**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 SECURITIES EXCHANGE ACT OF1934**

**For the fiscal year ended December 31, 2016or**

**//  ****TRANSITION REPORT PURSUANTTO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934**

**For the transition period from _____ to _____Commission file number of the issuing entity: 333-206847-04**

**Central Index Key Number of the issuing entity:0001690577**

**Morgan Stanley Bank of America Merrill Lynch Trust2016-C32**

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

** **

**Central Index Key Number of the depositor: 0001005007**

**Banc of America Merrill Lynch Commercial Mortgage Inc.**

**(exact name of the depositor as specified in itscharter)**

** **

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

**Morgan Stanley Mortgage Capital Holdings LLC**

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

** **

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

**Bank of America, National Association**

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

** **

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

**Starwood Mortgage Funding III LLC**

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

** **

**Central Index Key Number of the sponsor: 0001089877**

**KeyBank National Association**

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

** **

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

**CIBC Inc.**

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

** **

| **New York****(State or other jurisdiction of  incorporation or organization of**

**the issuing entity)** | **38-4021758  38-4021759**

**(I.R.S. Employer**

**Identification Number)** |
|------------------------------------------------------------------------------------------------------------|------------------------------------------------------------------------------|

**c/o Wells Fargo Bank, National Association**

**as Certificate Administrator**

**9062 Old Annapolis Road**

**Columbia, MD**

**(Address of principal executive offices of the issuingentity)**

**21045**

**(Zip Code)**

**Registrant’s telephone number, including area code:**

**(646) 855-3953**

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 /X/ No

Indicateby check mark if the registrant is not required to file reports pursuant toSection 13 or Section 15(d) of the Act.  / /  Yes /X/No

Indicateby check mark whether the registrant (1) has filed all reports required to befiled by Section 13 or 15(d) of the Securities Exchange Act of 1934 during thepreceding 12 months (or for such shorter period that the registrant wasrequired to file such reports), and (2) has been subject to such filingrequirements for the past 90 days.  /X/Yes //  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 that theregistrant was required to submit and post such files).

Not applicable.

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.   

Not applicable.

Indicateby check mark whether the registrant is a large accelerated filer, anaccelerated filer, a non-accelerated filer, or a smaller reporting company. Seedefinitions of “large accelerated filer”, “accelerated filer” and “smallerreporting company” in Rule 12b-2 of the Exchange Act.

Largeaccelerated filer          //                                                                                                        Acceleratedfiler                                     / / 

Non-acceleratedfiler           /X/  (Donot check if a smaller reporting company)                          Smaller reportingcompany                    / / 

Indicateby check mark whether the registrant is a shell company (as defined in Rule12b-2 of the Act).  / /  Yes /X/No

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.

Not applicable.

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.  / /  Yes / /  No

Not applicable.

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

Not applicable.

**DOCUMENTS INCORPORATEDBY 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).

Not applicable.

 

** **

**EXPLANATORY NOTES**

TheExhibit Index describes exhibits provided by certain parties (in theircapacities indicated on the Exhibit Index) with respect to the Potomac MillsMortgage Loan, which constituted approximately 5.7% of the asset pool of the issuingentity as of its cut-off date.  The Potomac Mills Mortgage Loan is anasset of the issuing entity and is part of a loan combination that includes thePotomac Mills Mortgage Loan and nine other *pari passu* loans and tensubordinate companion loans, which are not assets of the issuing entity. A *paripassu* portion of the loan combination was securitized in the CFCRE 2016-C6Mortgage Trust transaction, Commission File Number 333-207567-03 (the “CFCRE2016-C6 Transaction”). This loan combination, including the Potomac MillsMortgage Loan, is being serviced and administered pursuant to the pooling andservicing agreement for the CFCRE 2016-C6 Transaction, which is incorporated byreference as Exhibit 4.2 to this Annual Report on Form 10-K.  Wells FargoBank, National Association is the master servicer under the pooling andservicing agreement for the CFCRE 2016-C6 Transaction.  Theresponsibilities of Wells Fargo Bank, National Association, as primary servicerof this loan combination with respect to the issuing entity, are subsumedwithin its responsibilities as master servicer under the pooling and servicingagreement for the CFCRE 2016-C6 Transaction.  Thus, the servicercompliance statement provided by Wells Fargo Bank, National Association, as masterservicer under such pooling and servicing agreement, encompasses its roles asboth master servicer and primary servicer with respect to this loancombination.

TheExhibit Index describes exhibits provided by certain parties (in theircapacities indicated on the Exhibit Index) with respect to the AmericanGreetings HQ Mortgage Loan, which constituted approximately 3.0% of the assetpool of the issuing entity as of its cut-off date.  The American GreetingsHQ Mortgage Loan is an asset of the issuing entity and is part of a loancombination that includes the American Greetings HQ Mortgage Loan and one other*pari passu* loan, which is not an asset of the issuing entity. The other *paripassu* portion of the loan combination was securitized in the Morgan StanleyCapital I Trust 2016-BNK2 transaction, Commission File Number 333-206582-05(the “MSC 2016-BNK2 Transaction”). This loan combination, including theAmerican Greetings HQ Mortgage Loan, is being serviced and administeredpursuant to the pooling and servicing agreement for the MSC 2016-BNK2Transaction, which is incorporated by reference as Exhibit 4.3 to this AnnualReport on Form 10-K.  Wells Fargo Bank, National Association is the masterservicer under the pooling and servicing agreement for the MSC 2016-BNK2 Transaction. The responsibilities of Wells Fargo Bank, National Association, as primaryservicer of this loan combination with respect to the issuing entity, aresubsumed within its responsibilities as master servicer under the pooling andservicing agreement for the MSC 2016-BNK2 Transaction.  Thus, the servicercompliance statement provided by Wells Fargo Bank, National Association, asmaster servicer under such pooling and servicing agreement, encompasses itsroles as both master servicer and primary servicer with respect to this loancombination.

TheExhibit Index describes exhibits provided by certain parties (in theircapacities indicated on the Exhibit Index) with respect to the Hilton HawaiianVillage Mortgage Loan, which constituted approximately 6.9% of the asset poolof the issuing entity as of its cut-off date.  The Hilton Hawaiian VillageMortgage Loan is an asset of the issuing entity and is part of a loancombination that includes the Hilton Hawaiian Village Mortgage Loan andfourteen other *pari passu* loans and five subordinate companion loans,which are not assets of the issuing entity. A *pari passu* portion of theloan combination was securitized in the Hilton USA Trust 2016-HHV transaction(the “JPM 2016-HHV Transaction”). This loan combination, including theHilton Hawaiian Village Mortgage Loan, is being serviced and administeredpursuant to the trust and servicing agreement for the JPM 2016-HHV Transaction,which is incorporated by reference as Exhibit 4.4 to this Annual Report on Form10-K.  Wells Fargo Bank, National Association is the master servicer underthe trust and servicing agreement for the JPM 2016-HHV Transaction.  Theresponsibilities of Wells Fargo Bank, National Association, as primary servicerof this loan combination with respect to the issuing entity, are subsumedwithin its responsibilities as master servicer under the trust and servicingagreement for the JPM 2016-HHV Transaction.  Thus, the servicer compliancestatement provided by Wells Fargo Bank, National Association, as masterservicer under such trust and servicing agreement, encompasses its roles asboth master servicer and primary servicer with respect to this loancombination.

TheExhibit Index describes exhibits provided by certain parties (in theircapacities indicated on the Exhibit Index) with respect to the 191 PeachtreeMortgage Loan  and the Wolfchase Galleria Mortgage Loan, which constitutedapproximately 6.1% and 6.1%, respectively, of the asset pool of the issuingentity as of its cut-off date.  The 191 Peachtree Mortgage Loan and theWolfchase Galleria Mortgage Loan are each an asset of the issuing entity andare each part of a loan combination that includes (a) with respect to the 191Peachtree Mortgage Loan and two other *pari passu* loans or (b) withrespect to the Wolfchase Galleria Mortgage Loan and five other *pari passu*loans, which are not assets of the issuing entity, which are not assets of theissuing entity. A *pari passu* portion of each loan combination wassecuritized in the Morgan Stanley Capital I Trust 2016-UBS12 transaction,Commission File Number 333-206582-06 (the “MSC 2016-UBS12 Transaction”).These loan combinations, including the 191 Peachtree Mortgage Loan and theWolfchase Galleria Mortgage Loan, are being serviced and administered pursuantto the pooling and servicing agreement for the MSC 2016-UBS12 Transaction,which is incorporated by reference as Exhibit 4.5 to this Annual Report on Form10-K.  Midland Loan Services, a Division of PNC Bank, National Associationis the master servicer under the pooling and servicing agreement for the MSC2016-UBS12 Transaction.  The responsibilities of Midland Loan Services, aDivision of PNC Bank, National Association, as primary servicer of these loancombinations with respect to the issuing entity, are subsumed within itsresponsibilities as master servicer under the pooling and servicing agreementfor the MSC 2016-UBS12 Transaction.  Thus, the servicer compliancestatement provided by Midland Loan Services, a Division of PNC Bank, NationalAssociation, as master servicer under such pooling and servicing agreement,encompasses its roles as both master servicer and primary servicer with respectto these loan combinations.

TheExhibit Index describes exhibits provided by certain parties (in their capacitiesindicated on the Exhibit Index) with respect to the FedEx Ground PortfolioMortgage Loan, which constituted approximately 4.7% of the asset pool of theissuing entity as of its cut-off date.  The FedEx Ground PortfolioMortgage Loan is an asset of the issuing entity and is part of a loancombination that includes the FedEx Ground Portfolio Mortgage Loan and twoother *pari passu* loans, which are not assets of the issuing entity. A *paripassu* portion of the loan combination was securitized in the CD 2016-CD2Mortgage Trust  transaction, Commission File Number 333-206705-07 (the “CD2016-CD2 Transaction”). This loan combination, including the FedEx GroundPortfolio Mortgage Loan, is being serviced and administered pursuant to thepooling and servicing agreement for the CD 2016-CD2 Transaction, which isincorporated by reference as Exhibit 4.6 to this Annual Report on Form10-K.  Wells Fargo Bank, National Association is the master servicer underthe pooling and servicing agreement for the CD 2016-CD2 Transaction.  Theresponsibilities of Wells Fargo Bank, National Association, as primary servicerof this loan combination with respect to the issuing entity, are subsumedwithin its responsibilities as master servicer under the pooling and servicingagreement for the CD 2016-CD2 Transaction.  Thus, the servicer compliancestatement provided by Wells Fargo Bank, National Association, as masterservicer under such pooling and servicing agreement, encompasses its roles asboth master servicer and primary servicer with respect to this loancombination.

WellsFargo Bank, National Association is the master servicer and certificateadministrator of the mortgage loans serviced under the Pooling and ServicingAgreement, the primary servicer and certificate administrator of the PotomacMills Mortgage Loan, the American Greetings HQ Mortgage Loan, the HiltonHawaiian Village Mortgage Loan and the FedEx Ground Portfolio Mortgage Loan andthe certificate administrator of the 191 Peachtree Mortgage Loan and theWolfchase Galleria Mortgage Loan. As a result, Wells Fargo Bank, NationalAssociation is a “servicer” as defined in Item 1108(a)(2)(iii) of RegulationAB, in the capacities described above, because it is servicing mortgage loansthat constituted 10% or more of the assets of the issuing entity as of itscut-off date. The assessments of compliance with applicable servicing criteria,accountants’ attestation reports and servicer compliance statements deliveredby Wells Fargo Bank, National Association in the capacities described above arelisted in the Exhibit Index.

WellsFargo Bank, National Association is the custodian of the mortgage loansserviced under the Pooling and Servicing Agreement, the Potomac Mills MortgageLoan, the American Greetings HQ Mortgage Loan, the Hilton Hawaiian VillageMortgage Loan, the 191 Peachtree Mortgage Loan, the Wolfchase Galleria MortgageLoan and the FedEx Ground Portfolio Mortgage Loan.  As a result, WellsFargo Bank, National Association is a servicing function participant in thecapacities described above, because it is servicing mortgage loans thatconstituted 5% or more of the assets of the issuing entity as of its cut-offdate. The assessments of compliance with applicable servicing criteria andaccountants’ attestation reports delivered by Wells Fargo Bank, NationalAssociation in the capacities described above are listed in the Exhibit Index.

MidlandLoan Services, a Division of PNC Bank, National Association is the specialservicer of the mortgage loans serviced under the Pooling and ServicingAgreement and the primary servicer of the 191 Peachtree Mortgage Loan and theWolfchase Galleria Mortgage Loan. As a result, Midland Loan Services, aDivision of PNC Bank, National Association is a “servicer” as defined in Item1108(a)(2)(iii) of Regulation AB, in the capacities described above, because itis servicing mortgage loans that constituted 10% or more of the assets of theissuing entity as of its cut-off date. The assessments of compliance withapplicable servicing criteria, accountants’ attestation reports and servicercompliance statements delivered by Midland Loan Services, a Division of PNCBank, National Association in the capacities described above are listed in theExhibit Index.

KeyBankNational Association is the primary servicer of the mortgage loans servicedunder the Pooling and Servicing Agreement and special servicer of the FedExGround Portfolio Mortgage Loan. As a result, KeyBank National Association is a“servicer” as defined in Item 1108(a)(2)(iii) of Regulation AB, in the capacitydescribed above, because it is servicing mortgage loans that constituted 10% ormore of the assets of the issuing entity as of its cut-off date. Theassessments of compliance with applicable servicing criteria, accountants’attestation reports and servicer compliance statements delivered by KeyBankNational Association in the capacity described above are listed in the ExhibitIndex.

ParkBridge Lender Services LLC is the operating advisor of the mortgage loansserviced under the Pooling and Servicing Agreement, the Potomac Mills MortgageLoan, the American Greetings HQ Mortgage Loan, the 191 Peachtree Mortgage Loan,the Wolfchase Galleria Mortgage Loan and the FedEx Ground Portfolio MortgageLoan.  As a result, Park Bridge Lender Services LLC is a servicingfunction participant in the capacities described above, because it is servicingmortgage loans that constituted 5% or more of the assets of the issuing entityas of its cut-off date. The assessments of compliance with applicable servicingcriteria and accountants’ attestation reports delivered by Park Bridge LenderServices LLC in the capacities described above are listed in the Exhibit Index.

AEGONUSA Realty Advisors, LLC is the special servicer of the Potomac Mills MortgageLoan and the Hilton Hawaiian Village Mortgage Loan. As a result, AEGON USARealty Advisors, LLC is a “servicer” as defined in Item 1108(a)(2)(iii) ofRegulation AB, in the capacities described above, because it is servicingmortgage loans that constituted 10% or more of the assets of the issuing entityas of its cut-off date. The assessments of compliance with applicable servicingcriteria, accountants’ attestation reports and servicer compliance statementsdelivered by AEGON USA Realty Advisors, LLC in the capacities described aboveare listed in the Exhibit Index.

RialtoCapital Advisors, LLC is the special servicer of the 191 Peachtree MortgageLoan and the Wolfchase Galleria Mortgage Loan. As a result, Rialto CapitalAdvisors, LLC is a “servicer” as defined in Item 1108(a)(2)(iii) of RegulationAB, in the capacities described above, because it is servicing mortgage loansthat constituted 10% or more of the assets of the issuing entity as of itscut-off date. The assessments of compliance with applicable servicing criteria,accountants’ attestation reports and servicer compliance statements deliveredby Rialto Capital Advisors, LLC in the capacities described above are listed inthe Exhibit Index.

WilmingtonTrust, National Association acts as trustee of the mortgage loans servicedunder the Pooling and Servicing Agreement, the Potomac Mills Mortgage Loan, theAmerican Greetings HQ Mortgage Loan , the Hilton Hawaiian Village Mortgage Loanand the FedEx Ground Portfolio Mortgage Loan.  Pursuant to the Pooling andServicing Agreement, the pooling and servicing agreement for the CFCRE 2016-C6Transaction, the pooling and servicing agreement for the MSC 2016-BNK2Transaction, the trust and servicing agreement for the JPM 2016-HHV Transactionand the pooling and servicing agreement for the CD 2016-CD2 Transaction, thetrustee is required to provide an assessment of compliance with applicableservicing criteria solely with respect to Item 1122(d)(2)(iii) of Regulation AB(regarding advances of funds or guarantees regarding collections, cash flows ordistributions, and any interest or other fees charged for such advances, aremade, reviewed and approved as specified in the transaction agreements).However, during the reporting period, the trustee did not perform any servicingfunction with respect to the servicing criteria specified in Item1122(d)(2)(iii) of Regulation AB.  The master servicer or the specialservicer, to the extent required, performed the servicing function identifiedwith respect to Item 1122(d)(2)(iii) of Regulation AB, and each such partyincluded Item 1122(d)(2)(iii) of Regulation AB in the assessment of compliancewith applicable servicing criteria and accountant’s attestation report for thesubject transaction.  As a result, this Annual Report on Form 10-K doesnot include an assessment of compliance with applicable servicing criteria ofthe trustee. One or more other servicers of the mortgage loans serviced underthe Pooling and Servicing Agreement, the Potomac Mills Mortgage Loan, theAmerican Greetings HQ Mortgage Loan , the Hilton Hawaiian Village Mortgage Loanand the FedEx Ground Portfolio Mortgage Loan have delivered one or moreassessments of compliance with respect to Item 1122(d)(2)(iii) of RegulationAB.

ThisAnnual Report on Form 10-K includes assessments of compliance with applicableservicing criteria and accountants’ attestation reports from CoreLogicCommercial Real Estate Services, Inc. and National Tax Search, LLC.  Theseentities were engaged by the master servicer under the Pooling and ServicingAgreement (except with respect to those mortgage loans for which KeyBankNational Association is the primary servicer)  and the primary servicer ofthe Potomac Mills Mortgage Loan, the American Greetings HQ Mortgage Loan, theHilton Hawaiian Village Mortgage Loan and the FedEx Ground Portfolio MortgageLoan to remit tax payments received from the escrow accounts of borrowers tolocal taxing authorities, to report tax amounts due, to verify tax parcelinformation, and to verify non-escrow tax payments. These servicing functionsare included within the servicing criteria set forth in Items 1122(d)(4)(xi)and 1122(d)(4)(xii) of Regulation AB.  Therefore, under theprinciples-based definition of “servicer” set forth in Item 1101(j) ofRegulation AB that looks to the functions that an entity performs, thesevendors are “servicers” for the purposes of Item 1122 of Regulation AB.  *See*Compliance and Disclosure Interpretations, Section 301.01 (Item 1101(j)).

Withrespect to the *pari passu* loan combinations that includes the AmericanGreetings HQ Mortgage Loan, (i) the report on assessment of compliance withservicing criteria and attestation report on assessment of compliance withservicing criteria of C-III Asset Management LLC as special servicer of theAmerican Greetings HQ Mortgage Loan, listed on the Exhibit Index is omittedfrom this Annual Report on Form 10-K as it is not required to be included onthis Annual Report on Form 10-K per Instruction 3 to Item 1122 of Regulation ABbecause it is a party performing activities that address servicing criteriarelating to 5% or less of the assets of the issuing entity; and (ii) theservicer compliance statement of C-III Asset Management LLC as special servicerof the American Greetings HQ Mortgage Loan, listed on the Exhibit Index isomitted from this Annual Report on Form 10-K as it is not required by Item 1123of Regulation AB to be included on this Annual Report on Form 10-K because itis an unaffiliated party that is not a “servicer” that meets the criteria inItem 1108(a)(2)(i) through (iii) of Regulation AB.

**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.**

Not applicable.

**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 ofFinancial Condition and Results of Operations.**

Omitted.

**Item 7A.  Quantitative and Qualitative DisclosuresAbout Market Risk.**

Omitted.

**Item 8.  Financial Statements and SupplementaryData.**

Omitted.

**Item 9.  Changes in and Disagreements WithAccountants on Accounting and Financial Disclosure.**

Omitted.

**Item 9A.  Controls and Procedures.**

Omitted.

**Item 9B.  Other Information.**

None.

**PART III**

**Item 10.  Directors, Executive Officers andCorporate Governance.**

Omitted.

**Item 11.  Executive Compensation.**

Omitted.

**Item 12.  Security Ownership of Certain BeneficialOwners and Management and Related Stockholder Matters.**

Omitted.

**Item 13.  Certain Relationships and RelatedTransactions, and Director Independence.**

Omitted.

**Item 14.  Principal Accounting Fees and Services.**

Omitted.

**ADDITIONAL DISCLOSUREITEMS FOR REGULATION AB**

**Item 1112(b) of Regulation AB, Significant ObligorFinancial Information.**

Nosingle obligor represents 10% or more of the pool assets held by the issuingentity.

**Item 1114(b)(2) of Regulation AB, Significant EnhancementProvider Financial Information.**

Noentity or group of affiliated entities provides any external credit enhancementor other support for the certificates within this transaction as describedunder Item 1114(a) of Regulation AB.

**Item 1115(b) of Regulation AB, Certain DerivativesInstruments (Financial Information).**

Noentity or group of affiliated entities provides any derivative instruments orother support for the certificates within this transaction as described underItem 1115 of Regulation AB.

**Item 1117 of Regulation AB, Legal Proceedings.**

Theregistrant knows of no material pending legal proceeding involving the trust orany party related to the trust, other than routine litigation incidental to theduties of those respective parties, and the following, with respect to WellsFargo Bank, National Association, as trustee, certificate administrator andcustodian, KeyBank National Association, as primary servicer and specialservicer, and C-III Asset Management LLC, as special servicer:

OnJune 18, 2014, a group of institutional investors filed a civil complaint inthe Supreme Court of the State of New York, New York County, against WellsFargo Bank, N.A. (“Wells Fargo Bank”), in its capacity as trustee under 276residential mortgage backed securities (“RMBS”) trusts, which was later amendedon July 18, 2014, to increase the number of trusts to 284 RMBS trusts. OnNovember 24, 2014, the plaintiffs filed a motion to voluntarily dismiss thestate court action without prejudice. That same day, a group of institutionalinvestors filed a putative class action complaint in the United States DistrictCourt for the Southern District of New York (the “District Court”) againstWells Fargo Bank, alleging claims against the bank in its capacity as trusteefor 274 RMBS trusts (the “Federal Court Complaint”). In December 2014, theplaintiffs’ motion to voluntarily dismiss their original state court action wasgranted. As with the prior state court action, the Federal Court Complaint isone of six similar complaints filed contemporaneously against RMBS trustees(Deutsche Bank, Citibank, HSBC, Bank of New York Mellon and US Bank) by a groupof institutional investor plaintiffs. The Federal Court Complaint against WellsFargo Bank alleges that the trustee caused losses to investors and assertscauses 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 includes money damages in anunspecified amount, reimbursement of expenses, and equitable relief. Othercases alleging similar causes of action have been filed against Wells FargoBank and other trustees in the District Court by RMBS investors in these andother transactions, and these cases against Wells Fargo Bank are proceedingbefore the same District Court judge. A similar complaint was also filed May27, 2016 in New York state court by a different plaintiff investor. On January19, 2016, an order was entered in connection with the Federal Court Complaintin which the District Court declined to exercise jurisdiction over 261 trustsat issue in the Federal Court Complaint; the District Court also allowedplaintiffs to file amended complaints as to the remaining, non-dismissedtrusts, if they so chose, and three amended complaints have been filed. OnDecember 17, 2016, the investor plaintiffs in the 261 trusts dismissed from theFederal Court Complaint filed a new complaint in New York state court (the“State Court Complaint”). Motions to dismiss all of the actions are pendingexcept for the recently filed State Court Complaint. There can be no assurancesas to the outcome of the litigations, or the possible impact of the litigationson the trustee or the RMBS trusts. However, Wells Fargo Bank denies liabilityand believes that it has performed its obligations under the RMBS trusts ingood faith, that its actions were not the cause of any losses to investors, andthat it has meritorious defenses, and it intends to contest the plaintiffs’claims vigorously.

OnFebruary 23, 2016, a certificate holder of the J.P. Morgan Chase CommercialMortgage Securities Trust, Series 2007-CIBC18 (the “Trust”) filed suit in theSupreme Court of New York, County of New York, against KeyBank NationalAssociation and Berkadia Commercial Mortgage LLC (collectively, the“Servicers”).  The suit was filed derivatively on behalf of theTrust.  The action was brought in connection with the Servicers’determination of the fair value of a loan, secured by the Bryant Park Hotel inNew York City, held by the Trust and sold to an assignee of the Trust’s directingcertificate holder, pursuant to an exercise of the fair value option set forthin the Pooling and Servicing Agreement governing the Trust.  There can beno assurances as to the outcome of the action or the possible impact of thelitigation on the Servicers.  Both Servicers deny liability, believe thatthey performed their obligations in accordance with the terms of the Poolingand Servicing Agreement, and have contested the claims asserted against them,filing a motion to dismiss the case.  On November 28, 2016, the Servicers’motion to dismiss was granted.  The plaintiff certificate holder has fileda notice of appeal, and the appeal is pending.

OnMay 12, 2016, certain holders of certificates issued by Credit Suisse FirstBoston Mortgage Securities Corp. Commercial Mortgage Pass-Through Series2007-C5 Trust (the “2007-C5 Trust“) filed suit in the Supreme Court of theState of New York, County of New York derivatively for the 2007-C5 Trust (M.H.Davidson & Co, et. al. against C-III Asset Management, LLC (“C-III AM”),Supreme Court of New York County of New York Index No. 652571/2016) alleging,among other things, that C-III AM as special servicer for the 2007-C5 Trustbreached its duties to the 2007-C5 Trust by undervaluing a mortgage loan whichwas purchased by the third party directing certificateholder for the 2007-C5Trust pursuant to the governing pooling and servicing agreement. The plaintiffshave alleged damages in an amount no less than $25,000,000.  On July 1,2016, C-III AM filed a motion to dismiss.  A hearing on the motion washeld on March 6, 2017, and is pending a ruling.  There can be noassurances as to the outcome of this motion or the proceeding or the possibleimpact on C-III AM. However, C-III AM believes that it performed its obligationsunder the related pooling and servicing agreement in good faith, and that itsactions were proper.  C-III AM believes the plaintiffs’ claims areunfounded and intends to vigorously defend itself and contest the claims. 

**Item 1119 of Regulation AB, Affiliations and CertainRelationships and Related Transactions.**

Theinformation regarding this Item has been previously provided in the prospectusof the Registrant relating to the issuing entity filed on December 21, 2016pursuant to Rule 424(b)(2).

**Item 1122 of Regulation AB, Compliance with ApplicableServicing Criteria.**

Thereports on assessments of compliance with the servicing criteria forasset-backed securities and related attestation reports on such assessments ofcompliance with respect to the mortgage loans are attached hereto under Item 15to this Annual Report on Form 10-K. Attached as Exhibit AA to the Pooling andServicing Agreement incorporated by reference as Exhibit 4.1 to this AnnualReport on Form 10-K is a chart identifying the entities participating in aservicing function for the transaction responsible for each applicableservicing criteria set forth in Item 1122(d).

Thereports on assessments of compliance with the servicing criteria forasset-backed securities and related attestation reports on such assessments ofcompliance with respect to the Potomac Mills Mortgage Loan, which is beingserviced and administered pursuant to the pooling and servicing agreement forthe CFCRE 2016-C6 Transaction, are attached hereto under Item 15 to this AnnualReport on Form 10-K. Attached as Schedule II to the pooling and servicingagreement for the CFCRE 2016-C6 Transaction incorporated by reference asExhibit 4.2 to this Annual Report on Form 10-K is a chart identifying theentities participating in a servicing function for the CFCRE 2016-C6Transaction responsible for each applicable servicing criteria set forth inItem 1122(d).

Thereports on assessments of compliance with the servicing criteria forasset-backed securities and related attestation reports on such assessments ofcompliance with respect to the American Greetings HQ Mortgage Loan, which isbeing serviced and administered pursuant to the pooling and servicing agreementfor the MSC 2016-BNK2 Transaction, are attached hereto under Item 15 to thisAnnual Report on Form 10-K. Attached as Exhibit Z to the pooling and servicingagreement for the MSC 2016-BNK2 Transaction incorporated by reference asExhibit 4.3 to this Annual Report on Form 10-K is a chart identifying theentities participating in a servicing function for the MSC 2016-BNK2Transaction responsible for each applicable servicing criteria set forth inItem 1122(d).

Thereports on assessments of compliance with the servicing criteria for asset-backedsecurities and related attestation reports on such assessments of compliancewith respect to the Hilton Hawaiian Village Mortgage Loan, which is beingserviced and administered pursuant to the trust and servicing agreement for theJPM 2016-HHV Transaction, are attached hereto under Item 15 to this AnnualReport on Form 10-K. Attached as Exhibit L to the trust and servicing agreementfor the JPM 2016-HHV Transaction incorporated by reference as Exhibit 4.4 tothis Annual Report on Form 10-K is a chart identifying the entitiesparticipating in a servicing function for the JPM 2016-HHV Transactionresponsible for each applicable servicing criteria set forth in Item 1122(d).

Thereports on assessments of compliance with the servicing criteria forasset-backed securities and related attestation reports on such assessments ofcompliance with respect to the 191 Peachtree Mortgage Loan and the WolfchaseGalleria Mortgage Loan, which are being serviced and administered pursuant tothe pooling and servicing agreement for the MSC 2016-UBS12 Transaction, areattached hereto under Item 15 to this Annual Report on Form 10-K. Attached asExhibit AA to the pooling and servicing agreement for the MSC 2016-UBS12Transaction incorporated by reference as Exhibit 4.5 to this Annual Report onForm 10-K is a chart identifying the entities participating in a servicingfunction for the MSC 2016-UBS12 Transaction responsible for each applicableservicing criteria set forth in Item 1122(d).

Thereports on assessments of compliance with the servicing criteria forasset-backed securities and related attestation reports on such assessments ofcompliance with respect to the FedEx Ground Portfolio Mortgage Loan, which isbeing serviced and administered pursuant to the pooling and servicing agreementfor the CD 2016-CD2 Transaction, are attached hereto under Item 15 to thisAnnual Report on Form 10-K. Attached as Schedule II to the pooling andservicing agreement for the CD 2016-CD2 Transaction incorporated by referenceas Exhibit 4.6 to this Annual Report on Form 10-K is a chart identifying theentities participating in a servicing function for the CD 2016-CD2 Transactionresponsible for each applicable servicing criteria set forth in Item 1122(d).

**Item 1123 of Regulation AB, Servicer ComplianceStatement.**

Theservicer compliance statements are attached as Exhibits to this Annual Reporton Form 10-K.

**PART IV**

 

**Item15. Exhibits, Financial Statement Schedules**

 

(a)The following is a list of documents filed as part of this Annual Report onForm 10-K:

 

(1)Not applicable

 

(2)Not applicable

 

(3)See below

 

4.1Pooling and Servicing Agreement, dated as of December 1, 2016, by and amongBanc of America Merrill Lynch Commercial Mortgage Inc., as Depositor, WellsFargo Bank, National Association, as Master Servicer, Midland Loan Services, aDivision of PNC Bank, National Association, as Special Servicer, Wells FargoBank, National Association, as Certificate Administrator, Wilmington Trust,National Association, as Trustee, 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 filed on December 21, 2016 underCommission File No. 333-206847-04 and incorporated by reference herein).

 

4.2Pooling and Servicing Agreement, dated as of November 1, 2016, by and amongCCRE Commercial Mortgage Securities, L.P., as Depositor, Wells Fargo Bank,National Association, as Master Servicer, Rialto Capital Advisors, LLC, asSpecial Servicer, AEGON USA Realty Advisors, LLC, as Potomac Mills SpecialServicer, Wilmington Trust, National Association, as Trustee, Wells Fargo Bank,National Association, as Certificate Administrator, Paying Agent and Custodian,and Park Bridge Lender Services LLC, as Operating Advisor and AssetRepresentations Reviewer (filed as Exhibit 4.4 to the registrant’s CurrentReport on Form 8-K filed on December 21, 2016 under Commission File No.333-206847-04 and incorporated by reference herein).

 

4.3Pooling and Servicing Agreement, dated as of November 1, 2016, by and amongMorgan Stanley Capital I Inc., as Depositor, Wells Fargo Bank, NationalAssociation, as Master Servicer, C-III Asset Management LLC, as SpecialServicer, Wells Fargo Bank, National Association, as Certificate Administrator,Wilmington Trust, National Association, as Trustee, and Park Bridge LenderServices LLC, as Operating Advisor and Asset Representations Reviewer (filed asExhibit 4.6 to the registrant’s Current Report on Form 8-K/A filed on March 2,2017 under Commission File No. 333-206847-04 and incorporated by referenceherein).

 

4.4Trust and Servicing Agreement, dated as of November 28, 2016, by and among J.P.Morgan Chase Commercial Mortgage Securities Corp., as Depositor, Wells Fargo Bank,National Association, as Servicer, AEGON USA Realty Advisors, LLC, as SpecialServicer, Wells Fargo Bank, National Association, as Certificate Administrator,and Wilmington Trust, National Association, as Trustee (filed as Exhibit 4.2 tothe registrant’s Current Report on Form 8-K filed on December 21, 2016 underCommission File No. 333-206847-04 and incorporated by reference herein).

 

4.5Pooling and Servicing Agreement, dated as of December 1, 2016, by and amongMorgan Stanley Capital I Inc., as Depositor, Midland Loan Services, a Divisionof PNC Bank, National Association, as Master Servicer, Rialto Capital Advisors,LLC, as Special Servicer, Wells Fargo Bank, National Association, asCertificate Administrator and Trustee, and Park Bridge Lender Services LLC, asOperating Advisor and Asset Representations Reviewer (filed as Exhibit 4.3 tothe registrant’s Current Report on Form 8-K filed on December 21, 2016 underCommission File No. 333-206847-04 and incorporated by reference herein).

 

4.6Pooling and Servicing Agreement, dated as of December 1, 2016, by and amongDeutsche Mortgage & Asset Receiving Corporation, as Depositor, Wells FargoBank, National Association, as Master Servicer, KeyBank National Association,as Special Servicer, Wilmington Trust, National Association, as Trustee, WellsFargo Bank, National Association, as Certificate Administrator, Paying Agentand Custodian, and Park Bridge Lender Services LLC, as Operating Advisor andAsset Representations Reviewer (filed as Exhibit 4.5 to the registrant’sCurrent Report on Form 8-K filed on December 21, 2016 under Commission File No.333-206847-04 and incorporated by reference herein).

 

4.7Agreement Between Noteholders, dated as of November 17, 2016, by and betweenSociété Générale, as Initial Note A-1 Holder, Initial A-2 Holder, Initial A-3Holder, Initial B-1 Holder, Initial B-2 Holder and Initial B-3 Holder, Bank ofAmerica, N.A., as Initial Note A-4 Holder, Initial A-5 Holder, Initial B-4Holder and Initial B-5 Holder, Cantor Commercial Real Estate Lending, L.P., asInitial Note A-6 Holder, Initial Note A-7 Holder, Initial Note A-8 Holder,Initial B-6 Holder, Initial B-7 Holder and Initial B-8 Holder, and BarclaysBank PLC, as Initial Note A-9 Holder, Initial Note A-10 Holder, Initial B-9Holder and Initial B-10 Holder (filed as Exhibit 4.10 to the registrant’sCurrent Report on Form 8-K filed on December 21, 2016 under Commission File No.333-206847-04 and incorporated by reference herein).

 

4.8Agreement Between Note Holders, dated as of October 27, 2016, by and betweenBank of America, N.A., as Initial Note A-1-1 Holder, Bank of America, N.A., asInitial Note A-1-2 Holder, and Bank of America, N.A., as Initial Note A-1-3Holder (filed as Exhibit 4.12 to the registrant’s Current Report on Form 8-Kfiled on December 21, 2016 under Commission File No. 333-206847-04 andincorporated by reference herein).

 

4.9Co-Lender Agreement, dated as of November 28, 2016, by and among JPMorgan ChaseBank, National Association, Deutsche Bank, AG, New York Branch, Goldman SachsMortgage Company, Barclays Bank PLC, Morgan Stanley Bank, N.A. and CantorCommercial Real Estate Lending, L.P. (filed as Exhibit 4.17 to the registrant’sCurrent Report on Form 8-K filed on December 21, 2016 under Commission File No.333-206847-04 and incorporated by reference herein).

 

4.10Agreement Between Note Holders, dated as of December 5, 2016, by and betweenMorgan Stanley Bank, N.A., as Initial Note A-1 Holder, Morgan Stanley Bank,N.A., as Initial Note A-2 Holder, Morgan Stanley Bank, N.A., as Initial NoteA-3 Holder, and Morgan Stanley Bank, N.A., as Initial Note A-4 Holder (filed asExhibit 4.8 to the registrant’s Current Report on Form 8-K filed on December21, 2016 under Commission File No. 333-206847-04 and incorporated by referenceherein).

 

4.11Agreement Between Note Holders, dated as of December 7, 2016, by and betweenMorgan Stanley Bank, N.A., as Initial Note A-1-1 Holder, Initial Note A-1-2Holder and Initial Note A-2 Holder, and UBS AG, by and through its branchoffice at 1285 Avenue of the Americas, New York, New York, as Initial Note A-3Holder, Initial Note A-4 Holder, Initial Note A-5 Holder, Initial Note A-6Holder and Initial Note A-7 Holder (filed as Exhibit 4.9 to the registrant’sCurrent Report on Form 8-K filed on December 21, 2016 under Commission File No.333-206847-04 and incorporated by reference herein).

 

4.12Agreement Between Note Holders, dated as of November 1, 2016, by and among Bankof America, N.A., as Initial Note A-1 Holder, Citigroup Global Markets RealtyCorp., as Initial Note A–2 Holder, Bank of America, N.A., as Initial Note A-3Holder, and Citigroup Global Markets Realty Corp., as Initial Note A–4 Holder(filed as Exhibit 4.11 to the registrant’s Current Report on Form 8-K filed onDecember 21, 2016 under Commission File No. 333-206847-04 and incorporated byreference herein).

 

4.13Primary Servicing Agreement, dated as of December 1, 2016, between Wells FargoBank, National Association and KeyBank National Association (filed as Exhibit4.13 to the registrant’s Current Report on Form 8-K filed on December 21, 2016under Commission File No. 333-206847-04 and incorporated by reference herein)

 

31Rule 13a-14(d)/15d-14(d) Certifications.

 

33Reports on assessment of compliance with servicing criteria for asset-backedsecurities.

33.1 Wells Fargo Bank,National Association, as Master Servicer

33.2 Midland Loan Services, aDivision of PNC Bank, National Association, as Special Servicer

33.3 Wilmington Trust, NationalAssociation, as Trustee (Omitted. See Explanatory Notes.)

33.4 Wells Fargo Bank,National Association, as Certificate Administrator

33.5 Wells Fargo Bank,National Association, as Custodian

33.6 Park Bridge Lender ServicesLLC, as Operating Advisor

33.7 CoreLogic Commercial RealEstate Services, Inc., as Servicing Function Participant

33.8 National Tax Search, LLC,as Servicing Function Participant

33.9 KeyBank NationalAssociation, as Primary Servicer

33.10 Wells Fargo Bank,National Association, as Primary Servicer of the Potomac Mills Mortgage Loan(see Exhibit 33.1)

33.11 AEGON USA RealtyAdvisors, LLC, as Special Servicer of the Potomac Mills Mortgage Loan

33.12 Wilmington Trust,National Association, as Trustee of the Potomac Mills Mortgage Loan (Omitted.See Explanatory Notes.)

33.13 Wells Fargo Bank,National Association, as Certificate Administrator of the Potomac MillsMortgage Loan (see Exhibit 33.4)

33.14 Wells Fargo Bank,National Association, as Custodian of the Potomac Mills Mortgage Loan (seeExhibit 33.5)

33.15 Park Bridge LenderServices LLC, as Operating Advisor of the Potomac Mills Mortgage Loan (seeExhibit 33.6)

33.16 CoreLogic CommercialReal Estate Services, Inc., as Servicing Function Participant of the PotomacMills Mortgage Loan (see Exhibit 33.7)

33.17 National Tax Search,LLC, as Servicing Function Participant of the Potomac Mills Mortgage Loan (seeExhibit 33.8)

33.18 Wells Fargo Bank,National Association, as Primary Servicer of the American Greetings HQ MortgageLoan (see Exhibit 33.1)

33.19 C-III Asset ManagementLLC, as Special Servicer of the American Greetings HQ Mortgage Loan (Omitted.See Explanatory Notes.)

33.20 Wilmington Trust,National Association, as Trustee of the American Greetings HQ Mortgage Loan(Omitted. See Explanatory Notes.)

33.21 Wells Fargo Bank,National Association, as Certificate Administrator of the American Greetings HQMortgage Loan (see Exhibit 33.4)

33.22 Wells Fargo Bank,National Association, as Custodian of the American Greetings HQ Mortgage Loan(see Exhibit 33.5)

33.23 Park Bridge LenderServices LLC, as Operating Advisor of the American Greetings HQ Mortgage Loan(see Exhibit 33.6)

33.24 CoreLogic CommercialReal Estate Services, Inc., as Servicing Function Participant of the AmericanGreetings HQ Mortgage Loan (see Exhibit 33.7)

33.25 National Tax Search,LLC, as Servicing Function Participant of the American Greetings HQ MortgageLoan (see Exhibit 33.8)

33.26 Wells Fargo Bank,National Association, as Primary Servicer of the Hilton Hawaiian VillageMortgage Loan (see Exhibit 33.1)

33.27 AEGON USA RealtyAdvisors, LLC, as Special Servicer of the Hilton Hawaiian Village Mortgage Loan(see Exhibit 33.11)

33.28 Wilmington Trust,National Association, as Trustee of the Hilton Hawaiian Village Mortgage Loan(Omitted. See Explanatory Notes.)

33.29 Wells Fargo Bank,National Association, as Certificate Administrator of the Hilton HawaiianVillage Mortgage Loan (see Exhibit 33.4)

33.30 Wells Fargo Bank,National Association, as Custodian of the Hilton Hawaiian Village Mortgage Loan(see Exhibit 33.5)

33.31 CoreLogic CommercialReal Estate Services, Inc., as Servicing Function Participant of the HiltonHawaiian Village Mortgage Loan (see Exhibit 33.7)

33.32 National Tax Search,LLC, as Servicing Function Participant of the Hilton Hawaiian Village MortgageLoan (see Exhibit 33.8)

33.33 Midland Loan Services, aDivision of PNC Bank, National Association, as Primary Servicer of the 191Peachtree Mortgage Loan (see Exhibit 33.2)

33.34 Rialto Capital Advisors,LLC, as Special Servicer of the 191 Peachtree Mortgage Loan

33.35 Wells Fargo Bank,National Association, as Trustee and Certificate Administrator of the 191Peachtree Mortgage Loan (see Exhibit 33.4)

33.36 Wells Fargo Bank,National Association, as Custodian of the 191 Peachtree Mortgage Loan (seeExhibit 33.5)

33.37 Park Bridge LenderServices LLC, as Operating Advisor of the 191 Peachtree Mortgage Loan (seeExhibit 33.6)

33.38 Midland Loan Services, aDivision of PNC Bank, National Association, as Primary Servicer of theWolfchase Galleria Mortgage Loan (see Exhibit 33.2)

33.39 Rialto Capital Advisors,LLC, as Special Servicer of the Wolfchase Galleria Mortgage Loan (see Exhibit33.34)

33.40 Wells Fargo Bank,National Association, as Trustee and Certificate Administrator of the WolfchaseGalleria Mortgage Loan (see Exhibit 33.4)

33.41 Wells Fargo Bank,National Association, as Custodian of the Wolfchase Galleria Mortgage Loan (seeExhibit 33.5)

33.42 Park Bridge LenderServices LLC, as Operating Advisor of the Wolfchase Galleria Mortgage Loan (seeExhibit 33.6)

33.43 Wells Fargo Bank,National Association, as Primary Servicer of the FedEx Ground PortfolioMortgage Loan (see Exhibit 33.1)

33.44 KeyBank NationalAssociation, as Special Servicer of the FedEx Ground Portfolio Mortgage Loan(see Exhibit 33.9)

33.45 Wilmington Trust,National Association, as Trustee of the FedEx Ground Portfolio Mortgage Loan(Omitted. See Explanatory Notes.)

33.46 Wells Fargo Bank,National Association, as Certificate Administrator of the FedEx GroundPortfolio Mortgage Loan (see Exhibit 33.4)

33.47 Wells Fargo Bank,National Association, as Custodian of the FedEx Ground Portfolio Mortgage Loan(see Exhibit 33.5)

33.48 Park Bridge LenderServices LLC, as Operating Advisor of the FedEx Ground Portfolio Mortgage Loan(see Exhibit 33.6)

33.49 CoreLogic CommercialReal Estate Services, Inc., as Servicing Function Participant of the FedExGround Portfolio Mortgage Loan (see Exhibit 33.7)

33.50National Tax Search, LLC, as Servicing Function Participant of the FedEx GroundPortfolio Mortgage Loan (see Exhibit 33.8)

 

34Attestation reports on assessment of compliance with servicing criteria forasset-backed securities.

34.1 Wells Fargo Bank,National Association, as Master Servicer

34.2 Midland Loan Services, aDivision of PNC Bank, National Association, as Special Servicer

34.3 Wilmington Trust,National Association, as Trustee (Omitted. See Explanatory Notes.)

34.4 Wells Fargo Bank,National Association, as Certificate Administrator

34.5 Wells Fargo Bank,National Association, as Custodian

34.6 Park Bridge LenderServices LLC, as Operating Advisor

34.7 CoreLogic Commercial RealEstate Services, Inc., as Servicing Function Participant

34.8 National Tax Search, LLC,as Servicing Function Participant

34.9 KeyBank NationalAssociation, as Primary Servicer

34.10 Wells Fargo Bank,National Association, as Primary Servicer of the Potomac Mills Mortgage Loan(see Exhibit 34.1)

34.11 AEGON USA RealtyAdvisors, LLC, as Special Servicer of the Potomac Mills Mortgage Loan

34.12 Wilmington Trust,National Association, as Trustee of the Potomac Mills Mortgage Loan (Omitted.See Explanatory Notes.)

34.13 Wells Fargo Bank, NationalAssociation, as Certificate Administrator of the Potomac Mills Mortgage Loan(see Exhibit 34.4)

34.14 Wells Fargo Bank,National Association, as Custodian of the Potomac Mills Mortgage Loan (seeExhibit 34.5)

34.15 Park Bridge LenderServices LLC, as Operating Advisor of the Potomac Mills Mortgage Loan (seeExhibit 34.6)

34.16 CoreLogic CommercialReal Estate Services, Inc., as Servicing Function Participant of the PotomacMills Mortgage Loan (see Exhibit 34.7)

34.17 National Tax Search,LLC, as Servicing Function Participant of the Potomac Mills Mortgage Loan (seeExhibit 34.8)

34.18 Wells Fargo Bank,National Association, as Primary Servicer of the American Greetings HQ MortgageLoan (see Exhibit 34.1)

34.19 C-III Asset ManagementLLC, as Special Servicer of the American Greetings HQ Mortgage Loan (Omitted.See Explanatory Notes.)

34.20 Wilmington Trust,National Association, as Trustee of the American Greetings HQ Mortgage Loan(Omitted. See Explanatory Notes.)

34.21 Wells Fargo Bank,National Association, as Certificate Administrator of the American Greetings HQMortgage Loan (see Exhibit 34.4)

34.22 Wells Fargo Bank,National Association, as Custodian of the American Greetings HQ Mortgage Loan(see Exhibit 34.5)

34.23 Park Bridge LenderServices LLC, as Operating Advisor of the American Greetings HQ Mortgage Loan(see Exhibit 34.6)

34.24 CoreLogic CommercialReal Estate Services, Inc., as Servicing Function Participant of the AmericanGreetings HQ Mortgage Loan (see Exhibit 34.7)

34.25 National Tax Search,LLC, as Servicing Function Participant of the American Greetings HQ MortgageLoan (see Exhibit 34.8)

34.26 Wells Fargo Bank,National Association, as Primary Servicer of the Hilton Hawaiian VillageMortgage Loan (see Exhibit 34.1)

34.27 AEGON USA RealtyAdvisors, LLC, as Special Servicer of the Hilton Hawaiian Village Mortgage Loan(see Exhibit 34.11)

34.28 Wilmington Trust,National Association, as Trustee of the Hilton Hawaiian Village Mortgage Loan(Omitted. See Explanatory Notes.)

34.29 Wells Fargo Bank,National Association, as Certificate Administrator of the Hilton HawaiianVillage Mortgage Loan (see Exhibit 34.4)

34.30 Wells Fargo Bank,National Association, as Custodian of the Hilton Hawaiian Village Mortgage Loan(see Exhibit 34.5)

34.31 CoreLogic CommercialReal Estate Services, Inc., as Servicing Function Participant of the HiltonHawaiian Village Mortgage Loan (see Exhibit 34.7)

34.32 National Tax Search,LLC, as Servicing Function Participant of the Hilton Hawaiian Village MortgageLoan (see Exhibit 34.8)

34.33 Midland Loan Services, aDivision of PNC Bank, National Association, as Primary Servicer of the 191Peachtree Mortgage Loan (see Exhibit 34.2)

34.34 Rialto Capital Advisors,LLC, as Special Servicer of the 191 Peachtree Mortgage Loan

34.35 Wells Fargo Bank,National Association, as Trustee and Certificate Administrator of the 191Peachtree Mortgage Loan (see Exhibit 34.4)

34.36 Wells Fargo Bank,National Association, as Custodian of the 191 Peachtree Mortgage Loan (seeExhibit 34.5)

34.37 Park Bridge LenderServices LLC, as Operating Advisor of the 191 Peachtree Mortgage Loan (seeExhibit 34.6)

34.38 Midland Loan Services, aDivision of PNC Bank, National Association, as Primary Servicer of theWolfchase Galleria Mortgage Loan (see Exhibit 34.2)

34.39 Rialto Capital Advisors,LLC, as Special Servicer of the Wolfchase Galleria Mortgage Loan (see Exhibit34.34)

34.40 Wells Fargo Bank,National Association, as Trustee and Certificate Administrator of the WolfchaseGalleria Mortgage Loan (see Exhibit 34.4)

34.41 Wells Fargo Bank,National Association, as Custodian of the Wolfchase Galleria Mortgage Loan (seeExhibit 34.5)

34.42 Park Bridge LenderServices LLC, as Operating Advisor of the Wolfchase Galleria Mortgage Loan (seeExhibit 34.6)

34.43 Wells Fargo Bank,National Association, as Primary Servicer of the FedEx Ground PortfolioMortgage Loan (see Exhibit 34.1)

34.44 KeyBank NationalAssociation, as Special Servicer of the FedEx Ground Portfolio Mortgage Loan(see Exhibit 34.9)

34.45 Wilmington Trust,National Association, as Trustee of the FedEx Ground Portfolio Mortgage Loan(Omitted. See Explanatory Notes.)

34.46 Wells Fargo Bank,National Association, as Certificate Administrator of the FedEx GroundPortfolio Mortgage Loan (see Exhibit 34.4)

34.47 Wells Fargo Bank,National Association, as Custodian of the FedEx Ground Portfolio Mortgage Loan(see Exhibit 34.5)

34.48 Park Bridge LenderServices LLC, as Operating Advisor of the FedEx Ground Portfolio Mortgage Loan (seeExhibit 34.6)

34.49 CoreLogic CommercialReal Estate Services, Inc., as Servicing Function Participant of the FedExGround Portfolio Mortgage Loan (see Exhibit 34.7)

34.50 National Tax Search,LLC, as Servicing Function Participant of the FedEx Ground Portfolio MortgageLoan (see Exhibit 34.8)

 

35Servicer compliance statements.

35.1 Wells Fargo Bank,National Association, as Master Servicer

35.2 Midland Loan Services, aDivision of PNC Bank, National Association, as Special Servicer

35.3 Wells Fargo Bank,National Association, as Certificate Administrator

35.4 KeyBank NationalAssociation, as Primary Servicer

35.5 Wells Fargo Bank,National Association, as Primary Servicer of the Potomac Mills Mortgage Loan

35.6 AEGON USA RealtyAdvisors, LLC, as Special Servicer of the Potomac Mills Mortgage Loan

35.7 Wells Fargo Bank,National Association, as Certificate Administrator of the Potomac MillsMortgage Loan

35.8 Wells Fargo Bank,National Association, as Primary Servicer of the American Greetings HQ MortgageLoan

35.9 C-III Asset ManagementLLC, as Special Servicer of the American Greetings HQ Mortgage Loan (Omitted.See Explanatory Notes.)

35.10 Wells Fargo Bank,National Association, as Certificate Administrator of the American Greetings HQMortgage Loan

35.11 Wells Fargo Bank,National Association, as Primary Servicer of the Hilton Hawaiian VillageMortgage Loan

35.12 AEGON USA RealtyAdvisors, LLC, as Special Servicer of the Hilton Hawaiian Village Mortgage Loan(see Exhibit 35.6)

35.13 Wells Fargo Bank,National Association, as Certificate Administrator of the Hilton HawaiianVillage Mortgage Loan

35.14 Midland Loan Services, aDivision of PNC Bank, National Association, as Primary Servicer of the 191Peachtree Mortgage Loan (see Exhibit 35.2)

35.15 Rialto Capital Advisors,LLC, as Special Servicer of the 191 Peachtree Mortgage Loan

35.16 Wells Fargo Bank,National Association, as Certificate Administrator of the 191 PeachtreeMortgage Loan

35.17 Midland Loan Services, aDivision of PNC Bank, National Association, as Primary Servicer of theWolfchase Galleria Mortgage Loan (see Exhibit 35.2)

35.18 Rialto Capital Advisors,LLC, as Special Servicer of the Wolfchase Galleria Mortgage Loan (see Exhibit35.15)

35.19 Wells Fargo Bank, NationalAssociation, as Certificate Administrator of the Wolfchase Galleria MortgageLoan (see Exhibit 35.16)

35.20 Wells Fargo Bank,National Association, as Primary Servicer of the FedEx Ground PortfolioMortgage Loan

35.21 KeyBank NationalAssociation, as Special Servicer of the FedEx Ground Portfolio Mortgage Loan

35.22 Wells Fargo Bank,National Association, as Certificate Administrator of the FedEx GroundPortfolio Mortgage Loan

 

99.1Mortgage Loan Purchase Agreement, dated as of December 6, 2016, between Banc ofAmerica Merrill Lynch Commercial Mortgage Inc. and Morgan Stanley MortgageCapital Holdings LLC (filed as Exhibit 99.1 to the registrant’s Current Reporton Form 8-K filed on December 21, 2016 under Commission File No. 333-206847-04and incorporated by reference herein)

 

99.2Mortgage Loan Purchase Agreement, dated as of December 6, 2016, between Banc ofAmerica Merrill Lynch Commercial Mortgage Inc. and Bank of America, NationalAssociation (filed as Exhibit 99.2 to the registrant’s Current Report on Form8-K filed on December 21, 2016 under Commission File No. 333-206847-04 andincorporated by reference herein)

 

99.3Mortgage Loan Purchase Agreement, dated as of December 6, 2016, between Banc ofAmerica Merrill Lynch Commercial Mortgage Inc., Starwood Mortgage Funding IIILLC and Starwood Mortgage Capital LLC (filed as Exhibit 99.3 to theregistrant’s Current Report on Form 8-K filed on December 21, 2016 underCommission File No. 333-206847-04 and incorporated by reference herein)

 

99.4Mortgage Loan Purchase Agreement, dated as of December 6, 2016, between Banc ofAmerica Merrill Lynch Commercial Mortgage Inc. and KeyBank National Association(filed as Exhibit 99.4 to the registrant’s Current Report on Form 8-K filed onDecember 21, 2016 under Commission File No. 333-206847-04 and incorporated byreference herein)

 

99.5Mortgage Loan Purchase Agreement, dated as of December 6, 2016, between Banc ofAmerica Merrill Lynch Commercial Mortgage Inc. and CIBC Inc. (filed as Exhibit99.5 to the registrant’s Current Report on Form 8-K filed on December 21, 2016under Commission File No. 333-206847-04 and incorporated by reference herein)

 

(b)  The exhibits required to be filed by the Registrant pursuant to Item 601 ofRegulation S-K are listed above and in the Exhibit Index that immediatelyfollows the signature page hereof.

(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.

Bancof America Merrill Lynch Commercial Mortgage Inc.(Depositor)

/s/ Leland F. Bunch III

Leland F. Bunch III, Chief Executive Officer andPresident 

(senior officer in charge of securitization of thedepositor)

Date:March 27, 2017

 

 

Exhibit Index

 

Exhibit No.

 

4.1Pooling and Servicing Agreement, dated as of December 1, 2016, by and amongBanc of America Merrill Lynch Commercial Mortgage Inc., as Depositor, Wells FargoBank, National Association, as Master Servicer, Midland Loan Services, aDivision of PNC Bank, National Association, as Special Servicer, Wells FargoBank, National Association, as Certificate Administrator, Wilmington Trust,National Association, as Trustee, 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 filed on December 21, 2016 underCommission File No. 333-206847-04 and incorporated by reference herein).

 

4.2Pooling and Servicing Agreement, dated as of November 1, 2016, by and amongCCRE Commercial Mortgage Securities, L.P., as Depositor, Wells Fargo Bank,National Association, as Master Servicer, Rialto Capital Advisors, LLC, as SpecialServicer, AEGON USA Realty Advisors, LLC, as Potomac Mills Special Servicer,Wilmington Trust, National Association, as Trustee, Wells Fargo Bank, NationalAssociation, as Certificate Administrator, Paying Agent and Custodian, and ParkBridge Lender Services LLC, as Operating Advisor and Asset RepresentationsReviewer (filed as Exhibit 4.4 to the registrant’s Current Report on Form 8-Kfiled on December 21, 2016 under Commission File No. 333-206847-04 andincorporated by reference herein).

 

4.3Pooling and Servicing Agreement, dated as of November 1, 2016, by and amongMorgan Stanley Capital I Inc., as Depositor, Wells Fargo Bank, NationalAssociation, as Master Servicer, C-III Asset Management LLC, as SpecialServicer, Wells Fargo Bank, National Association, as Certificate Administrator,Wilmington Trust, National Association, as Trustee, and Park Bridge LenderServices LLC, as Operating Advisor and Asset Representations Reviewer (filed asExhibit 4.6 to the registrant’s Current Report on Form 8-K/A filed on March 2,2017 under Commission File No. 333-206847-04 and incorporated by referenceherein).

 

4.4Trust and Servicing Agreement, dated as of November 28, 2016, by and among J.P.Morgan Chase Commercial Mortgage Securities Corp., as Depositor, Wells FargoBank, National Association, as Servicer, AEGON USA Realty Advisors, LLC, asSpecial Servicer, Wells Fargo Bank, National Association, as CertificateAdministrator, and Wilmington Trust, National Association, as Trustee (filed asExhibit 4.2 to the registrant’s Current Report on Form 8-K filed on December21, 2016 under Commission File No. 333-206847-04 and incorporated by referenceherein).

 

4.5Pooling and Servicing Agreement, dated as of December 1, 2016, by and amongMorgan Stanley Capital I Inc., as Depositor, Midland Loan Services, a Divisionof PNC Bank, National Association, as Master Servicer, Rialto Capital Advisors,LLC, as Special Servicer, Wells Fargo Bank, National Association, asCertificate Administrator and Trustee, and Park Bridge Lender Services LLC, asOperating Advisor and Asset Representations Reviewer (filed as Exhibit 4.3 tothe registrant’s Current Report on Form 8-K filed on December 21, 2016 underCommission File No. 333-206847-04 and incorporated by reference herein).

 

4.6Pooling and Servicing Agreement, dated as of December 1, 2016, by and amongDeutsche Mortgage & Asset Receiving Corporation, as Depositor, Wells FargoBank, National Association, as Master Servicer, KeyBank National Association,as Special Servicer, Wilmington Trust, National Association, as Trustee, WellsFargo Bank, National Association, as Certificate Administrator, Paying Agentand Custodian, and Park Bridge Lender Services LLC, as Operating Advisor andAsset Representations Reviewer (filed as Exhibit 4.5 to the registrant’sCurrent Report on Form 8-K filed on December 21, 2016 under Commission File No.333-206847-04 and incorporated by reference herein).

 

4.7Agreement Between Noteholders, dated as of November 17, 2016, by and betweenSociété Générale, as Initial Note A-1 Holder, Initial A-2 Holder, Initial A-3Holder, Initial B-1 Holder, Initial B-2 Holder and Initial B-3 Holder, Bank ofAmerica, N.A., as Initial Note A-4 Holder, Initial A-5 Holder, Initial B-4Holder and Initial B-5 Holder, Cantor Commercial Real Estate Lending, L.P., asInitial Note A-6 Holder, Initial Note A-7 Holder, Initial Note A-8 Holder,Initial B-6 Holder, Initial B-7 Holder and Initial B-8 Holder, and BarclaysBank PLC, as Initial Note A-9 Holder, Initial Note A-10 Holder, Initial B-9Holder and Initial B-10 Holder (filed as Exhibit 4.10 to the registrant’sCurrent Report on Form 8-K filed on December 21, 2016 under Commission File No.333-206847-04 and incorporated by reference herein).

 

4.8Agreement Between Note Holders, dated as of October 27, 2016, by and betweenBank of America, N.A., as Initial Note A-1-1 Holder, Bank of America, N.A., asInitial Note A-1-2 Holder, and Bank of America, N.A., as Initial Note A-1-3Holder (filed as Exhibit 4.12 to the registrant’s Current Report on Form 8-Kfiled on December 21, 2016 under Commission File No. 333-206847-04 andincorporated by reference herein).

 

4.9Co-Lender Agreement, dated as of November 28, 2016, by and among JPMorgan ChaseBank, National Association, Deutsche Bank, AG, New York Branch, Goldman SachsMortgage Company, Barclays Bank PLC, Morgan Stanley Bank, N.A. and CantorCommercial Real Estate Lending, L.P. (filed as Exhibit 4.17 to the registrant’sCurrent Report on Form 8-K filed on December 21, 2016 under Commission File No.333-206847-04 and incorporated by reference herein).

 

4.10Agreement Between Note Holders, dated as of December 5, 2016, by and betweenMorgan Stanley Bank, N.A., as Initial Note A-1 Holder, Morgan Stanley Bank,N.A., as Initial Note A-2 Holder, Morgan Stanley Bank, N.A., as Initial NoteA-3 Holder, and Morgan Stanley Bank, N.A., as Initial Note A-4 Holder (filed asExhibit 4.8 to the registrant’s Current Report on Form 8-K filed on December21, 2016 under Commission File No. 333-206847-04 and incorporated by referenceherein).

 

4.11Agreement Between Note Holders, dated as of December 7, 2016, by and betweenMorgan Stanley Bank, N.A., as Initial Note A-1-1 Holder, Initial Note A-1-2Holder and Initial Note A-2 Holder, and UBS AG, by and through its branchoffice at 1285 Avenue of the Americas, New York, New York, as Initial Note A-3Holder, Initial Note A-4 Holder, Initial Note A-5 Holder, Initial Note A-6Holder and Initial Note A-7 Holder (filed as Exhibit 4.9 to the registrant’sCurrent Report on Form 8-K filed on December 21, 2016 under Commission File No.333-206847-04 and incorporated by reference herein).

 

4.12Agreement Between Note Holders, dated as of November 1, 2016, by and among Bankof America, N.A., as Initial Note A-1 Holder, Citigroup Global Markets RealtyCorp., as Initial Note A–2 Holder, Bank of America, N.A., as Initial Note A-3Holder, and Citigroup Global Markets Realty Corp., as Initial Note A–4 Holder(filed as Exhibit 4.11 to the registrant’s Current Report on Form 8-K filed onDecember 21, 2016 under Commission File No. 333-206847-04 and incorporated byreference herein).

 

4.13Primary Servicing Agreement, dated as of December 1, 2016, between Wells FargoBank, National Association and KeyBank National Association (filed as Exhibit4.13 to the registrant’s Current Report on Form 8-K filed on December 21, 2016under Commission File No. 333-206847-04 and incorporated by reference herein)

 

31Rule 13a-14(d)/15d-14(d) Certifications.

 

33Reports on assessment of compliance with servicing criteria for asset-backedsecurities.

33.1 Wells Fargo Bank,National Association, as Master Servicer

33.2 Midland Loan Services, aDivision of PNC Bank, National Association, as Special Servicer

33.3 Wilmington Trust,National Association, as Trustee (Omitted. See Explanatory Notes.)

33.4 Wells Fargo Bank,National Association, as Certificate Administrator

33.5 Wells Fargo Bank,National Association, as Custodian

33.6 Park Bridge Lender ServicesLLC, as Operating Advisor

33.7 CoreLogic Commercial RealEstate Services, Inc., as Servicing Function Participant

33.8 National Tax Search, LLC,as Servicing Function Participant

33.9 KeyBank NationalAssociation, as Primary Servicer

33.10 Wells Fargo Bank,National Association, as Primary Servicer of the Potomac Mills Mortgage Loan(see Exhibit 33.1)

33.11 AEGON USA RealtyAdvisors, LLC, as Special Servicer of the Potomac Mills Mortgage Loan

33.12 Wilmington Trust,National Association, as Trustee of the Potomac Mills Mortgage Loan (Omitted.See Explanatory Notes.)

33.13 Wells Fargo Bank,National Association, as Certificate Administrator of the Potomac MillsMortgage Loan (see Exhibit 33.4)

33.14 Wells Fargo Bank, NationalAssociation, as Custodian of the Potomac Mills Mortgage Loan (see Exhibit 33.5)

33.15 Park Bridge LenderServices LLC, as Operating Advisor of the Potomac Mills Mortgage Loan (seeExhibit 33.6)

33.16 CoreLogic CommercialReal Estate Services, Inc., as Servicing Function Participant of the PotomacMills Mortgage Loan (see Exhibit 33.7)

33.17 National Tax Search,LLC, as Servicing Function Participant of the Potomac Mills Mortgage Loan (seeExhibit 33.8)

33.18 Wells Fargo Bank,National Association, as Primary Servicer of the American Greetings HQ MortgageLoan (see Exhibit 33.1)

33.19 C-III Asset ManagementLLC, as Special Servicer of the American Greetings HQ Mortgage Loan (Omitted.See Explanatory Notes.)

33.20 Wilmington Trust,National Association, as Trustee of the American Greetings HQ Mortgage Loan(Omitted. See Explanatory Notes.)

33.21 Wells Fargo Bank,National Association, as Certificate Administrator of the American Greetings HQMortgage Loan (see Exhibit 33.4)

33.22 Wells Fargo Bank, NationalAssociation, as Custodian of the American Greetings HQ Mortgage Loan (seeExhibit 33.5)

33.23 Park Bridge LenderServices LLC, as Operating Advisor of the American Greetings HQ Mortgage Loan(see Exhibit 33.6)

33.24 CoreLogic Commercial RealEstate Services, Inc., as Servicing Function Participant of the AmericanGreetings HQ Mortgage Loan (see Exhibit 33.7)

33.25 National Tax Search,LLC, as Servicing Function Participant of the American Greetings HQ MortgageLoan (see Exhibit 33.8)

33.26 Wells Fargo Bank,National Association, as Primary Servicer of the Hilton Hawaiian VillageMortgage Loan (see Exhibit 33.1)

33.27 AEGON USA RealtyAdvisors, LLC, as Special Servicer of the Hilton Hawaiian Village Mortgage Loan(see Exhibit 33.11)

33.28 Wilmington Trust,National Association, as Trustee of the Hilton Hawaiian Village Mortgage Loan(Omitted. See Explanatory Notes.)

33.29 Wells Fargo Bank,National Association, as Certificate Administrator of the Hilton HawaiianVillage Mortgage Loan (see Exhibit 33.4)

33.30 Wells Fargo Bank,National Association, as Custodian of the Hilton Hawaiian Village Mortgage Loan(see Exhibit 33.5)

33.31 CoreLogic CommercialReal Estate Services, Inc., as Servicing Function Participant of the HiltonHawaiian Village Mortgage Loan (see Exhibit 33.7)

33.32 National Tax Search,LLC, as Servicing Function Participant of the Hilton Hawaiian Village MortgageLoan (see Exhibit 33.8)

33.33 Midland Loan Services, aDivision of PNC Bank, National Association, as Primary Servicer of the 191Peachtree Mortgage Loan (see Exhibit 33.2)

33.34 Rialto Capital Advisors,LLC, as Special Servicer of the 191 Peachtree Mortgage Loan

33.35 Wells Fargo Bank,National Association, as Trustee and Certificate Administrator of the 191Peachtree Mortgage Loan (see Exhibit 33.4)

33.36 Wells Fargo Bank,National Association, as Custodian of the 191 Peachtree Mortgage Loan (seeExhibit 33.5)

33.37 Park Bridge LenderServices LLC, as Operating Advisor of the 191 Peachtree Mortgage Loan (seeExhibit 33.6)

33.38 Midland Loan Services, aDivision of PNC Bank, National Association, as Primary Servicer of theWolfchase Galleria Mortgage Loan (see Exhibit 33.2)

33.39 Rialto Capital Advisors,LLC, as Special Servicer of the Wolfchase Galleria Mortgage Loan (see Exhibit33.34)

33.40 Wells Fargo Bank,National Association, as Trustee and Certificate Administrator of the WolfchaseGalleria Mortgage Loan (see Exhibit 33.4)

33.41 Wells Fargo Bank,National Association, as Custodian of the Wolfchase Galleria Mortgage Loan (seeExhibit 33.5)

33.42 Park Bridge LenderServices LLC, as Operating Advisor of the Wolfchase Galleria Mortgage Loan (seeExhibit 33.6)

33.43 Wells Fargo Bank,National Association, as Primary Servicer of the FedEx Ground PortfolioMortgage Loan (see Exhibit 33.1)

33.44 KeyBank NationalAssociation, as Special Servicer of the FedEx Ground Portfolio Mortgage Loan(see Exhibit 33.9)

33.45 Wilmington Trust,National Association, as Trustee of the FedEx Ground Portfolio Mortgage Loan(Omitted. See Explanatory Notes.)

33.46 Wells Fargo Bank,National Association, as Certificate Administrator of the FedEx GroundPortfolio Mortgage Loan (see Exhibit 33.4)

33.47 Wells Fargo Bank,National Association, as Custodian of the FedEx Ground Portfolio Mortgage Loan(see Exhibit 33.5)

33.48 Park Bridge LenderServices LLC, as Operating Advisor of the FedEx Ground Portfolio Mortgage Loan(see Exhibit 33.6)

33.49 CoreLogic CommercialReal Estate Services, Inc., as Servicing Function Participant of the FedExGround Portfolio Mortgage Loan (see Exhibit 33.7)

33.50National Tax Search, LLC, as Servicing Function Participant of the FedEx GroundPortfolio Mortgage Loan (see Exhibit 33.8)

 

34Attestation reports on assessment of compliance with servicing criteria for asset-backedsecurities.

34.1 Wells Fargo Bank,National Association, as Master Servicer

34.2 Midland Loan Services, aDivision of PNC Bank, National Association, as Special Servicer

34.3 Wilmington Trust,National Association, as Trustee (Omitted. See Explanatory Notes.)

34.4 Wells Fargo Bank,National Association, as Certificate Administrator

34.5 Wells Fargo Bank,National Association, as Custodian

34.6 Park Bridge LenderServices LLC, as Operating Advisor

34.7 CoreLogic Commercial RealEstate Services, Inc., as Servicing Function Participant

34.8 National Tax Search, LLC,as Servicing Function Participant

34.9 KeyBank NationalAssociation, as Primary Servicer

34.10 Wells Fargo Bank, NationalAssociation, as Primary Servicer of the Potomac Mills Mortgage Loan (seeExhibit 34.1)

34.11 AEGON USA RealtyAdvisors, LLC, as Special Servicer of the Potomac Mills Mortgage Loan

34.12 Wilmington Trust,National Association, as Trustee of the Potomac Mills Mortgage Loan (Omitted.See Explanatory Notes.)

34.13 Wells Fargo Bank,National Association, as Certificate Administrator of the Potomac MillsMortgage Loan (see Exhibit 34.4)

34.14 Wells Fargo Bank,National Association, as Custodian of the Potomac Mills Mortgage Loan (seeExhibit 34.5)

34.15 Park Bridge LenderServices LLC, as Operating Advisor of the Potomac Mills Mortgage Loan (seeExhibit 34.6)

34.16 CoreLogic CommercialReal Estate Services, Inc., as Servicing Function Participant of the PotomacMills Mortgage Loan (see Exhibit 34.7)

34.17 National Tax Search,LLC, as Servicing Function Participant of the Potomac Mills Mortgage Loan (seeExhibit 34.8)

34.18 Wells Fargo Bank,National Association, as Primary Servicer of the American Greetings HQ MortgageLoan (see Exhibit 34.1)

34.19 C-III Asset ManagementLLC, as Special Servicer of the American Greetings HQ Mortgage Loan (Omitted.See Explanatory Notes.)

34.20 Wilmington Trust,National Association, as Trustee of the American Greetings HQ Mortgage Loan(Omitted. See Explanatory Notes.)

34.21 Wells Fargo Bank,National Association, as Certificate Administrator of the American Greetings HQMortgage Loan (see Exhibit 34.4)

34.22 Wells Fargo Bank,National Association, as Custodian of the American Greetings HQ Mortgage Loan(see Exhibit 34.5)

34.23 Park Bridge LenderServices LLC, as Operating Advisor of the American Greetings HQ Mortgage Loan(see Exhibit 34.6)

34.24 CoreLogic CommercialReal Estate Services, Inc., as Servicing Function Participant of the AmericanGreetings HQ Mortgage Loan (see Exhibit 34.7)

34.25 National Tax Search,LLC, as Servicing Function Participant of the American Greetings HQ MortgageLoan (see Exhibit 34.8)

34.26 Wells Fargo Bank,National Association, as Primary Servicer of the Hilton Hawaiian VillageMortgage Loan (see Exhibit 34.1)

34.27 AEGON USA RealtyAdvisors, LLC, as Special Servicer of the Hilton Hawaiian Village Mortgage Loan(see Exhibit 34.11)

34.28 Wilmington Trust,National Association, as Trustee of the Hilton Hawaiian Village Mortgage Loan(Omitted. See Explanatory Notes.)

34.29 Wells Fargo Bank,National Association, as Certificate Administrator of the Hilton HawaiianVillage Mortgage Loan (see Exhibit 34.4)

34.30 Wells Fargo Bank, NationalAssociation, as Custodian of the Hilton Hawaiian Village Mortgage Loan (seeExhibit 34.5)

34.31 CoreLogic CommercialReal Estate Services, Inc., as Servicing Function Participant of the HiltonHawaiian Village Mortgage Loan (see Exhibit 34.7)

34.32 National Tax Search,LLC, as Servicing Function Participant of the Hilton Hawaiian Village MortgageLoan (see Exhibit 34.8)

34.33 Midland Loan Services, aDivision of PNC Bank, National Association, as Primary Servicer of the 191Peachtree Mortgage Loan (see Exhibit 34.2)

34.34 Rialto Capital Advisors,LLC, as Special Servicer of the 191 Peachtree Mortgage Loan

34.35 Wells Fargo Bank,National Association, as Trustee and Certificate Administrator of the 191Peachtree Mortgage Loan (see Exhibit 34.4)

34.36 Wells Fargo Bank,National Association, as Custodian of the 191 Peachtree Mortgage Loan (seeExhibit 34.5)

34.37 Park Bridge LenderServices LLC, as Operating Advisor of the 191 Peachtree Mortgage Loan (seeExhibit 34.6)

34.38 Midland Loan Services, aDivision of PNC Bank, National Association, as Primary Servicer of theWolfchase Galleria Mortgage Loan (see Exhibit 34.2)

34.39 Rialto Capital Advisors,LLC, as Special Servicer of the Wolfchase Galleria Mortgage Loan (see Exhibit34.34)

34.40 Wells Fargo Bank,National Association, as Trustee and Certificate Administrator of the WolfchaseGalleria Mortgage Loan (see Exhibit 34.4)

34.41 Wells Fargo Bank,National Association, as Custodian of the Wolfchase Galleria Mortgage Loan (seeExhibit 34.5)

34.42 Park Bridge LenderServices LLC, as Operating Advisor of the Wolfchase Galleria Mortgage Loan (seeExhibit 34.6)

34.43 Wells Fargo Bank,National Association, as Primary Servicer of the FedEx Ground PortfolioMortgage Loan (see Exhibit 34.1)

34.44 KeyBank NationalAssociation, as Special Servicer of the FedEx Ground Portfolio Mortgage Loan(see Exhibit 34.9)

34.45 Wilmington Trust,National Association, as Trustee of the FedEx Ground Portfolio Mortgage Loan(Omitted. See Explanatory Notes.)

34.46 Wells Fargo Bank,National Association, as Certificate Administrator of the FedEx GroundPortfolio Mortgage Loan (see Exhibit 34.4)

34.47 Wells Fargo Bank,National Association, as Custodian of the FedEx Ground Portfolio Mortgage Loan(see Exhibit 34.5)

34.48 Park Bridge LenderServices LLC, as Operating Advisor of the FedEx Ground Portfolio Mortgage Loan(see Exhibit 34.6)

34.49 CoreLogic CommercialReal Estate Services, Inc., as Servicing Function Participant of the FedExGround Portfolio Mortgage Loan (see Exhibit 34.7)

34.50 National Tax Search,LLC, as Servicing Function Participant of the FedEx Ground Portfolio MortgageLoan (see Exhibit 34.8)

 

35Servicer compliance statements.

35.1 Wells Fargo Bank,National Association, as Master Servicer

35.2 Midland Loan Services, aDivision of PNC Bank, National Association, as Special Servicer

35.3 Wells Fargo Bank,National Association, as Certificate Administrator

35.4 KeyBank NationalAssociation, as Primary Servicer

35.5 Wells Fargo Bank,National Association, as Primary Servicer of the Potomac Mills Mortgage Loan

35.6 AEGON USA RealtyAdvisors, LLC, as Special Servicer of the Potomac Mills Mortgage Loan

35.7 Wells Fargo Bank,National Association, as Certificate Administrator of the Potomac MillsMortgage Loan

35.8 Wells Fargo Bank,National Association, as Primary Servicer of the American Greetings HQ MortgageLoan

35.9 C-III Asset ManagementLLC, as Special Servicer of the American Greetings HQ Mortgage Loan (Omitted.See Explanatory Notes.)

35.10 Wells Fargo Bank,National Association, as Certificate Administrator of the American Greetings HQMortgage Loan

35.11 Wells Fargo Bank,National Association, as Primary Servicer of the Hilton Hawaiian VillageMortgage Loan

35.12 AEGON USA RealtyAdvisors, LLC, as Special Servicer of the Hilton Hawaiian Village Mortgage Loan(see Exhibit 35.6)

35.13 Wells Fargo Bank,National Association, as Certificate Administrator of the Hilton HawaiianVillage Mortgage Loan

35.14 Midland Loan Services, aDivision of PNC Bank, National Association, as Primary Servicer of the 191Peachtree Mortgage Loan (see Exhibit 35.2)

35.15 Rialto Capital Advisors,LLC, as Special Servicer of the 191 Peachtree Mortgage Loan

35.16 Wells Fargo Bank,National Association, as Certificate Administrator of the 191 PeachtreeMortgage Loan

35.17 Midland Loan Services, aDivision of PNC Bank, National Association, as Primary Servicer of theWolfchase Galleria Mortgage Loan (see Exhibit 35.2)

35.18 Rialto Capital Advisors,LLC, as Special Servicer of the Wolfchase Galleria Mortgage Loan (see Exhibit35.15)

35.19 Wells Fargo Bank,National Association, as Certificate Administrator of the Wolfchase GalleriaMortgage Loan (see Exhibit 35.16)

35.20 Wells Fargo Bank,National Association, as Primary Servicer of the FedEx Ground PortfolioMortgage Loan

35.21 KeyBank NationalAssociation, as Special Servicer of the FedEx Ground Portfolio Mortgage Loan

35.22 Wells Fargo Bank,National Association, as Certificate Administrator of the FedEx GroundPortfolio Mortgage Loan

 

99.1Mortgage Loan Purchase Agreement, dated as of December 6, 2016, between Banc ofAmerica Merrill Lynch Commercial Mortgage Inc. and Morgan Stanley MortgageCapital Holdings LLC (filed as Exhibit 99.1 to the registrant’s Current Reporton Form 8-K filed on December 21, 2016 under Commission File No. 333-206847-04and incorporated by reference herein)

 

99.2Mortgage Loan Purchase Agreement, dated as of December 6, 2016, between Banc ofAmerica Merrill Lynch Commercial Mortgage Inc. and Bank of America, NationalAssociation (filed as Exhibit 99.2 to the registrant’s Current Report on Form8-K filed on December 21, 2016 under Commission File No. 333-206847-04 andincorporated by reference herein)

 

99.3Mortgage Loan Purchase Agreement, dated as of December 6, 2016, between Banc ofAmerica Merrill Lynch Commercial Mortgage Inc., Starwood Mortgage Funding IIILLC and Starwood Mortgage Capital LLC (filed as Exhibit 99.3 to theregistrant’s Current Report on Form 8-K filed on December 21, 2016 under CommissionFile No. 333-206847-04 and incorporated by reference herein)

 

99.4Mortgage Loan Purchase Agreement, dated as of December 6, 2016, between Banc ofAmerica Merrill Lynch Commercial Mortgage Inc. and KeyBank National Association(filed as Exhibit 99.4 to the registrant’s Current Report on Form 8-K filed onDecember 21, 2016 under Commission File No. 333-206847-04 and incorporated byreference herein)

 

99.5Mortgage Loan Purchase Agreement, dated as of December 6, 2016, between Banc ofAmerica Merrill Lynch Commercial Mortgage Inc. and CIBC Inc. (filed as Exhibit99.5 to the registrant’s Current Report on Form 8-K filed on December 21, 2016under Commission File No. 333-206847-04 and incorporated by reference herein)