant's classes of commonstock, as of the latest practicable date.

 

  Notapplicable.

 

DOCUMENTSINCORPORATED BY REFERENCE

 

Listhereunder the following documents if incorporated by reference and the Part ofthe Form 10-K (e.g., Part I, Part II, etc.) into which the document is incorporated:(1)Any annual report to security holders; (2) Any proxy or informationstatement; and (3)Any prospectus filed pursuant to Rule 424(b) or (c) under theSecurities Act of 1933. The listed documents should be clearly described foridentification purposes (e.g., annual report to security holders for fiscalyear ended December 24, 1980).

 

  Notapplicable.

 

**EXPLANATORY NOTES**

 

The MSBAM 2015-C27 mortgage pool includesthe following mortgage loans, each of which is serviced pursuant to a separate poolingand servicing agreement (each, an “Outside Pooling and Servicing Agreement”):• the 535-545 Fifth Avenue mortgage loan, which is serviced pursuant to theMSBAM 2015-C24 pooling and servicing agreement attached hereto as Exhibit 4.2;• the U-Haul Portfolio mortgage loan, which is serviced pursuant to the MSJP2015-HAUL trust and servicing agreement attached hereto as Exhibit 4.3; and• the Herald Center mortgage loan, which is serviced pursuant to the MSBAM2015-C25 pooling and servicing agreement attached hereto as Exhibit 4.4.

 

Except as set forth below, each of theparties to each pooling and servicing agreement listed in the Exhibit Indexboth (1) participates in the servicing function for purposes of Item 1122 of RegulationAB and (2) constitutes a servicer that meets the criteria in Item 1108(a)(2)(i)through (iii) of Regulation AB for purposes of Item 1123 of Regulation AB:

 

• The trustee under a pooling and servicingagreement has a nominal role with respect to the mortgage pool securitizedpursuant to such pooling and servicing agreement. The trustee’s only servicingfunction is the contingent obligation to make certain advances if the masterservicer under such pooling and servicing agreement fails to do so, while allother servicing functions are performed by other parties. The trustee undereach of the pooling and servicing agreements listed in the Exhibit Index hasconfirmed to the registrant that it has not made any such contingent advancesduring the reporting period, and consequently, each such trustee does notparticipate in the servicing function for purposes of Item 1122 of RegulationAB, nor does it perform the functions of a servicer for purposes of thedefinition of “servicer” under Item 1101 of Regulation AB or for purposes ofItem 1123 of Regulation AB.

 

• The certificate administrator under apooling and servicing agreement performs various payment administrationfunctions solely for the securitization governed by such pooling and servicingagreement and the mortgage pool securitized pursuant to such pooling andservicing agreement and does not have any obligations with respect to any othertransaction. Consequently, the certificate administrator under an OutsidePooling and Servicing Agreement does not participate in the servicing functionfor purposes of Item 1122 of Regulation AB, nor does it perform the functionsof a servicer for purposes of the definition of “servicer” under Item 1101 ofRegulation AB or for purposes of Item 1123 of Regulation AB.

 

• The operating advisor under a pooling andservicing agreement represents the interests of senior certificateholders inthe transaction governed by such pooling and servicing agreement and isresponsible for monitoring the performance of the special servicer under suchpooling and servicing agreement and producing certain reports tocertificateholders relating to the resolution of the mortgage pool securitizedpursuant to such pooling and servicing agreement. The operating advisor under apooling and servicing agreement does not have any obligations with respect toany other transaction and is solely obligated to perform loan reportingfunctions with respect to the securitization governed by such pooling andservicing agreement.  Consequently, the operating advisor under an OutsidePooling and Servicing Agreement neither participates in the servicing functionfor purposes of Item 1122 of Regulation AB nor performs the functions of aservicer for purposes of the definition of “servicer” under Item 1101 ofRegulation AB or for purposes of Item 1123 of Regulation AB. In addition, whilethe operating advisor under a pooling and servicing agreement has certainreporting obligations in respect of the related mortgage pool, it has noobligation to collect or disburse funds in respect of the mortgage pool or toadminister any of the underlying mortgage loans.  Consequently, theoperating advisor under a pooling and servicing agreement participates in theservicing function for purposes of Item 1122 of Regulation AB, but is notresponsible for the “management or collection of the pool assets or makingallocations or distributions to holders of the asset-backed securities” withinthe meaning of “servicer” under Item 1101 of Regulation AB and does not performthe functions of a servicer for purposes of Item 1123 of Regulation AB.

 

• Wells Fargo Bank, National Association isthe special servicer under the MSJP 2015-HAUL trust and servicing agreement,pursuant to which the U-Haul Portfolio mortgage loan is serviced. Because WellsFargo Bank, National Association is not the MSBAM 2015-C27 special servicer, isnot affiliated with any sponsor and services only the U-Haul Portfolio mortgageloan, which constitutes less than 5% of the mortgage pool, Wells Fargo Bank,National Association, as MSJP 2015-HAUL special servicer does not constitute areporting “servicing function participant” for purposes of Item 1122 ofRegulation AB, as specified in the Instruction 3 to Item 1122, and does notconstitute a reporting “servicer” for purposes of Item 1123 of Regulation AB,as specified in the Instruction to Item 1123.

  

• Midland Loan Services, a Division of PNCBank, National Association is the special servicer under the MSBAM 2015-C25pooling and servicing agreement, pursuant to which the Herald Center mortgageloan is serviced.  Because Midland Loan Services, a Division of PNC Bank,National Association is not the MSBAM 2015-C27 special servicer, is notaffiliated with any sponsor and services only the Herald Center mortgage loan,which constitutes more than 5% but less than 10% of the mortgage pool, MidlandLoan Services, a Division of PNC Bank, National Association, as MSBAM 2015-C25special servicer constitutes a reporting “servicing function participant” forpurposes of Item 1122 of Regulation AB, as specified in the Instruction 3 toItem 1122, but does not constitute a reporting “servicer” for purposes of Item1123 of Regulation AB, as specified in the Instruction to Item 1123.

 

• U.S. Bank National Association, is thecustodian under the MSBAM 2015-C25 pooling and servicing agreement, pursuant towhich the Herald Center mortgage loan is serviced, and the MSJP 2015-HAULpooling and servicing agreement, pursuant to which the U-Haul Portfoliomortgage loan is serviced. Because U.S. Bank National Association is not theMSBAM 2015-C26 custodian, is not affiliated with any sponsor and services onlythe Herald Center mortgage loan and the U-Haul Portfolio mortgage loan, whichconstitute more than 5% but less than 10% of the mortgage pool, U.S. BankNational Association, as MSBAM 2015-C25 custodian and MSJP 2015-HAUL custodianconstitutes a reporting “servicing function participant” for purposes of Item1122 of Regulation AB, as specified in the Instruction 3 to Item 1122, but doesnot constitute a reporting “servicer” for purposes of Item 1123 of RegulationAB, as specified in the Instruction to Item 1123.

 

• In March 2016, LNR Securities Holdings,LLC, the designated representative of the 535-545 Fifth Avenue controlling noteholder, appointed LNR Partners, LLC to act as special servicer for the 535-545Fifth Avenue mortgage loan under the MSBAM 2015-C24 pooling and servicingagreement.

 

In addition, each of the following parties engagedthe services of certain servicing function participants and sub-servicers forthe reporting period, as set forth below:

 

• Wells Fargo Bank, National Association,as master servicer, engaged the services of CoreLogic Commercial Real EstateServices, Inc. and National Tax Search, LLC, in each case as a servicingfunction participant in respect of the entire mortgage pool for the reportingperiod.

 

• Wells Fargo Bank, National Association,as master servicer under the MSBAM 2015-C24 pooling and servicing agreement,pursuant to which the 535-545 Fifth Avenue mortgage loan is serviced, engagedthe services of CoreLogic Commercial Real Estate Services, Inc. and NationalTax Search, LLC, in each case as a servicing function participant in respect ofthe 535-545 Fifth Avenue mortgage loan for the reporting period.

 

• Wells Fargo Bank, National Association,as master servicer and special servicer under the MSJP 2015-HAUL trust andservicing agreement, pursuant to which the U-HAUL Portfolio mortgage loan isserviced, engaged the services of CoreLogic Commercial Real Estate Services,Inc. and National Tax Search, LLC, in each case as a servicing functionparticipant in respect of the U-HAUL Portfolio mortgage loan for the reportingperiod.

 

• Wells Fargo Bank, National Association, as master servicer underthe MSBAM 2015-C25 pooling and servicing agreement, pursuant to which theHerald Center mortgage loan is serviced, engaged the services of CoreLogicCommercial Real Estate Services, Inc. and National Tax Search, LLC, in eachcase as a servicing function participant in respect of the Herald Centermortgage loan for the reporting period.

 

| **PART I**   |                            |
|-------------------|---------------------------------|
|              |                            |
| **Item 1.**  | **Business.**                   |
|              | Omitted.                        |
| **Item 1A.** | **Risk Factors.**          |
|              | Omitted.                        |
| **Item 1B.** | **Unresolved Staff  Comments.** |
|              | None.                           |
| **Item 2.**  | **Properties.**                 |
|              | Omitted.                        |
| **Item 3.**  | **Legal Proceedings.**     |
|              | Omitted.                        |
| **Item 4.**  | **Mine Safety Disclosures.**    |
|              | Omitted.                        |
|              |                            |   |

 

| **PART II**  |                                                                                                                |
|-------------------|---------------------------------------------------------------------------------------------------------------------|
|              |                                                                                                                |
| **Item 5.**  | **Market for Registrant's Common  Equity, Related Stockholder Matters and Issuer Purchases of Equity  Securities.** |
|              | Omitted.                                                                                                            |
| **Item 6.**  | **Selected Financial Data.**                                                                                        |
|              | Omitted.                                                                                                            |
| **Item 7.**  | **Management's Discussion  and Analysis of Financial Condition and Results of Operations.**                         |
|              | Omitted.                                                                                                            |
| **Item 7A.** | **Quantitative and  Qualitative Disclosures About Market Risk.**                                                    |
|              | Omitted.                                                                                                            |
| **Item 8.**  | **Financial Statements and  Supplementary Data.**                                                                   |
|              | Omitted.                                                                                                            |
| **Item 9.**  | **Changes in and  Disagreements With Accountants on Accounting and Financial Disclosure.**                          |
|              | Omitted.                                                                                                            |
| **Item 9A.** | **Controls and Procedures.**                                                                                        |
|              | Omitted.                                                                                                            |
| **Item 9B.** | **Other Information.**                                                                                         |
|              | None.                                                                                                               |
|              |                                                                                                                |   |

 

| **PART III** |                                                                                                 |
|-------------------|------------------------------------------------------------------------------------------------------|
|              |                                                                                                 |
| **Item 10.** | **Directors, Executive  Officers and Corporate Governance.**                                         |
|              | Omitted.                                                                                             |
| **Item 11.** | **Executive Compensation.**                                                                          |
|              | Omitted.                                                                                             |
| **Item 12.** | **Security Ownership of  Certain Beneficial Owners and Management and Related Stockholder Matters.** |
|              | Omitted.                                                                                             |
| **Item 13.** | **Certain Relationships and  Related Transactions, and Director Independence.**                      |
|              | Omitted.                                                                                             |
| **Item 14.** | **Principal Accounting Fees  and Services.**                                                         |
|              | Omitted.                                                                                             |
|              |                                                                                                 |   |

 

**ADDITIONALDISCLOSURE ITEMS FOR REGULATION AB**

 

**Item1112(b) of Regulation AB, Significant Obligor Financial Information.**

 

Themortgaged property securing the 535-545 Fifth Avenue loan constitutes a significantobligor within the meaning of 1101(k)(2) of Regulation AB. The most recent(unaudited) net operating income of the significant obligor for the 2019calendar year is $14,349,791.

 

**Item1114(b)(2) of Regulation AB, Significant Enhancement Provider FinancialInformation.**

 

Noentity or group of affiliated entities provides any enhancement or othersupport for the certificates as described under Item 1114 (a) of Regulation AB.

 

**Item1115(b) of Regulation AB, Certain Derivatives Instruments (FinancialInformation).**

 

Noentity or group of affiliated entities provides any derivative instruments forthe certificates as described under Item 1115 of Regulation AB.

 

**Item1117 of Regulation AB, Legal Proceedings.**

 

Theregistrant knows of no legal proceeding pending against the sponsors,depositor, trustee, issuing entity, servicer contemplated by Item 1108(a)(3) ofRegulation AB, originator contemplated by Item 1110(b) of Regulation AB, orother party contemplated by Item 1100(d)(1) of Regulation AB, or of which anyproperty of the foregoing is the subject, that is material to security holders,other than as disclosed in the prospectus of the issuing entity filed in a 424(b)(5)filing dated November 24, 2015, and other than as follows:

 

Beginningon June 18, 2014, a group of institutional investors filed civil complaints inthe Supreme Court of the State of New York, New York County, and later the U.S.District Court for the Southern District of New York, against Wells Fargo Bank,N.A., (“Wells Fargo Bank”) in its capacity as trustee for certain residentialmortgage backed securities (“RMBS”) trusts. The complaints against Wells FargoBank alleged that the trustee caused losses to investors and asserted causes ofaction based upon, among other things, the trustee's alleged failure to: (i)notify and enforce repurchase obligations of mortgage loan sellers forpurported breaches of representations and warranties, (ii) notify investors ofalleged events of default, and (iii) abide by appropriate standards of carefollowing alleged events of default. Relief sought included money damages in anunspecified amount, reimbursement of expenses, and equitable relief. InNovember 2018, Wells Fargo Bank reached an agreement, in which it denied anywrongdoing, to resolve such claims on a classwide basis for the 271 RMBS trustsat issue. On May 6, 2019, the court entered an order approving the settlementagreement. Separate lawsuits against Wells Fargo Bank making similarallegations filed by certain other institutional investors concerning severalRMBS trusts in New York federal and state court are not covered by theagreement. With respect to such litigations, Wells Fargo Bank believes plaintiffs'claims are without merit and intends to contest the claims vigorously, butthere can be no assurances as to the outcome of the litigations or the possibleimpact of the litigations on Wells Fargo Bank or the RMBS trusts.

 

In the last several years, U.S. Bank NationalAssociation (“U.S. Bank”) and other large financial institutions have been suedin their capacity as trustee or successor trustee for certain residentialmortgage backed securities ("RMBS") trusts. The complaints, primarilyfiled by investors or investor groups against U.S. Bank and similarinstitutions, allege the trustees caused losses to investors as a result ofalleged failures by the sponsors, mortgage loan sellers and servicers to complywith the governing agreements for these RMBS trusts. Plaintiffs generallyassert causes of action based upon the trustees’ purported failures to enforcerepurchase obligations of mortgage loan sellers for alleged breaches ofrepresentations and warranties, notify securityholders of purported events ofdefault allegedly caused by breaches of servicing standards by mortgage loanservicers and abide by a heightened standard of care following alleged eventsof default. Currently, U.S. Bank is a defendant in multiple actions allegingindividual or class action claims against it.

 

U.S. Bank denies liability and believes that it hasperformed its obligations under the RMBS trusts in good faith, that its actionswere not the cause of losses to investors, that it has meritorious defenses,and it has contested and intends to continue contesting the plaintiffs’ claimsvigorously. However, U.S. Bank cannot assure you as to the outcome of any ofthe litigation, or the possible impact of these litigations on the trustee orthe RMBS trusts.

 

On March 9, 2018, a law firm purporting to representfifteen Delaware statutory trusts (the “DSTs”) that issued securities backed bystudent loans (the “Student Loans”) filed a lawsuit in the Delaware Court ofChancery against U.S. Bank National Association (“U.S. Bank”) in its capacitiesas indenture trustee and successor special servicer, and three otherinstitutions in their respective transaction capacities, with respect to theDSTs and the Student Loans. This lawsuit is captioned The National CollegiateStudent Loan Master Trust I, et al. v. U.S. Bank National Association, et al.,C.A. No. 2018-0167-JRS (Del. Ch.). The complaint, which was later amended onJune 15, 2018, alleged that the DSTs have been harmed as a result of purportedmisconduct or omissions by the defendants concerning administration of thetrusts and servicing of the student loans.

 

U.S. Bank believes that it has performed itsobligations as indenture trustee and special servicer in good faith and incompliance in all material respects with the terms of the agreements governingthe DSTs (the “Governing Agreements”), and accordingly that the claims againstit in the lawsuit are without merit.

 

U.S.Bank has filed a motion seeking dismissal of the operative complaint in itsentirety with prejudice pursuant to Chancery Court Rules 12(b)(1) and 12(b)(6)or, in the alternative, U.S. Bank requested a stay of the case while otherprior filed disputes involving the DSTs and the Student Loans are beinglitigated. On November 7, 2018, the Court ruled that the case should be stayedin its entirety pending resolution of the first-filed cases.

 

On December 17, 2015, U.S. Bank National Association,the trustee under five pooling and servicing agreements for (i) Wachovia BankCommercial Mortgage Trust 2007-C30, (ii) COBALT CMBS Commercial Trust 2007-C2,(iii) Wachovia Bank Commercial Mortgage Trust 2007-C31, (iv) ML-CFC CommercialMortgage Trust 2007-5 and (v) ML-CFC Commercial Mortgage Trust 2007-6 commenceda proceeding with the Second Judicial District Court of Ramsey County,Minnesota (the “State Court”) for a declaratory judgment as to the properallocation of certain proceeds in the alleged amount of $560 million (“DisputedProceeds”) received by CWCAM in connection with the sale of the Peter CooperVillage and Stuyvesant Town property in New York, New York securing loans heldby those trusts. CWCAM was the special servicer of such property. The petitionrequests the State Court to instruct the trustee, the trust beneficiaries, andany other interested parties as to the amount of the Disputed Proceeds, if any,that constitute penalty interest and/or the amount of the Disputed Proceeds, ifany, that constitute gain-on-sale proceeds, with respect to each trust. OnFebruary 24, 2016, CWCAM made a limited appearance with the State Court to filea motion to dismiss this proceeding based on lack of jurisdiction, mootness,standing and forum non conveniens. On July 19, 2016, the State Court deniedCWCAM’s motion to dismiss. On July 22, 2016, the action was removed to federalcourt in Minnesota (“Federal Court”). On October 21, 2016, the Federal Courtheld a hearing on the motion to transfer the action to the United StatesDistrict Court for the Southern District of New York (“SDNY Court”), a motionto remand to state court and a motion to hear CWCAM’s request forreconsideration of the motion to dismiss. On March 14, 2017, the Federal Courtreserved the determination on the motion to hear CWCAM’s request forreconsideration of the motion to dismiss, denied the motion to remand the matterto state court and granted the motion to transfer the proceeding to the SDNYCourt. Cross motions for judgment on the pleadings were filed but the SDNYCourt was unable to decide the case based on the pleadings and the SDNY Courtordered discovery. All fact discovery was completed in December, 2018 andexpert discovery was completed on March 15, 2019. The parties to the proceedingare engaging in dispositive motion practice. There can be no assurances as topossible impact on CWCAM of these rulings and the transfer to the SDNY Court.However, CWCAM believes that it has performed its obligations under the relatedpooling and servicing agreements in good faith, and that the Disputed Proceedswere properly allocated to CWCAM as penalty interest, and it intends tovigorously contest any claim that such Disputed Proceeds were improperlyallocated as penalty interest.

 

On March 31, 2016, RAIT Preferred Funding II LTD.(“RAIT Preferred Funding”) commenced a complaint (“RAIT Complaint”) with theSupreme Court of the State of New York, County of New York (the “RAIT Court”),claiming it owns $18,500,000 of a mortgage loan secured by the development ofthe One Congress Street Property in Boston, Massachusetts (the “Loan”) andseeking (a) a declaratory judgment stating that RAIT Preferred Funding is thedirecting lender under a co-lender agreement dated March 28, 2007 and a poolingand servicing agreement dated March 1, 2007 (collectively, the “OperativeAgreements”) and was the directing lender at the time of the impropermodification of the Loan, (b) a declaratory judgment stating that RAITPreferred Funding has the right to terminate the special servicer, (c) monetarydamages for the value of the bonds and fees paid to CWCAM as the specialservicer of the Loan and (d) other things.  On May 17, 2016, CWCAM filed amotion to dismiss the RAIT Complaint (“Motion to Dismiss”) stating that theRAIT Complaint did not state a claim and the essential facts of the RAITComplaint are negated by affidavits and evidentiary materials submitted withthe RAIT Complaint.  On June 14, 2016, RAIT Preferred Funding filed aMemorandum of Law in Opposition to the Motion to Dismiss (“Opposition”) statingthat the claims in the RAIT Complaint were properly stated.  On June 30,2016, CWCAM filed a reply in support of the Motion to Dismiss and in responseto the Opposition, stating that each of CWCAM’s arguments is supported by theexpress language of the agreements between the parties, the documentaryevidence and New York case law.  On September 30, 2016, RAIT PreferredFunding and CWCAM entered into a confidential Settlement Agreement (the “2016Settlement”), which provides for a stay of the RAIT Preferred Fundinglitigation (the “Litigation Stay”) through August 25, 2017.  Pursuant tothe terms of the 2016 Settlement, upon satisfaction of a term of the 2016Settlement by August 25, 2017 (or such later date agreed to by the parties),the RAIT Preferred Funding litigation will be dismissed, with prejudice. On May 19, 2017 the Borrower repaid the Loan in accordance with the terms ofthe notes and satisfied the condition to dismissal with prejudice.  RAIThas refused to dismiss the case and is claiming that the B Note should be paidin full.  CWCAM believes that it has performed its obligations under theOperative Agreements in good faith, and that the action should be dismissedwith prejudice.  On August 29, 2017, the RAIT Court granted leave to RAITPreferred Funding to amend its complaint.  On September 20, 2017, RAITPreferred Funding filed an Amended Complaint (the “RAIT Amended Complaint”),which omits its original claims, adds Wells Fargo Bank as a defendant, andseeks (a) specific performance requiring repayment of the $18,500,000 principalamount of the B Note or, in the alternative, monetary damages, including the$18,500,000 principal amount of the B Note, in an amount to be determined attrial, (b) monetary damages on any fees paid to CWCAM as special servicer orWells Fargo Bank as master servicer in connection with the borrower’s repaymentof the Loan, (c) a declaratory judgment that RAIT Preferred Funding is entitledto recover the full $18,500,000 principal amount of the B Note, (d) punitivedamages against CWCAM, and (e) other things.  On October 11, 2017, CWCAMfiled a motion to dismiss the RAIT Amended Complaint (“CWCAM Motion to DismissAmended Complaint”) stating that the RAIT Amended Complaint did not state aclaim and the essential facts of the RAIT Amended Complaint are negated by theOperative Agreements and other admissible evidentiary materials.  OnNovember 13, 2017, Wells Fargo Bank filed a motion to dismiss the RAIT AmendedComplaint (the “Wells Fargo Motion to Dismiss Amended Complaint”) and joinedthe CWCAM Motion to Dismiss Amended Complaint.  On January 29, 2018, thecourt dismissed all claims but for breach of contract and discovery hascommenced.  CWCAM filed a Motion for Summary Judgement on March 18,2019.  This matter was settled and the case dismissed on May 15, 2019.

 

OnDecember 1, 2017, a complaint against CWCAM and others was filed in the UnitedStates District Court for the Southern District of New York styled as CWCapitalCobalt Vr Ltd. v. CWCapital Investments LLC, et al., No. 17-cv-9463 (the“Original Complaint”). The gravamen of the Original Complaint alleged breachesof a contract and fiduciary duties by CWCAM’s affiliate, CWCapital InvestmentsLLC in its capacity as collateral manager for the collateralized debtobligation transaction involving CWCapital Cobalt Vr, Ltd. In total, there are14 counts pled in the Original Complaint. Of those 14, 5 claims were assertedagainst CWCAM for aiding and abetting breach of fiduciary duty, conversion andunjust enrichment. On May 23, 2018, the Original Complaint was dismissed forlack of subject matter jurisdiction. On June 28, 2018, CWCapital Cobalt Vr Ltd.filed a substantially similar complaint in the Supreme Court of the State ofNew York, County of New York styled as CWCapital Cobalt Vr Ltd. v. CWCapitalInvestments LLC, et al., Index No. 653277/2018 (the “New Complaint”). Thegravamen of the New Complaint is the same as the previous complaint filed inthe United State District Court for the Southern District of New York. In totalthere are 16 counts pled in the New Complaint. Of those 16 counts, 5 claims wereasserted against CWCAM for aiding and abetting breach of fiduciary duty,conversion and unjust enrichment, 1 count seeks a declaratory judgement thatthe plaintiff has the right to enforce the contracts in question and 1 countseeks an injunction requiring the defendants to recognize the plaintiff as thedirecting holder for the trusts in question. On January 11, 2019, the plaintiffdismissed with prejudice the declaratory judgment and injunction counts. TheNew Complaint and related summons was not served on the defendants until July13, 2018 and July 16, 2018. The plaintiff’s motion for a preliminary injunctionwas denied by the court on July 31, 2018. On August 3, 2018, the defendants,including CWCAM, filed a motion to dismiss the New Complaint in its entirety.On August 20, 2019, the court entered an order granting defendants’ motionalmost in its entirety, dismissing 11 of the 16 counts and partially dismissing2 additional counts. Of the remaining counts, 2 are asserted against CWCAM foraiding and abetting breach of fiduciary duty and unjust enrichment. OnSeptember 19, 2019, CWCapital Cobalt Vr Ltd. filed a notice of appeal relatingto the August 20, 2019 dismissal order and on September 26, 2019, filed anamended complaint against CWCI and CWCAM attempting to address deficienciesrelating to certain of the claims dismissed by the August, 20, 2019 order. CWCIand CWCAM filed its Motion to Dismiss the amended complaint on October 28,2019. CWCAM believes that it has performed its obligations under the relatedpooling and servicing agreements in good faith and the remaining allegations inthe New Complaint are without merit. CWCAM intends to vigorously contest eachof the remaining claims.

 

**Item1119 of Regulation AB, Affiliations and Certain Relationships and RelatedTransactions.**

 

Inaddition to the information regarding this Item that has been disclosed in theprospectus of the issuing entity filed in a 424(b)(5) filing dated November 24,2015, LNR Partners, LLC, the special servicer of the 535-545 Fifth Avenuemortgage loan under the MSBAM 2015-C24 pooling and servicing agreement, is anaffiliate of Starwood Mortgage Funding III LLC, a sponsor and mortgage loanseller under the MSBAM 2015-C27 securitization transaction, Starwood MortgageCapital LLC, an originator of certain of the mortgage loans included in theMSBAM 2015-C27 securitization transaction, and LNR Securities Holdings, LLC(which, at the time of the appointment of LNR Partners, LLC as special servicerwith respect to the 535-545 Fifth Avenue mortgage loan, was the controllingclass representative and the holder of certificates representing more than 50%of the aggregate certificate balance of the controlling class under the MSBAM 2015-C26transaction, pursuant to which the 535-545 Fifth Avenue control note wassecuritized).

 

**Item1122 of Regulation AB, Compliance with Applicable Servicing Criteria.**

 

Thereports on assessment of compliance with the servicing criteria for asset-backedsecurities and the related attestation reports on such assessments ofcompliance are attached hereto under Item 15.

 

Thereport on assessment of compliance with applicable servicing criteria furnishedpursuant to Item 1122 of Regulation AB by Midland Loan Services, a Division ofPNC Bank National Association discloses that a material instance ofnoncompliance occurred, as described below:

 

MaterialInstance of Noncompliance

 

In certain instances, the Schedule AL Files (Item 1125of Regulation AB) were not reported in accordance with the terms specified inthe transaction agreements, in conflict with Item 1122(d)(3)(i): “Reports toinvestors, including those to be filed with the Commission, are maintained inaccordance with the transaction agreements and applicable Commissionrequirements. Specifically, such reports: (A) Are prepared in accordance withtimeframes and other terms set forth in the transaction agreements”.  Thenoncompliance consisted of omitted or inaccurately reported numbers due to thefollowing: (1) the initial setup files contained information at the assetlevel, and Midland was required to manually compile the information to presentit at the loan level as required by Schedule AL; and (2) certain reportingrequirements required manual processing by Midland, including the use ofvarious data computation formulas, quality control checks and analysis.

 

The identified instances did not involve the servicingof assets included in this securitization.

 

StepsTaken to Remedy the Material Instance of Noncompliance

 

Midland’s Schedule AL reporting process was enhanced inApril of 2019, however, the process remained manual throughout the 2019calendar year and additional errors during such year were identified during therelated audit. Following identification, Midland made staffing changes andadditional improvements to its processes and procedures to support its ScheduleAL reporting obligations and expects to move to an automated solution for thisprocess.

 

**Item1123 of Regulation AB, Servicer Compliance Statement.**

 

Theservicer compliance statements are attached hereto under Item 15.

 

**PART IV**

 

**Item15. Exhibits, Financial Statement Schedules.**

 

(a) Exhibits.

 

(4.1)Pooling and Servicing Agreement, dated as of November1, 2015, between Morgan Stanley Capital I Inc., as depositor, Wells Fargo Bank,National Association, as master servicer, CWCapital Asset Management LLC, asspecial servicer, Situs Holdings, LLC, as trust advisor, Wilmington Trust,National Association, as trustee, and Wells Fargo Bank, National Association,as custodian, certificate administrator, certificate registrar andauthenticating agent (filed as Exhibit 4.1 to the registrant's Current Reporton Form 8-K/A filed on February 24, 2016 under SEC File No. 333-180779-20 andincorporated by reference herein).

 

(4.2)Pooling and Servicing Agreement, dated as of August 1,2015, between Morgan Stanley Capital I Inc., as depositor, Wells Fargo Bank,National Association, as master servicer, Midland Loan Services, a Division ofPNC Bank, National Association, as special servicer, Park Bridge LenderServices LLC, as trust advisor, Wilmington Trust, National Association, astrustee, and Wells Fargo Bank, National Association, as certificateadministrator, certificate registrar, authenticating agent and custodian,relating to the MSBAM 2015-C24 securitization transaction, pursuant to whichthe 535-545 Fifth Avenue Mortgage Loan is serviced (filed as Exhibit 4.2 to theregistrant's Current Report on Form 8-K filed on November 24, 2015 under SECFile No. 333-180779-20 and incorporated by reference herein).

 

(4.3)Trust and Servicing Agreement, dated as of October 1,2015, between Morgan Stanley Capital I Inc., as depositor, Wells Fargo Bank,National Association, as servicer and special servicer, and U.S. Bank NationalAssociation, as certificate administrator and trustee, relating to the MSJP2015-HAUL securitization transaction, pursuant to which the U-Haul PortfolioMortgage Loan is serviced (filed as Exhibit 4.3 to the registrant's CurrentReport on Form 8-K filed on November 24, 2015 under SEC File No. 333-180779-20and incorporated by reference herein).

 

(4.4)Pooling and Servicing Agreement, dated as of October 1,2015, between Banc of America Merrill Lynch Commercial Mortgage Inc., asdepositor, Wells Fargo Bank, National Association, as master servicer, MidlandLoan Services, a Division of PNC Bank, National Association, as specialservicer, Park Bridge Lender Services LLC, as trust advisor, Wilmington Trust,National Association, as trustee, and Wells Fargo Bank, National Association,as certificate administrator, certificate registrar, authenticating agent andcustodian, relating to the MSBAM 2015-C25 securitization transaction, pursuantto which the Herald Center Mortgage Loan is serviced (filed as Exhibit 4.4 tothe registrant's Current Report on Form 8-K filed on November 24, 2015 underSEC File No. 333-180779-20 and incorporated by reference herein).

 

(31)  Rule13a-14(d)/15d-14(d) Certification.

 

(33)  Reports on assessment of compliance with servicing criteria forasset-backed securities.

 

33.1 Wells Fargo Bank, National Association, as CertificateAdministrator

 

33.2 Wells Fargo Bank, National Association, as Custodian

 

33.3 Wells Fargo Bank, National Association, as MasterServicer

 

33.4 CWCapital Asset Management LLC, as Special Servicer

 

33.5 Situs Holdings, LLC, as Operating Advisor

 

33.6 CoreLogic Commercial Real Estate Services, Inc., asServicing Function Participant

 

33.7 National Tax Search, LLC, as Servicing FunctionParticipant

 

33.8 Wells Fargo Bank, National Association, as MasterServicer under the MSBAM 2015-C24 securitization, pursuant to which thefollowing mortgage loans were serviced by such party: 535-545 Fifth Avenue(from 1/1/19 to 12/31/19) (see Exhibit 33.3)

 

33.9 CoreLogic Commercial Real Estate Services, Inc., asServicing Function Participant under the MSBAM 2015-C24 securitization,pursuant to which the following mortgage loans were serviced by such party:535-545 Fifth Avenue (from 1/1/19 to 12/31/19) (see Exhibit 33.6)

 

33.10 National Tax Search, LLC, as Servicing FunctionParticipant under the MSBAM 2015-C24 securitization, pursuant to which thefollowing mortgage loans were serviced by such party: 535-545 Fifth Avenue(from 1/1/19 to 12/31/19) (see Exhibit 33.7)

 

33.11 Wells Fargo Bank, National Association, as MasterServicer under the MSJP 2015-HAUL securitization, pursuant to which thefollowing mortgage loans were serviced by such party: U-Haul Portfolio (from1/1/19 to 12/31/19) (see Exhibit 33.3)

 

33.12 CoreLogic Commercial Real Estate Services, Inc., asServicing Function Participant under the MSJP 2015-HAUL securitization,pursuant to which the following mortgage loans were serviced by such party:U-Haul Portfolio (from 1/1/19 to 12/31/19) (see Exhibit 33.6)

 

33.13 National Tax Search, LLC, as Servicing FunctionParticipant under the MSJP 2015-HAUL securitization, pursuant to which thefollowing mortgage loans were serviced by such party: U-Haul Portfolio (from1/1/19 to 12/31/19) (see Exhibit 33.7)

 

33.14 Wells Fargo Bank, National Association, as MasterServicer under the MSBAM 2015-C25 securitization, pursuant to which thefollowing mortgage loans were serviced by such party: Herald Center (from1/1/19 to 12/31/19) (see Exhibit 33.3)

 

33.15  CoreLogicCommercial Real Estate Services, Inc., as Servicing Function Participant underthe MSBAM 2015-C25 securitization, pursuant to which the following mortgageloans were serviced by such party: Herald Center (from 1/1/19 to 12/31/19) (seeExhibit 33.6)

 

33.16 National Tax Search, LLC, as Servicing FunctionParticipant under the MSBAM 2015-C25 securitization, pursuant to which thefollowing mortgage loans were serviced by such party: Herald Center (from1/1/19 to 12/31/19) (see Exhibit 33.7)

 

33.17 LNR Partners, LLC, as Special Servicer under theMSBAM 2015-C24 securitization, pursuant to which the following mortgage loanswere serviced by such party: 535-545 Fifth Avenue (from 1/1/19 to 12/31/19)

 

33.18 Midland Loan Services, a Division of PNC Bank,National Association, as Special Servicer under the MSBAM 2015-C25securitization, pursuant to which the following mortgage loans were serviced bysuch party: Herald Center (from 1/1/19 to 12/31/19)

 

33.19 Wells Fargo Bank, National Association, as Custodianunder the MSBAM 2015-C24 securitization, pursuant to which the following mortgageloans were serviced by such party: 535-545 Fifth Avenue (from 1/1/19 to12/31/19) (see Exhibit 33.2)

 

33.20 U.S. Bank National Association, as Custodian underthe MSJP 2015-HAUL securitization, pursuant to which the following mortgageloans were serviced by such party: U-Haul Portfolio (from 1/1/19 to 12/31/19)

 

33.21 U.S. Bank National Association, as Custodian underthe MSBAM 2015-C25 securitization, pursuant to which the following mortgageloans were serviced by such party: Herald Center (from 1/1/19 to 12/31/19) (seeExhibit 33.20)

 

(34). Attestation reports on assessment ofcompliance with servicing criteria for asset-backed securities.

 

34.1 Wells Fargo Bank, National Association, as CertificateAdministrator

 

34.2 Wells Fargo Bank, National Association, as Custodian

 

34.3 Wells Fargo Bank, National Association, as MasterServicer

 

34.4 CWCapital Asset Management LLC, as Special Servicer

 

34.5 Situs Holdings, LLC, as Operating Advisor

 

34.6 CoreLogic Commercial Real Estate Services, Inc., asServicing Function Participant

 

34.7 National Tax Search, LLC, as Servicing FunctionParticipant

 

34.8 Wells Fargo Bank, National Association, as MasterServicer under the MSBAM 2015-C24 securitization, pursuant to which thefollowing mortgage loans were serviced by such party: 535-545 Fifth Avenue(from 1/1/19 to 12/31/19) (see Exhibit 34.3) 

 

34.9 CoreLogic Commercial Real Estate Services, Inc., asServicing Function Participant under the MSBAM 2015-C24 securitization,pursuant to which the following mortgage loans were serviced by such party:535-545 Fifth Avenue (from 1/1/19 to 12/31/19) (see Exhibit 34.6)

 

34.10 National Tax Search, LLC, as Servicing FunctionParticipant under the MSBAM 2015-C24 securitization, pursuant to which thefollowing mortgage loans were serviced by such party: 535-545 Fifth Avenue(from 1/1/19 to 12/31/19) (see Exhibit 34.7)

 

34.11 Wells Fargo Bank, National Association, as MasterServicer under the MSJP 2015-HAUL securitization, pursuant to which thefollowing mortgage loans were serviced by such party: U-Haul Portfolio (from1/1/19 to 12/31/19) (see Exhibit 34.3)

 

34.12 CoreLogic Commercial Real Estate Services, Inc., asServicing Function Participant under the MSJP 2015-HAUL securitization,pursuant to which the following mortgage loans were serviced by such party:U-Haul Portfolio (from 1/1/19 to 12/31/19) (see Exhibit 34.6)

 

34.13 National Tax Search, LLC, as Servicing FunctionParticipant under the MSJP 2015-HAUL securitization, pursuant to which thefollowing mortgage loans were serviced by such party: U-Haul Portfolio (from1/1/19 to 12/31/19) (see Exhibit 34.7)

 

34.14 Wells Fargo Bank, National Association, as MasterServicer under the MSBAM 2015-C25 securitization, pursuant to which thefollowing mortgage loans were serviced by such party: Herald Center (from1/1/19 to 12/31/19) (see Exhibit 34.3)

 

34.15 CoreLogic Commercial Real Estate Services, Inc., asServicing Function Participant under the MSBAM 2015-C25 securitization,pursuant to which the following mortgage loans were serviced by such party:Herald Center (from 1/1/19 to 12/31/19) (see Exhibit 34.6)

 

34.16 National Tax Search, LLC, as Servicing FunctionParticipant under the MSBAM 2015-C25 securitization, pursuant to which thefollowing mortgage loans were serviced by such party: Herald Center (from1/1/19 to 12/31/19) (see Exhibit 34.7)

 

34.17 LNR Partners, LLC, as Special Servicer under theMSBAM 2015-C24 securitization, pursuant to which the following mortgage loanswere serviced by such party: 535-545 Fifth Avenue (from 1/1/19 to 12/31/19)

 

34.18 Midland Loan Services, a Division of PNC Bank,National Association, as Special Servicer under the MSBAM 2015-C25securitization, pursuant to which the following mortgage loans were serviced bysuch party: Herald Center (from 1/1/19 to 12/31/19)

 

34.19 Wells Fargo Bank, National Association, as Custodianunder the MSBAM 2015-C24 securitization, pursuant to which the followingmortgage loans were serviced by such party: 535-545 Fifth Avenue (from 1/1/19to 12/31/19) (see Exhibit 34.2)

 

34.20 U.S. Bank National Association, as Custodian underthe MSJP 2015-HAUL securitization, pursuant to which the following mortgageloans were serviced by such party: U-Haul Portfolio (from 1/1/19 to 12/31/19)

 

34.21 U.S. Bank National Association, as Custodian underthe MSBAM 2015-C25 securitization, pursuant to which the following mortgageloans were serviced by such party: Herald Center (from 1/1/19 to 12/31/19) (seeExhibit 34.20)

 

(35). Servicer compliance statement.

 

35.1 Wells Fargo Bank, National Association, as CertificateAdministrator

 

35.2 Wells Fargo Bank, National Association, as Custodian

 

35.3 Wells Fargo Bank, National Association, as MasterServicer

 

35.4 CWCapital Asset Management LLC, as Special Servicer

 

35.5 Wells Fargo Bank, National Association, as MasterServicer under the MSBAM 2015-C24 securitization, pursuant to which thefollowing mortgage loans were serviced by such party: 535-545 Fifth Avenue(from 1/1/19 to 12/31/19) (see Exhibit 35.3)

 

35.6 Wells Fargo Bank, National Association, as MasterServicer under the MSJP 2015-HAUL securitization, pursuant to which thefollowing mortgage loans were serviced by such party: U-Haul Portfolio (from1/1/19 to 12/31/19) (see Exhibit 35.3)

 

35.7 Wells Fargo Bank, National Association, as MasterServicer under the MSBAM 2015-C25 securitization, pursuant to which thefollowing mortgage loans were serviced by such party: Herald Center (from1/1/19 to 12/31/19) (see Exhibit 35.3)

 

35.8 LNR Partners, LLC, as Special Servicer under the MSBAM2015-C24 securitization, pursuant to which the following mortgage loans wereserviced by such party: 535-545 Fifth Avenue (from 1/1/19 to 12/31/19)

 

35.9 Wells Fargo Bank, National Association, as Custodianunder the MSBAM 2015-C24 securitization, pursuant to which the followingmortgage loans were serviced by such party: 535-545 Fifth Avenue (from 1/1/19to 12/31/19) (see Exhibit 35.2)

 

(99.1)Mortgage Loan Purchase Agreement, dated November 19,2015, between Morgan Stanley Capital I Inc. and Morgan Stanley Mortgage CapitalHoldings LLC (filed as Exhibit 99.1 to the registrant's Current Report on Form8-K filed on November 24, 2015 under SEC File No. 333-180779-20 andincorporated by reference herein).

 

(99.2)Mortgage Loan Purchase Agreement, dated November 19,2015, between Morgan Stanley Capital I Inc. and Bank of America, NationalAssociation (filed as Exhibit 99.2 to the registrant's Current Report on Form8-K filed on November 24, 2015 under SEC File No. 333-180779-20 andincorporated by reference herein).

 

(99.3)Mortgage Loan Purchase Agreement, dated November 19,2015, between Morgan Stanley Capital I Inc. and CIBC Inc. (filed as Exhibit99.3 to the registrant's Current Report on Form 8-K filed on November 24, 2015under SEC File No. 333-180779-20 and incorporated by reference herein).

 

(99.4)Mortgage Loan Purchase Agreement, dated November 19,2015, between Morgan Stanley Capital I Inc., Starwood Mortgage Funding III LLCand Starwood Mortgage Capital LLC (filed as Exhibit 99.4 to the registrant'sCurrent Report on Form 8-K filed on November 24, 2015 under SEC File No.333-180779-20 and incorporated by reference herein).

 

(99.5)Agreement Between Note Holders, dated July 24, 2015,between Morgan Stanley Bank, N.A., as Initial Note A-1 Holder, Morgan StanleyBank, N.A., as Initial Note A-2 Holder, and Morgan Stanley Bank, N.A., asInitial Note A-3 Holder, relating to the 535-545 Fifth Avenue loan combination(filed as Exhibit 99.5 to the registrant's Current Report on Form 8-K filed onNovember 24, 2015 under SEC File No. 333-180779-20 and incorporated byreference herein).

 

(99.6)Agreement Between Note Holders, dated September 1,2015, between Morgan Stanley Bank, N.A., as Initial Note 1 Holder, and JPMorganChase Bank, National Association, as Initial Note 2 Holder, relating to theU-Haul Portfolio loan combination (filed as Exhibit 99.6 to the registrant'sCurrent Report on Form 8-K filed on November 24, 2015 under SEC File No.333-180779-20 and incorporated by reference herein).

 

(99.7)Agreement Between Note Holders, dated October 15, 2015,between Morgan Stanley Mortgage Capital Holdings LLC, as Initial Note A-1Holder, Morgan Stanley Mortgage Capital Holdings LLC, as Initial Note A-2Holder, and Morgan Stanley Mortgage Capital Holdings LLC, as Initial Note A-3Holder, relating to the Herald Center loan combination (filed as Exhibit 99.7to the registrant's Current Report on Form 8-K/A filed on March 10, 2016 underSEC File No. 333-180779-20 and incorporated by reference herein).

 

(99.8) Agreement Between Note Holders, dated November 24,2015, between Morgan Stanley Bank, N.A., as Initial Note A Holder, and MorganStanley Bank, N.A., as Initial Note B Holder, relating to the Hammond Squareloan combination (filed as Exhibit 99.8 to the registrant's Current Report onForm 8-K/A filed on February 24, 2016 under SEC File No. 333-180779-20 andincorporated by reference herein).

 

(99.9)Agreement Between Note Holders, dated October 28, 2015,between Bank of America, N.A., as Initial Note A-1 Holder, and Bank of America,N.A., as Initial Note A-2 Holder, relating to the University West Apartmentsloan combination (filed as Exhibit 99.9 to the registrant's Current Report onForm 8-K filed on November 24, 2015 under SEC File No. 333-180779-20 andincorporated by reference herein).

 

(b)See (a) above.

 

(c)Not applicable.

** **

**SIGNATURES**

 

Pursuantto the requirements of Section 13 or 15(d) of the Securities Exchange Act of1934, the registrant has duly caused this report to be signed on its behalf bythe undersigned, thereunto duly authorized.

 

MorganStanley Capital I Inc.

(Depositor)

 

By:/s/ Jane Lam

JaneLam, Director and President

(seniorofficer in charge of securitization of the depositor)

 

Date: March 27, 2020