**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, 2021 OR**

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

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

 

 

 

**Commission file number:333-206582-01**

 

**Central Index Key Number of the issuingentity:0001664682**

 

**Morgan Stanley Capital I Trust 2016-UBS9**

**(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:0001541557**

 

**Morgan Stanley Mortgage Capital Holdings LLC**

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

 

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

 

**Bank of America, National Association**

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

 

| **New York**                                                        | **38‐3991339  38‐3991340  38‐7145096** |
|---------------------------------------------------------------------|----------------------------------------------------------|
| **(State or other jurisdiction of incorporation or  organization)** | **(I.R.S. Employer Identification Numbers)**             |

 

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

**9062 Old Annapolis Road**

** Columbia, MD**

**(Address of principal executive offices)**

 

**21045**

**(Zip Code)**

 

**Telephone number, including area code:**

**(410) 884‐2000**

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

 

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

 

 

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

 

  NONE.

 

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

 

  Yes___ No X

 

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

 

  Yes___ No X

 

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

 

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

 

  YesX No ___

 

Indicateby check mark whether the registrant has submitted electronically everyInteractive Data File required to be submitted 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 suchfiles).

 

  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.

 

Indicate by check mark whether the registrant has fileda report 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.

 

  Notapplicable.

 

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

 

  Yes___ No X

 

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

 

  Notapplicable.

 

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

 

  Notapplicable.

 

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

 

  Notapplicable.

 

DOCUMENTSINCORPORATED BY REFERENCE

 

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

 

  Notapplicable.

 

**EXPLANATORY NOTES**

 

The MSC2016-UBS9 mortgage pool includes the following mortgage loans, each of which isserviced pursuant to a separate pooling and servicing agreement (each, an “OutsidePooling and Servicing Agreement”):

 

·         the 525 Seventh Avenue mortgage loan andthe Ellenton Premium Outlets mortgage loan, which are serviced pursuant to theMSC 2015-UBS8 pooling and servicing agreement attached hereto as Exhibit 4.2;

·         the Princeton Pike Corporate Centermortgage loan, which is serviced pursuant to the MSBAM 2016-C28 pooling andservicing agreement attached hereto as Exhibit 4.3;

 

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

 

·       the Twenty Ninth Street Retail mortgage loan, which is serviced pursuant to theGSMS 2016-GS2 pooling and servicing agreement attached hereto as Exhibit 4.5;and

 

·       theGrove City Premium Outlets mortgage loan, which is serviced pursuant to theBACM 2016-UBS10 pooling and servicing agreement attached hereto as Exhibit 4.6.

 

Except asset forth below, each of the parties to each pooling and servicing agreementlisted in the Exhibit Index both (1) participates in the servicing function forpurposes of Item 1122 of Regulation AB and (2) constitutes a servicer thatmeets the criteria in Item 1108(a)(2)(i) through (iii) of Regulation AB forpurposes of Item 1123 of Regulation AB:

 

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

 

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

 

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

 

·       The asset representations reviewer under apooling and servicing agreement has a limited obligation to review certaindelinquent mortgage loans after a specified delinquency threshold has been metand the required percentage of certificateholders vote to direct a review ofsuch delinquent mortgage loans, and has no obligation to collect or disbursefunds in respect of the mortgage pool, to administer any of the underlyingmortgage loans or to perform any servicing function.  Consequently, theasset representations reviewer under a pooling and servicing agreement does notparticipate in the servicing function for purposes of Item 1122 of RegulationAB, is not responsible for the “management or collection of the pool assets ormaking allocations or distributions to holders of the asset-backed securities”within the meaning of “servicer” under Item 1101 of Regulation AB and does notperform the functions of a servicer for purposes of Item 1123 of Regulation AB.

 

·      LNR Partners,LLC is the current special servicer under the GSMS 2016-GS2 pooling andservicing agreement, pursuant to which the Twenty Ninth Street Retail mortgageloan is serviced. In November 2019, Torchlight Loan Services, LLC was replacedas special servicer under the GSMS 2016-GS2 pooling and servicing agreement andsucceeded by LNR Partners, LLC.  Because LNR Partners, LLC is not the MSC2016-UBS9 special servicer, is not affiliated with any sponsor and servicesonly the Twenty Ninth Street Retail mortgage loan, which constitutes more than5% but less than 10% of the mortgage pool, LNR Partners, LLC, as GSMS 2016-GS2special servicer, constitutes a reporting “servicing function participant” forpurposes of Item 1122 of Regulation AB, as specified in the Instruction 3 toItem 1122, but does not constitute a reporting “servicer” for purposes of Item1123 of Regulation AB, as specified in the Instruction to Item 1123.

 

·      Greystone Servicing Company LLC isthe current special servicer under the MSBAM 2016-C28 pooling and servicingagreement, pursuant to which the Princeton Pike Corporate Center mortgage loanis serviced. On August 26, 2020, C-III Asset Management LLC was replaced asspecial servicer under the MSBAM 2016-C28 pooling and servicing agreement andwas succeeded by Greystone Servicing Company LLC, to which C-III AssetManagement assigned substantially all of its assets.  Because GreystoneServicing Company LLC is not the MSC 2016-UBS9 special servicer, is notaffiliated with any sponsor and serviced only the Princeton Pike CorporateCenter mortgage loan, which constitutes more than 5% but less than 10% of themortgage pool, Greystone Servicing Company LLC, as MSBAM 2016-C28 specialservicer, constitutes a reporting “servicing function participant” for purposesof Item 1122 of Regulation AB, as specified in the Instruction 3 to Item 1122,but does not constitute a reporting “servicer” for purposes of Item 1123 ofRegulation AB, as specified in the Instruction to Item 1123.

·      The GLP Industrial Portfolio Bmortgage loan, which was serviced pursuant to the CSMC 2015-GLPB pooling andservicing agreement, was paid in full on September 26, 2019.

·      National Tax Search, LLC merged intoCoreLogic Solutions, LLC in 2021.  CoreLogic Solutions, LLC’s report onassessment of compliance with servicing criteria and registered publicaccounting firm attestation report, in each case provided pursuant to Item 1122of Regulation AB, also relate to National Tax Search, LLC’s platform for thereporting period.

Inaddition, each of the following parties engaged the services of certainservicing function participants and sub-servicers for the reporting period, asset forth below:

 

·         KeyBank National Association, as masterservicer, engaged the services of Berkadia Commercial Mortgage LLC, as asub-servicer in respect of the entire mortgage pool for the reportingperiod. 

 

·         Wells Fargo Bank, National Association, asmaster servicer under the MSBAM 2016-C28 pooling and servicing agreement,pursuant to which the Princeton Pike Corporate Center mortgage loan isserviced, engaged the services of CoreLogic Solutions, LLC and National TaxSearch, LLC, in each case as a servicing function participant in respect of thePrinceton Pike Corporate Center mortgage loan for the reporting period.

·         Wells Fargo Bank, National Association, asmaster 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 Midland Loan Services, a Division of PNC Bank, NationalAssociation as sub-servicer, and CoreLogic Solutions, LLC and National TaxSearch, LLC, each as a servicing function participant, in each case in respectof the Grove City Premium Outlets mortgage loan for the reporting period.

·         Wells Fargo Bank, National Association, as master servicerunder the MSBAM 2016-C29 pooling and servicing agreement, pursuant to which theGulfport Premium Outlets mortgage loan is serviced, engaged the services ofMidland Loan Services, a Division of PNC Bank, National Association assub-servicer, and CoreLogic Solutions, LLC and National Tax Search, LLC, eachas a servicing function participant, in each case in respect of the GulfportPremium Outlets mortgage loan for the reporting period.

 

·         On November 1, 2021, pursuant to the second amended andrestated servicing agreement attached hereto as Exhibit 99.15, ComputershareTrust Company, National Association was engaged to perform all or virtually allof Wells Fargo Bank, National Association’s roles as certificate administrator,custodian and trustee, as applicable, under (i) the pooling and servicingagreement and (ii) each Outside Pooling and Servicing Agreement

 

 

| **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 Accountant Fees  and Services.**                                                         |
|              | Omitted.                                                                                             |
|              |                                                                                                 |   |

 

**ADDITIONALDISCLOSURE ITEMS FOR REGULATION AB**

 

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

 

Notapplicable.

 

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

 

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

 

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

 

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

 

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

 

The registrant knows of no legalproceeding pending against the sponsors, depositor, trustee, issuing entity,servicer contemplated by Item 1108(a)(3) of Regulation AB, originatorcontemplated by Item 1110(b) of Regulation AB, or other party contemplated byItem 1100(d)(1) of Regulation AB, or of which any property of the foregoing isthe subject, that is material to security holders, other than as follows:

 

InDecember 2014, Phoenix Light SF Limited and certain related entities and theNational Credit Union Administration (NCUA) filed complaints in the UnitedStates District Court for the Southern District of New York against Wells FargoBank, alleging claims against Wells Fargo Bank in its capacity as trustee for anumber of residential mortgage-backed securities trusts. Complaints raisingsimilar allegations have been filed by Commerzbank AG in the Southern Districtof New York and by IKB International and IKB Deutsche Industriebank in New Yorkstate court. In each case, the plaintiffs allege that Wells Fargo Bank, astrustee, caused losses to investors, and plaintiffs assert causes of actionbased upon, among other things, the trustee’s alleged failure to notify andenforce repurchase obligations of mortgage loan sellers for purported breachesof representations and warranties, notify investors of alleged events ofdefault, and abide by appropriate standards of care following alleged events ofdefault. Wells Fargo Bank previously settled two class action lawsuits withsimilar allegations that were filed in November 2014 and December 2016 byinstitutional investors in the Southern District of New York and New York statecourt, respectively. In addition, Park Royal I LLC and Park Royal II LLC havefiled complaints in New York state court alleging Wells Fargo Bank, N.A., astrustee, failed to take appropriate actions upon learning of defective mortgageloan documentation. In March 2021, the Company entered into an agreement toresolve the case filed by the NCUA.

 

Inaddition to the foregoing cases, in August 2014 and August 2015 Nomura Credit& Capital Inc. (“Nomura”) and Natixis Real Estate Holdings, LLC (“Natixis”)filed a total of seven third-party complaints against Wells Fargo Bank in NewYork state court. In the underlying first-party actions, Nomura and Natixishave been sued for alleged breaches of representations and warranties made inconnection with residential mortgage-backed securities sponsored by them. Inthe third-party actions, Nomura and Natixis allege that Wells Fargo Bank, asmaster servicer, primary servicer or securities administrator, failed to notifyNomura and Natixis of their own breaches, failed to properly oversee theprimary servicers, and failed to adhere to accepted servicing practices.Natixis additionally alleges that Wells Fargo Bank failed to perform defaultoversight duties. Wells Fargo Bank has asserted counterclaims alleging thatNomura and Natixis failed to provide Wells Fargo Bank notice of theirrepresentation and warranty breaches.

 

Withrespect to each of the foregoing litigations, Wells Fargo Bank believesplaintiffs' claims are without merit and intends to contest the claimsvigorously, but there can be no assurances as to the outcome of the litigationsor the possible impact of the litigations on Wells Fargo Bank or the relatedRMBS trusts.

 

Fromtime to time, CWCapital Asset Management LLC, a Delaware limited liabilitycompany (“CWCAM”), is a party to lawsuits and other legal proceedings as partof its duties as a special servicer (e.g., enforcement of loan obligations)and/or arising in the ordinary course of business.  Other than as setforth in the following paragraphs, there are currently no legal proceedingspending, and no legal proceedings known to be contemplated by governmentalauthorities, against CWCAM or of which any of its property is the subject, thatare material to the certificateholders.

 

OnDecember 17, 2015, U.S. Bank National Association, the trustee under five poolingand servicing agreements for (i) Wachovia Bank Commercial Mortgage Trust2007-C30, (ii) COBALT CMBS Commercial Trust 2007-C2, (iii) Wachovia BankCommercial Mortgage Trust 2007-C31, (iv) ML-CFC Commercial Mortgage Trust2007-5 and (v) ML-CFC Commercial Mortgage Trust 2007-6 commenced a proceedingwith the Second Judicial District Court of Ramsey County, Minnesota (the “StateCourt”) for a declaratory judgment as to the proper allocation of certainproceeds (“Disputed Proceeds”) received by CWCAM in connection with the sale ofthe Peter Cooper Village and Stuyvesant Town property in New York, New Yorksecuring loans held by those trusts.  CWCAM was the special servicer ofsuch property.  The petition requests the State Court to instruct thetrustee, the trust beneficiaries, and any other interested parties as to theamount of the Disputed Proceeds, if any, that constitute penalty interestand/or the amount of the Disputed Proceeds, if any, that constitutegain-on-sale proceeds, with respect to each trust.  On February 24, 2016,CWCAM made a limited appearance with the State Court to file a motion todismiss this proceeding based on lack of jurisdiction, mootness, standing andforum non conveniens.  On July 19, 2016, the State Court denied CWCAM’smotion to dismiss.  On July 22, 2016, the action was removed to federalcourt in Minnesota (“Federal Court”).  On October 21, 2016, the FederalCourt held a hearing on the motion to transfer the action to the United StatesDistrict Court for the Southern District of New York (“SDNY Court”), a motionto remand to state court and a motion to hear CWCAM’s request forreconsideration of the motion to dismiss.  On March 14, 2017, the FederalCourt reserved the determination on the motion to hear CWCAM’s request for reconsiderationof the motion to dismiss, denied the motion to remand the matter to state courtand granted the motion to transfer the proceeding to the SDNY Court. Cross motions for judgment on the pleadings were filed but the SDNY Court wasunable to decide the case based on the pleadings and the SDNY Court ordereddiscovery.  All fact discovery was completed in December, 2018 and expertdiscovery was completed on March 15, 2019.  The parties submitted crossmotions for summary judgment, and on March 19, 2020, the SDNY Court entered anopinion and order in which it granted summary judgment in CWCAM’s favor andheld that CWCAM was entitled to the entire amount of penalty interest and thatCWCAM’s determination of Yield Maintenance was correct.  In the 127-pageopinion, the SDNY Court found for CWCAM on every issue presented by thetrustee’s petition, namely, that the funds in dispute constitute penaltyinterest and yield maintenance, not gain-on-sale proceeds, and that the amountof penalty interest and yield maintenance was correctly calculated. An appealof the SDNY Court’s decision was taken on April 29, 2020.  Oral argumenton the appeal occurred on June 21, 2021. The parties await the decision of theappeals court.  

 

OnDecember 1, 2017, a complaint against CWCAM and others was filed in the UnitedStates District Court for the Southern District of New York styled as CWCapitalCobalt Vr Ltd. v. CWCapital Investments LLC, et al., No. 17-cv-9463 (the“Original Complaint”). The gravamen of the Original  Complaint allegedbreaches of a contract and fiduciary duties by CWCAM’s affiliate, CWCapitalInvestments LLC in its capacity as collateral manager for the collateralizeddebt obligation transaction involving CWCapital Cobalt Vr, Ltd. In total, thereare 14 counts pled in the Original Complaint. Of those 14, 5 claims wereasserted against CWCAM for aiding and abetting breach of fiduciary duty,conversion and unjust enrichment. On May 23, 2018, the Original Complaint wasdismissed 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 as theprevious complaint filed in the United State District Court for the SouthernDistrict of New York.  In total there are 16 counts pled in the NewComplaint. Of those 16 counts, 5 claims were asserted against CWCAM for aidingand abetting breach of fiduciary duty, conversion and unjust enrichment, 1count seeks a declaratory judgement that the plaintiff has the right to enforcethe 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.  

 

OnJanuary 24, 2016 PSW NYC LLC commenced a complaint (the “PSW Complaint”) withthe Supreme Court of the State of New York, County of New York (the “PSWCourt”) against Bank of America, N.A. as trustee under the pooling andservicing agreements for Wachovia Bank Commercial Mortgage Trust 2007-C30 andCOBALT CMBS Commercial Trust 2007-C2, U.S. Bank National Association as trusteeunder the pooling and servicing agreements for Wachovia Bank CommercialMortgage Trust 2007-C31, ML-CFC Commercial Mortgage Trust 2007-5 and ML-CFCCommercial Mortgage Trust 2007-6 (collectively, the “PSW Trusts”), PCV-MHoldings LLC and CWCapital Asset Management LLC, individually and as specialservicer for the PSW Trusts (collectively, the “Defendants”) seeking either (a)damages in an amount to be determined by the PSW Court but alleged by theplaintiffs to be approximately $500,000,000 – such amount being the amount PSWNYC LLC alleges would have been recovered on certain mezzanine loans (the“PCVST Mezzanine Loans”) related to the Peter Cooper Village and StuyvesantTown property (the “PCVST Property”) in New York City which PSW NYC LLC sold toan entity related to the Defendants pursuant to a settlement agreement relatedto certain prior litigation (the “2010 Settlement Agreement”) or (b) therescission of the 2010 Settlement Agreement which would result in, among otherthings, the rescission of the sale of the PCVST Mezzanine Loans and a claim forcertain proceeds from the sale of the PCVST Property. PSW NYC LLC alleges thatthe Defendants procured the 2010 Settlement Agreement by fraud and further thatthe terms of the 2010 Settlement Agreement were breached by the Defendants. OnFebruary 26, 2016, CWCAM on behalf of itself and the other Defendants filed amotion to dismiss the PSW Complaint (the “CWCAM Motion to Dismiss”). On April11, 2016, PSW NYC LLC opposed the CWCAM Motion to Dismiss and cross-moved for apartial summary judgment on liability regarding allegations of breach of the2010 Settlement Agreement (the “PSW Cross-Motion”). On May 5, 2016, theDefendants subsequently filed its reply and opposition to the PSW Cross-Motion.On August 23, 2016, oral arguments were provided to the PSW Court regarding thePSW Complaint, the CWCAM Motion to Dismiss and the PSW Cross-Motion and the PSWCourt took such arguments under advisement. On October 31, 2016, the PSW Courtissued an order granting the CWCAM Motion to Dismiss, denying the PSWCross-Motion and dismissing the PSW Complaint with prejudice. Subsequently, PSWNYC LLC filed a notice of appeal relating to such order. On February 21, 2017,PSW NYC LLC filed its appeal and supporting brief arguing that the PSW Courterred by finding no breach of the assignment agreement and no fraudulentinducement. Oral argument was heard on May 4, 2017 at which point the courttook the arguments under advisement. On May 25, 2017, the New York 1stDepartment appellate court affirmed the dismissal of all PSW claims and denieda request for leave to appeal to the New York Court of Appeals on September 12,2017.  

 

OnMarch 31, 2016, RAIT Preferred Funding II LTD. (“RAIT Preferred Funding”)commenced a complaint (“RAIT Complaint”) with the Supreme Court of the State ofNew York, County of New York (the “RAIT Court”), claiming it owns $18,500,000of a mortgage loan secured by the development of the One Congress StreetProperty in Boston, Massachusetts (the “Loan”) and seeking (a) a declaratoryjudgment stating that RAIT Preferred Funding is the directing lender under aco-lender agreement dated March 28, 2007 and a pooling and servicing agreementdated March 1, 2007 (collectively, the “Operative Agreements”) and was thedirecting lender at the time of the improper modification of the Loan, (b) adeclaratory judgment stating that RAIT Preferred Funding has the right toterminate the special servicer, (c) monetary damages for the value of the bondsand fees paid to CWCAM as the special servicer of the Loan and (d) otherthings.  On May 17, 2016, CWCAM filed a motion to dismiss the RAITComplaint (“Motion to Dismiss”) stating that the RAIT Complaint did not state aclaim and the essential facts of the RAIT Complaint are negated by affidavitsand evidentiary materials submitted with the RAIT Complaint.  On June 14,2016, RAIT Preferred Funding filed a Memorandum of Law in Opposition to theMotion to Dismiss (“Opposition”) stating that the claims in the RAIT Complaintwere properly stated.  On June 30, 2016, CWCAM filed a reply in support ofthe Motion to Dismiss and in response to the Opposition, stating that each ofCWCAM’s arguments is supported by the express language of the agreementsbetween the parties, the documentary evidence and New York case law.  OnSeptember 30, 2016, RAIT Preferred Funding and CWCAM entered into aconfidential Settlement Agreement (the “2016 Settlement”), which provides for astay of the RAIT Preferred Funding litigation (the “Litigation Stay”) throughAugust 25, 2017.  Pursuant to the terms of the 2016 Settlement, uponsatisfaction of a term of the 2016 Settlement by August 25, 2017 (or such laterdate agreed to by the parties), the RAIT Preferred Funding litigation will bedismissed, with prejudice.  On May 19, 2017 the Borrower repaid the Loanin accordance with the terms of the notes and satisfied the condition todismissal with prejudice.  RAIT has refused to dismiss the case and isclaiming that the B Note should be paid in full.  CWCAM believes that ithas performed its obligations under the Operative Agreements in good faith, andthat the action should be dismissed with prejudice.  On August 29, 2017,the RAIT Court granted leave to RAIT Preferred Funding to amend itscomplaint.  On September 20, 2017, RAIT Preferred Funding filed an AmendedComplaint (the “RAIT Amended Complaint”), which omits its original claims, addsWells Fargo Bank as a defendant, and seeks (a) specific performance requiringrepayment of the $18,500,000 principal amount of the B Note or, in thealternative, monetary damages, including the $18,500,000 principal amount ofthe B Note, in an amount to be determined at trial, (b) monetary damages on anyfees paid to CWCAM as special servicer or Wells Fargo Bank as master servicerin connection with the borrower’s repayment of the Loan, (c) a declaratoryjudgment that RAIT Preferred Funding is entitled to recover the full$18,500,000 principal amount of the B Note, (d) punitive damages against CWCAM,and (e) other things.  On October 11, 2017, CWCAM filed a motion todismiss the RAIT Amended Complaint (“CWCAM Motion to Dismiss AmendedComplaint”) stating that the RAIT Amended Complaint did not state a claim andthe essential facts of the RAIT Amended Complaint are negated by the OperativeAgreements and other admissible evidentiary materials.  On November 13,2017, Wells Fargo Bank filed a motion to dismiss the RAIT Amended Complaint(the “Wells Fargo Motion to Dismiss Amended Complaint”) and joined the CWCAMMotion to Dismiss Amended Complaint.  On January 29, 2018, the courtdismissed all claims but for breach of contract and discovery hascommenced.  CWCAM filed a Motion for Summary Judgement on March 18,2019.   This matter was settled and the case dismissed on May 15,2019.

 

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

 

Theinformation regarding this Item has been provided previously in an annualreport on Form 10-K of the issuing entity or in the prospectus of the issuingentity filed in a 424(b)(2) filing dated March 9, 2016. 

 

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

 

Thereports on assessment of compliance with the servicing criteria forasset-backed securities and the related attestation reports on such assessmentsof compliance are attached hereto under Item 15.

  

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

 

Theservicer compliance statements are attached hereto under Item 15.

 

**Part IV**

 

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

 

(a) Exhibits.

 

(4.1)Pooling and Servicing Agreement, dated as of March 1,2016, between Morgan Stanley Capital I Inc., as depositor, KeyBank NationalAssociation, as master servicer, CWCapital Asset Management LLC, as specialservicer, Park Bridge Lender Services LLC, as operating advisor and assetrepresentations reviewer, and Wells Fargo Bank, National Association, astrustee, certificate administrator, certificate registrar, authenticating agentand custodian (filed as Exhibit 4.1 to the registrant's Current Report on Form8-K/A filed on March 16, 2016 under SEC File No. 333-206582-01 and incorporatedby reference herein).

 

(4.2)Pooling and Servicing Agreement, dated as of December1, 2015, between Morgan Stanley Capital I Inc., as depositor, Midland LoanServices, a division of PNC Bank, National Association, as master servicer,Rialto Capital Advisors, LLC, as special servicer, Situs Holdings, LLC, astrust advisor, and Wells Fargo Bank, National Association, as trustee,certificate administrator and custodian, relating to the MSC 2015-UBS8 securitizationtransaction, pursuant to which the 525 Seventh Avenue Mortgage Loan and theEllenton Premium Outlets Mortgage Loan are serviced (filed as Exhibit 4.2 tothe registrant's Current Report on Form 8-K filed on March 9, 2016 under SECFile No. 333-206582-01 and incorporated by reference herein).

 

(4.3)Pooling and Servicing Agreement, dated as of February1, 2016, between Banc of America Merrill Lynch Commercial Mortgage Inc., asdepositor, Wells Fargo Bank, National Association, as master servicer, C-IIIAsset Management LLC, as special servicer, Wells Fargo Bank, NationalAssociation, as certificate administrator, U.S. Bank National Association, astrustee, Park Bridge Lender Services LLC, as operating advisor, and Park BridgeLender Services LLC, as asset representations reviewer, relating to the MSBAM2016-C28 securitization transaction, pursuant to which the Princeton PikeCorporate Center Mortgage Loan is serviced (filed as Exhibit 4.4 to theregistrant's Current Report on Form 8-K filed on March 9, 2016 under SEC FileNo. 333-206582-01 and incorporated by reference herein).

 

(4.4)Pooling and Servicing Agreement, dated as of May 1,2016, between Morgan Stanley Capital I 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 theMSBAM 2016-C29 securitization transaction, pursuant to which the GulfportPremium Outlets Mortgage Loan is serviced (filed as Exhibit 4.5 to theregistrant's Current Report on Form 8-K filed on May 11, 2016 under SEC FileNo. 333-206582-01 and incorporated by reference herein).

 

(4.5)Pooling and Servicing Agreement, dated as of May 1, 2016,between GS Mortgage Securities Corporation II, as depositor, Midland LoanServices, a Division of PNC Bank, National Association, as master servicer,Torchlight Loan Services, LLC, as a special servicer, Rialto Capital Advisors,LLC, as a special servicer, Pentalpha Surveillance LLC, as operating advisorand asset representations reviewer, and Wells Fargo Bank, National Association,as trustee, custodian, certificate administrator, certificate registrar andauthenticating agent, relating to the GSMS 2016-GS2 securitization transaction,pursuant to which the Twenty Ninth Street Retail Mortgage Loan is serviced(filed as Exhibit 4.6 to the registrant's Current Report on Form 8-K filed onJune 6, 2016 under SEC File No. 333-206582-01 and incorporated by referenceherein).

 

(4.6)Pooling and Servicing Agreement, dated as of June 1,2016, between Banc of America Merrill Lynch Commercial Mortgage Inc., as depositor,Wells Fargo Bank, National Association, as master servicer, Rialto CapitalAdvisors, LLC, as special servicer, Park Bridge Lender Services LLC, asoperating advisor and asset representations reviewer, Wells Fargo Bank,National Association, as custodian, certificate administrator, certificateregistrar and authenticating agent, and Wilmington Trust, National Association,as trustee, relating to the BACM 2016-UBS10 securitization transaction,pursuant to which the Grove City Premium Outlets Mortgage Loan is serviced(filed as Exhibit 4.7 to the registrant's Current Report on Form 8-K filed onJune 13, 2016 under SEC File No. 333-206582-01 and incorporated by referenceherein).

 

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

 

(33)  Reports onassessment of compliance with servicing criteria for asset-backed securities.

 

33.1  Wells Fargo Bank, National Association, as CertificateAdministrator

 

33.2 Computershare Trust Company, NationalAssociation, as Servicing Function Participant for the CertificateAdministrator (from 11/1/21 to 12/31/21)

 

33.3  Wells Fargo Bank, National Association, as Custodian

 

33.4 Computershare Trust Company, NationalAssociation, as Servicing Function Participant for the Custodian (from 11/1/21to 12/31/21)

 

33.5  KeyBank National Association, as Master Servicer

 

33.6  CWCapital Asset Management LLC, as Special Servicer

 

33.7  Park Bridge Lender Services LLC, as Operating Advisor

 

33.8  Berkadia Commercial Mortgage LLC, as Primary Servicer

 

33.9  Midland Loan Services, a Division of PNC Bank,National Association, as Master Servicer under the MSC 2015-UBS8securitization, pursuant to which the following mortgage loans were serviced bysuch party: 525 Seventh Avenue (from 1/1/21 to 12/31/21) and Ellenton PremiumOutlets (from 1/1/21 to 12/31/21)

  

33.10  Wells Fargo Bank, National Association, as MasterServicer under the MSBAM 2016-C28 securitization, pursuant to which thefollowing mortgage loans were serviced by such party: Princeton Pike CorporateCenter (from 1/1/21 to 12/31/21)

 

33.11  CoreLogic Solutions, LLC, as Servicing FunctionParticipant under the MSBAM 2016-C28 securitization, pursuant to which thefollowing mortgage loans were serviced by such party: Princeton Pike CorporateCenter (from 1/1/21 to 12/31/21)

 

33.12  Midland Loan Services, a Division of PNC Bank,National Association, as Master Servicer under the GSMS 2016-GS2securitization, pursuant to which the following mortgage loans were serviced bysuch party: Twenty Ninth Street Retail (from 1/1/21 to 12/31/21) (see exhibit33.9)

 

33.13  Wells Fargo Bank, National Association, as MasterServicer under the BACM 2016-UBS10 securitization, pursuant to which the followingmortgage loans were serviced by such party: Grove City Premium Outlets (from1/1/21 to 12/31/21) (see exhibit 33.10)

 

33.14Midland Loan Services, a Division of PNC Bank,National Association, as Sub-Servicer under the BACM 2016-UBS10 securitization,pursuant to which the following mortgage loans were serviced by such party:Grove City Premium Outlets (from 1/1/21 to 12/31/21) (see exhibit 33.9)

 

33.15  CoreLogic Solutions, 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 1/1/21 to 12/31/21) (see exhibit 33.11)

 

33.16  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 1/1/21 to 12/31/21) (see exhibit 33.10)

 

33.17Midland Loan Services, a Division of PNC Bank,National Association, as Sub-Servicer under the MSBAM 2016-C29 securitization,pursuant to which the following mortgage loans were serviced by such party:Gulfport Premium Outlets (from 1/1/21 to 12/31/21) (see exhibit 33.9)

 

33.18  CoreLogic Solutions, 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 1/1/21 to 12/31/21) (see exhibit 33.11)

 

33.19  Rialto Capital Advisors, LLC, as Special Servicerunder the MSC 2015-UBS8 securitization, pursuant to which the followingmortgage loans were serviced by such party: 525 Seventh Avenue (from 1/1/21 to12/31/21) and Ellenton Premium Outlets (from 1/1/21 to 12/31/21)

 

33.20  Greystone Servicing Company LLC, as Special Servicerunder the MSBAM 2016-C28 securitization, pursuant to which the followingmortgage loans were serviced by such party: Princeton Pike Corporate Center(from 1/1/21 to 12/31/21)

 

33.21  LNR Partners, LLC, as Special Servicer under the GSMS2016-GS2 securitization, pursuant to which the following mortgage loans wereserviced by such party: Twenty Ninth Street Retail (from 1/1/21 to 12/31/21)

 

33.22  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 (from1/1/21 to 12/31/21) (see exhibit 33.19)

 

33.23 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 (from1/1/21 to 12/31/21) (see exhibit 33.19)

  

33.24  Wells Fargo Bank, National Association, as Custodianunder the MSC 2015-UBS8 securitization, pursuant to which the followingmortgage loans were serviced by such party: 525 Seventh Avenue (from 1/1/21 to12/31/21) and Ellenton Premium Outlets (from 1/1/21 to 12/31/21) (see exhibit33.3)

 

33.25  Computershare Trust Company, National Association, asServicing Function Participant under the MSC 2015-UBS8 securitization, pursuantto which the following mortgage loans were serviced by such party: 525 SeventhAvenue (from 11/1/21 to 12/31/21) and Ellenton Premium Outlets (from 11/1/21 to12/31/21) (see exhibit 33.4)

 

33.26  Wells Fargo Bank, National Association, as Custodianunder the MSBAM 2016-C28 securitization, pursuant to which the followingmortgage loans were serviced by such party: Princeton Pike Corporate Center(from 1/1/21 to 12/31/21) (see exhibit 33.3)

 

33.27  Computershare Trust Company, National Association, asServicing Function Participant under the MSBAM 2016-C28 securitization,pursuant to which the following mortgage loans were serviced by such party:Princeton Pike Corporate Center (from 11/1/21 to 12/31/21) (see exhibit 33.4)

 

33.28  Wells Fargo Bank, National Association, as Custodianunder the GSMS 2016-GS2 securitization, pursuant to which the followingmortgage loans were serviced by such party: Twenty Ninth Street Retail (from1/1/21 to 12/31/21) (see exhibit 33.3)

 

33.29  Computershare Trust Company, National Association, asServicing Function Participant under the GSMS 2016-GS2 securitization, pursuantto which the following mortgage loans were serviced by such party: Twenty NinthStreet Retail (from 11/1/21 to 12/31/21) (see exhibit 33.4)

 

33.30  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 (from1/1/21 to 12/31/21) (see exhibit 33.3)

 

33.31  Computershare Trust Company, National Association, asCustodian under the BACM 2016-UBS10 securitization, pursuant to which thefollowing mortgage loans were serviced by such party: Grove City PremiumOutlets (from 11/1/21 to 12/31/21) (see exhibit 33.4)

 

33.32  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 (from1/1/21 to 12/31/21) (see exhibit 33.3)

 

33.33  Computershare Trust Company, National Association, 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 11/1/21 to 12/31/21) (see exhibit 33.4)

 

(34). Attestation reportson assessment of compliance with servicing criteria for asset-backedsecurities.

 

34.1  Wells Fargo Bank, National Association, as CertificateAdministrator

 

34.2 Computershare Trust Company, NationalAssociation, as Servicing Function Participant for the CertificateAdministrator (from 11/1/21 to 12/31/21)

 

34.3  Wells Fargo Bank, National Association, as Custodian

 

34.4 Computershare Trust Company, NationalAssociation, as Servicing Function Participant for the Custodian (from 11/1/21to 12/31/21)

 

34.5  KeyBank National Association, as Master Servicer

 

34.6  CWCapital Asset Management LLC, as Special Servicer

 

34.7  Park Bridge Lender Services LLC, as Operating Advisor

 

34.8  Berkadia Commercial Mortgage LLC, as Primary Servicer

 

34.9  Midland Loan Services, a Division of PNC Bank,National Association, as Master Servicer under the MSC 2015-UBS8 securitization,pursuant to which the following mortgage loans were serviced by such party: 525Seventh Avenue (from 1/1/21 to 12/31/21) and Ellenton Premium Outlets (from1/1/21 to 12/31/21)

  

34.10  Wells Fargo Bank, National Association, as MasterServicer under the MSBAM 2016-C28 securitization, pursuant to which thefollowing mortgage loans were serviced by such party: Princeton Pike CorporateCenter (from 1/1/21 to 12/31/21)

 

34.11  CoreLogic Solutions, LLC, as Servicing FunctionParticipant under the MSBAM 2016-C28 securitization, pursuant to which thefollowing mortgage loans were serviced by such party: Princeton Pike CorporateCenter (from 1/1/21 to 12/31/21)

 

34.12  Midland Loan Services, a Division of PNC Bank,National Association, as Master Servicer under the GSMS 2016-GS2securitization, pursuant to which the following mortgage loans were serviced bysuch party: Twenty Ninth Street Retail (from 1/1/21 to 12/31/21) (see exhibit34.9)

 

34.13  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 1/1/21 to 12/31/21) (see exhibit 34.10)

 

34.14Midland Loan Services, a Division of PNC Bank,National Association, as Sub-Servicer under the BACM 2016-UBS10 securitization,pursuant to which the following mortgage loans were serviced by such party:Grove City Premium Outlets (from 1/1/21 to 12/31/21) (see exhibit 34.9)

 

34.15  CoreLogic Solutions, 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 1/1/21 to 12/31/21) (see exhibit 34.11)

 

34.16  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 1/1/21 to 12/31/21) (see exhibit 34.10)

 

34.17Midland Loan Services, a Division of PNC Bank,National Association, as Sub-Servicer under the MSBAM 2016-C29 securitization,pursuant to which the following mortgage loans were serviced by such party:Gulfport Premium Outlets (from 1/1/21 to 12/31/21) (see exhibit 34.9)

 

34.18  CoreLogic Solutions, 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 1/1/21 to 12/31/21) (see exhibit 34.11)

 

34.19  Rialto Capital Advisors, LLC, as Special Servicerunder the MSC 2015-UBS8 securitization, pursuant to which the following mortgageloans were serviced by such party: 525 Seventh Avenue (from 1/1/21 to 12/31/21)and Ellenton Premium Outlets (from 1/1/21 to 12/31/21)

  

34.20  Greystone Servicing Company LLC, as Special Servicerunder the MSBAM 2016-C28 securitization, pursuant to which the followingmortgage loans were serviced by such party: Princeton Pike Corporate Center(from 1/1/21 to 12/31/21)

 

34.21  LNR Partners, LLC, as Special Servicer under the GSMS2016-GS2 securitization, pursuant to which the following mortgage loans wereserviced by such party: Twenty Ninth Street Retail (from 1/1/21 to 12/31/21)

 

34.22  Rialto Capital Advisors, LLC, as Special Servicer underthe BACM 2016-UBS10 securitization, pursuant to which the following mortgageloans were serviced by such party: Grove City Premium Outlets (from 1/1/21 to12/31/21) (see exhibit 34.19)

 

34.23  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 (from1/1/21 to 12/31/21) (see exhibit 34.19)

  

34.24  Wells Fargo Bank, National Association, as Custodianunder the MSC 2015-UBS8 securitization, pursuant to which the followingmortgage loans were serviced by such party: 525 Seventh Avenue (from 1/1/21 to12/31/21) and Ellenton Premium Outlets (from 1/1/21 to 12/31/21) (see exhibit34.3)

 

34.25  Computershare Trust Company, National Association, asServicing Function Participant under the MSC 2015-UBS8 securitization, pursuantto which the following mortgage loans were serviced by such party: 525 SeventhAvenue (from 11/1/21 to 12/31/21) and Ellenton Premium Outlets (from 11/1/21 to12/31/21) (see exhibit 34.4)

 

34.26  Wells Fargo Bank, National Association, as Custodianunder the MSBAM 2016-C28 securitization, pursuant to which the followingmortgage loans were serviced by such party: Princeton Pike Corporate Center(from 1/1/21 to 12/31/21) (see exhibit 34.3)

 

34.27  Computershare Trust Company, National Association, asServicing Function Participant under the MSBAM 2016-C28 securitization,pursuant to which the following mortgage loans were serviced by such party:Princeton Pike Corporate Center (from 11/1/21 to 12/31/21) (see exhibit 34.4)

 

34.28  Wells Fargo Bank, National Association, as Custodianunder the GSMS 2016-GS2 securitization, pursuant to which the followingmortgage loans were serviced by such party: Twenty Ninth Street Retail (from1/1/21 to 12/31/21) (see exhibit 34.3)

 

34.29  Computershare Trust Company, National Association, asServicing Function Participant under the GSMS 2016-GS2 securitization, pursuantto which the following mortgage loans were serviced by such party: Twenty NinthStreet Retail (from 11/1/21 to 12/31/21) (see exhibit 34.4)

 

34.30  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 (from1/1/21 to 12/31/21) (see exhibit 34.3)

 

34.31  Computershare Trust Company, National Association, as Custodianunder the BACM 2016-UBS10 securitization, pursuant to which the followingmortgage loans were serviced by such party: Grove City Premium Outlets (from11/1/21 to 12/31/21) (see exhibit 34.4)

 

34.32  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 (from1/1/21 to 12/31/21) (see exhibit 34.3)

 

34.33  Computershare Trust Company, National Association, 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 11/1/21 to 12/31/21) (see exhibit 34.4) 

 

(35). Servicer compliancestatement.

 

35.1  Wells Fargo Bank, National Association, as CertificateAdministrator

 

35.2 Computershare Trust Company, NationalAssociation, as Servicing Function Participant for the CertificateAdministrator (from 11/1/21 to 12/31/21)

 

35.3  Wells Fargo Bank, National Association, as Custodian

 

35.4 Computershare Trust Company, NationalAssociation, as Servicing Function Participant for the Custodian (from 11/1/21to 12/31/21)

 

35.5  KeyBank National Association, as Master Servicer

 

35.6  CWCapital Asset Management LLC, as Special Servicer

 

35.7  Berkadia Commercial Mortgage LLC, as Primary Servicer

 

35.8  Midland Loan Services, a Division of PNC Bank,National Association, as Master Servicer under the MSC 2015-UBS8securitization, pursuant to which the following mortgage loans were serviced bysuch party: 525 Seventh Avenue (from 1/1/21 to 12/31/21) and Ellenton PremiumOutlets (from 1/1/21 to 12/31/21)

  

35.9  Wells Fargo Bank, National Association, as MasterServicer under the MSBAM 2016-C28 securitization, pursuant to which thefollowing mortgage loans were serviced by such party: Princeton Pike CorporateCenter (from 1/1/21 to 12/31/21)

 

35.10  Midland Loan Services, a Division of PNC Bank,National Association, as Master Servicer under the GSMS 2016-GS2securitization, pursuant to which the following mortgage loans were serviced bysuch party: Twenty Ninth Street Retail (from 1/1/21 to 12/31/21) (see exhibit35.8)

 

35.11  Wells Fargo Bank, National Association, as MasterServicer under the BACM 2016-UBS10 securitization, pursuant to which the followingmortgage loans were serviced by such party: Grove City Premium Outlets (from1/1/21 to 12/31/21) (see exhibit 35.9)

 

35.12 Midland Loan Services, a Division of PNC Bank,National Association, as Sub-Servicer under the BACM 2016-UBS10 securitization,pursuant to which the following mortgage loans were serviced by such party:Grove City Premium Outlets (from 1/1/21 to 12/31/21) (see exhibit 35.8)

 

35.13 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 1/1/21 to 12/31/21) (see exhibit 35.9)

 

35.14Midland Loan Services, a Division of PNC Bank,National Association, as Sub-Servicer under the MSBAM 2016-C29 securitization,pursuant to which the following mortgage loans were serviced by such party:Gulfport Premium Outlets (from 1/1/21 to 12/31/21) (see exhibit 35.8)

 

35.15  Rialto Capital Advisors, LLC, as Special Servicerunder the MSC 2015-UBS8 securitization, pursuant to which the followingmortgage loans were serviced by such party: 525 Seventh Avenue (from 1/1/21 to12/31/21) and Ellenton Premium Outlets (from 1/1/21 to 12/31/21)

 

35.16  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 (from1/1/21 to 12/31/21) (see exhibit 35.15)

 

35.17  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 (from1/1/21 to 12/31/21) (see exhibit 35.15)

 

35.18  Wells Fargo Bank, National Association, as Custodianunder the MSC 2015-UBS8 securitization, pursuant to which the followingmortgage loans were serviced by such party: 525 Seventh Avenue (from 1/1/21 to12/31/21) and Ellenton Premium Outlets (from 1/1/21 to 12/31/21) (see exhibit35.3)

  

35.19  Computershare Trust Company, National Association, asServicing Function Participant under the MSC 2015-UBS8 securitization, pursuantto which the following mortgage loans were serviced by such party: 525 SeventhAvenue (from 11/1/21 to 12/31/21) and Ellenton Premium Outlets (from 11/1/21 to12/31/21) (see exhibit 35.4)

 

35.20  Wells Fargo Bank, National Association, as Custodianunder the MSBAM 2016-C28 securitization, pursuant to which the followingmortgage loans were serviced by such party: Princeton Pike Corporate Center(from 1/1/21 to 12/31/21) (see exhibit 35.3)

 

35.21  Computershare Trust Company, National Association, asServicing Function Participant under the MSBAM 2016-C28 securitization,pursuant to which the following mortgage loans were serviced by such party:Princeton Pike Corporate Center (from 11/1/21 to 12/31/21) (see exhibit 35.4)

 

35.22  Wells Fargo Bank, National Association, as Custodianunder the GSMS 2016-GS2 securitization, pursuant to which the followingmortgage loans were serviced by such party: Twenty Ninth Street Retail (from1/1/21 to 12/31/21) (see exhibit 35.3)

 

35.23  Computershare Trust Company, National Association, asServicing Function Participant under the GSMS 2016-GS2 securitization, pursuantto which the following mortgage loans were serviced by such party: Twenty NinthStreet Retail (from 11/1/21 to 12/31/21) (see exhibit 35.4)

 

35.24  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 (from1/1/21 to 12/31/21) (see exhibit 35.3)

 

35.25  Computershare Trust Company, National Association, asCustodian under the BACM 2016-UBS10 securitization, pursuant to which the followingmortgage loans were serviced by such party: Grove City Premium Outlets (from11/1/21 to 12/31/21) (see exhibit 35.4)

 

35.26  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 (from1/1/21 to 12/31/21) (see exhibit 35.3)

 

35.27  Computershare Trust Company, National Association, 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 11/1/21 to 12/31/21) (see exhibit 35.4)

 

(99.1)Mortgage Loan Purchase Agreement, dated February 19,2016, between Morgan Stanley Capital I Inc. and Morgan Stanley Mortgage CapitalHoldings LLC (filed as Exhibit 99.1 to the registrant's Current Report on Form8-K filed on March 9, 2016 under SEC File No. 333-206582-01 and incorporated byreference herein).

 

(99.2)Mortgage Loan Purchase Agreement, dated February 19,2016, between Morgan Stanley Capital I Inc. and Bank of America, NationalAssociation. (filed as Exhibit 99.2 to the registrant's Current Report on Form8-K filed on March 9, 2016 under SEC File No. 333-206582-01 and incorporated byreference herein).

 

(99.3)Mortgage Loan Purchase Agreement, dated February 19,2016, between Morgan Stanley Capital I Inc. and UBS Real Estate Securities Inc.(filed as Exhibit 99.3 to the registrant's Current Report on Form 8-K filed onMarch 9, 2016 under SEC File No. 333-206582-01 and incorporated by referenceherein).

 

(99.4)Agreement Between Note Holders, dated as of March 8,2016, between UBS Real Estate Securities Inc., as Initial Note A-1 Holder, UBSReal Estate Securities Inc., as Initial Note A-2 Holder, UBS Real EstateSecurities Inc., as Initial Note A-3 Holder, and UBS Real Estate SecuritiesInc., as Initial Note A-4 Holder, relating to the 2100 Ross loan combination(filed as Exhibit 99.4 to the registrant's Current Report on Form 8-K filed onMarch 9, 2016 under SEC File No. 333-206582-01 and incorporated by referenceherein).

 

(99.5)Agreement Between Note Holders, dated as of March 8,2016, between Goldman Sachs Mortgage Company, as Initial Note A-1 Holder, UBS RealEstate Securities Inc., as Initial Note A-2 Holder, and UBS Real EstateSecurities Inc., as Initial Note A-3 Holder, relating to the Twenty NinthStreet Retail loan combination (filed as Exhibit 99.5 to the registrant'sCurrent Report on Form 8-K filed on March 9, 2016 under SEC File No.333-206582-01 and incorporated by reference herein).

 

(99.6)Agreement Between Note Holders, dated as of March 8,2016, between UBS Real Estate Securities Inc., as Initial Note A-1 Holder, UBSReal Estate Securities Inc., as Initial Note A-2 Holder, and UBS Real EstateSecurities Inc., as Initial Note A-3 Holder, relating to the Gateway Plaza loancombination (filed as Exhibit 99.6 to the registrant's Current Report on Form8-K filed on March 9, 2016 under SEC File No. 333-206582-01 and incorporated byreference herein).

 

(99.7)Amended and Restated Agreement Between Note Holders,dated as of March 8, 2016, between UBS Real Estate Securities Inc., as InitialNote A-1 Holder, Wells Fargo Bank, National Association as MSC 2015-UBS8trustee, as Initial Note A-2 Holder, UBS Real Estate Securities Inc., asInitial Note A-3 Holder, and UBS Real Estate Securities Inc., as Initial NoteA-4 Holder, relating to the 525 Seventh Avenue loan combination (filed asExhibit 99.7 to the registrant's Current Report on Form 8-K filed on March 9,2016 under SEC File No. 333-206582-01 and incorporated by reference herein).

 

(99.8)Co-Lender Agreement, dated as of December 22, 2015, betweenColumn Financial, Inc., as Initial Note A-1 Holder, Morgan Stanley MortgageCapital Holdings LLC, as Initial Note A-2 Holder, Column Financial, Inc., asInitial Note A-3 Holder, Morgan Stanley Bank, N.A., as Initial Note A-4 Holder,Column Financial, Inc., as Initial Note B-1 Holder, and Morgan Stanley MortgageCapital Holdings LLC, as Initial Note B-2 Holder, relating to the GLPIndustrial Portfolio B loan combination (filed as Exhibit 99.8 to theregistrant's Current Report on Form 8-K filed on March 9, 2016 under SEC FileNo. 333-206582-01 and incorporated by reference herein), as amended andrestated pursuant to that certain Amended and Restated Co-Lender Agreement,dated as of May 26, 2016, between Wells Fargo Bank, National Association, not inits individual capacity but solely as trustee for the benefit of the Holders ofthe CSMC 2015-GLPB Mortgage Trust Commercial Mortgage Pass-ThroughCertificates, as the Holder of Note A-1, Note A-2, Note B-1 and Note B-2,Column Financial, Inc., as the Holder of Note A-3-1 and Note A-3-2, and WellsFargo Bank, National Association, not in its individual capacity but solely astrustee for the benefit of the Holders of the MSC 2016-UBS9 Mortgage TrustCommercial Mortgage Pass-Through Certificates, as the Holder of Note A-4 (filedas Exhibit 99.16 to the registrant's Current Report on Form 8-K filed on June2, 2016 under SEC File No. 333-206582-01 and incorporated by reference herein).

 

(99.9)Agreement Between Note Holders, dated as of February19, 2016, between Morgan Stanley Bank, N.A., as Initial Note A-1 Holder, MorganStanley Bank, N.A., as Initial Note A-2 Holder, and Morgan Stanley Bank, N.A.,as Initial Note A-3 Holder, relating to the Princeton Pike Corporate Centerloan combination (filed as Exhibit 99.9 to the registrant's Current Report onForm 8-K filed on March 9, 2016 under SEC File No. 333-206582-01 andincorporated by reference herein), as amended and restated pursuant to thatcertain Amended and Restated Agreement Between Note Holders, dated as of April21, 2016, between U.S. Bank National Association, as trustee for Morgan StanleyBank of America Merrill Lynch Trust 2016-C28, Commercial Mortgage Pass-ThroughCertificates, Series 2016-C28, as Note A-1 Holder, Wells Fargo Bank, NationalAssociation, as trustee for Morgan Stanley Capital I Trust 2016-UBS9,Commercial Mortgage Pass-Through Certificates, Series 2016-UBS9, as Note A-2Holder, Morgan Stanley Bank, N.A., as Note A-3 Holder, and Morgan Stanley Bank,N.A., as Note A-4 Holder (filed as Exhibit 99.15 to the registrant's CurrentReport on Form 8-K filed on April 26, 2016 under SEC File No. 333-206582-01 andincorporated by reference herein).

 

(99.10)Agreement Between Note Holders, dated as of November 5,2015, between UBS Real Estate Securities Inc., as Initial Note A-1 Holder, UBSReal Estate Securities Inc., as Initial Note A-2 Holder, UBS Real EstateSecurities Inc., as Initial Note A-3 Holder, and Bank of America, NationalAssociation, as Initial Note A-4 Holder, relating to the Ellenton PremiumOutlets loan combination (filed as Exhibit 99.10 to the registrant's CurrentReport on Form 8-K filed on March 9, 2016 under SEC File No. 333-206582-01 andincorporated by reference herein).

 

(99.11)Amended and Restated Agreement Between Note Holders,dated as of March 8, 2016, between Wells Fargo Bank, National Association, asMSC 2015-UBS8 trustee, as Initial Note A-1 Holder, UBS Real Estate SecuritiesInc., as Initial Note A-2 Holder, UBS Real Estate Securities Inc., as InitialNote A-3 Holder, UBS Real Estate Securities Inc., as Initial Note A-4 Holder,and Bank of America, National Association, as Initial Note A-5 Holder, relatingto the Grove City Premium Outlets loan combination (filed as Exhibit 99.11 tothe registrant's Current Report on Form 8-K filed on March 9, 2016 under SECFile No. 333-206582-01 and incorporated by reference herein).

 

(99.12)Agreement Between Note Holders, dated as of November 5,2015, between UBS Real Estate Securities Inc., as Initial Note A-1 Holder, UBSReal Estate Securities Inc., as Initial Note A-2 Holder, and UBS Real EstateSecurities Inc., as Initial Note A-3 Holder, relating to the Gulfport PremiumOutlets loan combination (filed as Exhibit 99.12 to the registrant's CurrentReport on Form 8-K filed on March 9, 2016 under SEC File No. 333-206582-01 andincorporated by reference herein).

 

(99.13)Amended and Restated Subservicing Agreement, dated asof January 18, 2013 between KeyBank National Association (as successor bymerger to KeyCorp Real Estate Capital Markets, Inc.), as master servicer, andBerkadia Commercial Mortgage LLC, as subservicer (filed as Exhibit 99.13 to theregistrant's Current Report on Form 8-K/A filed on March 16, 2016 under SECFile No. 333-206582-01 and incorporated by reference herein).

 

(99.14)Subservicing Agreement, dated as of March 1, 2016between KeyBank National Association, as master servicer, and BerkadiaCommercial Mortgage LLC, as subservicer (filed as Exhibit 99.14 to theregistrant's Current Report on Form 8-K/A filed on March 16, 2016 under SECFile No. 333-206582-01 and incorporated by reference herein).

 

(99.15)SecondAmended and Restated Servicing Agreement, effective as of October 31, 2021,between Wells Fargo Bank, N.A., Wells Fargo Delaware Trust Company, N.A.,Computershare Trust Company, National Association, Computershare Delaware TrustCompany and Computershare Limited (filed as Exhibit 99.1 to the registrant'sCurrent Report on Form 8-K filed on November 5, 2021 under SEC File No.333-206582-01 and incorporated by reference herein).

 

(b)See (a) above.

 

(c)Not applicable.

** **

**SIGNATURES**

 

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

 

MorganStanley Capital I Inc.

(Depositor)

 

By:/s/ Jane Lam

JaneLam, President

(seniorofficer in charge of securitization of the depositor)

 

Date: March 30, 2022