**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, 2017 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)**

 

 

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| **New York**                                                   |   |   |   |   |   |   |
|                                                                | **38‐3991339** |
| **(State or other jurisdiction of incorporation or  organization)** |   | **38‐3991340** |
|                                                                | **38‐7145096** |
|                                                                | **(I.R.S. Employer Identification No.)** |   |   |
|                                                                |   |

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

**9062 Old Annapolis Road**

** Columbia, MD**

**(Address of principal executive offices)**

 

**21045**

**(Zip Code)**

 

**Telephone number, including area code:**

**(410) 884‐2000**

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

 

  NONE.

 

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

 

  NONE.

 

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

 

  Yes___ No X

 

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

 

  Yes___ No X

 

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

 

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

 

  YesX No ___

 

Indicateby check mark whether the registrant has submitted electronically and posted onits corporate Web site, if any, every Interactive Data File required to besubmitted and posted pursuant to Rule 405 of Regulation S-T (Section 232.405 ofthis chapter) during the preceding 12 months (or for such shorter period thatthe registrant was required to submit and post such files).

 

  Notapplicable.

 

Indicateby check mark if disclosure of delinquent filers pursuant to Item 405 ofRegulation S-K (Section 229.405 of this chapter) is not contained herein, andwill not be contained, to the best of registrant's knowledge, in definitiveproxy or information statements incorporated by reference in Part III of thisForm 10-K or any amendment to this Form 10-K.

 

  Notapplicable.

 

Indicateby check mark whether the registrant is a large accelerated filer, anaccelerated filer, a non-accelerated filer, a smaller reporting company, oremerging growth company. See the definitions of "large acceleratedfiler", "accelerated filer," "smaller reportingcompany," and “emerging growth company” in Rule 12b-2 of theExchange Act.

 

 Largeaccelerated filer ___ Accelerated filer ___ Non-accelerated filer X (Do not check if a smaller reporting company)Smaller reporting company ___

 

Emerginggrowth company ___

 

Ifan emerging growth company, indicate by check mark if the registrant haselected not to use the extended transition period for complying with any new orrevised financial accounting standards provided pursuant to Section 13(a) ofthe Ex­change Act.

 

  Notapplicable.

 

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

 

  Yes___ No X

 

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

 

  Notapplicable.

 

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

 

  Notapplicable.

 

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

 

  Notapplicable.

 

DOCUMENTSINCORPORATED BY REFERENCE

 

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

 

  Notapplicable.

 

**EXPLANATORY NOTES**

 

The MSC 2016-UBS9 mortgagepool includes the following mortgage loans, each of which is serviced pursuant toa separate pooling and servicing agreement (each, an “Outside Pooling andServicing Agreement”):

 

·         the 525 Seventh Avenue mortgage loan and the EllentonPremium Outlets mortgage loan, which are serviced pursuant to the MSC 2015-UBS8pooling and servicing agreement attached hereto as Exhibit 4.2;

·        the GLP Industrial Portfolio B mortgageloan, which is serviced pursuant to the CSMC 2015-GLPB pooling and servicingagreement attached hereto as Exhibit 4.3;

 

·        the Princeton Pike Corporate Centermortgage loan, which is serviced pursuant to the MSBAM 2016-C28 pooling andservicing agreement attached hereto as Exhibit 4.4;

 

·        the Gulfport Premium Outlets mortgageloan, which is serviced pursuant to the MSBAM 2016-C29 pooling and servicingagreement attached hereto as Exhibit 4.5;

 

·       the Twenty Ninth Street Retail mortgage loan, which is serviced pursuant to theGSMS 2016-GS2 pooling and servicing agreement attached hereto as Exhibit 4.6;and

 

·       theGrove City Premium Outlets mortgage loan, which is serviced pursuant to theBACM 2016-UBS10 pooling and servicing agreement attached hereto as Exhibit 4.7.

 

Except as set forth below,each of the parties to each pooling and servicing agreement listed in theExhibit Index both (1) participates in the servicing function for purposes ofItem 1122 of Regulation AB and (2) constitutes a servicer that meets thecriteria in Item 1108(a)(2)(i) through (iii) of Regulation AB for purposes ofItem 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 onlyservicing function is the contingent obligation to make certain advances if themaster servicer under such pooling and servicing agreement fails to do so,while all other servicing functions are performed by other parties. The trusteeunder each of the pooling and servicing agreements listed in the Exhibit Indexhas confirmed to the registrant that it has not made any such contingentadvances during the reporting period, and consequently, each such trustee doesnot participate in the servicing function for purposes of Item 1122 ofRegulation AB, nor does it perform the functions of a servicer for purposes ofthe definition of “servicer” under Item 1101 of Regulation AB orfor purposes of Item 1123 of Regulation AB.

 

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

 

·        The operating advisor under a pooling andservicing agreement represents the interests of senior certificateholders in thetransaction governed by such pooling and servicing agreement and is responsiblefor monitoring the performance of the special servicer under such pooling andservicing agreement and producing certain reports to certificateholdersrelating to the resolution of the mortgage pool securitized pursuant to suchpooling and servicing agreement. The operating advisor under a pooling andservicing agreement does not have any obligations with respect to any othertransaction and is solely obligated to perform loan reporting functions withrespect to the securitization governed by such pooling and servicing agreement.Consequently, the operating advisor under an Outside Pooling and ServicingAgreement neither participates in the servicing function for purposes of Item1122 of Regulation AB nor performs the functions of a servicer for purposes ofthe definition of “servicer” under Item 1101 of Regulation AB orfor purposes of Item 1123 of Regulation AB. In addition, while the operatingadvisor under a pooling and servicing agreement has certain reportingobligations in respect of the related mortgage pool, it has no obligation tocollect or disburse funds in respect of the mortgage pool or to administer anyof the underlying mortgage loans. Consequently, the operating advisor under apooling and servicing agreement participates in the servicing function forpurposes of Item 1122 of Regulation AB, but is not responsible for the“management or collection of the pool assets or making allocations ordistributions to holders of the asset-backed securities” within themeaning of “servicer” under Item 1101 of Regulation AB and does notperform the functions of 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 poolassets or making allocations or distributions to holders of the asset-backedsecurities” within the meaning of “servicer” under Item 1101of Regulation AB and does not perform the functions of a servicer for purposesof Item 1123 of Regulation AB. 

 

·        Aegon USA Realty Advisors, LLC, is the specialservicer under the CSMC 2015-GLPB pooling and servicing agreement, pursuant towhich the GLP Industrial Portfolio B mortgage loan is serviced.  BecauseAegon USA Realty Advisors, LLC is not the MSC 2016-UBS9 special servicer, isnot affiliated with any sponsor and services only the GLP Industrial PortfolioB mortgage loan, which constitutes more than 5% but less than 10% of themortgage pool, Aegon USA Realty Advisors, LLC, as CSMC 2015-GLPB specialservicer constitutes a reporting “servicing function participant”for purposes of Item 1122 of Regulation AB, as specified in the Instruction 3to Item 1122, but does not constitute a reporting “servicer” forpurposes of Item 1123 of Regulation AB, as specified in the Instruction to Item1123.

 

·        C-III Asset Management LLC, is the specialservicer under the MSBAM 2016-C28 pooling and servicing agreement, pursuant towhich the Princeton Pike Corporate Center mortgage loan is serviced. BecauseC-III Asset Management LLC is not the MSC 2016-UBS9 special servicer, is notaffiliated with any sponsor and services only the Princeton Pike CorporateCenter mortgage loan, which constitutes more than 5% but less than 10% of themortgage pool, C-III Asset Management LLC, as MSBAM 2016-C28 special servicerconstitutes 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” forpurposes of Item 1123 of Regulation AB, as specified in the Instruction to Item1123.

 

·        Torchlight Loan Services, LLC, is thespecial servicer under the GSMS 2016-GS2 pooling and servicing agreement,pursuant to which the Twenty Ninth Street Retail mortgage loan is serviced.Because Torchlight Loan Services, LLC is not the MSC 2016-UBS9 specialservicer, is not affiliated with any sponsor and services only the Twenty NinthStreet Retail mortgage loan, which constitutes more than 5% but less than 10%of the mortgage pool, Torchlight Loan Services, LLC, as GSMS 2016-GS2 specialservicer constitutes a reporting “servicing function participant”for purposes of Item 1122 of Regulation AB, as specified in the Instruction 3to Item 1122, but does not constitute a reporting “servicer” for purposesof Item 1123 of Regulation AB, as specified in the Instruction to Item 1123.

 

In addition, eachof the following parties engaged the services of certain servicing functionparticipants and sub-servicers for the reporting period, as set forth below:

 

·         KeyBankNational Association, as master servicer, engaged the services of BerkadiaCommercial Mortgage LLC, as a sub-servicer in respect of the entire mortgagepool for the reporting period.  

 

·        Wells Fargo Bank, National Association, as master servicer under theMSBAM 2016-C28 pooling and servicing agreement, pursuant to which the PrincetonPike Corporate Center mortgage loan is serviced, engaged the services ofCoreLogic Commercial Real Estate Services, Inc. and National Tax Search, LLC,in each case as a servicing function participant in respect of the PrincetonPike Corporate Center mortgage loan for the reporting period.

·        Wells Fargo Bank, National Association, as master servicer under theBACM 2016-UBS10 pooling and servicing agreement, pursuant to which the GroveCity Premium Outlets mortgage loan is serviced, engaged the services of MidlandLoan Services, a Division of PNC Bank, National Association, as a sub-servicerin respect of the Grove City Premium Outlets mortgage loan, and of CoreLogicCommercial Real Estate Services, Inc. and National Tax Search, LLC, in eachcase as a servicing function participant in respect of the Grove City PremiumOutlets mortgage loan for the reporting period.

·         WellsFargo Bank, National Association, as master servicer under the MSBAM 2016-C29pooling and servicing agreement, pursuant to which the Gulfport Premium Outletsmortgage loan is serviced, engaged the services of Midland Loan Services, aDivision of PNC Bank, National Association, as a sub-servicer in respect of theGulfport Premium Outlets mortgage loan, and of CoreLogic Commercial Real EstateServices, Inc. and National Tax Search, LLC, in each case as a servicingfunction participant in respect of the Gulfport Premium Outlets mortgage loanfor the reporting period.

 

 

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

 

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

 

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

 

**ADDITIONALDISCLOSURE ITEMS FOR REGULATION AB**

 

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

 

Notapplicable.

 

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

 

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

 

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

 

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

 

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

 

The registrant knows 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 disclosed inthe prospectus of the issuing entity filed in a 424(b)(2) filing dated March 9,2016, and other than as follows:

 

OnJune 18, 2014, a group of institutional investors filed a civil complaint inthe Supreme Court of the State of New York, New York County, against WellsFargo Bank, N.A., (“Wells Fargo Bank”) in its capacity as trusteeunder 276 residential mortgage backed securities (“RMBS”) trusts,which was later amended on July 18, 2014, to increase the number of trusts to284 RMBS trusts. On November 24, 2014, the plaintiffs filed a motion tovoluntarily dismiss the state court action without prejudice. That same day, agroup of institutional investors filed a putative class action complaint in theUnited States District Court for the Southern District of New York (the“District Court”) against Wells Fargo Bank, alleging claims againstthe bank in its capacity as trustee for 274 RMBS trusts (the “FederalCourt Complaint”). In December 2014, the plaintiffs’ motion tovoluntarily dismiss their original state court action was granted. As with theprior state court action, the Federal Court Complaint is one of six similarcomplaints filed contemporaneously against RMBS trustees (Deutsche Bank,Citibank, HSBC, Bank of New York Mellon and US Bank) by a group ofinstitutional investor plaintiffs. The Federal Court Complaint against WellsFargo Bank alleges that the trustee caused losses to investors and assertscauses of action based upon, among other things, the trustee's alleged failureto: (i) notify and enforce repurchase obligations of mortgage loan sellers forpurported breaches of representations and warranties, (ii) notify investors ofalleged events of default, and (iii) abide by appropriate standards of carefollowing alleged events of default. Relief sought includes money damages in anunspecified amount, reimbursement of expenses, and equitable relief. Othercases alleging similar causes of action have been filed against Wells FargoBank and other trustees in the District Court by RMBS investors in these andother transactions, and these cases against Wells Fargo Bank are proceedingbefore the same District Court judge. A similar complaint was also filed May27, 2016 in New York state court by a different plaintiff investor. On January19, 2016, an order was entered in connection with the Federal Court Complaintin which the District Court declined to exercise jurisdiction over 261 trustsat issue in the Federal Court Complaint; the District Court also allowedplaintiffs to file amended complaints as to the remaining, non-dismissedtrusts, if they so chose, and three amended complaints have been filed. OnDecember 17, 2016, the investor plaintiffs in the 261 trusts dismissed from theFederal Court Complaint filed a new complaint in New York state court (the“State Court Complaint”). In September 2017, Royal Park InvestmentsSA/NV (“Royal Park”), one of the plaintiffs in the District Courtcases against Wells Fargo Bank, filed a putative class action complaint relatingto two trusts seeking declaratory and injunctive relief and money damages basedon Wells Fargo Bank’s indemnification from trust funds for legal fees andexpenses Wells Fargo Bank incurs or has incurred in defending the DistrictCourt case filed by Royal Park. With respect to the foregoing litigations,Wells Fargo Bank believes plaintiffs' claims are without merit and intends tocontest the claims vigorously, but there can be no assurances as to the outcomeof the litigations or the possible impact of the litigations on Wells FargoBank or the RMBS trusts.

 

OnFebruary 23, 2016, a certificateholder of the J.P. Morgan Chase CommercialMortgage Securities Trust, Series 2007-CIBC18 (the “CIBC18 Trust”)filed suit in the Supreme Court of New York, County of New York, againstKeyBank National Association and Berkadia Commercial Mortgage LLC(collectively, the “CIBC18 Servicers”).  The suit was filedderivatively on behalf of the CIBC18 Trust.  The action was brought inconnection with the CIBC18 Servicers’ determination of the fair value ofa loan, secured by the Bryant Park Hotel in New York City, held by the CIBC18Trust and sold to an assignee of the CIBC18 Trust’s directingcertificateholder, pursuant to an exercise of the fair value option set forthin the pooling and servicing agreement governing the CIBC18 Trust.  Therecan be no assurances as to the outcome of the action or the possible impact ofthe litigation on the CIBC18 Servicers.  Both CIBC18 Servicers denyliability, believe that they performed their obligations in accordance with theterms of the pooling and servicing agreement applicable to the CIBC18 Trust,and have contested the claims asserted against them, filing a motion to dismissthe case.  On November 28, 2016, the motion to dismiss was granted. The plaintiff certificateholder filed an appeal, and the appeal is pending.

 

OnDecember 17, 2015, U.S. Bank National Association, the trustee under fivepooling and servicing agreements for (i) Wachovia Bank Commercial MortgageTrust 2007-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"Minnesota Court") for a declaratory judgment as to the properallocation of certain proceeds in the alleged amount of $560 million("Disputed  Proceeds") received by CWCapital Asset ManagementLLC (“CWCAM”) in connection with the sale of the Peter CooperVillage and Stuyvesant Town property in New York, New York (the"Stuyvesant Town Property") securing loans held by those trusts.CWCAM was the special servicer of the Stuyvesant Town Property. The petitionrequests the Minnesota Court to instruct the trustee, the trust beneficiaries,and any other interested parties as to the amount of the Disputed Proceeds, ifany, that constitute penalty interest and/or the amount of the DisputedProceeds, if any, that constitute gain-on-sale proceeds, with respect to eachtrust. On February 24, 2016, CWCAM made a limited appearance with the MinnesotaCourt to file a motion to dismiss this proceeding based on lack ofjurisdiction, mootness, standing and forum non conveniens. On July 19, 2016,the Minnesota Court denied CWCAM's motion to dismiss. On July 22, 2016, theaction was removed to federal court in Minnesota (the "FederalCourt"). On October 21, 2016, the Federal court held a hearing on themotion to transfer the action to the United States District Court for theSouthern District of New York (the "SDNY Court"), a motion to remandto state court and a motion to hear CWCAM's request for reconsideration of themotion to dismiss. On March 14, 2017, the Federal Court reserved thedetermination on the motion to hear CWCAM's request for reconsideration of themotion to dismiss, denied the motion to remand the matter to state court andgranted the motion to transfer the proceeding to the SDNY Court. There can beno assurances as to the possible impact on CWCAM of these rulings and thetransfer to the SDNY Court. As of December 31, 2017, cross motions for judgmenton the pleadings were pending before the SDNY Court and on March 9, 2018, theSDNY Court denied the cross motions for judgment on the pleadings and thematter is proceeding to discovery. However, CWCAM believes that it hasperformed its obligations under the related pooling and servicing agreements ingood faith, and that the Disputed Proceeds were properly allocated to CWCAM aspenalty interest, and it intends to vigorously contest any claim that suchDisputed Proceeds were improperly allocated as penalty interest.

 

OnMarch 31, 2016, RAIT Preferred Funding II LTD. ("RAIT PreferredFunding") commenced a complaint ("RAIT Complaint") with theSupreme 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"One Congress Street Loan") and seeking (a) a declaratory judgmentstating that RAIT Preferred Funding is the directing lender under a co-lenderagreement dated March 28, 2007 and a pooling and servicing agreement datedMarch 1, 2007 (collectively, the "Operative  Agreements") andwas the directing lender at the time of the improper modification of OneCongress Street Loan, (b) a declaratory judgment stating that RAIT PreferredFunding has the right to terminate the special servicer, (c) monetary damagesfor the value of the bonds and fees paid to CWCAM as the special servicer ofthe One Congress Street Loan and (d) other things. On May 17, 2016, CWCAM fileda motion to dismiss the RAIT Complaint (the "Motion to Dismiss") stating that the RAIT Complaint did not state a claim and theessential facts of the RAIT Complaint are negated by affidavits and evidentiarymaterials submitted with the RAIT Complaint. On June 14, 2016, RAIT PreferredFunding filed a memorandum of law in opposition to the OCS Motion to Dismiss(the "Opposition") stating that the claims in the RAIT Complaint wereproperly stated. On June 30, 2016, CWCAM filed a reply in support of the Motionto Dismiss and in response to the Opposition, stating that each of CWCAM'sarguments is supported by the express language of the agreements between theparties, the documentary evidence and New York case law. On September 30, 2016,RAIT Preferred Funding and CWCAM entered into a confidential settlementagreement (the "2016 Settlement"), which provides for a stay of theRAIT 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 be dismissed,with prejudice. On May 19, 2017 the borrower repaid the One Congress StreetLoan in accordance with the terms of the notes and satisfied the condition todismissal with prejudice. RAIT refused to dismiss the case and is claiming 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,National Association ("Wells Fargo") as a defendant, and seeks (a)specific performance requiring repayment of the $18,500,000 principal amount ofthe B Note or, in the alternative, monetary damages, including the $18,500,000principal amount of the B Note, in an amount to be determined at trial, (b)monetary damages on any fees paid to CWCAM as special servicer or Wells Fargoas master servicer in connection with the borrower's repayment of the OneCongress Street Loan, (c) a declaratory judgment that RAIT Preferred Funding isentitled 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 to dismiss the RAIT Amended Complaint ("CWCAM Motionto Dismiss Amended Complaint") stating that the RAIT Amended Complaint didnot state a claim and the essential facts of the RAIT Amended Complaint arenegated by the Operative Agreements and other admissible evidentiary materials.On November 13, 2017, Wells Fargo filed a motion to dismiss the RAIT AmendedComplaint (the "Wells Fargo Motion to Dismiss Amended Complaint") andjoined the CWCAM Motion to Dismiss Amended Complaint. A hearing on the motionto dismiss was held on January 22, 2018 and the court took the matter underadvisement.

 

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. Thegravamen of the complaint alleges breaches of a contract and fiduciary duties byCWCAM's affiliate, CWCapital Investments LLC in its capacity as collateralmanager for the collateralized debt obligation transaction involving CWCapitalCobalt Vr, Ltd. In total, there are fourteen (14) counts pled in the complaint.Of those 14, five (5) claims are asserted against CWCAM for aiding and abettingbreach of fiduciary duty, conversion and unjust enrichment. CWCAM denies theclaims and intends to vigorously defend itself against these claims.

 

OnMay 12, 2016, certain holders of certificates issued by Credit Suisse FirstBoston Mortgage Securities Corp. Commercial Mortgage Pass-Through Series2007-C5 Trust (the “2007-C5 Trust“) filed suit in the Supreme Courtof the State of New York, County of New York derivatively for the 2007-C5 Trust(M.H. Davidson & Co, et. al. against C-III Asset Management, LLC, SupremeCourt of New York County of New York Index No. 652571/2016) alleging, amongother things, that C-III AM as special servicer for the 2007-C5 Trust breachedits duties to the 2007-C5 Trust by undervaluing a mortgage loan which waspurchased by the third party directing certificateholder for the 2007-C5 Trustpursuant to the governing pooling and servicing agreement. The plaintiffs havealleged damages in an amount no less than $25,000,000. On July 1, 2016, C-IIIAM filed a motion to dismiss. A hearing on the motion was held on March 6,2017.  The court granted C-III AM’s motion to dismiss by decisionand order dated July 31, 2017. The plaintiff has appealed the dismissal andfiled its appellate brief on February 20, 2018.  C-III’s responsivebrief is due March 26, 2018. The plaintiffs also filed on December 12, 2017,another complaint essentially making the same allegations as the firstcomplaint.  C-III moved to dismiss that complaint by motion filed January20, 2018.  The court did not dismiss that action, but the action is stayeduntil the resolution of the appeal on the first action. 

 

Therecan be no assurances as to the outcome of this the appeal or the subsequentsuit or the possible impact on C-III AM. However, C-III AM believes that itperformed its obligations under the related pooling and servicing agreement ingood faith, and that its actions were proper. C-III AM believes theplaintiffs’ claims are unfounded and intends to vigorously defend itselfand contest the claims.

 

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

 

Inaddition to the information regarding this Item that has been disclosed in the prospectusof the issuing entity filed in a 424(b)(2) filing dated March 9, 2016, (i)Midland Loan Services, a Division of PNC Bank, National Association, thespecial servicer under the GSMS 2016-GS2 pooling and servicing agreement,pursuant to which the Twenty Ninth Street Retail mortgage loan is serviced, isalso the master servicer under the MSC 2015-UBS8 pooling and servicingagreement, pursuant to which the 525 Seventh Avenue and Ellenton PremiumOutlets mortgage loans are serviced; (ii) Wells Fargo Bank, NationalAssociation, the master servicer under the BACM 2016-UBS10 pooling andservicing agreement, pursuant to which the Grove City Premium Outlets mortgageloan is serviced, and the MSBAM 2016-C29 pooling and servicing agreement,pursuant to which the Gulfport Premium Outlets mortgage loan is serviced, isalso the master servicer under the MSBAM 2016-C28 pooling and servicingagreement, pursuant to which the Princeton Pike Corporate Center mortgage loanis serviced, the custodian under the MSC 2016-UBS9 pooling and servicingagreement and the custodian under each Outside Pooling and Servicing Agreementpursuant to which the outside serviced mortgage loans are currently serviced;and (iii) Rialto Capital Advisors, LLC, the special servicer under the BACM2016-UBS10 pooling and servicing agreement, pursuant to which the Grove CityPremium Outlets mortgage loan is serviced, and the MSBAM 2016-C29 pooling andservicing agreement, pursuant to which the Gulfport Premium Outlets mortgageloan is serviced, is also the special servicer under the MSC 2015-UBS8 poolingand servicing agreement, pursuant to which the 525 Seventh Avenue and EllentonPremium Outlets mortgage loans are serviced.

 

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

 

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

 

**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 trust 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-UBS8securitization transaction, pursuant to which the 525 Seventh Avenue MortgageLoan and the Ellenton Premium Outlets Mortgage Loan are serviced (filed asExhibit 4.2 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).

 

(4.3)Trust and Servicing Agreement, dated as of December 22,2015, between Credit Suisse First Boston Mortgage Securities Corp., asdepositor, KeyBank National Association, as servicer, AEGON USA RealtyAdvisors, LLC, as special servicer, Wells Fargo Bank, National Association, ascertificate administrator, and Wells Fargo Bank, National Association, astrustee, relating to the CSMC 2015-GLPB securitization transaction, pursuant towhich the GLP Industrial Portfolio B Mortgage Loan is serviced (filed asExhibit 4.3 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).

 

(4.4)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 trust 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).

 

(4.5)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 trust advisor and assetrepresentations reviewer, Wells Fargo Bank, National Association, as custodian,certificate administrator, certificate registrar and authenticating agent, andWilmington Trust, National Association, as trustee, relating to the MSBAM2016-C29 securitization transaction, pursuant to which the Gulfport PremiumOutlets Mortgage Loan is serviced (filed as Exhibit 4.5 to the registrant'sCurrent Report on Form 8-K filed on May 11, 2016 under SEC File No.333-206582-01 and incorporated by reference herein).

 

(4.6)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 trust advisor andasset representations reviewer, and Wells Fargo Bank, National Association, astrustee, 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).

 

(4.7)Pooling and Servicing Agreement, dated as of June 1,2016, between Banc of America Merrill Lynch Commercial Mortgage Inc., asdepositor, Wells Fargo Bank, National Association, as master servicer, RialtoCapital Advisors, LLC, as special servicer, Park Bridge Lender Services LLC, astrust advisor and asset representations reviewer, Wells Fargo Bank, NationalAssociation, as custodian, certificate administrator, certificate registrar andauthenticating agent, and Wilmington Trust, National Association, as trustee,relating to the BACM 2016-UBS10 securitization transaction, pursuant to whichthe Grove City Premium Outlets Mortgage Loan is serviced (filed as Exhibit 4.7to the registrant's Current Report on Form 8-K filed on June 13, 2016 under SECFile No. 333-206582-01 and incorporated by reference herein).

 

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

 

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

33.1  Wells FargoBank, National Association, as CertificateAdministrator

33.2  Wells FargoBank, National Association, as Custodian

33.3  KeyBank NationalAssociation, as Master Servicer

33.4  CWCapital AssetManagement LLC, as Special Servicer

33.5  Park BridgeLender Services LLC, as Operating Advisor

33.6  BerkadiaCommercial Mortgage LLC, as Primary Servicer

33.7  Midland LoanServices, a Division of PNC Bank,National Association, as Master Servicer under the MSC 2015-UBS8securitization, pursuant to which the following mortgage loans were serviced:525 Seventh Avenue (from 1/1/17 to 12/31/17) and Ellenton Premium Outlets (from1/1/17 to 12/31/17)

33.8  KeyBank NationalAssociation, as Master Servicer underthe CSMC 2015-GLPB securitization, pursuant to which the following mortgageloans were serviced: GLP Industrial Portfolio B (from 1/1/17 to 12/31/17) (seeExhibit 33.3) 

33.9  Wells FargoBank, National Association, as MasterServicer under the MSBAM 2016-C28 securitization, pursuant to which thefollowing mortgage loans were serviced: Princeton Pike Corporate Center (from1/1/17 to 12/31/17)

33.10  CoreLogicCommercial Real Estate Services, Inc., asServicing Function Participant under the MSBAM 2016-C28 securitization,pursuant to which the following mortgage loans were serviced: Princeton PikeCorporate Center (from 1/1/17 to 12/31/17)

33.11  National TaxSearch, LLC, as Servicing FunctionParticipant under the MSBAM 2016-C28 securitization, pursuant to which thefollowing mortgage loans were serviced: Princeton Pike Corporate Center (from1/1/17 to 12/31/17)

33.12  Midland LoanServices, a Division of PNC Bank,National Association, as Master Servicer under the GSMS 2016-GS2securitization, pursuant to which the following mortgage loans were serviced:Twenty Ninth Street Retail (from 1/1/17 to 12/31/17) (see Exhibit 33.7) 

33.13  Wells FargoBank, National Association, as MasterServicer under the BACM 2016-UBS10 securitization, pursuant to which thefollowing mortgage loans were serviced: Grove City Premium Outlets (from 1/1/17to 12/31/17) (see Exhibit 33.9) 

33.14  Midland LoanServices, 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: Grove CityPremium Outlets (from 1/1/17 to 12/31/17) (see Exhibit 33.7) 

33.15  CoreLogicCommercial Real Estate Services, Inc., asServicing Function Participant under the BACM 2016-UBS10 securitization,pursuant to which the following mortgage loans were serviced: Grove CityPremium Outlets (from 1/1/17 to 12/31/17) (see Exhibit 33.10) 

33.16  National TaxSearch, LLC, as Servicing FunctionParticipant under the BACM 2016-UBS10 securitization, pursuant to which thefollowing mortgage loans were serviced: Grove City Premium Outlets (from 1/1/17to 12/31/17) (see Exhibit 33.11) 

33.17  Wells FargoBank, National Association, as MasterServicer under the MSBAM 2016-C29 securitization, pursuant to which thefollowing mortgage loans were serviced: Gulfport Premium Outlets (from 1/1/17to 12/31/17) (see Exhibit 33.9) 

33.18  Midland LoanServices, a Division of PNC Bank, NationalAssociation, as Sub-Servicer under the MSBAM 2016-C29 securitization, pursuantto which the following mortgage loans were serviced: Gulfport Premium Outlets(from 1/1/17 to 12/31/17) (see Exhibit 33.7) 

33.19  CoreLogicCommercial Real Estate Services, Inc., asServicing Function Participant under the MSBAM 2016-C29 securitization,pursuant to which the following mortgage loans were serviced: Gulfport PremiumOutlets (from 1/1/17 to 12/31/17) (see Exhibit 33.10) 

33.20  National TaxSearch, LLC, as Servicing FunctionParticipant under the MSBAM 2016-C29 securitization, pursuant to which thefollowing mortgage loans were serviced: Gulfport Premium Outlets (from 1/1/17to 12/31/17) (see Exhibit 33.11)

33.21  Rialto CapitalAdvisors, LLC, as Special Servicerunder the MSC 2015-UBS8 securitization, pursuant to which the followingmortgage loans were serviced: 525 Seventh Avenue (from 1/1/17 to 12/31/17) andEllenton Premium Outlets (from 1/1/17 to 12/31/17)

33.22  AEGON USARealty Advisors, LLC, as Special Servicerunder the CSMC 2015-GLPB securitization, pursuant to which the followingmortgage loans were serviced: GLP Industrial Portfolio B (from 1/1/17 to12/31/17)

33.23  C-III AssetManagement LLC, as Special Servicer underthe MSBAM 2016-C28 securitization, pursuant to which the following mortgage loanswere serviced: Princeton Pike Corporate Center (from 1/1/17 to 12/31/17)

33.24  TorchlightLoan Services, LLC, as Special Servicerunder the GSMS 2016-GS2 securitization, pursuant to which the followingmortgage loans were serviced: Twenty Ninth Street Retail (from 1/1/17 to12/31/17)

33.25  Rialto CapitalAdvisors, LLC, as Special Servicerunder the BACM 2016-UBS10 securitization, pursuant to which the following mortgageloans were serviced: Grove City Premium Outlets (from 1/1/17 to 12/31/17) (seeExhibit 33.21) 

33.26  Rialto CapitalAdvisors, LLC, as Special Servicerunder the MSBAM 2016-C29 securitization, pursuant to which the followingmortgage loans were serviced: Gulfport Premium Outlets (from 1/1/17 to12/31/17) (see Exhibit 33.21) 

33.27  Wells FargoBank, National Association, as Custodianunder the MSC 2015-UBS8 securitization, pursuant to which the followingmortgage loans were serviced: 525 Seventh Avenue (from 1/1/17 to 12/31/17) andEllenton Premium Outlets (from 1/1/17 to 12/31/17) (see Exhibit 33.2) 

33.28  Wells FargoBank, National Association, as Custodianunder the CSMC 2015-GLPB securitization, pursuant to which the followingmortgage loans were serviced: GLP Industrial Portfolio B (from 1/1/17 to12/31/17) (see Exhibit 33.2) 

33.29  Wells FargoBank, National Association, as Custodianunder the MSBAM 2016-C28 securitization, pursuant to which the followingmortgage loans were serviced: Princeton Pike Corporate Center (from 1/1/17 to12/31/17) (see Exhibit 33.2) 

33.30  Wells FargoBank, National Association, as Custodianunder the GSMS 2016-GS2 securitization, pursuant to which the followingmortgage loans were serviced: Twenty Ninth Street Retail (from 1/1/17 to12/31/17) (see Exhibit 33.2) 

33.31  Wells FargoBank, National Association, as Custodianunder the BACM 2016-UBS10 securitization, pursuant to which the followingmortgage loans were serviced: Grove City Premium Outlets (from 1/1/17 to12/31/17) (see Exhibit 33.2) 

33.32  Wells FargoBank, National Association, as Custodianunder the MSBAM 2016-C29 securitization, pursuant to which the followingmortgage loans were serviced: Gulfport Premium Outlets (from 1/1/17 to12/31/17) (see Exhibit 33.2) 

 

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

34.1  Wells FargoBank, National Association, as CertificateAdministrator

34.2  Wells FargoBank, National Association, as Custodian

34.3  KeyBank NationalAssociation, as Master Servicer

34.4  CWCapital AssetManagement LLC, as Special Servicer

34.5  Park BridgeLender Services LLC, as Operating Advisor

34.6  BerkadiaCommercial Mortgage LLC, as Primary Servicer

34.7  Midland LoanServices, a Division of PNC Bank, NationalAssociation, as Master Servicer under the MSC 2015-UBS8 securitization,pursuant to which the following mortgage loans were serviced: 525 SeventhAvenue (from 1/1/17 to 12/31/17) and Ellenton Premium Outlets (from 1/1/17 to12/31/17)

34.8  KeyBank NationalAssociation, as Master Servicer underthe CSMC 2015-GLPB securitization, pursuant to which the following mortgageloans were serviced: GLP Industrial Portfolio B (from 1/1/17 to 12/31/17) (seeExhibit 34.3) 

34.9  Wells FargoBank, National Association, as MasterServicer under the MSBAM 2016-C28 securitization, pursuant to which thefollowing mortgage loans were serviced: Princeton Pike Corporate Center (from1/1/17 to 12/31/17)

34.10  CoreLogicCommercial Real Estate Services, Inc., asServicing Function Participant under the MSBAM 2016-C28 securitization,pursuant to which the following mortgage loans were serviced: Princeton PikeCorporate Center (from 1/1/17 to 12/31/17)

34.11  National TaxSearch, LLC, as Servicing FunctionParticipant under the MSBAM 2016-C28 securitization, pursuant to which thefollowing mortgage loans were serviced: Princeton Pike Corporate Center (from1/1/17 to 12/31/17)

34.12  Midland LoanServices, a Division of PNC Bank,National Association, as Master Servicer under the GSMS 2016-GS2 securitization,pursuant to which the following mortgage loans were serviced: Twenty NinthStreet Retail (from 1/1/17 to 12/31/17) (see Exhibit 34.7) 

34.13  Wells FargoBank, National Association, as MasterServicer under the BACM 2016-UBS10 securitization, pursuant to which thefollowing mortgage loans were serviced: Grove City Premium Outlets (from 1/1/17to 12/31/17) (see Exhibit 34.9) 

34.14  Midland LoanServices, 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: Grove CityPremium Outlets (from 1/1/17 to 12/31/17) (see Exhibit 34.7) 

34.15  CoreLogicCommercial Real Estate Services, Inc., asServicing Function Participant under the BACM 2016-UBS10 securitization,pursuant to which the following mortgage loans were serviced: Grove CityPremium Outlets (from 1/1/17 to 12/31/17) (see Exhibit 34.10) 

34.16  National TaxSearch, LLC, as Servicing FunctionParticipant under the BACM 2016-UBS10 securitization, pursuant to which thefollowing mortgage loans were serviced: Grove City Premium Outlets (from 1/1/17to 12/31/17) (see Exhibit 34.11) 

34.17  Wells FargoBank, National Association, as MasterServicer under the MSBAM 2016-C29 securitization, pursuant to which thefollowing mortgage loans were serviced: Gulfport Premium Outlets (from 1/1/17to 12/31/17) (see Exhibit 34.9) 

34.18  Midland LoanServices, 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: Gulfport PremiumOutlets (from 1/1/17 to 12/31/17) (see Exhibit 34.7) 

34.19  CoreLogicCommercial Real Estate Services, Inc., asServicing Function Participant under the MSBAM 2016-C29 securitization,pursuant to which the following mortgage loans were serviced: Gulfport PremiumOutlets (from 1/1/17 to 12/31/17) (see Exhibit 34.10) 

34.20  National TaxSearch, LLC, as Servicing Function Participantunder the MSBAM 2016-C29 securitization, pursuant to which the followingmortgage loans were serviced: Gulfport Premium Outlets (from 1/1/17 to12/31/17) (see Exhibit 34.11)

34.21  Rialto CapitalAdvisors, LLC, as Special Servicerunder the MSC 2015-UBS8 securitization, pursuant to which the followingmortgage loans were serviced: 525 Seventh Avenue (from 1/1/17 to 12/31/17) andEllenton Premium Outlets (from 1/1/17 to 12/31/17)

34.22  AEGON USARealty Advisors, LLC, as Special Servicerunder the CSMC 2015-GLPB securitization, pursuant to which the followingmortgage loans were serviced: GLP Industrial Portfolio B (from 1/1/17 to12/31/17)

34.23  C-III AssetManagement LLC, as Special Servicer underthe MSBAM 2016-C28 securitization, pursuant to which the following mortgageloans were serviced: Princeton Pike Corporate Center (from 1/1/17 to 12/31/17)

34.24  TorchlightLoan Services, LLC, as Special Servicerunder the GSMS 2016-GS2 securitization, pursuant to which the followingmortgage loans were serviced: Twenty Ninth Street Retail (from 1/1/17 to12/31/17)

34.25  Rialto CapitalAdvisors, LLC, as Special Servicerunder the BACM 2016-UBS10 securitization, pursuant to which the followingmortgage loans were serviced: Grove City Premium Outlets (from 1/1/17 to12/31/17) (see Exhibit 34.21) 

34.26  Rialto CapitalAdvisors, LLC, as Special Servicerunder the MSBAM 2016-C29 securitization, pursuant to which the followingmortgage loans were serviced: Gulfport Premium Outlets (from 1/1/17 to12/31/17) (see Exhibit 34.21) 

34.27  Wells FargoBank, National Association, as Custodianunder the MSC 2015-UBS8 securitization, pursuant to which the followingmortgage loans were serviced: 525 Seventh Avenue (from 1/1/17 to 12/31/17) andEllenton Premium Outlets (from 1/1/17 to 12/31/17) (see Exhibit 34.2) 

34.28  Wells FargoBank, National Association, as Custodianunder the CSMC 2015-GLPB securitization, pursuant to which the followingmortgage loans were serviced: GLP Industrial Portfolio B (from 1/1/17 to12/31/17) (see Exhibit 34.2) 

34.29  Wells FargoBank, National Association, as Custodianunder the MSBAM 2016-C28 securitization, pursuant to which the followingmortgage loans were serviced: Princeton Pike Corporate Center (from 1/1/17 to12/31/17) (see Exhibit 34.2) 

34.30  Wells FargoBank, National Association, as Custodianunder the GSMS 2016-GS2 securitization, pursuant to which the followingmortgage loans were serviced: Twenty Ninth Street Retail (from 1/1/17 to12/31/17) (see Exhibit 34.2) 

34.31  Wells FargoBank, National Association, as Custodianunder the BACM 2016-UBS10 securitization, pursuant to which the followingmortgage loans were serviced: Grove City Premium Outlets (from 1/1/17 to12/31/17) (see Exhibit 34.2) 

34.32  Wells FargoBank, National Association, as Custodianunder the MSBAM 2016-C29 securitization, pursuant to which the followingmortgage loans were serviced: Gulfport Premium Outlets (from 1/1/17 to12/31/17) (see Exhibit 34.2) 

 

(35)Servicer compliance statement.

35.1  Wells FargoBank, National Association, as CertificateAdministrator

35.2  Wells FargoBank, National Association, as Custodian

35.3  KeyBank NationalAssociation, as Master Servicer

35.4  CWCapital AssetManagement LLC, as Special Servicer

35.5  BerkadiaCommercial Mortgage LLC, as Primary Servicer

35.6  Midland LoanServices, a Division of PNC Bank,National Association, as Master Servicer under the MSC 2015-UBS8securitization, pursuant to which the following mortgage loans were serviced:525 Seventh Avenue (from 1/1/17 to 12/31/17) and Ellenton Premium Outlets (from1/1/17 to 12/31/17)

35.7  KeyBank NationalAssociation, as Master Servicer underthe CSMC 2015-GLPB securitization, pursuant to which the following mortgageloans were serviced: GLP Industrial Portfolio B (from 1/1/17 to 12/31/17) (seeExhibit 35.3) 

35.8  Wells FargoBank, National Association, as MasterServicer under the MSBAM 2016-C28 securitization, pursuant to which thefollowing mortgage loans were serviced: Princeton Pike Corporate Center (from1/1/17 to 12/31/17)

35.9  Midland LoanServices, a Division of PNC Bank,National Association, as Master Servicer under the GSMS 2016-GS2securitization, pursuant to which the following mortgage loans were serviced:Twenty Ninth Street Retail (from 1/1/17 to 12/31/17) (see Exhibit 35.6) 

35.10  Wells FargoBank, National Association, as MasterServicer under the BACM 2016-UBS10 securitization, pursuant to which thefollowing mortgage loans were serviced: Grove City Premium Outlets (from 1/1/17to 12/31/17)

35.11  Midland LoanServices, 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: Grove CityPremium Outlets (from 1/1/17 to 12/31/17) (see Exhibit 35.6) 

35.12  Wells FargoBank, National Association, as MasterServicer under the MSBAM 2016-C29 securitization, pursuant to which thefollowing mortgage loans were serviced: Gulfport Premium Outlets (from 1/1/17to 12/31/17)

35.13  Midland LoanServices, 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: Gulfport PremiumOutlets (from 1/1/17 to 12/31/17) (see Exhibit 35.6) 

35.14  Rialto CapitalAdvisors, LLC, as Special Servicerunder the MSC 2015-UBS8 securitization, pursuant to which the following mortgageloans were serviced: 525 Seventh Avenue (from 1/1/17 to 12/31/17) and EllentonPremium Outlets (from 1/1/17 to 12/31/17)

35.15  Rialto CapitalAdvisors, LLC, as Special Servicer underthe BACM 2016-UBS10 securitization, pursuant to which the following mortgageloans were serviced: Grove City Premium Outlets (from 1/1/17 to 12/31/17)

35.16  Rialto CapitalAdvisors, LLC, as Special Servicerunder the MSBAM 2016-C29 securitization, pursuant to which the followingmortgage loans were serviced: Gulfport Premium Outlets (from 1/1/17 to12/31/17)

35.17  Wells FargoBank, National Association, as Custodianunder the MSC 2015-UBS8 securitization, pursuant to which the followingmortgage loans were serviced: 525 Seventh Avenue (from 1/1/17 to 12/31/17) andEllenton Premium Outlets (from 1/1/17 to 12/31/17) (see Exhibit 35.2) 

35.18  Wells FargoBank, National Association, as Custodianunder the CSMC 2015-GLPB securitization, pursuant to which the followingmortgage loans were serviced: GLP Industrial Portfolio B (from 1/1/17 to12/31/17)

35.19  Wells FargoBank, National Association, as Custodianunder the MSBAM 2016-C28 securitization, pursuant to which the followingmortgage loans were serviced: Princeton Pike Corporate Center (from 1/1/17 to12/31/17) (see Exhibit 35.2) 

35.20  Wells FargoBank, National Association, as Custodianunder the GSMS 2016-GS2 securitization, pursuant to which the followingmortgage loans were serviced: Twenty Ninth Street Retail (from 1/1/17 to12/31/17) (see Exhibit 35.2) 

35.21  Wells FargoBank, National Association, as Custodianunder the BACM 2016-UBS10 securitization, pursuant to which the followingmortgage loans were serviced: Grove City Premium Outlets (from 1/1/17 to12/31/17) (see Exhibit 35.2) 

35.22  Wells FargoBank, National Association, as Custodianunder the MSBAM 2016-C29 securitization, pursuant to which the followingmortgage loans were serviced: Gulfport Premium Outlets (from 1/1/17 to 12/31/17)(see Exhibit 35.2) 

 

(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, UBSReal Estate 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,between Column Financial, Inc., as Initial Note A-1 Holder, Morgan StanleyMortgage Capital Holdings LLC, as Initial Note A-2 Holder, Column Financial,Inc., as Initial Note A-3 Holder, Morgan Stanley Bank, N.A., as Initial NoteA-4 Holder, Column Financial, Inc., as Initial Note B-1 Holder, and MorganStanley Mortgage Capital Holdings LLC, as Initial Note B-2 Holder, relating tothe GLP Industrial 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, notin its individual capacity but solely as trustee for the benefit of the Holdersof the 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 ofFebruary19, 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 and incorporatedby reference herein), as amended and restated pursuant to that certain Amendedand Restated Agreement Between Note Holders, dated as of April 21, 2016,between U.S. Bank National Association, as trustee for Morgan Stanley Bank ofAmerica 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 ofNovember 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).

 

(b)See (a) above.

 

(c)Not applicable.

** **

**SIGNATURES**

 

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

 

MorganStanley Capital I Inc.

(Depositor)

 

By:/s/ George Kok

GeorgeKok, President

(seniorofficer in charge of securitization of the depositor)

 

 

Date:April 2, 2018

 

 

Exhibit Index

 

Exhibit No.

 

(4.1)Pooling and Servicing Agreement, dated as of March 1, 2016, between MorganStanley Capital I Inc., as depositor, KeyBank National Association, as masterservicer, CWCapital Asset Management LLC, as special servicer, Park BridgeLender Services LLC, as trust advisor and asset representations reviewer, andWells Fargo Bank, National Association, as trustee, certificate administrator,certificate registrar, authenticating agent and custodian (filed as Exhibit 4.1to the registrant's Current Report on Form 8-K/A filed on March 16, 2016 underSEC File No. 333-206582-01 and incorporated by reference herein).

 

(4.2)Pooling and Servicing Agreement, dated as of December 1, 2015, between MorganStanley Capital I Inc., as depositor, Midland Loan Services, a division of PNCBank, National Association, as master servicer, Rialto Capital Advisors, LLC,as special servicer, Situs Holdings, LLC, as trust advisor, and Wells FargoBank, National Association, as trustee, certificate administrator andcustodian, relating to the MSC 2015-UBS8 securitization transaction, pursuantto which the 525 Seventh Avenue Mortgage Loan and the Ellenton Premium OutletsMortgage Loan are serviced (filed as Exhibit 4.2 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).

 

(4.3)Trust and Servicing Agreement, dated as of December 22, 2015, between CreditSuisse First Boston Mortgage Securities Corp., as depositor, KeyBank NationalAssociation, as servicer, AEGON USA Realty Advisors, LLC, as special servicer,Wells Fargo Bank, National Association, as certificate administrator, and WellsFargo Bank, National Association, as trustee, relating to the CSMC 2015-GLPBsecuritization transaction, pursuant to which the GLP Industrial Portfolio BMortgage Loan is serviced (filed as Exhibit 4.3 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).

 

(4.4)Pooling and Servicing Agreement, dated as of February 1, 2016, between Banc ofAmerica Merrill Lynch Commercial Mortgage Inc., as depositor, Wells Fargo Bank,National Association, as master servicer, C-III Asset Management LLC, asspecial servicer, Wells Fargo Bank, National Association, as certificateadministrator, U.S. Bank National Association, as trustee, Park Bridge LenderServices LLC, as trust advisor, and Park Bridge Lender Services LLC, as assetrepresentations reviewer, relating to the MSBAM 2016-C28 securitization transaction,pursuant to which the Princeton Pike Corporate Center Mortgage Loan is serviced(filed as Exhibit 4.4 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).

 

(4.5)Pooling and Servicing Agreement, dated as of May 1, 2016, between MorganStanley Capital I Inc., as depositor, Wells Fargo Bank, National Association,as master servicer, Rialto Capital Advisors, LLC, as special servicer, ParkBridge Lender Services LLC, as trust advisor and asset representationsreviewer, Wells Fargo Bank, National Association, as custodian, certificateadministrator, certificate registrar and authenticating agent, and WilmingtonTrust, National Association, as trustee, relating to the MSBAM 2016-C29securitization transaction, pursuant to which the Gulfport Premium OutletsMortgage Loan is serviced (filed as Exhibit 4.5 to the registrant's CurrentReport on Form 8-K filed on May 11, 2016 under SEC File No. 333-206582-01 andincorporated by reference herein).

 

(4.6)Pooling and Servicing Agreement, dated as of May 1, 2016, between GS MortgageSecurities Corporation II, as depositor, Midland Loan Services, a Division ofPNC Bank, National Association, as master servicer, Torchlight Loan Services,LLC, as a special servicer, Rialto Capital Advisors, LLC, as a specialservicer, Pentalpha Surveillance LLC, as trust advisor and assetrepresentations reviewer, and Wells Fargo Bank, National Association, astrustee, 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).

 

(4.7)Pooling and Servicing Agreement, dated as of June 1, 2016, between Banc ofAmerica Merrill Lynch Commercial Mortgage Inc., as depositor, Wells Fargo Bank,National Association, as master servicer, Rialto Capital Advisors, LLC, asspecial servicer, Park Bridge Lender Services LLC, as trust advisor and assetrepresentations reviewer, Wells Fargo Bank, National Association, as custodian,certificate administrator, certificate registrar and authenticating agent, andWilmington Trust, National Association, as trustee, relating to the BACM2016-UBS10 securitization transaction, pursuant to which the Grove City PremiumOutlets Mortgage Loan is serviced (filed as Exhibit 4.7 to the registrant'sCurrent Report on Form 8-K filed on June 13, 2016 under SEC File No.333-206582-01 and incorporated by reference herein).

 

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

 

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

33.1Wells Fargo Bank, National Association, as CertificateAdministrator         

33.2Wells Fargo Bank, National Association, as Custodian 

33.3KeyBank National Association, as MasterServicer       

33.4CWCapital Asset Management LLC, as SpecialServicer             

33.5Park Bridge Lender Services LLC, as OperatingAdvisor            

33.6Berkadia Commercial Mortgage LLC, as PrimaryServicer          

33.7Midland Loan Services, a Division of PNC Bank, National Association, as MasterServicer under the MSC 2015-UBS8 securitization, pursuant to which thefollowing mortgage loans were serviced: 525 Seventh Avenue (from 1/1/17 to12/31/17) and Ellenton Premium Outlets (from 1/1/17 to 12/31/17)      

33.8KeyBank National Association, as Master Servicer under the CSMC 2015-GLPBsecuritization, pursuant to which the following mortgage loans were serviced:GLP Industrial Portfolio B (from 1/1/17 to 12/31/17) (see Exhibit33.3)            

33.9Wells Fargo Bank, National Association, as Master Servicer under the MSBAM2016-C28 securitization, pursuant to which the following mortgage loans wereserviced: Princeton Pike Corporate Center (from 1/1/17 to 12/31/17) 

33.10CoreLogic Commercial Real Estate Services, Inc., as Servicing FunctionParticipant under the MSBAM 2016-C28 securitization, pursuant to which thefollowing mortgage loans were serviced: Princeton Pike Corporate Center (from1/1/17 to 12/31/17)          

33.11National Tax Search, LLC, as Servicing Function Participant under the MSBAM2016-C28 securitization, pursuant to which the following mortgage loans wereserviced: Princeton Pike Corporate Center (from 1/1/17 to 12/31/17) 

33.12Midland Loan Services, a Division of PNC Bank, National Association, as MasterServicer under the GSMS 2016-GS2 securitization, pursuant to which thefollowing mortgage loans were serviced: Twenty Ninth Street Retail (from 1/1/17to 12/31/17) (see Exhibit 33.7)       

33.13Wells Fargo Bank, National Association, as Master Servicer under the BACM2016-UBS10 securitization, pursuant to which the following mortgage loans wereserviced: Grove City Premium Outlets (from 1/1/17 to 12/31/17) (see Exhibit33.9)         

33.14Midland Loan Services, a Division of PNC Bank, National Association, asSub-Servicer under the BACM 2016-UBS10 securitization, pursuant to which thefollowing mortgage loans were serviced: Grove City Premium Outlets (from 1/1/17to 12/31/17) (see Exhibit 33.7)    

33.15CoreLogic Commercial Real Estate Services, Inc., as Servicing FunctionParticipant under the BACM 2016-UBS10 securitization, pursuant to which thefollowing mortgage loans were serviced: Grove City Premium Outlets (from 1/1/17to 12/31/17) (see Exhibit 33.10) 

33.16National Tax Search, LLC, as Servicing Function Participant under the BACM2016-UBS10 securitization, pursuant to which the following mortgage loans wereserviced: Grove City Premium Outlets (from 1/1/17 to 12/31/17) (see Exhibit33.11)       

33.17Wells Fargo Bank, National Association, as Master Servicer under the MSBAM2016-C29 securitization, pursuant to which the following mortgage loans wereserviced: Gulfport Premium Outlets (from 1/1/17 to 12/31/17) (see Exhibit33.9)             

33.18Midland Loan Services, a Division of PNC Bank, National Association, asSub-Servicer under the MSBAM 2016-C29 securitization, pursuant to which thefollowing mortgage loans were serviced: Gulfport Premium Outlets (from 1/1/17to 12/31/17) (see Exhibit 33.7)        

33.19CoreLogic Commercial Real Estate Services, Inc., as Servicing FunctionParticipant under the MSBAM 2016-C29 securitization, pursuant to which thefollowing mortgage loans were serviced: Gulfport Premium Outlets (from 1/1/17to 12/31/17) (see Exhibit 33.10)     

33.20National Tax Search, LLC, as Servicing Function Participant under the MSBAM2016-C29 securitization, pursuant to which the following mortgage loans wereserviced: Gulfport Premium Outlets (from 1/1/17 to 12/31/17) (see Exhibit 33.11)          

33.21Rialto Capital Advisors, LLC, as Special Servicer under the MSC 2015-UBS8securitization, pursuant to which the following mortgage loans were serviced:525 Seventh Avenue (from 1/1/17 to 12/31/17) and Ellenton Premium Outlets (from1/1/17 to 12/31/17)        

33.22AEGON USA Realty Advisors, LLC, as Special Servicer under the CSMC 2015-GLPBsecuritization, pursuant to which the following mortgage loans were serviced:GLP Industrial Portfolio B (from 1/1/17 to12/31/17)          

33.23C-III Asset Management LLC, as Special Servicer under the MSBAM 2016-C28securitization, pursuant to which the following mortgage loans were serviced:Princeton Pike Corporate Center (from 1/1/17 to 12/31/17) 

33.24Torchlight Loan Services, LLC, as Special Servicer under the GSMS 2016-GS2securitization, pursuant to which the following mortgage loans were serviced:Twenty Ninth Street Retail (from 1/1/17 to12/31/17)         

33.25Rialto Capital Advisors, LLC, as Special Servicer under the BACM 2016-UBS10securitization, pursuant to which the following mortgage loans were serviced:Grove City Premium Outlets (from 1/1/17 to 12/31/17) (see Exhibit33.21)       

33.26Rialto Capital Advisors, LLC, as Special Servicer under the MSBAM 2016-C29securitization, pursuant to which the following mortgage loans were serviced:Gulfport Premium Outlets (from 1/1/17 to 12/31/17) (see Exhibit33.21)           

33.27Wells Fargo Bank, National Association, as Custodian under the MSC 2015-UBS8securitization, pursuant to which the following mortgage loans were serviced:525 Seventh Avenue (from 1/1/17 to 12/31/17) and Ellenton Premium Outlets (from1/1/17 to 12/31/17) (see Exhibit33.2)               

33.28Wells Fargo Bank, National Association, as Custodian under the CSMC 2015-GLPBsecuritization, pursuant to which the following mortgage loans were serviced:GLP Industrial Portfolio B (from 1/1/17 to 12/31/17) (see Exhibit33.2)            

33.29Wells Fargo Bank, National Association, as Custodian under the MSBAM 2016-C28securitization, pursuant to which the following mortgage loans were serviced:Princeton Pike Corporate Center (from 1/1/17 to 12/31/17) (see Exhibit33.2)   

33.30Wells Fargo Bank, National Association, as Custodian under the GSMS 2016-GS2securitization, pursuant to which the following mortgage loans were serviced:Twenty Ninth Street Retail (from 1/1/17 to 12/31/17) (see Exhibit33.2)            

33.31Wells Fargo Bank, National Association, as Custodian under the BACM 2016-UBS10securitization, pursuant to which the following mortgage loans were serviced:Grove City Premium Outlets (from 1/1/17 to 12/31/17) (see Exhibit33.2)         

33.32Wells Fargo Bank, National Association, as Custodian under the MSBAM 2016-C29securitization, pursuant to which the following mortgage loans were serviced:Gulfport Premium Outlets (from 1/1/17 to 12/31/17) (see Exhibit33.2)             

 

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

34.1Wells Fargo Bank, National Association, as Certificate Administrator

34.2Wells Fargo Bank, National Association, as Custodian

34.3KeyBank National Association, as Master Servicer

34.4CWCapital Asset Management LLC, as Special Servicer

34.5Park Bridge Lender Services LLC, as Operating Advisor

34.6Berkadia Commercial Mortgage LLC, as Primary Servicer

34.7Midland Loan Services, a Division of PNC Bank, National Association, as MasterServicer under the MSC 2015-UBS8 securitization, pursuant to which the followingmortgage loans were serviced: 525 Seventh Avenue (from 1/1/17 to 12/31/17) andEllenton Premium Outlets (from 1/1/17 to 12/31/17)

34.8KeyBank National Association, as Master Servicer under the CSMC 2015-GLPBsecuritization, pursuant to which the following mortgage loans were serviced:GLP Industrial Portfolio B (from 1/1/17 to 12/31/17) (see Exhibit 34.3)

34.9Wells Fargo Bank, National Association, as Master Servicer under the MSBAM2016-C28 securitization, pursuant to which the following mortgage loans wereserviced: Princeton Pike Corporate Center (from 1/1/17 to 12/31/17)

34.10CoreLogic Commercial Real Estate Services, Inc., as Servicing FunctionParticipant under the MSBAM 2016-C28 securitization, pursuant to which thefollowing mortgage loans were serviced: Princeton Pike Corporate Center (from1/1/17 to 12/31/17)

34.11National Tax Search, LLC, as Servicing Function Participant under the MSBAM2016-C28 securitization, pursuant to which the following mortgage loans wereserviced: Princeton Pike Corporate Center (from 1/1/17 to 12/31/17)

34.12Midland Loan Services, a Division of PNC Bank, National Association, as MasterServicer under the GSMS 2016-GS2 securitization, pursuant to which thefollowing mortgage loans were serviced: Twenty Ninth Street Retail (from 1/1/17to 12/31/17) (see Exhibit 34.7)

34.13Wells Fargo Bank, National Association, as Master Servicer under the BACM2016-UBS10 securitization, pursuant to which the following mortgage loans wereserviced: Grove City Premium Outlets (from 1/1/17 to 12/31/17) (see Exhibit34.9)

34.14Midland Loan Services, a Division of PNC Bank, National Association, asSub-Servicer under the BACM 2016-UBS10 securitization, pursuant to which thefollowing mortgage loans were serviced: Grove City Premium Outlets (from 1/1/17to 12/31/17) (see Exhibit 34.7)

34.15CoreLogic Commercial Real Estate Services, Inc., as Servicing FunctionParticipant under the BACM 2016-UBS10 securitization, pursuant to which thefollowing mortgage loans were serviced: Grove City Premium Outlets (from 1/1/17to 12/31/17) (see Exhibit 34.10)

34.16National Tax Search, LLC, as Servicing Function Participant under the BACM2016-UBS10 securitization, pursuant to which the following mortgage loans wereserviced: Grove City Premium Outlets (from 1/1/17 to 12/31/17) (see Exhibit34.11)

34.17Wells Fargo Bank, National Association, as Master Servicer under the MSBAM2016-C29 securitization, pursuant to which the following mortgage loans wereserviced: Gulfport Premium Outlets (from 1/1/17 to 12/31/17) (see Exhibit 34.9)

34.18Midland Loan Services, a Division of PNC Bank, National Association, asSub-Servicer under the MSBAM 2016-C29 securitization, pursuant to which thefollowing mortgage loans were serviced: Gulfport Premium Outlets (from 1/1/17to 12/31/17) (see Exhibit 34.7)

34.19CoreLogic Commercial Real Estate Services, Inc., as Servicing FunctionParticipant under the MSBAM 2016-C29 securitization, pursuant to which thefollowing mortgage loans were serviced: Gulfport Premium Outlets (from 1/1/17to 12/31/17) (see Exhibit 34.10)

34.20National Tax Search, LLC, as Servicing Function Participant under the MSBAM2016-C29 securitization, pursuant to which the following mortgage loans wereserviced: Gulfport Premium Outlets (from 1/1/17 to 12/31/17) (see Exhibit34.11)

34.21Rialto Capital Advisors, LLC, as Special Servicer under the MSC 2015-UBS8securitization, pursuant to which the following mortgage loans were serviced:525 Seventh Avenue (from 1/1/17 to 12/31/17) and Ellenton Premium Outlets (from1/1/17 to 12/31/17)

34.22AEGON USA Realty Advisors, LLC, as Special Servicer under the CSMC 2015-GLPBsecuritization, pursuant to which the following mortgage loans were serviced:GLP Industrial Portfolio B (from 1/1/17 to 12/31/17)

34.23C-III Asset Management LLC, as Special Servicer under the MSBAM 2016-C28securitization, pursuant to which the following mortgage loans were serviced:Princeton Pike Corporate Center (from 1/1/17 to 12/31/17)

34.24Torchlight Loan Services, LLC, as Special Servicer under the GSMS 2016-GS2securitization, pursuant to which the following mortgage loans were serviced:Twenty Ninth Street Retail (from 1/1/17 to 12/31/17)

34.25Rialto Capital Advisors, LLC, as Special Servicer under the BACM 2016-UBS10securitization, pursuant to which the following mortgage loans were serviced:Grove City Premium Outlets (from 1/1/17 to 12/31/17) (see Exhibit 34.21)

34.26Rialto Capital Advisors, LLC, as Special Servicer under the MSBAM 2016-C29securitization, pursuant to which the following mortgage loans were serviced:Gulfport Premium Outlets (from 1/1/17 to 12/31/17) (see Exhibit 34.21)

34.27Wells Fargo Bank, National Association, as Custodian under the MSC 2015-UBS8securitization, pursuant to which the following mortgage loans were serviced:525 Seventh Avenue (from 1/1/17 to 12/31/17) and Ellenton Premium Outlets (from1/1/17 to 12/31/17) (see Exhibit 34.2)

34.28Wells Fargo Bank, National Association, as Custodian under the CSMC 2015-GLPBsecuritization, pursuant to which the following mortgage loans were serviced:GLP Industrial Portfolio B (from 1/1/17 to 12/31/17) (see Exhibit 34.2)

34.29Wells Fargo Bank, National Association, as Custodian under the MSBAM 2016-C28securitization, pursuant to which the following mortgage loans were serviced:Princeton Pike Corporate Center (from 1/1/17 to 12/31/17) (see Exhibit 34.2)

34.30Wells Fargo Bank, National Association, as Custodian under the GSMS 2016-GS2securitization, pursuant to which the following mortgage loans were serviced:Twenty Ninth Street Retail (from 1/1/17 to 12/31/17) (see Exhibit 34.2)

34.31Wells Fargo Bank, National Association, as Custodian under the BACM 2016-UBS10securitization, pursuant to which the following mortgage loans were serviced:Grove City Premium Outlets (from 1/1/17 to 12/31/17) (see Exhibit 34.2)

34.32Wells Fargo Bank, National Association, as Custodian under the MSBAM 2016-C29securitization, pursuant to which the following mortgage loans were serviced:Gulfport Premium Outlets (from 1/1/17 to 12/31/17) (see Exhibit 34.2)

 

(35)Servicer compliance statement.

35.1Wells Fargo Bank, National Association, as Certificate Administrator

35.2Wells Fargo Bank, National Association, as Custodian

35.3KeyBank National Association, as Master Servicer

35.4CWCapital Asset Management LLC, as Special Servicer

35.5Berkadia Commercial Mortgage LLC, as Primary Servicer

35.6Midland Loan Services, a Division of PNC Bank, National Association, as MasterServicer under the MSC 2015-UBS8 securitization, pursuant to which thefollowing mortgage loans were serviced: 525 Seventh Avenue (from 1/1/17 to12/31/17) and Ellenton Premium Outlets (from 1/1/17 to 12/31/17)

35.7KeyBank National Association, as Master Servicer under the CSMC 2015-GLPBsecuritization, pursuant to which the following mortgage loans were serviced:GLP Industrial Portfolio B (from 1/1/17 to 12/31/17) (see Exhibit 35.3)

35.8Wells Fargo Bank, National Association, as Master Servicer under the MSBAM2016-C28 securitization, pursuant to which the following mortgage loans wereserviced: Princeton Pike Corporate Center (from 1/1/17 to 12/31/17)

35.9Midland Loan Services, a Division of PNC Bank, National Association, as MasterServicer under the GSMS 2016-GS2 securitization, pursuant to which the followingmortgage loans were serviced: Twenty Ninth Street Retail (from 1/1/17 to12/31/17) (see Exhibit 35.6)

35.10Wells Fargo Bank, National Association, as Master Servicer under the BACM2016-UBS10 securitization, pursuant to which the following mortgage loans wereserviced: Grove City Premium Outlets (from 1/1/17 to 12/31/17) 

35.11Midland Loan Services, a Division of PNC Bank, National Association, asSub-Servicer under the BACM 2016-UBS10 securitization, pursuant to which thefollowing mortgage loans were serviced: Grove City Premium Outlets (from 1/1/17to 12/31/17) (see Exhibit 35.6)

35.12Wells Fargo Bank, National Association, as Master Servicer under the MSBAM2016-C29 securitization, pursuant to which the following mortgage loans wereserviced: Gulfport Premium Outlets (from 1/1/17 to 12/31/17) 

35.13Midland Loan Services, a Division of PNC Bank, National Association, asSub-Servicer under the MSBAM 2016-C29 securitization, pursuant to which thefollowing mortgage loans were serviced: Gulfport Premium Outlets (from 1/1/17to 12/31/17) (see Exhibit 35.6)

35.14Rialto Capital Advisors, LLC, as Special Servicer under the MSC 2015-UBS8securitization, pursuant to which the following mortgage loans were serviced: 525Seventh Avenue (from 1/1/17 to 12/31/17) and Ellenton Premium Outlets (from1/1/17 to 12/31/17)

35.15Rialto Capital Advisors, LLC, as Special Servicer under the BACM 2016-UBS10securitization, pursuant to which the following mortgage loans were serviced:Grove City Premium Outlets (from 1/1/17 to 12/31/17)

35.16Rialto Capital Advisors, LLC, as Special Servicer under the MSBAM 2016-C29securitization, pursuant to which the following mortgage loans were serviced:Gulfport Premium Outlets (from 1/1/17 to 12/31/17)

35.17Wells Fargo Bank, National Association, as Custodian under the MSC 2015-UBS8securitization, pursuant to which the following mortgage loans were serviced:525 Seventh Avenue (from 1/1/17 to 12/31/17) and Ellenton Premium Outlets (from1/1/17 to 12/31/17) (see Exhibit 35.2)

35.18Wells Fargo Bank, National Association, as Custodian under the CSMC 2015-GLPBsecuritization, pursuant to which the following mortgage loans were serviced:GLP Industrial Portfolio B (from 1/1/17 to 12/31/17)

35.19Wells Fargo Bank, National Association, as Custodian under the MSBAM 2016-C28securitization, pursuant to which the following mortgage loans were serviced:Princeton Pike Corporate Center (from 1/1/17 to 12/31/17) (see Exhibit 35.2)

35.20Wells Fargo Bank, National Association, as Custodian under the GSMS 2016-GS2securitization, pursuant to which the following mortgage loans were serviced:Twenty Ninth Street Retail (from 1/1/17 to 12/31/17) (see Exhibit 35.2)

35.21Wells Fargo Bank, National Association, as Custodian under the BACM 2016-UBS10securitization, pursuant to which the following mortgage loans were serviced:Grove City Premium Outlets (from 1/1/17 to 12/31/17) (see Exhibit 35.2)

35.22Wells Fargo Bank, National Association, as Custodian under the MSBAM 2016-C29securitization, pursuant to which the following mortgage loans were serviced:Gulfport Premium Outlets (from 1/1/17 to 12/31/17) (see Exhibit 35.2)

 

(99.1)Mortgage Loan Purchase Agreement, dated February 19, 2016, between MorganStanley Capital I Inc. and Morgan Stanley Mortgage Capital Holdings LLC (filedas Exhibit 99.1 to the registrant's Current Report on Form 8-K filed on March9, 2016 under SEC File No. 333-206582-01 and incorporated by reference herein).

 

(99.2)Mortgage Loan Purchase Agreement, dated February 19, 2016, between MorganStanley Capital I Inc. and Bank of America, National Association. (filed asExhibit 99.2 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).

 

(99.3)Mortgage Loan Purchase Agreement, dated February 19, 2016, between MorganStanley Capital I Inc. and UBS Real Estate Securities Inc. (filed as Exhibit99.3 to the registrant's Current Report on Form 8-K filed on March 9, 2016under SEC File No. 333-206582-01 and incorporated by reference herein).

 

(99.4)Agreement Between Note Holders, dated as of March 8, 2016, between UBS RealEstate Securities Inc., as Initial Note A-1 Holder, UBS Real Estate Securities Inc.,as Initial Note A-2 Holder, UBS Real Estate Securities Inc., as Initial NoteA-3 Holder, and UBS Real Estate Securities Inc., as Initial Note A-4 Holder,relating to the 2100 Ross loan combination (filed as Exhibit 99.4 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).

 

(99.5)Agreement Between Note Holders, dated as of March 8, 2016, between GoldmanSachs Mortgage Company, as Initial Note A-1 Holder, UBS Real Estate SecuritiesInc., as Initial Note A-2 Holder, and UBS Real Estate Securities Inc., asInitial Note A-3 Holder, relating to the Twenty Ninth Street Retail loancombination (filed as Exhibit 99.5 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).

 

(99.6)Agreement Between Note Holders, dated as of March 8, 2016, between UBS RealEstate Securities Inc., as Initial Note A-1 Holder, UBS Real Estate SecuritiesInc., as Initial Note A-2 Holder, and UBS Real Estate Securities Inc., asInitial Note A-3 Holder, relating to the Gateway Plaza loan combination (filedas Exhibit 99.6 to the registrant's Current Report on Form 8-K filed on March9, 2016 under SEC File No. 333-206582-01 and incorporated by reference herein).

 

(99.7)Amended and Restated Agreement Between Note Holders, dated as of March 8, 2016,between UBS Real Estate Securities Inc., as Initial Note A-1 Holder, WellsFargo Bank, National Association as MSC 2015-UBS8 trustee, as Initial Note A-2Holder, UBS Real Estate Securities Inc., as Initial Note A-3 Holder, and UBSReal Estate Securities Inc., as Initial Note A-4 Holder, relating to the 525Seventh Avenue loan combination (filed as Exhibit 99.7 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).

 

(99.8)Co-Lender Agreement, dated as of December 22, 2015, between Column Financial,Inc., as Initial Note A-1 Holder, Morgan Stanley Mortgage Capital Holdings LLC,as Initial Note A-2 Holder, Column Financial, Inc., as Initial 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 Mortgage Capital Holdings LLC,as Initial Note B-2 Holder, relating to the GLP Industrial Portfolio B loancombination (filed as Exhibit 99.8 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), as amended and restated pursuant to that certain Amended andRestated Co-Lender Agreement, dated as of May 26, 2016, between Wells FargoBank, National Association, not in its individual capacity but solely astrustee for the benefit of the Holders of the CSMC 2015-GLPB Mortgage TrustCommercial Mortgage Pass-Through Certificates, as the Holder of Note A-1, NoteA-2, Note B-1 and Note B-2, Column Financial, Inc., as the Holder of Note A-3-1and Note A-3-2, and Wells Fargo Bank, National Association, not in itsindividual capacity but solely as trustee for the benefit of the Holders of theMSC 2016-UBS9 Mortgage Trust Commercial Mortgage Pass-Through Certificates, asthe Holder of Note A-4 (filed as Exhibit 99.16 to the registrant's CurrentReport on Form 8-K filed on June 2, 2016 under SEC File No. 333-206582-01 andincorporated by reference herein).

 

(99.9)Agreement Between Note Holders, dated as of February 19, 2016, between MorganStanley Bank, N.A., as Initial Note A-1 Holder, Morgan Stanley Bank, N.A., asInitial Note A-2 Holder, and Morgan Stanley Bank, N.A., as Initial Note A-3Holder, relating to the Princeton Pike Corporate Center loan combination (filedas Exhibit 99.9 to the registrant's Current Report on Form 8-K filed on March9, 2016 under SEC File No. 333-206582-01 and incorporated by reference herein),as amended and restated pursuant to that certain Amended and Restated AgreementBetween Note Holders, dated as of April 21, 2016, between U.S. Bank NationalAssociation, as trustee for Morgan Stanley Bank of America Merrill Lynch Trust2016-C28, Commercial Mortgage Pass-Through Certificates, Series 2016-C28, asNote A-1 Holder, Wells Fargo Bank, National Association, as trustee for MorganStanley Capital I Trust 2016-UBS9, Commercial Mortgage Pass-ThroughCertificates, Series 2016-UBS9, as Note A-2 Holder, Morgan Stanley Bank, N.A.,as Note A-3 Holder, and Morgan Stanley Bank, N.A., as Note A-4 Holder (filed asExhibit 99.15 to the registrant's Current Report on Form 8-K filed on April 26,2016 under SEC File No. 333-206582-01 and incorporated by reference herein).

 

(99.10)Agreement Between Note Holders, dated as of November 5, 2015, between UBS RealEstate Securities Inc., 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, and Bank of America, National Association, as Initial Note A-4Holder, relating to the Ellenton Premium Outlets loan combination (filed asExhibit 99.10 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).

 

(99.11)Amended and Restated Agreement Between Note Holders, dated as of March 8, 2016,between Wells Fargo Bank, National Association, as MSC 2015-UBS8 trustee, asInitial Note A-1 Holder, UBS Real Estate Securities Inc., as Initial Note A-2Holder, UBS Real Estate Securities Inc., as Initial Note A-3 Holder, UBS RealEstate Securities Inc., as Initial Note A-4 Holder, and Bank of America,National Association, as Initial Note A-5 Holder, relating to the Grove CityPremium Outlets loan combination (filed as Exhibit 99.11 to the registrant'sCurrent Report on Form 8-K filed on March 9, 2016 under SEC File No. 333-206582-01and incorporated by reference herein).

 

(99.12)Agreement Between Note Holders, dated as of November 5, 2015, between UBS RealEstate Securities Inc., as Initial Note A-1 Holder, UBS Real Estate SecuritiesInc., as Initial Note A-2 Holder, and UBS Real Estate Securities Inc., asInitial Note A-3 Holder, relating to the Gulfport Premium Outlets loancombination (filed as Exhibit 99.12 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).

 

(99.13)Amended and Restated Subservicing Agreement, dated as of January 18, 2013between KeyBank National Association (as successor by merger to KeyCorp RealEstate Capital Markets, Inc.), as master servicer, and Berkadia Commercial MortgageLLC, as subservicer (filed as Exhibit 99.13 to the registrant's Current Reporton Form 8-K/A filed on March 16, 2016 under SEC File No. 333-206582-01 andincorporated by reference herein).

 

(99.14)Subservicing Agreement, dated as of March 1, 2016 between KeyBank NationalAssociation, as master servicer, and Berkadia Commercial Mortgage LLC, assubservicer (filed as Exhibit 99.14 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).