**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, 2018 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:333-206582-06**

 

**Central Index Key Number of the issuingentity:0001689417**

 

**Morgan Stanley Capital I Trust 2016-UBS12**

**(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 itscharter)**

 

**Central Index Key Number of the sponsor:0001685185**

 

**UBS AG**

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

 

**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:0001542256**

 

**Natixis Real Estate Capital LLC**

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

 

| **New York**                                                        | **38‐4014781  38‐4014782  38‐7170490** |
|---------------------------------------------------------------------|----------------------------------------------------------|
| **(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:

 

  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 besubmitted and posted pursuant to Rule 405 of Regulation S-T (Section 232.405 ofthis chapter) during the preceding 12 months (or for such shorter period thatthe registrant 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 isincorporated: (1)Any annual report to security holders; (2) Any proxy orinformation statement; and (3)Any prospectus filed pursuant to Rule 424(b) or(c) under the Securities Act of 1933. The listed documents should be clearlydescribed for identification purposes (e.g., annual report to security holdersfor fiscal year ended December 24, 1980).

 

  Notapplicable.

 

**EXPLANATORY NOTES**

 

The MSC2016-UBS12 mortgage pool includes the following mortgage loans, each of whichis serviced pursuant to a separate pooling and servicing agreement (each, an“Outside Pooling and Servicing Agreement”):

 

•        the Vintage Park mortgage loan and the HuntingtonCenter mortgage loan, which are serviced pursuant to the MSBAM 2016-C31 poolingand servicing agreement attached hereto as Exhibit 4.2;

•        the 101 Hudson Street mortgage loan, which isserviced pursuant to the MSC 2016-BNK2 pooling and servicing agreement attachedhereto as Exhibit 4.3; and

 

•      theGreenwich Office Park mortgage loan and the Novo Nordisk mortgage loan, whichare serviced pursuant to the CSMC 2016-NXSR pooling and servicing agreementattached hereto as Exhibit 4.4.

 

Except asset forth below, each of the parties to each pooling and servicing agreementlisted in the Exhibit Index both (1) participates in the servicing function forpurposes of Item 1122 of Regulation AB and (2) constitutes a servicer thatmeets the criteria in Item 1108(a)(2)(i) through (iii) of Regulation AB forpurposes 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, the operatingadvisor under a pooling and servicing agreement participates in the servicingfunction for purposes of Item 1122 of Regulation AB, but is not responsible forthe “management or collection of the pool assets or making allocations ordistributions to holders of the asset-backed securities” within the meaning of“servicer” under Item 1101 of Regulation AB and does not perform the functionsof a servicer for purposes of Item 1123 of Regulation AB.

 

•      The assetrepresentations reviewer under a pooling and servicing agreement has a limitedobligation to review certain delinquent mortgage loans after a specifieddelinquency threshold has been met and the required percentage ofcertificateholders vote to direct a review of such delinquent mortgage loans,and has no obligation to collect or disburse funds in respect of the mortgagepool, to administer any of the underlying mortgage loans or to perform anyservicing function.  Consequently, the asset representations reviewerunder a pooling and servicing agreement does not participate in the servicingfunction for purposes of Item 1122 of Regulation AB, is not responsible for the“management or collection of the pool assets or making allocations ordistributions to holders of the asset-backed securities” within the meaning of“servicer” under Item 1101 of Regulation AB and does not perform the functionsof a servicer for purposes of Item 1123 of Regulation AB.

 

•        C-III Asset Management LLC is the specialservicer under the MSC 2016-BNK2 pooling and servicing agreement, pursuant towhich the 101 Hudson Street mortgage loan is serviced. Because C-III AssetManagement LLC is not the MSC 2016-UBS12 special servicer, is not affiliatedwith any sponsor and services only the 101 Hudson Street mortgage loan, whichconstitutes less than 5% of the mortgage pool, C-III Asset Management LLC, asMSC 2016-BNK2 special servicer, does not constitute a reporting “servicingfunction participant” for purposes of Item 1122 of Regulation AB, as specifiedin the Instruction 3 to Item 1122, and does not constitute a reporting“servicer” for purposes of Item 1123 of Regulation AB, as specified in theInstruction to Item 1123.

 

•        Torchlight Loan Services, LLC is thespecial servicer under the CSMC 2016-NXSR pooling and servicing agreement,pursuant to which the Greenwich Office Park and Novo Nordisk mortgage loans areserviced. Because Torchlight Loan Services, LLC is not the MSC 2016-UBS12special servicer, is not affiliated with any sponsor and services only theGreenwich Office Park and Novo Nordisk mortgage loans, which constitute morethan 5% but less than 10% of the mortgage pool, Torchlight Loan Services, LLC,as CSMC 2016-NXSR special servicer, constitutes a reporting “servicing functionparticipant” for purposes of Item 1122 of Regulation AB, as specified in theInstruction 3 to Item 1122, but does not constitute a reporting “servicer” forpurposes of Item 1123 of Regulation AB, as specified in the Instruction to Item1123.

 

In addition, each of the following parties engaged the services ofcertain servicing function participants and sub-servicers for the reportingperiod, as set forth below:

 

•        Wells Fargo Bank,National Association, as master servicer under the MSBAM 2016-C31 pooling andservicing agreement, pursuant to which the Vintage Park and Huntington Center mortgageloans are serviced, 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 Vintage Park and Huntington Centermortgage loans for the reporting period.

 

•        Wells Fargo Bank,National Association, as master servicer under the MSC 2016-BNK2 pooling andservicing agreement, pursuant to which the 101 Hudson Street 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 101 Hudson Street mortgage loan for the reportingperiod.

 

•        Wells Fargo Bank,National Association, as master servicer under the CSMC 2016-NXSR pooling andservicing agreement, pursuant to which the Greenwich Office Park and NovoNordisk mortgage loans are serviced, engaged the services of CoreLogicCommercial Real Estate Services, Inc. and National Tax Search, LLC, in each caseas a servicing function participant in respect of the Greenwich Office Park andNovo Nordisk mortgage loans 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.**

 

Notapplicable.

 

**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.**

 

The registrant knows ofno legal proceeding pending against the sponsors, depositor, trustee, issuingentity, servicer contemplated by Item 1108(a)(3) of Regulation AB, originatorcontemplated by Item 1110(b) of Regulation AB, or other party contemplated byItem 1100(d)(1) of Regulation AB, or of which any property of the foregoing isthe subject, that is material to security holders, other than as disclosed inthe prospectus of the issuing entity filed in a 424(b)(2) filing dated December8, 2016, and other than as follows:

 

SinceJune 18, 2014, a group of institutional investors have filed civil complaintsin the Supreme Court of the State of New York, New York County, and later theU.S. District Court for the Southern District of New York against Wells FargoBank, N.A., (“Wells Fargo Bank”) in its capacity as trustee for certainresidential mortgage backed securities (“RMBS”) trusts. The complaints againstWells Fargo Bank alleged that the trustee caused losses to investors and assertedcauses of action based upon, among other things, the trustee's alleged failureto: (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. WellsFargo Bank has reached an agreement, in which it denies any wrongdoing, toresolve these claims on a classwide basis for the 271 RMBS trusts currently atissue. The settlement agreement is subject to court approval. Separate lawsuitsagainst Wells Fargo Bank making similar allegations filed by certain otherinstitutional investors concerning 57 RMBS trusts in New York federal and statecourt are not covered by the agreement. With respect to the foregoinglitigations, Wells Fargo Bank believes plaintiffs' claims are without merit andintends to contest the claims vigorously, but there can be no assurances as tothe outcome of the litigations or the possible impact of the litigations onWells Fargo Bank or the RMBS trusts.

 

**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)(2) filing dated December 8,2016, Wells Fargo Bank, National Association, the master servicer and custodianunder the CSMC 2016-NXSR pooling and servicing agreement, pursuant to which theGreenwich Office Park mortgage loan and Novo Nordisk mortgage loan areserviced, is also the MSC 2016-UBS12 custodian and the master servicer andcustodian under each Outside Pooling and Servicing Agreement pursuant to whichthe outside serviced mortgage loans are currently serviced.

 

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

 

Thereports on assessment of compliance with the servicing criteria forasset-backed securities and the related attestation reports on such assessmentsof compliance 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 reporting requirementsrequired manual processing by Midland, including the use of various datacomputation 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 is currently remediating the Schedule ALreporting for the CMBS transactions found to be incorrect, and will be makingimprovements to its systems, processes and procedures to support its ScheduleAL reporting obligations.

 

**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 ofDecember1, 2016, between Morgan Stanley Capital I Inc., as depositor, Midland LoanServices, a Division of PNC Bank, National Association, as master servicer,Rialto Capital Advisors, LLC, as special servicer, Wells Fargo Bank, NationalAssociation, as trustee, certificate administrator, certificate registrar,authenticating agent and custodian, and Park Bridge Lender Services LLC, asoperating advisor and asset representations reviewer (filed as Exhibit 4.1 tothe registrant's Current Report on Form 8-K/A filed on December 20, 2016 underSEC File No. 333-206582-06 and incorporated by reference herein).

 

(4.2)Pooling and Servicing Agreement, dated as ofNovember1, 2016, between Banc of America Merrill Lynch Commercial Mortgage Inc., asdepositor, Wells Fargo Bank, National Association, as master servicer, RialtoCapital Advisors, LLC, as special servicer, Wells Fargo Bank, NationalAssociation, as certificate administrator, Wilmington Trust, NationalAssociation, as trustee, and Park Bridge Lender Services LLC, as operatingadvisor and as asset representations reviewer, relating to the MSBAM 2016-C31securitization transaction, pursuant to which the Vintage Park Mortgage Loanand the Huntington Center Mortgage Loan are serviced (filed as Exhibit 4.2 tothe registrant's Current Report on Form 8-K filed on December 8, 2016 under SECFile No. 333-206582-06 and incorporated by reference herein).

 

(4.3)Pooling and Servicing Agreement, dated as ofNovember1, 2016, between Morgan Stanley Capital I Inc., as depositor, Wells Fargo Bank,National Association, as master servicer, C-III Asset Management LLC, asspecial servicer, Wells Fargo Bank, National Association, as certificateadministrator and custodian, Wilmington Trust, National Association, astrustee, and Park Bridge Lender Services LLC, as operating advisor and as assetrepresentations reviewer, relating to the MSC 2016-BNK2 securitizationtransaction, pursuant to which the 101 Hudson Street Mortgage Loan is serviced(filed as Exhibit 4.3 to the registrant's Current Report on Form 8-K/A filed onMarch 1, 2017 under SEC File No. 333-206582-06 and incorporated by referenceherein).

 

(4.4)Pooling and Servicing Agreement, dated as of December 1, 2016, between CreditSuisse Commercial Mortgage Securities Corp., as depositor, Wells Fargo Bank,National Association, as master servicer, Torchlight Loan Services, LLC, asspecial servicer, Wilmington Trust, National Association, as trustee, WellsFargo Bank, National Association, as certificate administrator, certificateregistrar, authenticating agent and custodian, and Park Bridge Lender ServicesLLC, as operating advisor and asset representations reviewer, relating to theCSMC 2016-NXSR securitization transaction, pursuant to which the GreenwichOffice Park Mortgage Loan and the Novo Nordisk Mortgage Loan are serviced(filed as Exhibit 4.5 to the registrant's Current Report on Form 8-K/A filed onFebruary 13, 2017 under SEC File No. 333-206582-06 and incorporated byreference herein).

 

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

 

(33)  Reports on assessment ofcompliance with servicing criteria for asset-backed securities.

33.1  Wells FargoBank, National Association, as CertificateAdministrator

33.2  Wells FargoBank, National Association, as Custodian

33.3  Midland LoanServices, a Division of PNC Bank,National Association, as Master Servicer

33.4  Rialto CapitalAdvisors, LLC, as Special Servicer

33.5  Park BridgeLender Services LLC, as Operating Advisor

33.6  Wells FargoBank, National Association, as MasterServicer under the MSBAM 2016-C31 securitization, pursuant to which the followingmortgage loans were serviced by such party: Vintage Park (from 1/1/18 to12/31/18) and Huntington Center (from 1/1/18 to 12/31/18)

33.7  CoreLogicCommercial Real Estate Services, Inc., asServicing Function Participant under the MSBAM 2016-C31 securitization,pursuant to which the following mortgage loans were serviced by such party:Vintage Park (from 1/1/18 to 12/31/18) and Huntington Center (from 1/1/18 to12/31/18)

33.8  National TaxSearch, LLC, as Servicing FunctionParticipant under the MSBAM 2016-C31 securitization, pursuant to which thefollowing mortgage loans were serviced by such party: Vintage Park (from 1/1/18to 12/31/18) and Huntington Center (from 1/1/18 to 12/31/18)

33.9  Wells FargoBank, National Association, as MasterServicer under the MSC 2016-BNK2 securitization, pursuant to which thefollowing mortgage loans were serviced by such party: 101 Hudson Street (from1/1/18 to 12/31/18) (see Exhibit 33.6) 

33.10  CoreLogicCommercial Real Estate Services, Inc., asServicing Function Participant under the MSC 2016-BNK2 securitization, pursuantto which the following mortgage loans were serviced by such party: 101 HudsonStreet (from 1/1/18 to 12/31/18) (see Exhibit 33.7) 

33.11  National TaxSearch, LLC, as Servicing FunctionParticipant under the MSC 2016-BNK2 securitization, pursuant to which thefollowing mortgage loans were serviced by such party: 101 Hudson Street (from1/1/18 to 12/31/18) (see Exhibit 33.8) 

33.12  Wells FargoBank, National Association, as MasterServicer under the CSMC 2016-NXSR securitization, pursuant to which thefollowing mortgage loans were serviced by such party: Greenwich Office Park(from 1/1/18 to 12/31/18) and Novo Nordisk (from 1/1/18 to 12/31/18) (seeExhibit 33.6) 

33.13  CoreLogicCommercial Real Estate Services, Inc., asServicing Function Participant under the CSMC 2016-NXSR securitization,pursuant to which the following mortgage loans were serviced by such party:Greenwich Office Park (from 1/1/18 to 12/31/18) and Novo Nordisk (from 1/1/18to 12/31/18) (see Exhibit 33.7) 

33.14  National TaxSearch, LLC, as Servicing FunctionParticipant under the CSMC 2016-NXSR securitization, pursuant to which thefollowing mortgage loans were serviced by such party: Greenwich Office Park(from 1/1/18 to 12/31/18) and Novo Nordisk (from 1/1/18 to 12/31/18) (seeExhibit 33.8) 

33.15  Rialto CapitalAdvisors, LLC, as Special Servicerunder the MSBAM 2016-C31 securitization, pursuant to which the followingmortgage loans were serviced by such party: Vintage Park (from 1/1/18 to12/31/18) and Huntington Center (from 1/1/18 to 12/31/18) (see Exhibit 33.4) 

33.16  TorchlightLoan Services, LLC, as Special Servicerunder the CSMC 2016-NXSR securitization, pursuant to which the followingmortgage loans were serviced by such party: Greenwich Office Park (from 1/1/18to 12/31/18) and Novo Nordisk (from 1/1/18 to 12/31/18) 

33.17  Wells FargoBank, National Association, as Custodianunder the MSBAM 2016-C31 securitization, pursuant to which the followingmortgage loans were serviced by such party: Vintage Park (from 1/1/18 to12/31/18) and Huntington Center (from 1/1/18 to 12/31/18) (see Exhibit 33.2) 

33.18  Wells FargoBank, National Association, as Custodianunder the MSC 2016-BNK2 securitization, pursuant to which the followingmortgage loans were serviced by such party: 101 Hudson Street (from 1/1/18 to12/31/18) (see Exhibit 33.2) 

33.19  Wells FargoBank, National Association, as Custodianunder the CSMC 2016-NXSR securitization, pursuant to which the following mortgageloans were serviced by such party: Greenwich Office Park (from 1/1/18 to12/31/18) and Novo Nordisk (from 1/1/18 to 12/31/18) (see Exhibit 33.2) 

 

(34). Attestationreports on assessment of compliance with servicing criteria for asset-backedsecurities.

34.1  Wells FargoBank, National Association, as CertificateAdministrator

34.2  Wells FargoBank, National Association, as Custodian

34.3  Midland LoanServices, a Division of PNC Bank,National Association, as Master Servicer

34.4  Rialto CapitalAdvisors, LLC, as Special Servicer

34.5  Park BridgeLender Services LLC, as Operating Advisor

34.6  Wells FargoBank, National Association, as MasterServicer under the MSBAM 2016-C31 securitization, pursuant to which thefollowing mortgage loans were serviced by such party: Vintage Park (from 1/1/18to 12/31/18) and Huntington Center (from 1/1/18 to 12/31/18)

34.7  CoreLogicCommercial Real Estate Services, Inc., asServicing Function Participant under the MSBAM 2016-C31 securitization,pursuant to which the following mortgage loans were serviced by such party:Vintage Park (from 1/1/18 to 12/31/18) and Huntington Center (from 1/1/18 to12/31/18)

34.8  National TaxSearch, LLC, as Servicing FunctionParticipant under the MSBAM 2016-C31 securitization, pursuant to which thefollowing mortgage loans were serviced by such party: Vintage Park (from 1/1/18to 12/31/18) and Huntington Center (from 1/1/18 to 12/31/18)

34.9  Wells FargoBank, National Association, as MasterServicer under the MSC 2016-BNK2 securitization, pursuant to which thefollowing mortgage loans were serviced by such party: 101 Hudson Street (from 1/1/18to 12/31/18) (see Exhibit 34.6) 

34.10  CoreLogicCommercial Real Estate Services, Inc., asServicing Function Participant under the MSC 2016-BNK2 securitization, pursuantto which the following mortgage loans were serviced by such party: 101 HudsonStreet (from 1/1/18 to 12/31/18) (see Exhibit 34.7) 

34.11  National TaxSearch, LLC, as Servicing FunctionParticipant under the MSC 2016-BNK2 securitization, pursuant to which the followingmortgage loans were serviced by such party: 101 Hudson Street (from 1/1/18 to12/31/18) (see Exhibit 34.8) 

34.12  Wells FargoBank, National Association, as MasterServicer under the CSMC 2016-NXSR securitization, pursuant to which thefollowing mortgage loans were serviced by such party: Greenwich Office Park(from 1/1/18 to 12/31/18) and Novo Nordisk (from 1/1/18 to 12/31/18) (seeExhibit 34.6) 

34.13  CoreLogicCommercial Real Estate Services, Inc., asServicing Function Participant under the CSMC 2016-NXSR securitization,pursuant to which the following mortgage loans were serviced by such party:Greenwich Office Park (from 1/1/18 to 12/31/18) and Novo Nordisk (from 1/1/18to 12/31/18) (see Exhibit 34.7) 

34.14  National TaxSearch, LLC, as Servicing FunctionParticipant under the CSMC 2016-NXSR securitization, pursuant to which thefollowing mortgage loans were serviced by such party: Greenwich Office Park(from 1/1/18 to 12/31/18) and Novo Nordisk (from 1/1/18 to 12/31/18) (seeExhibit 34.8) 

34.15  Rialto CapitalAdvisors, LLC, as Special Servicerunder the MSBAM 2016-C31 securitization, pursuant to which the followingmortgage loans were serviced by such party: Vintage Park (from 1/1/18 to12/31/18) and Huntington Center (from 1/1/18 to 12/31/18) (see Exhibit 34.4) 

34.16  TorchlightLoan Services, LLC, as Special Servicer underthe CSMC 2016-NXSR securitization, pursuant to which the following mortgageloans were serviced by such party: Greenwich Office Park (from 1/1/18 to12/31/18) and Novo Nordisk (from 1/1/18 to 12/31/18) 

34.17  Wells FargoBank, National Association, as Custodianunder the MSBAM 2016-C31 securitization, pursuant to which the followingmortgage loans were serviced by such party: Vintage Park (from 1/1/18 to12/31/18) and Huntington Center (from 1/1/18 to 12/31/18) (see Exhibit 34.2) 

34.18  Wells FargoBank, National Association, as Custodianunder the MSC 2016-BNK2 securitization, pursuant to which the followingmortgage loans were serviced by such party: 101 Hudson Street (from 1/1/18 to12/31/18) (see Exhibit 34.2) 

34.19  Wells FargoBank, National Association, as Custodianunder the CSMC 2016-NXSR securitization, pursuant to which the followingmortgage loans were serviced by such party: Greenwich Office Park (from 1/1/18to 12/31/18) and Novo Nordisk (from 1/1/18 to 12/31/18) (see Exhibit 34.2) 

 

(35). Servicercompliance statement.

35.1  Wells FargoBank, National Association, as CertificateAdministrator

35.2  Wells FargoBank, National Association, as Custodian

35.3  Midland LoanServices, a Division of PNC Bank,National Association, as Master Servicer

35.4  Rialto CapitalAdvisors, LLC, as Special Servicer

35.5  Wells FargoBank, National Association, as MasterServicer under the MSBAM 2016-C31 securitization, pursuant to which thefollowing mortgage loans were serviced by such party: Vintage Park (from 1/1/18to 12/31/18) and Huntington Center (from 1/1/18 to 12/31/18)

35.6  Wells FargoBank, National Association, as MasterServicer under the MSC 2016-BNK2 securitization, pursuant to which the followingmortgage loans were serviced by such party: 101 Hudson Street (from 1/1/18 to12/31/18)

35.7  Wells FargoBank, National Association, as MasterServicer under the CSMC 2016-NXSR securitization, pursuant to which thefollowing mortgage loans were serviced by such party: Greenwich Office Park(from 1/1/18 to 12/31/18) and Novo Nordisk (from 1/1/18 to 12/31/18)

35.8  Rialto CapitalAdvisors, LLC, as Special Servicerunder the MSBAM 2016-C31 securitization, pursuant to which the followingmortgage loans were serviced by such party: Vintage Park (from 1/1/18 to12/31/18) and Huntington Center (from 1/1/18 to 12/31/18)

35.9  Wells FargoBank, National Association, as Custodianunder the MSBAM 2016-C31 securitization, pursuant to which the followingmortgage loans were serviced by such party: Vintage Park (from 1/1/18 to12/31/18) and Huntington Center (from 1/1/18 to 12/31/18) (see Exhibit 35.2) 

35.10  Wells FargoBank, National Association, as Custodianunder the MSC 2016-BNK2 securitization, pursuant to which the followingmortgage loans were serviced by such party: 101 Hudson Street (from 1/1/18 to12/31/18) (see Exhibit 35.2) 

35.11  Wells FargoBank, National Association, as Custodianunder the CSMC 2016-NXSR securitization, pursuant to which the followingmortgage loans were serviced by such party: Greenwich Office Park (from 1/1/18to 12/31/18) and Novo Nordisk (from 1/1/18 to 12/31/18) (see Exhibit 35.2) 

 

(99.1)Mortgage Loan Purchase Agreement, dated November 22,2016, between UBS AG, by and through its branch office at 1285 Avenue of theAmericas, New York, New York and Morgan Stanley Capital I Inc. (filed asExhibit 99.1 to the registrant's Current Report on Form 8-K filed on December8, 2016 under SEC File No. 333-206582-06 and incorporated by reference herein).

 

(99.2)Mortgage Loan Purchase Agreement, dated November 22,2016,between Morgan Stanley Capital I Inc. and Morgan Stanley Mortgage CapitalHoldings LLC (filed as Exhibit 99.2 to the registrant's Current Report on Form8-K filed on December 8, 2016 under SEC File No. 333-206582-06 and incorporatedby reference herein).

 

(99.3)Mortgage Loan Purchase Agreement, dated November 22,2016, between Morgan Stanley Capital I Inc. and Bank of America, NationalAssociation (filed as Exhibit 99.3 to the registrant's Current Report on Form8-K filed on December 8, 2016 under SEC File No. 333-206582-06 and incorporatedby reference herein).

 

(99.4)Mortgage Loan Purchase Agreement, dated November 22,2016, between Morgan Stanley Capital I Inc. and Natixis Real Estate Capital LLC(filed as Exhibit 99.4 to the registrant's Current Report on Form 8-K filed onDecember 8, 2016 under SEC File No. 333-206582-06 and incorporated by referenceherein).

 

(99.5)Co-Lender Agreement, dated as of November 4,2016,between UBS AG, by and through its branch office at 1285 Avenue of theAmericas, New York, New York, as Initial Note A-1 Holder, Initial Note A-2Holder, Initial Note A-3 Holder and Initial Note A-4 Holder, and CitigroupGlobal Markets Realty Corp., as Initial Note A-5 Holder and Initial Note A-6Holder, relating to the 681 Fifth Avenue loan combination (filed as Exhibit99.5 to the registrant's Current Report on Form 8-K/A filed on December 20,2016 under SEC File No. 333-206582-06 and incorporated by reference herein).

 

(99.6)Agreement Between Note Holders, dated as ofDecember 5,2016, between Morgan Stanley Bank, N.A., as Initial Note A-1 Holder, Morgan StanleyBank, N.A., as Initial Note A-2 Holder, Morgan Stanley Bank, N.A., as InitialNote A-3 Holder and Morgan Stanley Bank, N.A., as Initial Note A-4 Holder,relating to the 191 Peachtree loan combination (filed as Exhibit 99.6 to theregistrant's Current Report on Form 8-K filed on December 8, 2016 under SECFile No. 333-206582-06 and incorporated by reference herein).

 

(99.7)Agreement Between Note Holders, dated as ofDecember 7,2016, between Morgan Stanley Bank, N.A., as Initial Note A-1-1 Holder, MorganStanley Bank, N.A., as Initial Note A-1-2 Holder, Morgan Stanley Bank, N.A., asInitial Note A-2 Holder, UBS, AG, as Initial Note A-3 Holder, UBS, AG, asInitial Note A-4 Holder, UBS, AG, as Initial Note A-5 Holder, UBS, AG, asInitial Note A-6 Holder and UBS, AG, as Initial Note A-7 Holder, relating tothe Wolfchase Galleria loan combination (filed as Exhibit 99.7 to theregistrant's Current Report on Form 8-K filed on December 8, 2016 under SECFile No. 333-206582-06 and incorporated by reference herein).

 

(99.8)Agreement Between Note Holders, dated as ofOctober 17,2016, between Morgan Stanley Bank, N.A., as Initial Note A-1 Holder and MorganStanley Bank, N.A., as Initial Note A-2 Holder, relating to The Orchard loancombination (filed as Exhibit 99.8 to the registrant's Current Report on Form8-K filed on December 8, 2016 under SEC File No. 333-206582-06 and incorporatedby reference herein).

 

(99.9)Agreement Between Note Holders, dated as ofSeptember1, 2016, between UBS AG, by and through its branch office at 1285 Avenue of theAmericas, New York, New York, as Initial Note A-1 Holder, Initial Note A-2Holder and Initial Note A-3 Holder, and Goldman Sachs Mortgage Company, asInitial Note A-4 Holder, relating to The Falls loan combination (filed asExhibit 99.9 to the registrant's Current Report on Form 8-K filed on December8, 2016 under SEC File No. 333-206582-06 and incorporated by reference herein).

 

(99.10)Co-Lender Agreement, dated as of December 7,2016,between Natixis Real Estate Capital LLC, as Initial Note A-1 Holder, NatixisReal Estate Capital LLC, as Initial Note A-2 Holder, and Natixis Real EstateCapital LLC, as Initial Note A-3 Holder, relating to the Greenwich Office Parkloan combination (filed as Exhibit 99.10 to the registrant's Current Report onForm 8-K filed on December 8, 2016 under SEC File No. 333-206582-06 andincorporated by reference herein).

 

(99.11)Agreement Between Note Holders, dated as ofDecember 7,2016, by and between UBS AG, by and through its branch office at 1285 Avenue ofthe Americas, New York, New York, as Note A-1 Holder, UBS AG, by and throughits branch office at 1285 Avenue of the Americas, New York, New York, as NoteA-2 Holder, UBS AG, by and through its branch office at 1285 Avenue of theAmericas, New York, New York, as Note A-3 Holder, UBS AG, by and through itsbranch office at 1285 Avenue of the Americas, New York, New York, as Note A-4Holder, and UBS AG, by and through its branch office at 1285 Avenue of theAmericas, New York, New York, as Note A-5 Holder, relating to the Federal WayCrossings loan combination (filed as Exhibit 99.11 to the registrant's CurrentReport on Form 8-K filed on December 8, 2016 under SEC File No. 333-206582-06and incorporated by reference herein).

 

(99.12)Agreement Between Note Holders, dated as ofNovember14, 2016, between UBS AG, by and through its branch office at 1285 Avenue ofthe Americas, New York, New York, as Initial Note A-1 Holder, Initial Note A-2Holder, Initial Note A-3 Holder and Initial Note A-4 Holder, relating to theVintage Park loan combination (filed as Exhibit 99.12 to the registrant'sCurrent Report on Form 8-K filed on December 8, 2016 under SEC File No.333-206582-06 and incorporated by reference herein).

 

(99.13)Agreement Between Note Holders, dated as ofNovember 3,2016, by and between, Wells Fargo Bank, National Association, as Initial NoteA-1-1 Holder, Initial Note A-1-2 Holder and Initial Note A-2 Holder, Bank ofAmerica, N.A., as Initial Note A-3 Holder and Initial Note A-4 Holder, andBarclays Bank PLC, as Initial Note A-5 Holder, relating to the 101 HudsonStreet loan combination (filed as Exhibit 99.13 to the registrant's CurrentReport on Form 8-K filed on December 8, 2016 under SEC File No. 333-206582-06and incorporated by reference herein).

 

(99.14)Co-Lender and Future Funding IndemnificationAgreement,dated as of October 13, 2016, between, Natixis Real Estate Capital LLC, asInitial Note A-1 Holder, Natixis Real Estate Capital LLC, as Initial Note A-2Holder, Natixis Real Estate Capital LLC, as Initial Note A-3 Holder, NatixisReal Estate Capital LLC, as Initial Note A-4 Holder, Natixis Real EstateCapital LLC, as Initial Note A-5 Holder, Natixis Real Estate Capital LLC, asInitial Note A-6 Holder, Natixis Real Estate Capital LLC, as Initial Note A-7Holder, Natixis Real Estate Capital LLC, as Initial Note A-8 Holder, NatixisReal Estate Capital LLC, as Initial Note A-9 Holder, Natixis Real Estate CapitalLLC, as Initial Note A-10 Holder, Natixis Real Estate Capital LLC, as InitialNote A-11 Holder, Natixis Real Estate Capital LLC, as Initial Note A-12 Holder,Natixis Real Estate Capital LLC, as Initial Note A-13 Holder, and Natixis RealEstate Capital LLC, as Future Funding Indemnitor, relating to the Novo Nordiskloan combination (filed as Exhibit 99.14 to the registrant's Current Report onForm 8-K filed on December 8, 2016 under SEC File No. 333-206582-06 andincorporated by reference herein).

 

(99.15)Agreement Between Note Holders, dated asof October 7,2016, between Morgan Stanley Bank, N.A., as Initial Note A-1 Holder, MorganStanley Bank, N.A., as Initial Note A-2 Holder and Morgan Stanley Bank, N.A.,as Initial Note A-3 Holder, relating to the Huntington Center loan combination(filed as Exhibit 99.15 to the registrant's Current Report on Form 8-K filed onDecember 8, 2016 under SEC File No. 333-206582-06 and incorporated by referenceherein).

 

(b)See (a) above.

 

(c)Not applicable.

** **

**SIGNATURES**

 

Pursuantto the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934,the registrant has duly caused this report to be signed on its behalf by theundersigned, thereunto duly authorized.

 

MorganStanley Capital I Inc.

(Depositor)

 

By:/s/ George Kok

GeorgeKok, President

(seniorofficer in charge of securitization of the depositor)

 

Date:March 29, 2019