**UNITED STATESSECURITIES AND EXCHANGE COMMISSION**

**Washington, D.C. 20549**

**FORM 10-K**

(Mark One)

**x****  ANNUAL REPORT PURSUANT TO SECTION13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934**

**For the fiscal year ended December 31, 2021or**

**o**** ****TRANSITIONREPORT PURSUANT TO 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: 333-206705-01**

**Central Index Key Number of the issuing entity:0001663239**

**COMM 2016-CCRE28 Mortgage Trust**

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

** **

**Central Index Key Number of the depositor: 0001013454**

**Deutsche Mortgage & AssetReceiving Corporation**

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

** **

**Central Index Key Number of the sponsor: 0001541294**

**German American Capital Corporation**

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

** **

**Central Index Key Number of the sponsor: 0001558761**

**Cantor Commercial Real EstateLending, L.P.**

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

** **

**Central Index Key Number of the sponsor: 0001555524**

**LoanCore Capital Markets LLC**

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

**(formerly known as Jefferies LoanCore LLC)**

** **

**Central Index Key Number of the sponsor: 0001541468**

**Ladder Capital Finance LLC**

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

** **

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

**the issuing entity)** | **38-3984705**

**38-3984706**

**38-7145079**

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

**Identification Numbers)** |
|------------------------------------------------------------------------------------------------------------|---------------------------------------------------------------------------------------------------|

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

**as Certificate Administrator**

**9062 Old Annapolis Road**

**Columbia, MD**

**(Address of principalexecutive offices of the issuing entity)**

**21045**

**(Zip Code)**

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

**(212) 250-2500**

Securities registered pursuant to Section 12(b) of the Act:

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

 

Securities registered pursuant to Section 12(g) of theAct:  None.

Indicate by check mark if the registrant is a well-knownseasoned issuer, as defined in Rule 405 of the Securities Act.  o Yes ⌧No

Indicate by check mark if the registrant is not required tofile reports pursuant to Section 13 or Section 15(d) of the Act.  o Yes ⌧No

Indicate by check mark whether the registrant (1) has filedall reports required to be filed by Section 13 or 15(d) of the SecuritiesExchange Act of 1934 during the preceding 12 months (or for such shorter periodthat the registrant was required to file such reports), and (2) has beensubject to such filing requirements for the past 90 days.  ⌧ Yes oNo

Indicate by check mark whether the registrant has submittedelectronically and posted on its corporate Web site, if any, every InteractiveData File required to be submitted and posted pursuant to Rule 405 ofRegulation S-T (Section 232.405 of this chapter) during the preceding 12 months(or for such shorter period that the registrant was required to submit and postsuch files).

Not applicable.

Indicate by check mark if disclosure of delinquent filerspursuant to Item 405 of Regulation S-K (Section 229.405 of this chapter) is notcontained herein, and will not be contained, to the best of registrant’sknowledge, in definitive proxy or information statements incorporated byreference in Part III of this Form 10-K or any amendment to this Form10-K.   

Not applicable.

Indicate by check mark whether the registrant is a largeaccelerated filer, an accelerated filer, a non-accelerated filer, a smallerreporting company, or an emerging growth company. See the definitions of “largeaccelerated filer,” “accelerated filer,” “smaller reporting company,” and“emerging growth company” in Rule 12b-2 of the Exchange Act.

Large acceleratedfiler        o                                                                                                       Acceleratedfiler                                     o

Non-acceleratedfiler          ⌧  (Do not check if asmaller reporting company)                          Smaller reportingcompany                    o

                                                                                                                                                       Emerging growth company                    o

If an emerging growth company, indicate by check mark if theregistrant has elected not to use the extended transition period for complyingwith any new or revised financial accounting standards provided pursuant toSection 13(a) of the Exchange Act.  o

Indicate by check mark whether the registrant has filed areport on and attestation to its management’s assessment of the effectivenessof its internal control over financial reporting under Section 404(b) of theSarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firmthat prepared or issued its audit report. o

Indicate by check mark whether the registrant is a shellcompany (as defined in Rule 12b-2 of the Act).  o Yes ⌧ No

State the aggregate market value of the voting and non-votingcommon equity held by non-affiliates computed by reference to the price atwhich the common equity was last sold, or the average bid and asked price ofsuch common equity, as of the last business day of the registrant’s most recentlycompleted second fiscal quarter.

Not applicable.

Indicate by check mark whether the registrant has filed alldocuments and reports required to be filed by Section 12, 13 or 15(d) of theSecurities Exchange Act of 1934 subsequent to the distribution of securitiesunder a plan confirmed by a court.  oYes oNo

Not applicable.

Indicate the number of shares outstanding of each of theregistrant’s classes of common stock, as of the latest practicable date.

Not applicable.

**DOCUMENTS INCORPORATED BY REFERENCE**

** **

List hereunder the following documents if incorporated byreference and the Part of the Form 10-K (e.g., Part I, Part II, etc.) intowhich the document is incorporated: (1) Any annual report to security holders;(2) Any proxy or information statement; and (3) Any prospectus filed pursuantto Rule 424(b) or (c) under the Securities Act of 1933. The listed documentsshould be clearly described for identification purposes (e.g., annual report tosecurity holders for fiscal year ended December 24, 1980).

Not applicable.

 

** **

**EXPLANATORY NOTES**

The Santa Monica Multifamily PortfolioMortgage Loan, the Promenade Gateway Mortgage Loan, the AG Life Time FitnessPortfolio Mortgage Loan and the Hyatt Regency St. Louis at The Arch MortgageLoan, which constituted approximately 6.1%, 5.8%, 5.8% and 5.4%, respectively,of the asset pool of the issuing entity as of its cut-off date, are each anasset of the issuing entity and are each part of a loan combination thatincludes (a) with respect to the Santa Monica Multifamily Portfolio MortgageLoan, one other *pari passu* loan, which is not an asset of the issuingentity, (b) with respect to the Promenade Gateway Mortgage Loan, one other *paripassu* loan, which is not an asset of the issuing entity, (c) with respectto the AG Life Time Fitness Portfolio Mortgage Loan, three other *pari passu*loans, which are not assets of the issuing entity and (d) with respect to theHyatt Regency St. Louis at The Arch Mortgage Loan, one other *pari passu* loan,which is not an asset of the issuing entity. These loan combinations, includingthe Santa Monica Multifamily Portfolio Mortgage Loan, the Promenade GatewayMortgage Loan, the AG Life Time Fitness Portfolio Mortgage Loan and the HyattRegency St. Louis at The Arch Mortgage Loan, are being serviced andadministered pursuant to the Pooling and Servicing Agreement, which isincorporated by reference as Exhibit 4.1 to this Annual Report on Form 10-K. 

The Exhibit Index describesexhibits provided by certain parties (in their capacities indicated on theExhibit Index) with respect to the Equity Inns Portfolio Mortgage Loan, whichconstituted approximately 3.9% of the asset pool of the issuing entity as ofits cut-off date.  The Equity Inns Portfolio Mortgage Loan is an asset ofthe issuing entity and is part of a loan combination that includes the EquityInns Portfolio Mortgage Loan and nine other *pari passu* loans, which arenot assets of the issuing entity. A *pari passu* portion of the loancombination was securitized in the COMM 2015-LC23 Mortgage Trust transaction,Commission File Number 333-193376-25 (the “COMM 2015-LC23 Transaction”).This loan combination, including the Equity Inns Portfolio Mortgage Loan, isbeing serviced and administered pursuant to the pooling and servicing agreementfor the COMM 2015-LC23 Transaction, which is incorporated by reference asExhibit 4.2 to this Annual Report on Form 10-K.

The Exhibit Index describesexhibits provided by certain parties (in their capacities indicated on theExhibit Index) with respect to the 32 Avenue of the Americas Mortgage Loan,which constituted approximately 5.6% of the asset pool of the issuing entity asof its cut-off date.  The 32 Avenue of the Americas Mortgage Loan is anasset of the issuing entity and is part of a loan combination that includes the32 Avenue of the Americas Mortgage Loan and four other *pari passu* loans,which are not assets of the issuing entity. A *pari passu* portion of theloan combination was securitized in the JPMBB Commercial Mortgage SecuritiesTrust 2015-C33 transaction, Commission File Number 333-190246-18 (the “JPMBB2015-C33 Transaction”). This loan combination, including the 32 Avenue ofthe Americas Mortgage Loan, is being serviced and administered pursuant to thepooling and servicing agreement for the JPMBB 2015-C33 Transaction, which isincorporated by reference as Exhibit 4.3 to this Annual Report on Form 10-K.

The Exhibit Index describesexhibits provided by certain parties (in their capacities indicated on the ExhibitIndex) with respect to the Element LA Mortgage Loan, which constitutedapproximately 2.8% of the asset pool of the issuing entity as of its cut-offdate.  The Element LA Mortgage Loan is an asset of the issuing entity andis part of a loan combination that includes the Element LA Mortgage Loan andthree other *pari passu* loans, which are not assets of the issuingentity. A *pari passu* portion of the loan combination was securitized inthe CFCRE 2016-C3 Mortgage Trust transaction, Commission File Number 333-207567-01(the “CFCRE 2016-C3 Transaction”). This loan combination, including theElement LA Mortgage Loan, is being serviced and administered pursuant to thepooling and servicing agreement for the CFCRE 2016-C3 Transaction, which isincorporated by reference as Exhibit 4.4 to this Annual Report on Form 10-K.

The Exhibit Index describesexhibits provided by certain parties (in their capacities indicated on theExhibit Index) with respect to the FedEx Brooklyn Mortgage Loan, whichconstituted approximately 4.2% of the asset pool of the issuing entity as ofits cut-off date.  The FedEx Brooklyn Mortgage Loan is an asset of theissuing entity and is part of a loan combination that includes the FedExBrooklyn Mortgage Loan and one other *pari passu* loan, which is not anasset of the issuing entity. The other *pari passu* portion of the loancombination was securitized in the CSAIL 2016-C5 Commercial Mortgage Trusttransaction, Commission File Number 333-207361-01 (the “CSAIL 2016-C5Transaction”). This loan combination, including the FedEx Brooklyn MortgageLoan, is being serviced and administered pursuant to the pooling and servicingagreement for the CSAIL 2016-C5 Transaction, which is incorporated by referenceas Exhibit 4.5 to this Annual Report on Form 10-K.

The master servicer of a poolingand servicing agreement or trust and servicing agreement also functions as theprimary servicer of the related mortgage loans serviced and administeredpursuant to such agreement unless a separate primary servicer is identifiedherein.  If this report does not identify a separate primary servicer, theservicer compliance statement provided by the master servicer under any suchagreement also encompasses its responsibilities as primary servicer of therelated mortgage loan or mortgage loans.

Wells Fargo Bank, NationalAssociation is the master servicer and certificate administrator of themortgage loans serviced under the Pooling and Servicing Agreement and theprimary servicer of the 32 Avenue of the Americas Mortgage Loan and the EquityInns Portfolio 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.

Wells Fargo Bank, National Association is the custodian ofthe mortgage loans serviced under the Pooling and Servicing Agreement, the 32Avenue of the Americas Mortgage Loan, the FedEx Brooklyn Mortgage Loan, theEquity Inns Portfolio Mortgage Loan and the Element LA Mortgage Loan.  Asa result, Wells Fargo Bank, National Association is a servicing functionparticipant in the capacities described above, because it is servicing mortgageloans that constituted 5% or more of the assets of the issuing entity as of itscut-off date. The assessments of compliance with applicable servicing criteriaand accountants’ attestation reports delivered by Wells Fargo Bank, NationalAssociation in the capacities described above are listed in the Exhibit Index.

CWCapital Asset Management LLC isthe special servicer of the mortgage loans serviced under the Pooling andServicing Agreement, the 32 Avenue of the Americas Mortgage Loan and theElement LA Mortgage Loan. As a result, CWCapital Asset Management LLC is a“servicer” as defined in Item 1108(a)(2)(iii) of Regulation AB, in thecapacities described above, because it is servicing mortgage loans thatconstituted 10% or more of the assets of the issuing entity as of its cut-offdate. The assessments of compliance with applicable servicing criteria,accountants’ attestation reports and servicer compliance statements deliveredby CWCapital Asset Management LLC in the capacities described above are listedin the Exhibit Index.

Park Bridge Lender Services LLC is the operating advisor ofthe mortgage loans serviced under the Pooling and Servicing Agreement, theEquity Inns Portfolio Mortgage Loan and the Element LA Mortgage Loan.  Asa result, Park Bridge Lender Services LLC is a servicing function participantin the capacities 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 Park Bridge Lender Services LLCin the capacities described above are listed in the Exhibit Index.

Pentalpha Surveillance LLC is the operating advisor of the 32Avenue of the Americas Mortgage Loan and the FedEx Brooklyn MortgageLoan.  As a result, Pentalpha Surveillance LLC is a servicing functionparticipant in the capacities described above, because it is servicing mortgageloans that constituted 5% or more of the assets of the issuing entity as of itscut-off date. The assessments of compliance with applicable servicing criteriaand accountants’ attestation reports delivered by Pentalpha Surveillance LLC inthe capacities described above are listed in the Exhibit Index.

Berkeley Point Capital LLC d/b/aNewmark is an affiliate of Cantor Commercial Real Estate Lending, L.P., one ofthe sponsors.  Therefore, the Depositor included in this Annual Report onForm 10-K a servicer compliance statement for Berkeley Point Capital LLC d/b/aNewmark pursuant to Item 1123.  Because Berkeley Point Capital LLC d/b/aNewmark is servicing less than 5% of the pool assets, an assessment ofcompliance with applicable servicing criteria and an accountants’ attestationreport pursuant to Item 1122 of Regulation AB are not required by RegulationAB.  As the attestation made in the servicer compliance statement requiredby Item 1123 relates to a review of the servicing activities of Berkeley PointCapital LLC d/b/a Newmark under the applicable servicing agreement, and thatreview was conducted in conjunction with the servicer’s preparation of itsassessment of compliance with applicable servicing criteria, that assessment ofcompliance with applicable servicing criteria and the accompanying accountants’attestation report are included in this Annual Report on Form 10-K for the sakeof completeness.

Wells Fargo Bank, NationalAssociation acts as trustee of the FedEx Brooklyn Mortgage Loan.  Pursuantto the pooling and servicing agreement for the CSAIL 2016-C5 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 FedEx Brooklyn Mortgage Loanhave delivered one or more assessments of compliance with respect to Item1122(d)(2)(iii) of Regulation AB.

Wilmington Trust, NationalAssociation acts as trustee of  the mortgage loans serviced under thePooling and Servicing Agreement, the Equity Inns Portfolio Mortgage Loan, the32 Avenue of the Americas Mortgage Loan and the Element LA Mortgage Loan. Pursuant to the Pooling and Servicing Agreement, the pooling and servicingagreement for the COMM 2015-LC23 Transaction, the pooling and servicingagreement for the JPMBB 2015-C33 Transaction and the pooling and servicingagreement for the CFCRE 2016-C3 Transaction, the trustee is required to providean assessment of compliance with applicable servicing criteria solely withrespect to Item 1122(d)(2)(iii) of Regulation AB (regarding advances of fundsor guarantees regarding collections, cash flows or distributions, and any interestor other fees charged for such advances, are made, reviewed and approved asspecified in the transaction agreements). However, during the reporting period,the trustee did not perform any servicing function with respect to theservicing criteria specified in Item 1122(d)(2)(iii) of Regulation AB. The master servicer or the special servicer, to the extent required, performedthe servicing function identified with respect to Item 1122(d)(2)(iii) ofRegulation AB, and each such party included Item 1122(d)(2)(iii) of RegulationAB in the assessment of compliance with applicable servicing criteria andaccountant’s attestation report for the subject transaction.  As a result,this Annual Report on Form 10-K does not include an assessment of compliance withapplicable servicing criteria of the trustee. One or more other servicersof  the mortgage loans serviced under the Pooling and Servicing Agreement,the Equity Inns Portfolio Mortgage Loan, the 32 Avenue of the Americas MortgageLoan and the Element LA Mortgage Loan have delivered one or more assessments ofcompliance with respect to Item 1122(d)(2)(iii) of Regulation AB.

This Annual Report on Form 10-K includes assessments ofcompliance with applicable servicing criteria and accountants’ attestation reportsfrom CoreLogic Solutions, LLC.  This entity was engaged by the masterservicer under the Pooling and Servicing Agreement (except with respect tothose mortgage loans for which Berkeley Point Capital LLC d/b/a Newmark is theprimary servicer) and the primary servicer of the Equity Inns PortfolioMortgage Loan and the 32 Avenue of the Americas Mortgage Loan to remit taxpayments received from the escrow accounts of borrowers to local taxingauthorities, to report tax amounts due, to verify tax parcel information, andto verify non-escrow tax payments. These servicing functions are includedwithin the servicing criteria set forth in Items 1122(d)(4)(xi) and1122(d)(4)(xii) of Regulation AB.  Therefore, under the principles-baseddefinition of “servicer” set forth in Item 1101(j) of Regulation AB that looksto the functions that an entity performs, this vendor is a “servicer” for thepurposes of Item 1122 of Regulation AB.  *See* Complianceand Disclosure Interpretations, Section 301.01 (Item 1101(j)).

This AnnualReport on Form 10-K includes an assessment of compliance with applicableservicing criteria, accountants’ attestation report and servicer compliancestatement from Computershare Trust Company, National Association (“CTCNA”). CTCNA was engaged by Wells Fargo Bank, National Association (“Wells Fargo”),in its capacity as certificate administrator and custodian, to perform certainspecified servicing functions identified in the assessment of compliance withapplicable servicing criteria and accountants’ attestation reports.  WellsFargo engaged CTCNA in connection with the sale of Wells Fargo’s corporatetrust services business to CTCNA and its affiliates.  Further, under theprinciples-based definition of “servicer” set forth in Item 1101(j) ofRegulation AB that looks to the functions that an entity performs, this partyis a “servicer” for the purposes of Item 1123 of Regulation AB.  SeeCompliance and Disclosure Interpretations, Section 301.01 (Item 1101(j)).

The assessments of compliance withapplicable servicing criteria, accountants’ attestation reports and servicercompliance statements of the certificate administrator of the Equity InnsPortfolio Mortgage Loan, the 32 Avenue of the Americas Mortgage Loan, theElement LA Mortgage Loan and the FedEx Brooklyn Mortgage Loan are omitted fromthis Annual Report on Form 10-K as the certificate administrator pursuant tothe related pooling and servicing agreement or trust and servicing agreementdoes not perform any activities that address servicing criteria with respect tothe issuing entity and because they are each not a “servicer” that meets thecriteria in Item 1108(a)(2)(i) through (iii) of Regulation AB.

With respect to the *pari passu*loan combinations that include the Equity Inns Portfolio Mortgage Loan and theFedEx Brooklyn Mortgage Loan, (i) the reports on assessment of compliance withservicing criteria and attestation reports on assessment of compliance withservicing criteria of LNR Partners, LLC as special servicer of the Equity InnsPortfolio Mortgage Loan, KeyBank National Association as primary servicer ofthe FedEx Brooklyn Mortgage Loan and Rialto Capital Advisors, LLC as specialservicer of the FedEx Brooklyn Mortgage Loan, listed on the Exhibit Index areomitted from this Annual Report on Form 10-K as they are not required to beincluded on this Annual Report on Form 10-K per Instruction 3 to Item 1122 ofRegulation AB because they are parties performing activities that addressservicing criteria relating to 5% or less of the assets of the issuing entity;and (ii) the servicer compliance statements of LNR Partners, LLC as specialservicer of the Equity Inns Portfolio Mortgage Loan, KeyBank NationalAssociation as primary servicer of the FedEx Brooklyn Mortgage Loan and RialtoCapital Advisors, LLC as special servicer of the FedEx Brooklyn Mortgage Loan,listed on the Exhibit Index are omitted from this Annual Report on Form 10-K asthey are not required by Item 1123 of Regulation AB to be included on thisAnnual Report on Form 10-K because they are each an unaffiliated party that isnot a “servicer” that meets the criteria in Item 1108(a)(2)(i) through (iii) ofRegulation 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 Supplementary Data.**

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 and CorporateGovernance.**

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 DISCLOSURE ITEMS FOR REGULATION AB**

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

No single obligor represents 10% or more of the pool assetsheld by the issuing entity. 

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

No entity or group of affiliated entities provides any external creditenhancement or other support for the certificates within this transaction asdescribed under Item 1114(a) of Regulation AB.

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

No entity or group of affiliated entities provides anyderivative instruments or other support for the certificates within thistransaction as described under Item 1115 of Regulation AB.

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

The registrant knows of no material pending legal proceedinginvolving the trust or any party related to the trust, other than routinelitigation incidental to the duties of those respective parties, and thefollowing, with respect to Wells Fargo Bank, National Association, as trustee,as certificate administrator and as custodian, and CWCapital Asset ManagementLLC, as special servicer.  

 

In December 2014, Phoenix LightSF Limited and certain related entities and the National Credit UnionAdministration (NCUA) filed complaints in the United States District Court forthe Southern District of New York against Wells Fargo Bank, alleging claimsagainst Wells Fargo Bank in its capacity as trustee for a number of residentialmortgage-backed securities trusts. Complaints raising similar allegations havebeen filed by Commerzbank AG in the Southern District of New York and by IKBInternational and IKB Deutsche Industriebank in New York state court. In eachcase, the plaintiffs allege that Wells Fargo Bank, as trustee, caused losses toinvestors, and plaintiffs assert causes of action based upon, among otherthings, the trustee’s alleged failure to notify and enforce repurchaseobligations of mortgage loan sellers for purported breaches of representationsand warranties, notify investors of alleged events of default, and abide byappropriate standards of care following alleged events of default. Wells FargoBank previously settled two class action lawsuits with similar allegations thatwere filed in November 2014 and December 2016 by institutional investors in theSouthern District of New York and New York state court, respectively. Inaddition, Park Royal I LLC and Park Royal II LLC have filed complaints in NewYork state court alleging Wells Fargo Bank, N.A., as trustee, failed to takeappropriate actions upon learning of defective mortgage loan documentation. InMarch 2021, the Company entered into an agreement to resolve the case filed bythe NCUA.

 

In addition to the foregoingcases, in August 2014 and August 2015 Nomura Credit & Capital Inc. (“Nomura”)and Natixis Real Estate Holdings, LLC (“Natixis”) filed a total of seventhird-party complaints against Wells Fargo Bank in New York state court. In theunderlying first-party actions, Nomura and Natixis have been sued for allegedbreaches of representations and warranties made in connection with residentialmortgage-backed securities sponsored by them. In the third-party actions,Nomura and Natixis allege that Wells Fargo Bank, as master servicer, primaryservicer or securities administrator, failed to notify Nomura and Natixis of theirown breaches, failed to properly oversee the primary servicers, and failed toadhere to accepted servicing practices. Natixis additionally alleges that WellsFargo Bank failed to perform default oversight duties. Wells Fargo Bank hasasserted counterclaims alleging that Nomura and Natixis failed to provide WellsFargo Bank notice of their representation and warranty breaches.

 

With respect to each of the foregoing litigations, WellsFargo Bank believes plaintiffs' claims are without merit and intends to contestthe claims vigorously, but there can be no assurances as to the outcome of thelitigations or the possible impact of the litigations on Wells Fargo Bank orthe related RMBS trusts.

From time to time, CWCapital Asset Management LLC, a Delawarelimited liability company (“CWCAM”), is a party to lawsuits and otherlegal proceedings as part of its duties as a special servicer (e.g.,enforcement of loan obligations) and/or arising in the ordinary course ofbusiness.  Other than as set forth in the following paragraphs, there arecurrently no legal proceedings pending, and no legal proceedings known to becontemplated by governmental authorities, against CWCAM or of which any of itsproperty is the subject, that are material to the certificateholders.

On December 17, 2015, U.S. Bank National Association, thetrustee under five pooling and servicing agreements for (i) Wachovia BankCommercial Mortgage Trust 2007-C30, (ii) COBALT CMBS Commercial Trust 2007-C2,(iii) Wachovia Bank Commercial Mortgage Trust 2007-C31, (iv) ML-CFC CommercialMortgage Trust 2007-5 and (v) ML-CFC Commercial Mortgage Trust 2007-6 commenceda proceeding with the Second Judicial District Court of Ramsey County,Minnesota (the “State Court”) for a declaratory judgment as to theproper allocation of certain proceeds (“Disputed Proceeds”) received byCWCAM in connection with the sale of the Peter Cooper Village and StuyvesantTown property in New York, New York securing loans held by those trusts. CWCAM was the special servicer of such property.  The petition requeststhe State Court to instruct the trustee, the trust beneficiaries, and any otherinterested parties as to the amount of the Disputed Proceeds, if any, thatconstitute penalty interest and/or the amount of the Disputed Proceeds, if any,that constitute gain-on-sale proceeds, with respect to each trust.  OnFebruary 24, 2016, CWCAM made a limited appearance with the State Court to filea motion to dismiss this proceeding based on lack of jurisdiction, mootness,standing and forum non conveniens.  On July 19, 2016, the State Courtdenied CWCAM’s motion to dismiss.  On July 22, 2016, the action wasremoved to federal court in Minnesota (“Federal Court”).  OnOctober 21, 2016, the Federal Court held a hearing on the motion to transferthe action to the United States District Court for the Southern District of NewYork (“SDNY Court”), a motion to remand to state court and a motion tohear CWCAM’s request for reconsideration of the motion to dismiss.  OnMarch 14, 2017, the Federal Court reserved the determination on the motion tohear CWCAM’s request for reconsideration of the motion to dismiss, denied themotion to remand the matter to state court and granted the motion to transferthe proceeding to the SDNY Court.  Cross motions for judgment on thepleadings were filed but the SDNY Court was unable to decide the case based onthe pleadings and the SDNY Court ordered discovery.  All fact discoverywas completed in December, 2018 and expert discovery was completed on March 15,2019.  The parties submitted cross motions for summary judgment, and onMarch 19, 2020, the SDNY Court entered an opinion andorder in which it granted summary judgment in CWCAM’s favor and held that CWCAMwas entitled to the entire amount of penalty interest and that CWCAM’sdetermination of Yield Maintenance was correct.  In the 127-page opinion,the SDNY Court found for CWCAM on every issue presented by the trustee’spetition, namely, that the funds in dispute constitute penalty interest andyield maintenance, not gain-on-sale proceeds, and that the amount of penaltyinterest and yield maintenance was correctly calculated. An appeal of the SDNYCourt’s decision was taken on April 29, 2020.  Oral argument on the appealoccurred on June 21, 2021. The parties await the decision of the appealscourt.  

On December 1, 2017, a complaint against CWCAM and others wasfiled in the United States District Court for the Southern District of New Yorkstyled as CWCapital Cobalt Vr Ltd. v. CWCapital Investments LLC, et al., No. 17-cv-9463(the “Original Complaint”). The gravamen of the Original  Complaintalleged breaches of a contract and fiduciary duties by CWCAM’s affiliate,CWCapital Investments LLC in its capacity as collateral manager for thecollateralized debt obligation transaction involving CWCapital Cobalt Vr, Ltd.In total, there are 14 counts pled in the Original Complaint. Of those 14, 5claims were asserted against CWCAM for aiding and abetting breach of fiduciaryduty, conversion and unjust enrichment. On May 23, 2018, the Original Complaintwas dismissed for lack of subject matter jurisdiction.   On June 28,2018, CWCapital Cobalt Vr Ltd. filed a substantially similar complaint in theSupreme Court of the State of New York, County of New York styled as CWCapitalCobalt Vr Ltd. v. CWCapital Investments LLC, et al., Index No. 653277/2018 (the“New Complaint”).  The gravamen of the New Complaint is the same asthe previous complaint filed in the United State District Court for theSouthern District of New York.  In total there are 16 counts pled in theNew Complaint. Of those 16 counts, 5 claims were asserted against CWCAM foraiding and abetting breach of fiduciary duty, conversion and unjust enrichment,1 count seeks a declaratory judgement that the plaintiff has the right toenforce the contracts in question and 1 count seeks an injunction requiring thedefendants to recognize the plaintiff as the directing holder for the trusts inquestion. On January 11, 2019, the plaintiff dismissed with prejudice thedeclaratory judgment and injunction counts.  The New Complaint and relatedsummons was not served on the defendants until July 13, 2018 and July 16,2018.  The plaintiff’s motion for a preliminary injunction was denied bythe court on July 31, 2018.  On August 3, 2018, the defendants, includingCWCAM, filed a motion to dismiss the New Complaint in its entirety. On August20, 2019, the court entered an order granting defendants’ motion almost in itsentirety, dismissing 11 of the 16 counts and partially dismissing 2 additionalcounts.  Of the remaining counts, 2 are asserted against CWCAM for aidingand abetting breach of fiduciary duty and unjust enrichment.  On September19, 2019, CWCapital Cobalt Vr Ltd. filed a notice of appeal relating to theAugust 20, 2019 dismissal order and on September 26, 2019, filed an amendedcomplaint against CWCI and CWCAM attempting to address deficiencies relating tocertain of the claims dismissed by the August, 20, 2019 order.  CWCI andCWCAM filed its Motion to Dismiss the amended complaint on October 28,2019.  The court heard argument on the Motion to Dismiss the amendedcomplaint on January 22, 2020 and on October 23, 2020, the court granted themotion dismissing the amended claims.  On November 30, 2020, CWCapitalCobalt Vr Ltd filed a notice of appeal relating to the October 23, 2020dismissal order.  On April 27, 2021, the First Department affirmed thedismissal as to claims against CWCAM that were part of the August 20, 2019dismissal, but reversed the dismissal of two counts for breach of theCollateral Management Agreement against CWCI.  CWCI has sought leave tofile an appeal of the decision.  Both requests for leave were denied bythe First Department.  The plaintiff has also sought leave to appeal thedismissal of the claims against CWCAM.  CWCAM believes that it hasperformed its obligations under the related pooling and servicing agreements ingood faith and the remaining allegations in the New Complaint are withoutmerit.  

On January 24, 2016 PSW NYC LLC commenced a complaint (the“PSW Complaint”) with the Supreme Court of the State of New York, County of NewYork (the “PSW Court”) against Bank of America, N.A. as trustee under thepooling and servicing agreements for Wachovia Bank Commercial Mortgage Trust2007-C30 and COBALT CMBS Commercial Trust 2007-C2, U.S. Bank NationalAssociation as trustee under the pooling and servicing agreements for WachoviaBank Commercial Mortgage Trust 2007-C31, ML-CFC Commercial Mortgage Trust2007-5 and ML-CFC Commercial Mortgage Trust 2007-6 (collectively, the “PSWTrusts”), PCV-M Holdings LLC and CWCapital Asset Management LLC, individuallyand as special servicer for the PSW Trusts (collectively, the “Defendants”)seeking either (a) damages in an amount to be determined by the PSW Court but allegedby the plaintiffs to be approximately $500,000,000 – such amount being theamount PSW NYC LLC alleges would have been recovered on certain mezzanine loans(the “PCVST Mezzanine Loans”) related to the Peter Cooper Village andStuyvesant Town property (the “PCVST Property”) in New York City which PSW NYCLLC sold to an entity related to the Defendants pursuant to a settlementagreement related to certain prior litigation (the “2010 Settlement Agreement”)or (b) the rescission of the 2010 Settlement Agreement which would result in,among other things, the rescission of the sale of the PCVST Mezzanine Loans anda claim for certain proceeds from the sale of the PCVST Property. PSW NYC LLCalleges that the Defendants procured the 2010 Settlement Agreement by fraud andfurther that the terms of the 2010 Settlement Agreement were breached by theDefendants. On February 26, 2016, CWCAM on behalf of itself and the otherDefendants filed a motion to dismiss the PSW Complaint (the “CWCAM Motion toDismiss”). On April 11, 2016, PSW NYC LLC opposed the CWCAM Motion to Dismissand cross-moved for a partial summary judgment on liability regardingallegations of breach of the 2010 Settlement Agreement (the “PSWCross-Motion”). On May 5, 2016, the Defendants subsequently filed its reply andopposition to the PSW Cross-Motion. On August 23, 2016, oral arguments wereprovided to the PSW Court regarding the PSW Complaint, the CWCAM Motion toDismiss and the PSW Cross-Motion and the PSW Court took such arguments underadvisement. On October 31, 2016, the PSW Court issued an order granting theCWCAM Motion to Dismiss, denying the PSW Cross-Motion and dismissing the PSWComplaint with prejudice. Subsequently, PSW NYC LLC filed a notice of appealrelating to such order. On February 21, 2017, PSW NYC LLC filed its appeal andsupporting brief arguing that the PSW Court erred by finding no breach of theassignment agreement and no fraudulent inducement. Oral argument was heard onMay 4, 2017 at which point the court took the arguments under advisement. OnMay 25, 2017, the New York 1st Department appellate court affirmedthe dismissal of all PSW claims and denied a request for leave to appeal to theNew York Court of Appeals on September 12, 2017.  

On March 31, 2016, RAIT Preferred Funding II LTD. (“RAITPreferred Funding”) commenced a complaint (“RAIT Complaint”) withthe Supreme Court of the State of New York, County of New York (the “RAITCourt”), claiming it owns $18,500,000 of a mortgage loan secured by thedevelopment of the One Congress Street Property in Boston, Massachusetts (the “Loan”)and seeking (a) a declaratory judgment stating that RAIT Preferred Funding isthe directing lender under a co-lender agreement dated March 28, 2007 and apooling and servicing agreement dated March 1, 2007 (collectively, the “OperativeAgreements”) and was the directing lender at the time of the impropermodification of the Loan, (b) a declaratory judgment stating that RAITPreferred Funding has the right to terminate the special servicer, (c) monetarydamages for the value of the bonds and fees paid to CWCAM as the specialservicer of the Loan and (d) other things.  On May 17, 2016, CWCAM filed amotion to dismiss the RAIT Complaint (“Motion to Dismiss”) stating thatthe RAIT Complaint did not state a claim and the essential facts of the RAITComplaint are negated by affidavits and evidentiary materials submitted withthe RAIT Complaint.  On June 14, 2016, RAIT Preferred Funding filed aMemorandum of Law in Opposition to the Motion to Dismiss (“Opposition”)stating that the claims in the RAIT Complaint were properly stated.  OnJune 30, 2016, CWCAM filed a reply in support of the Motion to Dismiss and inresponse to the Opposition, stating that each of CWCAM’s arguments is supportedby the express language of the agreements between the parties, the documentaryevidence and New York case law.  On September 30, 2016, RAIT PreferredFunding and CWCAM entered into a confidential Settlement Agreement (the “2016Settlement”), which provides for a stay of the RAIT Preferred Fundinglitigation (the “Litigation Stay”) through August 25, 2017. Pursuant to the terms of the 2016 Settlement, upon satisfaction of a term ofthe 2016 Settlement by August 25, 2017 (or such later date agreed to by theparties), the RAIT Preferred Funding litigation will be dismissed, withprejudice.  On May 19, 2017 the Borrower repaid the Loan in accordancewith the terms of the notes and satisfied the condition to dismissal withprejudice.  RAIT has refused to dismiss the case and is claiming that theB Note should be paid in full.  CWCAM believes that it has performed itsobligations under the Operative Agreements in good faith, and that the actionshould be dismissed with prejudice.  On August 29, 2017, the RAIT Court grantedleave to RAIT Preferred Funding to amend its complaint.  On September 20,2017, RAIT Preferred Funding filed an Amended Complaint (the “RAIT AmendedComplaint”), which omits its original claims, adds Wells Fargo Bank as adefendant, and seeks (a) specific performance requiring repayment of the$18,500,000 principal amount of the B Note or, in the alternative, monetarydamages, including the $18,500,000 principal amount of the B Note, in an amountto be determined at trial, (b) monetary damages on any fees paid to CWCAM asspecial servicer or Wells Fargo Bank as master servicer in connection with theborrower’s repayment of the Loan, (c) a declaratory judgment that RAITPreferred Funding is entitled to recover the full $18,500,000 principal amountof the B Note, (d) punitive damages against CWCAM, and (e) other things. On October 11, 2017, CWCAM filed a motion to dismiss the RAIT Amended Complaint(“CWCAM Motion to Dismiss Amended Complaint”) stating that the RAITAmended Complaint did not state a claim and the essential facts of the RAITAmended Complaint are negated by the Operative Agreements and other admissibleevidentiary materials.  On November 13, 2017, Wells Fargo Bank filed amotion to dismiss the RAIT Amended Complaint (the “Wells Fargo Motion toDismiss Amended Complaint”) and joined the CWCAM Motion to Dismiss AmendedComplaint.  On January 29, 2018, the court dismissed all claims but forbreach of contract and discovery has commenced.  CWCAM filed a Motion forSummary Judgement on March 18, 2019.   This matter was settled andthe case dismissed on May 15, 2019.

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

The information regarding this Item has been previouslyprovided in the prospectus of the Registrant relating to the issuing entityfiled on February 10, 2016 pursuant to Rule 424(b)(2).

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

The reports on assessments of compliance with the servicingcriteria for asset-backed securities and related attestation reports on suchassessments of compliance with respect to the mortgage loans are attachedhereto under Item 15 to this Annual Report on Form 10-K. Attached as ScheduleII to the Pooling and Servicing Agreement incorporated by reference as Exhibit4.1 to this Annual Report on Form 10-K is a chart identifying the entitiesparticipating in a servicing function for the transaction responsible for eachapplicable servicing criteria set forth in Item 1122(d).

The reports on assessments of compliance with the servicingcriteria for asset-backed securities and related attestation reports on suchassessments of compliance with respect to the Equity Inns Portfolio MortgageLoan, which is being serviced and administered pursuant to the pooling andservicing agreement for the COMM 2015-LC23 Transaction, are attached heretounder Item 15 to this Annual Report on Form 10-K. Attached as Schedule II tothe pooling and servicing agreement for the COMM 2015-LC23 Transactionincorporated by reference as Exhibit 4.2 to this Annual Report on Form 10-K isa chart identifying the entities participating in a servicing function for theCOMM 2015-LC23 Transaction responsible for each applicable servicing criteriaset forth in Item 1122(d).

The reports on assessments of compliance with the servicingcriteria for asset-backed securities and related attestation reports on suchassessments of compliance with respect to the 32 Avenue of the AmericasMortgage Loan, which is being serviced and administered pursuant to the poolingand servicing agreement for the JPMBB 2015-C33 Transaction, are attached heretounder Item 15 to this Annual Report on Form 10-K. Attached as Exhibit AA to thepooling and servicing agreement for the JPMBB 2015-C33 Transaction incorporatedby reference as Exhibit 4.3 to this Annual Report on Form 10-K is a chartidentifying the entities participating in a servicing function for the JPMBB2015-C33 Transaction responsible for each applicable servicing criteria set forthin Item 1122(d).

The reports on assessments of compliance with the servicingcriteria for asset-backed securities and related attestation reports on suchassessments of compliance with respect to the Element LA Mortgage Loan, whichis being serviced and administered pursuant to the pooling and servicingagreement for the CFCRE 2016-C3 Transaction, are attached hereto under Item 15to this Annual Report on Form 10-K. Attached as Schedule II to the pooling andservicing agreement for the CFCRE 2016-C3 Transaction incorporated by referenceas Exhibit 4.4 to this Annual Report on Form 10-K is a chart identifying theentities participating in a servicing function for the CFCRE 2016-C3Transaction responsible for each applicable servicing criteria set forth in Item1122(d).

The reports on assessments of compliance with the servicingcriteria for asset-backed securities and related attestation reports on suchassessments of compliance with respect to the FedEx Brooklyn Mortgage Loan,which is being serviced and administered pursuant to the pooling and servicingagreement for the CSAIL 2016-C5 Transaction, are attached hereto under Item 15to this Annual Report on Form 10-K. Attached as Exhibit AA to the pooling andservicing agreement for the CSAIL 2016-C5 Transaction incorporated by referenceas Exhibit 4.5 to this Annual Report on Form 10-K is a chart identifying theentities participating in a servicing function for the CSAIL 2016-C5Transaction responsible for each applicable servicing criteria set forth in Item1122(d).

**Item 1123 of Regulation AB, Servicer Compliance Statement.**

The servicer compliance statements are attached as Exhibitsto this Annual Report on Form 10-K.

**PART IV**

**Item 15. Exhibits, Financial Statement Schedules**

(a) The following is a list of documents filed as part ofthis Annual Report on Form 10-K:

(1) Not applicable

(2) Not applicable

(3) See below

 

4.1          Pooling and Servicing Agreement, dated as of February 1,2016, by and among Deutsche Mortgage & Asset Receiving Corporation, asDepositor, Wells Fargo Bank, National Association, as Master Servicer, MidlandLoan Services, a Division of PNC Bank, National Association, as 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 Asset RepresentationsReviewer (filed as Exhibit 4.1 to the registrant’s Current Report on Form 8-K/Afiled on March 31, 2016 under Commission File No. 333-206705-01 andincorporated by reference herein).

4.2          Pooling and Servicing Agreement, dated as of November 1,2015, by and among Deutsche Mortgage & Asset Receiving Corporation, asDepositor, Wells Fargo Bank, National Association, as Master Servicer, LNRPartners, LLC, as Special Servicer, Wilmington Trust, National Association, asTrustee, Wells Fargo Bank, National Association, as Certificate Administrator,Paying Agent and Custodian and Park Bridge Lender Services LLC, as OperatingAdvisor (filed as Exhibit 4.4 to the registrant’s Current Report on Form 8-Kfiled on February 10, 2016 under Commission File No. 333-206705-01 andincorporated by reference herein).

4.3          Pooling and Servicing Agreement, dated as of November 1,2015, by and among J.P. Morgan Chase Commercial Mortgage Securities Corp., asDepositor, Wells Fargo Bank, National Association, as Master Servicer,Torchlight Loan Services, LLC, as Special Servicer, Wells Fargo Bank, NationalAssociation, as Certificate Administrator, Wilmington Trust, NationalAssociation, as Trustee, and Pentalpha Surveillance LLC, as Senior TrustAdvisor (filed as Exhibit 4.2 to the registrant’s Current Report on Form 8-K filedon February 10, 2016 under Commission File No. 333-206705-01 and incorporatedby reference herein).

4.4          Pooling and Servicing Agreement, dated as of January 1,2016, by and among CCRE Commercial Mortgage Securities, L.P., as Depositor,Wells Fargo Bank, National Association, as Master Servicer, CWCapital AssetManagement LLC, as Special Servicer, Wilmington Trust, National Association, asTrustee, Wells Fargo Bank, National Association, as Certificate Administrator,Paying Agent and Custodian, and Park Bridge Lender Services LLC, as OperatingAdvisor and Asset Representations Reviewer (filed as Exhibit 4.1 to theregistrant’s Current Report on Form 8-K/A filed on February 19, 2016 underCommission File No. 333-206705-01 and incorporated by reference herein).

4.5          Pooling and Servicing Agreement, dated as of February 1,2016, by and among Credit Suisse Commercial Mortgage Securities Corp., asDepositor, KeyBank National Association, as Master Servicer, Rialto CapitalAdvisors, LLC, as Special Servicer, Wells Fargo Bank, National Association, asCertificate Administrator and Trustee, and Pentalpha Surveillance LLC, asOperating Advisor and Asset Representations Reviewer (filed as Exhibit 4.2 tothe registrant’s Current Report on Form 8-K/A filed on March 31, 2016 underCommission File No. 333-206705-01 and incorporated by reference herein).

4.6          Co-Lender Agreement, dated as of February 10, 2016,between German American Capital Corporation, as Note A-1 Holder, and GermanAmerican Capital Corporation, as Note A-2 Holder (filed as Exhibit 4.6 to theregistrant’s Current Report on Form 8-K filed on February 10, 2016 underCommission File No. 333-206705-01 and incorporated by reference herein).

4.7          Co-Lender Agreement, dated as of January 28, 2016,between Cantor Commercial Real Estate Lending, L.P., as Note A-1 Holder, CantorCommercial Real Estate Lending, L.P., as Note A-2 Holder, Cantor CommercialReal Estate Lending, L.P., as Note A-3 Holder and Cantor Commercial Real EstateLending, L.P., as Note A-4 Holder (filed as Exhibit 4.7 to the registrant’sCurrent Report on Form 8-K filed on February 10, 2016 under Commission File No.333-206705-01 and incorporated by reference herein).

4.8          Co-Lender Agreement, dated as of December 4, 2015,between Jefferies LoanCore LLC, as Note A-1 Holder, and Jefferies LoanCore LLC,as Note A-2 Holder (filed as Exhibit 4.8 to the registrant’s Current Report onForm 8-K filed on February 10, 2016 under Commission File No. 333-206705-01 andincorporated by reference herein).

4.9          Co-Lender Agreement, dated as of February 10, 2016,between Cantor Commercial Real Estate Lending, L.P., as Note A-1 Holder, andCantor Commercial Real Estate Lending, L.P., as Note A-2 Holder (filed asExhibit 4.10 to the registrant’s Current Report on Form 8-K filed on February10, 2016 under Commission File No. 333-206705-01 and incorporated by referenceherein).

4.10         Co-lender Agreement, dated as of January 8, 2016, by andamong Wilmington Trust, National Association, as Trustee for the benefit of theHolders of COMM 2015-LC23 Mortgage Trust Commercial Mortgage Pass-ThroughCertificates, as the Note A-1-A Holder, Ladder Capital Finance III LLC – Series97 – Equity inns Portfolio, as the Note A-1-B Holder, Ladder Capital FinanceIII LLC – Series 97 – Equity inns Portfolio, as the Note A-2-A1 Holder, LadderCapital Finance III LLC – Series 97 – Equity inns Portfolio, as the Note A-2-A2Holder, Ladder Capital Finance III LLC – Series 97 – Equity inns Portfolio, asthe Note A-2-B Holder, Ladder Capital Finance III LLC – Series 97 – Equity innsPortfolio, as the Note A-3 Holder, Wilmington Trust, National Association, asTrustee for the benefit of the Holders of COMM 2015-LC23 Mortgage TrustCommercial Mortgage Pass-Through Certificates, as the Note A-4-A Holder, GermanAmerican Capital Corporation, as the Note A-4-B Holder, German American CapitalCorporation, as the Note A-5-A Holder, German American Capital Corporation, asthe Note A-5-B Holder, and German American Capital Corporation, as the Note A-6Holder (filed as Exhibit 4.12 to the registrant’s Current Report on Form 8-Kfiled on February 10, 2016 under Commission File No. 333-206705-01 andincorporated by reference herein).

4.11         Co-Lender Agreement, dated as of November 17, 2015,between JPMorgan Chase Bank, National Association, as Initial Note A-1 Holder,JPMorgan Chase Bank, National Association, as Initial Note A-2 Holder, JPMorganChase Bank, National Association, as Initial Note A-3 Holder, German AmericanCapital Corporation, as Initial Note A-4 Holder, and German American CapitalCorporation, as Initial Note A-5 Holder (filed as Exhibit 4.9 to theregistrant’s Current Report on Form 8-K filed on February 10, 2016 underCommission File No. 333-206705-01 and incorporated by reference herein).

4.12         Co-Lender Agreement, dated as of October 9, 2015, betweenCantor Commercial Real Estate Lending, L.P., as Note A-1A Holder, CantorCommercial Real Estate Lending, L.P., as Note A-1B Holder, Goldman SachsMortgage Company, as Note A-2A Holder, and Goldman Sachs Mortgage Company, asNote A-2B Holder (filed as Exhibit 4.14 to the registrant’s Current Report onForm 8-K filed on February 10, 2016 under Commission File No. 333-206705-01 andincorporated by reference herein).

4.13         Co-Lender Agreement, dated as of February 9, 2016,between Jefferies LoanCore LLC, as Note A-1 Holder, and Jefferies LoanCore LLC,as Note A-2 Holder (filed as Exhibit 4.11 to the registrant’s Current Report onForm 8-K filed on February 10, 2016 under Commission File No. 333-206705-01 andincorporated by reference herein).

 

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

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

33.1        Wells Fargo Bank, National Association, as MasterServicer

33.2        CWCapital Asset Management LLC, as Special Servicer

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

33.4        Wells Fargo Bank, National Association, asCertificate Administrator

33.5        Wells Fargo Bank, National Association, asCustodian

33.6        Park Bridge Lender Services LLC, as OperatingAdvisor

33.7        CoreLogic Solutions, LLC, as Servicing Function Participant

33.8        Computershare Trust Company, National Association,as Servicing Function Participant for the Certificate Administrator on andafter November 1, 2021

33.9        Computershare Trust Company, National Association,as Servicing Function Participant for the Custodian on and after November 1,2021

33.10      Wells Fargo Bank, National Association, as PrimaryServicer of the Santa Monica Multifamily Portfolio Mortgage Loan (see Exhibit33.1)

33.11      CWCapital Asset Management LLC, as Special Servicerof the Santa Monica Multifamily Portfolio Mortgage Loan (see Exhibit 33.2)

33.12      Wilmington Trust, National Association, as Trustee of the Santa MonicaMultifamily Portfolio Mortgage Loan (Omitted. See Explanatory Notes.)

33.13      Wells Fargo Bank, National Association, asCustodian of the Santa Monica Multifamily Portfolio Mortgage Loan (see Exhibit33.5)

33.14      Park Bridge Lender Services LLC, as OperatingAdvisor of the Santa Monica Multifamily Portfolio Mortgage Loan (see Exhibit33.6)

33.15      CoreLogic Solutions, LLC, as Servicing FunctionParticipant of the Santa Monica Multifamily Portfolio Mortgage Loan (seeExhibit 33.7)

33.16      Computershare Trust Company, National Association,as Servicing Function Participant for the Custodian on and after November 1,2021 (see Exhibit 33.9)

33.17      Wells Fargo Bank, National Association, as PrimaryServicer of the Promenade Gateway Mortgage Loan (see Exhibit 33.1)

33.18      CWCapital Asset Management LLC, as Special Servicerof the Promenade Gateway Mortgage Loan (see Exhibit 33.2)

33.19      Wilmington Trust, National Association, as Trustee of the Promenade GatewayMortgage Loan (Omitted. See Explanatory Notes.)

33.20      Wells Fargo Bank, National Association, asCustodian of the Promenade Gateway Mortgage Loan (see Exhibit 33.5)

33.21      Park Bridge Lender Services LLC, as OperatingAdvisor of the Promenade Gateway Mortgage Loan (see Exhibit 33.6)

33.22      CoreLogic Solutions, LLC, as Servicing FunctionParticipant of the Promenade Gateway Mortgage Loan (see Exhibit 33.7)

33.23      Computershare Trust Company, National Association,as Servicing Function Participant for the Custodian on and after November 1,2021 (see Exhibit 33.9)

33.24      Wells Fargo Bank, National Association, as PrimaryServicer of the AG Life Time Fitness Portfolio Mortgage Loan (see Exhibit 33.1)

33.25      CWCapital Asset Management LLC, as Special Servicerof the AG Life Time Fitness Portfolio Mortgage Loan (see Exhibit 33.2)

33.26      Wilmington Trust, National Association, as Trustee of the AG Life Time FitnessPortfolio Mortgage Loan (Omitted. See Explanatory Notes.)

33.27      Wells Fargo Bank, National Association, asCustodian of the AG Life Time Fitness Portfolio Mortgage Loan (see Exhibit33.5)

33.28      Park Bridge Lender Services LLC, as OperatingAdvisor of the AG Life Time Fitness Portfolio Mortgage Loan (see Exhibit 33.6)

33.29      CoreLogic Solutions, LLC, as Servicing FunctionParticipant of the AG Life Time Fitness Portfolio Mortgage Loan (see Exhibit33.7)

33.30      Computershare Trust Company, National Association,as Servicing Function Participant for the Custodian on and after November 1,2021 (see Exhibit 33.9)

33.31      Wells Fargo Bank, National Association, as PrimaryServicer of the Hyatt Regency St. Louis at The Arch Mortgage Loan (see Exhibit33.1)

33.32      CWCapital Asset Management LLC, as Special Servicerof the Hyatt Regency St. Louis at The Arch Mortgage Loan (see Exhibit 33.2)

33.33      Wilmington Trust, National Association, as Trustee of the Hyatt Regency St.Louis at The Arch Mortgage Loan (Omitted. See Explanatory Notes.)

33.34      Wells Fargo Bank, National Association, asCustodian of the Hyatt Regency St. Louis at The Arch Mortgage Loan (see Exhibit33.5)

33.35      Park Bridge Lender Services LLC, as OperatingAdvisor of the Hyatt Regency St. Louis at The Arch Mortgage Loan (see Exhibit33.6)

33.36      CoreLogic Solutions, LLC, as Servicing FunctionParticipant of the Hyatt Regency St. Louis at The Arch Mortgage Loan (seeExhibit 33.7)

33.37      Computershare Trust Company, National Association,as Servicing Function Participant for the Custodian on and after November 1,2021 (see Exhibit 33.9)

33.38      Wells Fargo Bank, National Association, as PrimaryServicer of the Equity Inns Portfolio Mortgage Loan (see Exhibit 33.1)

33.39      LNR Partners, LLC, as Special Servicer of the Equity Inns Portfolio MortgageLoan (Omitted. See Explanatory Notes.)

33.40      Wilmington Trust, National Association, as Trustee of the Equity Inns PortfolioMortgage Loan (Omitted. See Explanatory Notes.)

33.41      Wells Fargo Bank, National Association, asCustodian of the Equity Inns Portfolio Mortgage Loan (see Exhibit 33.5)

33.42      Park Bridge Lender Services LLC, as OperatingAdvisor of the Equity Inns Portfolio Mortgage Loan (see Exhibit 33.6)

33.43      CoreLogic Solutions, LLC, as Servicing FunctionParticipant of the Equity Inns Portfolio Mortgage Loan (see Exhibit 33.7)

33.44      Computershare Trust Company, National Association,as Servicing Function Participant for the Custodian on and after November 1,2021 (see Exhibit 33.9)

33.45      Wells Fargo Bank, National Association, as PrimaryServicer of the 32 Avenue of the Americas Mortgage Loan (see Exhibit 33.1)

33.46      CWCapital Asset Management LLC, as Special Servicerof the 32 Avenue of the Americas Mortgage Loan (see Exhibit 33.2)

33.47      Wilmington Trust, National Association, as Trustee of the 32 Avenue of theAmericas Mortgage Loan (Omitted. See Explanatory Notes.)

33.48      Wells Fargo Bank, National Association, asCustodian of the 32 Avenue of the Americas Mortgage Loan (see Exhibit 33.5)

33.49      Pentalpha Surveillance LLC, as Senior TrustAdvisor of the 32 Avenue of the Americas Mortgage Loan

33.50      CoreLogic Solutions, LLC, as Servicing FunctionParticipant of the 32 Avenue of the Americas Mortgage Loan (see Exhibit 33.7)

33.51      Computershare Trust Company, National Association,as Servicing Function Participant for the Custodian on and after November 1,2021 (see Exhibit 33.9)

33.52      Berkeley Point Capital LLC d/b/a Newmark, asPrimary Servicer of the Element LA Mortgage Loan

33.53      CWCapital Asset Management LLC, as Special Servicerof the Element LA Mortgage Loan (see Exhibit 33.2)

33.54      Wilmington Trust, National Association, as Trustee of the Element LA MortgageLoan (Omitted. See Explanatory Notes.)

33.55      Wells Fargo Bank, National Association, asCustodian of the Element LA Mortgage Loan (see Exhibit 33.5)

33.56      Park Bridge Lender Services LLC, as OperatingAdvisor of the Element LA Mortgage Loan (see Exhibit 33.6)

33.57      Computershare Trust Company, National Association,as Servicing Function Participant for the Custodian on and after November 1,2021 (see Exhibit 33.9)

33.58      KeyBank National Association, as Primary Servicer of the FedEx BrooklynMortgage Loan (Omitted. See Explanatory Notes.)

33.59      Rialto Capital Advisors, LLC, as Special Servicer of the FedEx BrooklynMortgage Loan (Omitted. See Explanatory Notes.)

33.60      Wells Fargo Bank, National Association, as Trustee of the FedEx BrooklynMortgage Loan (Omitted. See Explanatory Notes.)

33.61      Wells Fargo Bank, National Association, asCustodian of the FedEx Brooklyn Mortgage Loan (see Exhibit 33.5)

33.62      Pentalpha Surveillance LLC, as Operating Advisorof the FedEx Brooklyn Mortgage Loan (see Exhibit 33.49)

33.63      Computershare Trust Company, National Association,as Servicing Function Participant for the Custodian on and after November 1,2021 (see Exhibit 33.9)

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

34.1        Wells Fargo Bank, National Association, as MasterServicer

34.2        CWCapital Asset Management LLC, as Special Servicer

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

34.4        Wells Fargo Bank, National Association, asCertificate Administrator

34.5        Wells Fargo Bank, National Association, asCustodian

34.6        Park Bridge Lender Services LLC, as OperatingAdvisor

34.7        CoreLogic Solutions, LLC, as Servicing FunctionParticipant

34.8        Computershare Trust Company, National Association,as Servicing Function Participant for the Certificate Administrator on andafter November 1, 2021

34.9        Computershare Trust Company, National Association,as Servicing Function Participant for the Custodian on and after November 1,2021

34.10      Wells Fargo Bank, National Association, as PrimaryServicer of the Santa Monica Multifamily Portfolio Mortgage Loan (see Exhibit34.1)

34.11      CWCapital Asset Management LLC, as Special Servicerof the Santa Monica Multifamily Portfolio Mortgage Loan (see Exhibit 34.2)

34.12      Wilmington Trust, National Association, as Trustee of the Santa Monica MultifamilyPortfolio Mortgage Loan (Omitted. See Explanatory Notes.)

34.13      Wells Fargo Bank, National Association, asCustodian of the Santa Monica Multifamily Portfolio Mortgage Loan (see Exhibit34.5)

34.14      Park Bridge Lender Services LLC, as OperatingAdvisor of the Santa Monica Multifamily Portfolio Mortgage Loan (see Exhibit34.6)

34.15      CoreLogic Solutions, LLC, as Servicing Function Participantof the Santa Monica Multifamily Portfolio Mortgage Loan (see Exhibit 34.7)

34.16      Computershare Trust Company, National Association,as Servicing Function Participant for the Custodian on and after November 1,2021 (see Exhibit 34.9)

34.17      Wells Fargo Bank, National Association, as PrimaryServicer of the Promenade Gateway Mortgage Loan (see Exhibit 34.1)

34.18      CWCapital Asset Management LLC, as Special Servicerof the Promenade Gateway Mortgage Loan (see Exhibit 34.2)

34.19      Wilmington Trust, National Association, as Trustee of the Promenade GatewayMortgage Loan (Omitted. See Explanatory Notes.)

34.20      Wells Fargo Bank, National Association, asCustodian of the Promenade Gateway Mortgage Loan (see Exhibit 34.5)

34.21      Park Bridge Lender Services LLC, as OperatingAdvisor of the Promenade Gateway Mortgage Loan (see Exhibit 34.6)

34.22      CoreLogic Solutions, LLC, as Servicing FunctionParticipant of the Promenade Gateway Mortgage Loan (see Exhibit 34.7)

34.23      Computershare Trust Company, National Association,as Servicing Function Participant for the Custodian on and after November 1,2021 (see Exhibit 34.9)

34.24      Wells Fargo Bank, National Association, as PrimaryServicer of the AG Life Time Fitness Portfolio Mortgage Loan (see Exhibit 34.1)

34.25      CWCapital Asset Management LLC, as Special Servicerof the AG Life Time Fitness Portfolio Mortgage Loan (see Exhibit 34.2)

34.26      Wilmington Trust, National Association, as Trustee of the AG Life Time FitnessPortfolio Mortgage Loan (Omitted. See Explanatory Notes.)

34.27      Wells Fargo Bank, National Association, asCustodian of the AG Life Time Fitness Portfolio Mortgage Loan (see Exhibit34.5)

34.28      Park Bridge Lender Services LLC, as OperatingAdvisor of the AG Life Time Fitness Portfolio Mortgage Loan (see Exhibit 34.6)

34.29      CoreLogic Solutions, LLC, as Servicing FunctionParticipant of the AG Life Time Fitness Portfolio Mortgage Loan (see Exhibit34.7)

34.30      Computershare Trust Company, National Association, asServicing Function Participant for the Custodian on and after November 1, 2021(see Exhibit 34.9)

34.31      Wells Fargo Bank, National Association, as PrimaryServicer of the Hyatt Regency St. Louis at The Arch Mortgage Loan (see Exhibit34.1)

34.32      CWCapital Asset Management LLC, as Special Servicerof the Hyatt Regency St. Louis at The Arch Mortgage Loan (see Exhibit 34.2)

34.33      Wilmington Trust, National Association, as Trustee of the Hyatt Regency St.Louis at The Arch Mortgage Loan (Omitted. See Explanatory Notes.)

34.34      Wells Fargo Bank, National Association, asCustodian of the Hyatt Regency St. Louis at The Arch Mortgage Loan (see Exhibit34.5)

34.35      Park Bridge Lender Services LLC, as OperatingAdvisor of the Hyatt Regency St. Louis at The Arch Mortgage Loan (see Exhibit34.6)

34.36      CoreLogic Solutions, LLC, as Servicing FunctionParticipant of the Hyatt Regency St. Louis at The Arch Mortgage Loan (seeExhibit 34.7)

34.37      Computershare Trust Company, National Association,as Servicing Function Participant for the Custodian on and after November 1,2021 (see Exhibit 34.9)

34.38      Wells Fargo Bank, National Association, as PrimaryServicer of the Equity Inns Portfolio Mortgage Loan (see Exhibit 34.1)

34.39      LNR Partners, LLC, as Special Servicer of the Equity Inns Portfolio MortgageLoan (Omitted. See Explanatory Notes.)

34.40      Wilmington Trust, National Association, as Trustee of the Equity Inns PortfolioMortgage Loan (Omitted. See Explanatory Notes.)

34.41      Wells Fargo Bank, National Association, asCustodian of the Equity Inns Portfolio Mortgage Loan (see Exhibit 34.5)

34.42      Park Bridge Lender Services LLC, as OperatingAdvisor of the Equity Inns Portfolio Mortgage Loan (see Exhibit 34.6)

34.43      CoreLogic Solutions, LLC, as Servicing FunctionParticipant of the Equity Inns Portfolio Mortgage Loan (see Exhibit 34.7)

34.44      Computershare Trust Company, National Association,as Servicing Function Participant for the Custodian on and after November 1,2021 (see Exhibit 34.9)

34.45      Wells Fargo Bank, National Association, as PrimaryServicer of the 32 Avenue of the Americas Mortgage Loan (see Exhibit 34.1)

34.46      CWCapital Asset Management LLC, as Special Servicerof the 32 Avenue of the Americas Mortgage Loan (see Exhibit 34.2)

34.47      Wilmington Trust, National Association, as Trustee of the 32 Avenue of theAmericas Mortgage Loan (Omitted. See Explanatory Notes.)

34.48      Wells Fargo Bank, National Association, asCustodian of the 32 Avenue of the Americas Mortgage Loan (see Exhibit 34.5)

34.49      Pentalpha Surveillance LLC, as Senior TrustAdvisor of the 32 Avenue of the Americas Mortgage Loan

34.50      CoreLogic Solutions, LLC, as Servicing FunctionParticipant of the 32 Avenue of the Americas Mortgage Loan (see Exhibit 34.7)

34.51      Computershare Trust Company, National Association,as Servicing Function Participant for the Custodian on and after November 1,2021 (see Exhibit 34.9)

34.52      Berkeley Point Capital LLC d/b/a Newmark, asPrimary Servicer of the Element LA Mortgage Loan

34.53      CWCapital Asset Management LLC, as Special Servicerof the Element LA Mortgage Loan (see Exhibit 34.2)

34.54      Wilmington Trust, National Association, as Trustee of the Element LA MortgageLoan (Omitted. See Explanatory Notes.)

34.55      Wells Fargo Bank, National Association, asCustodian of the Element LA Mortgage Loan (see Exhibit 34.5)

34.56      Park Bridge Lender Services LLC, as OperatingAdvisor of the Element LA Mortgage Loan (see Exhibit 34.6)

34.57      Computershare Trust Company, National Association,as Servicing Function Participant for the Custodian on and after November 1,2021 (see Exhibit 34.9)

34.58      KeyBank National Association, as Primary Servicer of the FedEx BrooklynMortgage Loan (Omitted. See Explanatory Notes.)

34.59      Rialto Capital Advisors, LLC, as Special Servicer of the FedEx BrooklynMortgage Loan (Omitted. See Explanatory Notes.)

34.60      Wells Fargo Bank, National Association, as Trustee of the FedEx BrooklynMortgage Loan (Omitted. See Explanatory Notes.)

34.61      Wells Fargo Bank, National Association, asCustodian of the FedEx Brooklyn Mortgage Loan (see Exhibit 34.5)

34.62      Pentalpha Surveillance LLC, as Operating Advisorof the FedEx Brooklyn Mortgage Loan (see Exhibit 34.49)

34.63      Computershare Trust Company, National Association,as Servicing Function Participant for the Custodian on and after November 1,2021 (see Exhibit 34.9)

35           Servicer compliance statements.

35.1        Wells Fargo Bank, National Association, as MasterServicer

35.2        CWCapital Asset Management LLC, as Special Servicer

35.3        Wells Fargo Bank, National Association, asCertificate Administrator

35.4        Computershare Trust Company, National Association,as Servicing Function Participant for the Certificate Administrator on andafter November 1, 2021

35.5        Wells Fargo Bank, National Association, as PrimaryServicer of the Santa Monica Multifamily Portfolio Mortgage Loan (see Exhibit35.1)

35.6        CWCapital Asset Management LLC, as Special Servicerof the Santa Monica Multifamily Portfolio Mortgage Loan (see Exhibit 35.2)

35.7        Wells Fargo Bank, National Association, as PrimaryServicer of the Promenade Gateway Mortgage Loan (see Exhibit 35.1)

35.8        CWCapital Asset Management LLC, as Special Servicerof the Promenade Gateway Mortgage Loan (see Exhibit 35.2)

35.9        Wells Fargo Bank, National Association, as PrimaryServicer of the AG Life Time Fitness Portfolio Mortgage Loan (see Exhibit 35.1)

35.10      CWCapital Asset Management LLC, as Special Servicerof the AG Life Time Fitness Portfolio Mortgage Loan (see Exhibit 35.2)

35.11      Wells Fargo Bank, National Association, as PrimaryServicer of the Hyatt Regency St. Louis at The Arch Mortgage Loan (see Exhibit35.1)

35.12      CWCapital Asset Management LLC, as Special Servicerof the Hyatt Regency St. Louis at The Arch Mortgage Loan (see Exhibit 35.2)

35.13      Wells Fargo Bank, National Association, as PrimaryServicer of the Equity Inns Portfolio Mortgage Loan (see Exhibit 35.1)

35.14      LNR Partners, LLC, as Special Servicer of the Equity Inns Portfolio MortgageLoan (Omitted. See Explanatory Notes.)

35.15      Wells Fargo Bank, National Association, as PrimaryServicer of the 32 Avenue of the Americas Mortgage Loan (see Exhibit 35.1)

35.16      CWCapital Asset Management LLC, as Special Servicerof the 32 Avenue of the Americas Mortgage Loan (see Exhibit 35.2)

35.17      Berkeley Point Capital LLC d/b/a Newmark, asPrimary Servicer of the Element LA Mortgage Loan

35.18      CWCapital Asset Management LLC, as Special Servicerof the Element LA Mortgage Loan (see Exhibit 35.2)

35.19      KeyBank National Association, as Primary Servicer of the FedEx BrooklynMortgage Loan (Omitted. See Explanatory Notes.)

35.20      Rialto Capital Advisors, LLC, as Special Servicer of the FedEx BrooklynMortgage Loan (Omitted. See Explanatory Notes.)

99.1         Mortgage Loan Purchase Agreement, dated as of January 27,2016, between Deutsche Mortgage & Asset Receiving Corporation and GermanAmerican Capital Corporation (filed as Exhibit 99.1 to the registrant’s CurrentReport on Form 8-K/A filed on March 31, 2016 under Commission File No.333-206705-01 and incorporated by reference herein)

99.2         Mortgage Loan Purchase Agreement, dated as of January 27,2016, between Deutsche Mortgage & Asset Receiving Corporation and CantorCommercial Real Estate Lending, L.P. (filed as Exhibit 99.2 to the registrant’sCurrent Report on Form 8-K/A filed on March 31, 2016 under Commission File No.333-206705-01 and incorporated by reference herein)

99.3         Mortgage Loan Purchase Agreement, dated as of January 27,2016, between Deutsche Mortgage & Asset Receiving Corporation and JefferiesLoanCore LLC (filed as Exhibit 99.3 to the registrant’s Current Report on Form8-K/A filed on March 31, 2016 under Commission File No. 333-206705-01 andincorporated by reference herein)

99.4         Mortgage Loan Purchase Agreement, dated as of January 27,2016, among Deutsche Mortgage & Asset Receiving Corporation, Ladder CapitalFinance LLC, Ladder Capital Finance Holdings LLLP, Series TRS of Ladder CapitalFinance Holdings LLLP and Series REIT of Ladder Capital Finance Holdings LLLP(filed as Exhibit 99.4 to the registrant’s Current Report on Form 8-K/A filedon March 31, 2016 under Commission File No. 333-206705-01 and incorporated byreference herein)

99.5         Primary Servicing Agreement, dated as of January 1, 2016,between Wells Fargo Bank, National Association and Berkeley Point Capital LLC(filed as Exhibit 99.5 to the registrant’s Current Report on Form 8-K filed onFebruary 10, 2016 under Commission File No. 333-206705-01 and incorporated byreference herein)

(b)   The exhibits required to be filed by theRegistrant pursuant to Item 601 of Regulation S-K are listed above.

(c)    Not Applicable.

 

**SIGNATURES**

Pursuant to the requirements of Section 13 or 15(d) of theSecurities Exchange Act of 1934, the registrant has duly caused this report tobe signed on its behalf by the undersigned, thereunto duly authorized.

Deutsche Mortgage & AssetReceiving Corporation(Depositor)

/s/ HelaineM. Kaplan

Helaine M.Kaplan, President

(senior officer in charge ofsecuritization of the depositor)

Date: March 14, 2022

/s/ MattSmith

Matt Smith, Director

Date: March 14, 2022