**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:333-180779-21**

 

**Central Index Key Number of the issuingentity:0001657889**

 

**Morgan Stanley Capital I Trust 2015-UBS8**

**(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:0001541886**

 

**UBS Real Estate Securities Inc.**

**(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:0001541557**

 

**Morgan Stanley Mortgage Capital Holdings LLC**

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

 

| **New York**                                                        | **38‐3984646  38‐3984647  38‐3984648  38‐7143666** |
|---------------------------------------------------------------------|----------------------------------------------------------------------------|
| **(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 reports requiredto be filed by Section 12, 13 or 15(d) of the Securities Exchange Act of 1934subsequent to the distribution of securities under a plan confirmed by a 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 MSC 2015-UBS8 mortgage pool includes thefollowing mortgage loans, each of which is serviced pursuant to a separatepooling and servicing agreement (each, an “Outside Pooling and ServicingAgreement”):

 

·         the WPC Department Store Portfolio mortgageloan, which is serviced pursuant to the BACM 2015-UBS7 pooling and servicingagreement attached hereto as Exhibit 4.2;

 

·         the Cape May Hotels mortgage loan and theCharles River North mortgage loan, which are serviced pursuant to the CSAIL2015-C3 pooling and servicing agreement attached hereto as Exhibit 4.3;

 

·         the Gulfport Premium Outlets mortgage,which is serviced pursuant to the MSBAM 2016-C29 pooling and servicingagreement attached hereto as Exhibit 4.4; and

 

·         the Grove City Premium Outlets mortgage,which is serviced pursuant to the BACM 2016-UBS10 pooling and servicingagreement attached hereto as Exhibit 4.5.

 

Except as set forth below, each of theparties to each pooling and servicing agreement listed in the Exhibit Indexboth (1) participates in the servicing function for purposes of Item 1122 ofRegulation AB and (2) constitutes a servicer that meets the criteria in Item1108(a)(2)(i) through (iii) of Regulation AB for purposes of Item 1123 ofRegulation 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 reporting functionswith respect to the securitization governed by such pooling and servicingagreement.  Consequently, the operating advisor under an Outside Poolingand Servicing Agreement neither participates in the servicing function forpurposes of Item 1122 of Regulation AB nor performs the functions of a servicerfor purposes of the definition of “servicer” under Item 1101 of Regulation ABor for purposes of Item 1123 of Regulation AB. In addition, while the operatingadvisor under a pooling and servicing agreement has certain reportingobligations in respect of the related mortgage pool, it has no obligation tocollect or disburse funds in respect of the mortgage pool or to administer anyof the underlying mortgage loans.  Consequently, the operating advisor undera pooling and servicing agreement participates in the servicing function forpurposes of Item 1122 of Regulation AB, but 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.

 

·        Wells Fargo Bank, National Association isthe master servicer under the MSBAM 2016-C29 pooling and servicing agreement,pursuant to which the Gulfport Premium Outlets mortgage loan is serviced, andthe master servicer under BACM 2016-UBS10 pooling and servicing agreement,pursuant to which the Grove City Premium Outlets mortgage loan isserviced.  Because Wells Fargo Bank, National Association is not the MSC2015-UBS8 master servicer, is not affiliated with any sponsor and services onlythe Gulfport Premium Outlets mortgage loan and the Grove City Premium Outletsmortgage loan, which collectively constitute more than 5% but less than 10% ofthe mortgage pool, Wells Fargo Bank, National Association, as MSBAM 2016-C29master servicer and BACM 2016-UBS10 master servicer, constitutes a reporting“servicing function participant” for purposes of Item 1122 of Regulation AB, asspecified in the Instruction 3 to Item 1122, but does not constitute areporting “servicer” for purposes of Item 1123 of Regulation AB, as specifiedin the Instruction to Item 1123.

 

·        LNR Partners, LLC is the special servicerunder the BACM 2015-UBS7 pooling and servicing agreement, pursuant to which theWPC Department Store Portfolio mortgage loan is serviced. Because LNR Partners,LLC is not the MSC 2015-UBS8 special servicer, is not affiliated with anysponsor and services only the WPC Department Store Portfolio mortgage loan,which constitutes less than 5% of the mortgage pool, LNR Partners, LLC, as BACM2015-UBS7 special servicer, does not constitute a reporting “servicing functionparticipant” for purposes of Item 1122 of Regulation AB, as specified in theInstruction 3 to Item 1122, and does not constitute a reporting “servicer” forpurposes of Item 1123 of Regulation AB, as specified in the Instruction to Item1123.

 

·        U.S. Bank National Association is thecustodian under the BACM 2015-UBS7 pooling and servicing agreement, pursuant towhich the WPC Department Store Portfolio mortgage loan is serviced. BecauseU.S. Bank National Association is not the MSC 2015-UBS8 custodian, is not affiliatedwith any sponsor and services only the WPC Department Store Portfolio mortgageloan, which constitutes less than 5% of the mortgage pool, U.S. Bank NationalAssociation, as BACM 2015-UBS7 custodian, does not constitute a reporting“servicing function participant” for purposes of Item 1122 of Regulation AB, asspecified in the Instruction 3 to Item 1122, and does not constitute areporting “servicer” for purposes of Item 1123 of Regulation AB, as specifiedin the Instruction to Item 1123.

 

·     Aegon USA RealtyAdvisors, LLC is the special servicer with respect to the Charles River PlazaNorth mortgage loan (following the replacement by the related controlling noteholder in 2016 of Rialto Capital Advisors, LLC as the special servicer withrespect to such mortgage loan) under the CSAIL 2015-C3 pooling and servicingagreement.  Because Aegon USA Realty Advisors, LLC is not the MSC2015-UBS8 special servicer, is not affiliated with any sponsor and servicesonly the Charles River Plaza North mortgage loan, which constitutes less than5% of the mortgage pool, Aegon USA Realty Advisors, LLC, as CSAIL 2015-C3special servicer, does not constitute a reporting “servicing functionparticipant” for purposes of Item 1122 of Regulation AB, as specified in the Instruction3 to Item 1122, and does not constitute a reporting “servicer” for purposes ofItem 1123 of Regulation AB, as specified in the Instruction to Item 1123.

 

In addition, each of the following partiesengaged the services of certain servicing function participants andsub-servicers for the reporting period, as set forth below:

 

·         Wells Fargo Bank, National Association, asmaster servicer under the MSBAM 2016-C29 pooling and servicing agreement,pursuant to which the Gulfport Premium Outlets mortgage loan is serviced, andthe master servicer under the BACM 2016-UBS10 pooling and servicing agreement,pursuant to which the Grove City Premium Outlets mortgage loan is serviced,engaged the services of (i) CoreLogic Commercial Real Estate Services, Inc. andNational Tax Search, LLC, in each case as a servicing function participant inrespect of the Gulfport Premium Outlets mortgage loan and the Grove CityPremium Outlets mortgage loan for the reporting period, and (ii) Midland LoanServices, a Division of PNC Bank, National Association, as a servicing functionparticipant in respect of the Gulfport Premium Outlets mortgage loan and theGrove City Premium Outlets mortgage loan for the reporting period.

 

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

 

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

 

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

 

**ADDITIONALDISCLOSURE ITEMS FOR REGULATION AB**

 

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

 

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.**

 

Theregistrant knows of no legal proceeding pending against the sponsors,depositor, trustee, issuing entity, servicer contemplated by Item 1108(a)(3) ofRegulation AB, originator contemplated by Item 1110(b) of Regulation AB, orother party contemplated by Item 1100(d)(1) of Regulation AB, or of which anyproperty of the foregoing is the subject, that is material to security holders,other than as disclosed in the prospectus of the issuing entity filed in a424(b)(5) filing dated December 15, 2015, 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 andasserted causes of action based upon, among other things, the trustee's allegedfailure to: (i) notify and enforce repurchase obligations of mortgage loansellers for purported breaches of representations and warranties, (ii) notifyinvestors of alleged events of default, and (iii) abide by appropriatestandards of care following alleged events of default. Relief sought includedmoney damages in an unspecified amount, reimbursement of expenses, andequitable relief. Wells Fargo Bank has reached an agreement, in which it deniesany wrongdoing, to resolve these claims on a classwide basis for the 271 RMBStrusts currently at issue. The settlement agreement is subject to courtapproval. Separate lawsuits against Wells Fargo Bank making similar allegationsfiled by certain other institutional investors concerning 57 RMBS trusts in NewYork federal and state court are not covered by the agreement. With respect tothe foregoing litigations, Wells Fargo Bank believes plaintiffs' claims arewithout merit and intends to contest the claims vigorously, but there can be noassurances as to the outcome of the litigations or the possible impact of thelitigations on Wells 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)(5) filing dated December 15,2015, (i) Wells Fargo Bank, National Association, the master servicer under theMSBAM 2016-C29 pooling and servicing agreement, pursuant to which the GulfportPremium Outlets mortgage loan is serviced, and the master servicer under the BACM2016-UBS10 pooling and servicing agreement, pursuant to which the Grove CityPremium Outlets mortgage loan is serviced, is also the MSBAM 2015-UBS8custodian and the custodian under each Outside Pooling and Servicing Agreementpursuant to which the outside serviced mortgage loans (other than the WPCDepartment Store Portfolio mortgage loan) are currently serviced; and (ii)Rialto Capital Advisors, LLC, the special servicer under the MSBAM 2016-C29pooling and servicing agreement, pursuant to which the Gulfport Premium Outletsmortgage loan is serviced, and special servicer under the BACM 2016-UBS10pooling and servicing agreement, pursuant to which the Grove City PremiumOutlets mortgage loan is serviced, is also the special servicer for the CapeMay Hotels mortgage loan, which is serviced under the CSAIL 2015-C3 pooling andservicing agreement.

 

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

 

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

 

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

 

MaterialInstance of Noncompliance

 

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

 

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

 

StepsTaken to Remedy the Material Instance of Noncompliance

 

Midland 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)Poolingand Servicing Agreement, dated as of December 1, 2015, between Morgan StanleyCapital I Inc., as depositor, Midland Loan Services, a Division of PNC Bank,National Association, as master servicer, Rialto Capital Advisors, LLC, asspecial servicer, Situs Holdings, LLC, as trust advisor, and Wells Fargo Bank,National Association, as trustee, certificate administrator, certificateregistrar, authenticating agent and custodian (filed as Exhibit 4.1 to theregistrant's Current Report on Form 8-K/A filed on December 16, 2015 under SECFile No. 333-180779-21 and incorporated by reference herein).

 

(4.2)Poolingand Servicing Agreement, dated as of September 1, 2015, between Banc of AmericaMerrill Lynch Commercial Mortgage Inc., as depositor, Midland Loan Services, aDivision of PNC Bank, National Association, as master servicer, LNR Partners,LLC, as special servicer, Pentalpha Surveillance LLC, as operating advisor, andU.S. Bank National Association, as trustee, certificate administrator andcustodian, relating to the BACM 2015-UBS7 securitization transaction, pursuantto which the WPC Department Store Portfolio Mortgage Loan is serviced (filed asExhibit 4.2 to the registrant's Current Report on Form 8-K filed on December15, 2015 under SEC File No. 333-180779-21 and incorporated by reference herein).

 

(4.3)Poolingand Servicing Agreement, dated as of August 1, 2015, between Credit SuisseFirst Boston Mortgage Securities Corp., as depositor, Midland Loan Services, aDivision of PNC Bank, National Association, as master servicer, Rialto CapitalAdvisors, LLC, as special servicer, Pentalpha Surveillance LLC, as operatingadvisor, Wells Fargo Bank, National Association, as certificate administrator,and Wells Fargo Bank, National Association, as trustee, relating to the CSAIL2015-C3 securitization transaction, pursuant to which the Cape May HotelsMortgage Loan and the Charles River North Mortgage Loan are serviced (filed asExhibit 4.3 to the registrant's Current Report on Form 8-K filed on December15, 2015 under SEC File No. 333-180779-21 and incorporated by reference herein).

 

(4.4)Poolingand Servicing Agreement, dated as of May 1, 2016, between Morgan StanleyCapital I Inc., as depositor, Wells Fargo Bank, National Association, as masterservicer, Rialto Capital Advisors, LLC, as special servicer, Park Bridge LenderServices LLC, as operating advisor and asset representations reviewer, WellsFargo Bank, National Association, as custodian, certificate administrator,certificate registrar and authenticating agent, and Wilmington Trust, NationalAssociation, as trustee., relating to the MSBAM 2016-C29 securitization transaction,pursuant to which the Gulfport Premium Outlets Mortgage Loan is serviced (filedas Exhibit 4.4 to the registrant's Current Report on Form 8-K filed on May 11,2016 under SEC File No. 333-180779-21 and incorporated by reference herein).

 

(4.5)Poolingand Servicing Agreement, dated as of June 1, 2016, between Banc of AmericaMerrill Lynch Commercial Mortgage Inc., as depositor, Wells Fargo Bank,National Association, as master servicer, Rialto Capital Advisors, LLC, asspecial servicer, Park Bridge Lender Services LLC, as operating advisor andasset representations reviewer, Wells Fargo Bank, National Association, ascustodian, certificate administrator, certificate registrar and authenticatingagent, and Wilmington Trust, National Association, as trustee., relating to theBACM 2016-UBS10 securitization transaction, pursuant to which the Grove CityPremium Outlets Mortgage Loan is serviced (filed as Exhibit 4.5 to theregistrant's Current Report on Form 8-K filed on June 13, 2016 under SEC FileNo. 333-180779-21 and incorporated by reference herein).

 

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

 

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

33.1  Wells Fargo Bank, National Association, as CertificateAdministrator

33.2  Wells Fargo Bank, National Association, as Custodian

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

33.4  Rialto Capital Advisors, LLC, as Special Servicer

33.5  Situs Holdings, LLC, as Operating Advisor

33.6  Wells Fargo Bank, National Association, as MasterServicer under the BACM 2016-UBS10 securitization, pursuant to which thefollowing mortgage loans were serviced by such party: Grove City PremiumOutlets (from 1/1/18 to 12/31/18)

33.7 Midland Loan Services,a Division of PNC Bank, National Association, as Servicing Function Participantunder the BACM 2016-UBS10 securitization, pursuant to which the followingmortgage loans were serviced: Grove City Premium Outlets (from 1/1/18 to12/31/18) (see Exhibit 33.3)

33.8  CoreLogic Commercial Real Estate Services, Inc., asServicing Function Participant under the BACM 2016-UBS10 securitization,pursuant to which the following mortgage loans were serviced by such party:Grove City Premium Outlets (from 1/1/18 to 12/31/18)

33.9  National Tax Search, LLC, as Servicing FunctionParticipant under the BACM 2016-UBS10 securitization, pursuant to which thefollowing mortgage loans were serviced by such party: Grove City PremiumOutlets (from 1/1/18 to 12/31/18)

33.10  Wells Fargo Bank, National Association, as MasterServicer under the MSBAM 2016-C29 securitization, pursuant to which thefollowing mortgage loans were serviced by such party: Gulfport Premium Outlets(from 1/1/18 to 12/31/18) (see Exhibit 33.6) 

33.11 Midland LoanServices, a Division of PNC Bank, National Association, as Sub-Servicer underthe MSBAM 2016-C29 securitization, pursuant to which the following mortgageloans were serviced: Gulfport Premium Outlets (from 1/1/18 to 12/31/18) (seeExhibit 33.3)

33.12  CoreLogic Commercial Real Estate Services, Inc., asServicing Function Participant under the MSBAM 2016-C29 securitization,pursuant to which the following mortgage loans were serviced by such party:Gulfport Premium Outlets (from 1/1/18 to 12/31/18) (see Exhibit 33.8) 

33.13  National Tax Search, LLC, as Servicing FunctionParticipant under the MSBAM 2016-C29 securitization, pursuant to which thefollowing mortgage loans were serviced by such party: Gulfport Premium Outlets(from 1/1/18 to 12/31/18) (see Exhibit 33.9) 

33.14  Midland Loan Services, a Division of PNC Bank, NationalAssociation, as Master Servicer under the BACM 2015-UBS7 securitization,pursuant to which the following mortgage loans were serviced by such party: WPCDepartment Store Portfolio (from 1/1/18 to 12/31/18) (see Exhibit 33.3) 

33.15  Midland Loan Services, a Division of PNC Bank,National Association, as Master Servicer under the CSAIL 2015-C3securitization, pursuant to which the following mortgage loans were serviced bysuch party: Cape May Hotels (from 1/1/18 to 12/31/18) and Charles River PlazaNorth (from 1/1/18 to 12/31/18) (see Exhibit 33.3) 

33.16  Rialto Capital Advisors, LLC, as Special Servicerunder the BACM 2016-UBS10 securitization, pursuant to which the following mortgageloans were serviced by such party: Grove City Premium Outlets (from 1/1/18 to12/31/18) (see Exhibit 33.4) 

33.17  Rialto Capital Advisors, LLC, as Special Servicerunder the MSBAM 2016-C29 securitization, pursuant to which the followingmortgage loans were serviced by such party: Gulfport Premium Outlets (from1/1/18 to 12/31/18) (see Exhibit 33.4) 

33.18  Rialto Capital Advisors, LLC, as Special Servicerunder the CSAIL 2015-C3 securitization, pursuant to which the followingmortgage loans were serviced by such party: Cape May Hotels (from 1/1/18 to12/31/18) (see Exhibit 33.4) 

33.19  Wells Fargo Bank, National Association, as Custodianunder the BACM 2016-UBS10 securitization, pursuant to which the followingmortgage loans were serviced by such party: Grove City Premium Outlets (from1/1/18 to 12/31/18) (see Exhibit 33.2) 

33.20  Wells Fargo Bank, National Association, as Custodianunder the MSBAM 2016-C29 securitization, pursuant to which the followingmortgage loans were serviced by such party: Gulfport Premium Outlets (from1/1/18 to 12/31/18) (see Exhibit 33.2) 

33.21  Wells Fargo Bank, National Association, as Custodianunder the CSAIL 2015-C3 securitization, pursuant to which the followingmortgage loans were serviced by such party: Cape May Hotels (from 1/1/18 to12/31/18)and Charles River Plaza North (from 1/1/18 to 12/31/18) (see Exhibit33.2) 

 

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

34.1  Wells Fargo Bank, National Association, as CertificateAdministrator

34.2  Wells Fargo Bank, National Association, as Custodian

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

34.4  Rialto Capital Advisors, LLC, as Special Servicer

34.5  Situs Holdings, LLC, as Operating Advisor

34.6  Wells Fargo Bank, National Association, as MasterServicer under the BACM 2016-UBS10 securitization, pursuant to which thefollowing mortgage loans were serviced by such party: Grove City PremiumOutlets (from 1/1/18 to 12/31/18)

34.7 Midland Loan Services,a Division of PNC Bank, National Association, as Servicing Function Participantunder the BACM 2016-UBS10 securitization, pursuant to which the followingmortgage loans were serviced: Grove City Premium Outlets (from 1/1/18 to12/31/18) (see Exhibit 34.3)

34.8  CoreLogic Commercial Real Estate Services, Inc., asServicing Function Participant under the BACM 2016-UBS10 securitization,pursuant to which the following mortgage loans were serviced by such party:Grove City Premium Outlets (from 1/1/18 to 12/31/18)

34.9  National Tax Search, LLC, as Servicing FunctionParticipant under the BACM 2016-UBS10 securitization, pursuant to which thefollowing mortgage loans were serviced by such party: Grove City PremiumOutlets (from 1/1/18 to 12/31/18)

34.10  Wells Fargo Bank, National Association, as MasterServicer under the MSBAM 2016-C29 securitization, pursuant to which thefollowing mortgage loans were serviced by such party: Gulfport Premium Outlets(from 1/1/18 to 12/31/18) (see Exhibit 34.6) 

34.11 Midland LoanServices, a Division of PNC Bank, National Association, as Sub-Servicer underthe MSBAM 2016-C29 securitization, pursuant to which the following mortgageloans were serviced: Gulfport Premium Outlets (from 1/1/18 to 12/31/18) (seeExhibit 34.3)

34.12  CoreLogic Commercial Real Estate Services, Inc., asServicing Function Participant under the MSBAM 2016-C29 securitization,pursuant to which the following mortgage loans were serviced by such party:Gulfport Premium Outlets (from 1/1/18 to 12/31/18) (see Exhibit 34.8) 

34.13  National Tax Search, LLC, as Servicing FunctionParticipant under the MSBAM 2016-C29 securitization, pursuant to which thefollowing mortgage loans were serviced by such party: Gulfport Premium Outlets(from 1/1/18 to 12/31/18) (see Exhibit 34.9) 

34.14  Midland Loan Services, a Division of PNC Bank, NationalAssociation, as Master Servicer under the BACM 2015-UBS7 securitization,pursuant to which the following mortgage loans were serviced by such party: WPCDepartment Store Portfolio (from 1/1/18 to 12/31/18) (see Exhibit 34.3) 

34.15  Midland Loan Services, a Division of PNC Bank,National Association, as Master Servicer under the CSAIL 2015-C3securitization, pursuant to which the following mortgage loans were serviced bysuch party: Cape May Hotels (from 1/1/18 to 12/31/18) and Charles River PlazaNorth (from 1/1/18 to 12/31/18) (see Exhibit 34.3) 

34.16  Rialto Capital Advisors, LLC, as Special Servicerunder the BACM 2016-UBS10 securitization, pursuant to which the following mortgageloans were serviced by such party: Grove City Premium Outlets (from 1/1/18 to12/31/18) (see Exhibit 34.4) 

34.17  Rialto Capital Advisors, LLC, as Special Servicerunder the MSBAM 2016-C29 securitization, pursuant to which the followingmortgage loans were serviced by such party: Gulfport Premium Outlets (from1/1/18 to 12/31/18) (see Exhibit 34.4) 

34.18  Rialto Capital Advisors, LLC, as Special Servicerunder the CSAIL 2015-C3 securitization, pursuant to which the followingmortgage loans were serviced by such party: Cape May Hotels (from 1/1/18 to12/31/18) (see Exhibit 34.4) 

34.19  Wells Fargo Bank, National Association, as Custodianunder the BACM 2016-UBS10 securitization, pursuant to which the followingmortgage loans were serviced by such party: Grove City Premium Outlets (from1/1/18 to 12/31/18) (see Exhibit 34.2) 

34.20  Wells Fargo Bank, National Association, as Custodianunder the MSBAM 2016-C29 securitization, pursuant to which the followingmortgage loans were serviced by such party: Gulfport Premium Outlets (from1/1/18 to 12/31/18) (see Exhibit 34.2) 

34.21  Wells Fargo Bank, National Association, as Custodianunder the CSAIL 2015-C3 securitization, pursuant to which the followingmortgage loans were serviced by such party: Cape May Hotels (from 1/1/18 to12/31/18)and Charles River Plaza North (from 1/1/18 to 12/31/18) (see Exhibit34.2) 

 

(35). Servicer compliance statement.

35.1  Wells Fargo Bank, National Association, as CertificateAdministrator

35.2  Wells Fargo Bank, National Association, as Custodian

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

35.4  Rialto Capital Advisors, LLC, as Special Servicer

35.5 Midland Loan Services,a Division of PNC Bank, National Association, as Servicing Function Participantunder the BACM 2016-UBS10 securitization, pursuant to which the followingmortgage loans were serviced: Grove City Premium Outlets (from 1/1/18 to 12/31/18)(see Exhibit 35.3)

35.6 Midland Loan Services,a Division of PNC Bank, National Association, as Sub-Servicer under the MSBAM2016-C29 securitization, pursuant to which the following mortgage loans wereserviced: Gulfport Premium Outlets (from 1/1/18 to 12/31/18) (see Exhibit 35.3)

35.7  Midland Loan Services, a Division of PNC Bank,National Association, as Master Servicer under the BACM 2015-UBS7 securitization,pursuant to which the following mortgage loans were serviced by such party: WPCDepartment Store Portfolio (from 1/1/18 to 12/31/18) (see Exhibit 35.3) 

35.8  Midland Loan Services, a Division of PNC Bank, NationalAssociation, as Master Servicer under the CSAIL 2015-C3 securitization,pursuant to which the following mortgage loans were serviced by such party:Cape May Hotels (from 1/1/18 to 12/31/18) and Charles River Plaza North (from1/1/18 to 12/31/18) (see Exhibit 35.3) 

35.9  Rialto Capital Advisors, LLC, as Special Servicerunder the BACM 2016-UBS10 securitization, pursuant to which the followingmortgage loans were serviced by such party: Grove City Premium Outlets (from1/1/18 to 12/31/18)

35.10  Rialto Capital Advisors, LLC, as Special Servicerunder the MSBAM 2016-C29 securitization, pursuant to which the followingmortgage loans were serviced by such party: Gulfport Premium Outlets (from1/1/18 to 12/31/18)

35.11  Rialto Capital Advisors, LLC, as Special Servicerunder the CSAIL 2015-C3 securitization, pursuant to which the followingmortgage loans were serviced by such party: Cape May Hotels (from 1/1/18 to12/31/18)

35.12  Wells Fargo Bank, National Association, as Custodianunder the BACM 2016-UBS10 securitization, pursuant to which the followingmortgage loans were serviced by such party: Grove City Premium Outlets (from1/1/18 to 12/31/18) (see Exhibit 35.2) 

35.13  Wells Fargo Bank, National Association, as Custodianunder the MSBAM 2016-C29 securitization, pursuant to which the followingmortgage loans were serviced by such party: Gulfport Premium Outlets (from1/1/18 to 12/31/18) (see Exhibit 35.2) 

35.14  Wells Fargo Bank, National Association, as Custodianunder the CSAIL 2015-C3 securitization, pursuant to which the following mortgageloans were serviced by such party: Cape May Hotels (from 1/1/18 to 12/31/18)andCharles River Plaza North (from 1/1/18 to 12/31/18) (see Exhibit 35.2) 

 

(99.1)MortgageLoan Purchase Agreement, dated December 2, 2015, between Morgan Stanley CapitalI Inc. and UBS Real Estate Securities Inc. (filed as Exhibit 99.1 to theregistrant's Current Report on Form 8-K filed on December 15, 2015 under SECFile No. 333-180779-21 and incorporated by reference herein).

 

(99.2)MortgageLoan Purchase Agreement, dated December 2, 2015, between Morgan Stanley CapitalI Inc. and Bank of America, National Association (filed as Exhibit 99.2 to theregistrant's Current Report on Form 8-K filed on December 15, 2015 under SECFile No. 333-180779-21 and incorporated by reference herein).

 

(99.3)MortgageLoan Purchase Agreement, dated December 2, 2015, between Morgan Stanley CapitalI Inc. and Morgan Stanley Mortgage Capital Holdings LLC (filed as Exhibit 99.3to the registrant's Current Report on Form 8-K filed on December 15, 2015 underSEC File No. 333-180779-21 and incorporated by reference herein).

 

(99.4)AgreementBetween Note Holders, dated as of August 18, 2015, between UBS Real EstateSecurities Inc., as Initial Note A-1 Holder, UBS Real Estate Securities Inc.,as Initial Note A-2 Holder, and UBS Real Estate Securities Inc., as InitialNote A-3 Holder, relating to the WPC Department Store Portfolio loancombination (filed as Exhibit 99.4 to the registrant's Current Report on Form8-K filed on December 15, 2015 under SEC File No. 333-180779-21 andincorporated by reference herein).

 

(99.5)AgreementBetween Note Holders, dated as of August 18, 2015, between UBS Real EstateSecurities Inc., as Initial Note A-1 Holder, and UBS Real Estate SecuritiesInc., as Initial Note A-2 Holder, relating to the Cape May Hotels loancombination (filed as Exhibit 99.5 to the registrant's Current Report on Form8-K filed on December 15, 2015 under SEC File No. 333-180779-21 andincorporated by reference herein).

 

(99.6)AgreementBetween Note Holders, dated as of September 15, 2015, between Wells Fargo Bank,National Association, as trustee for the benefit of the holders of the CSAIL2015-C3 Mortgage Trust commercial mortgage pass-through certificates, as NoteA-1 Holder and Note A-2 Holder, UBS Real Estate Securities Inc., as Note A-3-1Holder and Note A-3-2 Holder, and Prima Mortgage Investment Trust, LLC, asJunior Noteholder, relating to the Charles River Plaza North loan combination(filed as Exhibit 99.6 to the registrant's Current Report on Form 8-K filed onDecember 15, 2015 under SEC File No. 333-180779-21 and incorporated byreference herein).

 

(99.7)AgreementBetween Note Holders, dated as of December 15, 2015, between UBS Real EstateSecurities Inc., as Initial Note A-1 Holder, UBS Real Estate Securities Inc.,as Initial Note A-2 Holder, UBS Real Estate Securities Inc., as Initial NoteA-3 Holder, and UBS Real Estate Securities Inc., as Initial Note A-4 Holder,relating to the 525 Seventh Avenue loan combination (filed as Exhibit 99.7 tothe registrant's Current Report on Form 8-K/A filed on December 16, 2015 underSEC File No. 333-180779-21 and incorporated by reference herein), as amendedand restated pursuant to that certain Amended and Restated Agreement BetweenNote Holders, dated as of March 8, 2016, between UBS Real Estate SecuritiesInc., as Initial Note A-1 Holder, Wells Fargo Bank, National Association, astrustee for the benefit of the holders of the Morgan Stanley Capital I Trust2015-UBS8, Commercial Mortgage Pass-Through Certificates, Series 2015-UBS8, asInitial Note A-2 Holder, UBS Real Estate Securities Inc., as Initial Note A-3Holder, UBS Real Estate Securities Inc., and as Initial Note A-4 Holder (filedas Exhibit 99.12 to the registrant's Current Report on Form 8-K filed on March14, 2016 under SEC File No. 333-180779-21 and incorporated by referenceherein).

 

(99.8)AgreementBetween Note Holders, dated as of November 5, 2015, between UBS Real EstateSecurities Inc., as Initial Note A-1 Holder, UBS Real Estate Securities Inc.,as Initial Note A-2 Holder, UBS Real Estate Securities Inc., as Initial NoteA-3 Holder, and Bank of America, N.A., as Initial Note A-4 Holder, relating tothe Ellenton Premium Outlets loan combination (filed as Exhibit 99.8 to theregistrant's Current Report on Form 8-K/A filed on December 16, 2015 under SECFile No. 333-180779-21 and incorporated by reference herein).

 

(99.9)AgreementBetween Note Holders, dated as of November 5, 2015, between UBS Real EstateSecurities Inc., as Initial Note A-1 Holder, UBS Real Estate Securities Inc.,as Initial Note A-2 Holder, UBS Real Estate Securities Inc., as Initial NoteA-3 Holder, UBS Real Estate Securities Inc., as Initial Note A-4 Holder, andBank of America, N.A., as Initial Note A-5 Holder, relating to the Grove CityPremium Outlets loan combination (filed as Exhibit 99.9 to the registrant'sCurrent Report on Form 8-K/A filed on December 16, 2015 under SEC FileNo.333-180779-21 and incorporated by reference herein), as amended and restatedpursuant to that certain Amended and Restated Agreement Between Note Holders,dated as of March 8, 2016, between Wells Fargo Bank, National Association, astrustee for the benefit of the holders of the Morgan Stanley Capital I Trust2015-UBS8, Commercial Mortgage Pass-Through Certificates, Series 2015-UBS8, asInitial Note A-1 Holder, UBS Real Estate Securities Inc., as Initial Note A-2Holder, UBS Real Estate Securities Inc., as Initial Note A-3 Holder, UBS RealEstate Securities Inc., as Initial Note A-4 Holder, and Bank of America, N.A.,as Initial Note A-5 Holder (filed as Exhibit 99.11 to the registrant's CurrentReport on Form 8-K filed on March 14, 2016 under SEC File No. 333-180779-21 andincorporated by reference herein).

 

(99.10)AgreementBetween Note Holders, dated as of November 5, 2015, between Bank of America,N.A., as Initial Note A-1 Holder, UBS Real Estate Securities Inc., as InitialNote A-2 Holder, and UBS Real Estate Securities Inc., as Initial Note A-3Holder, relating to the Gulfport Premium Outlets loan combination (filed asExhibit 99.10 to the registrant's Current Report on Form 8-K/A filed onDecember 16, 2015 under SEC File No. 333-180779-21 and incorporated byreference herein).

 

(b)See (a) above.

 

(c)Not applicable.

** **

**SIGNATURES**

 

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

 

MorganStanley Capital I Inc.

(Depositor)

 

By:/s/ George Kok

GeorgeKok, President

(seniorofficer in charge of securitization of the depositor)

 

Date:March 29, 2019