**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, 2023OR**

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

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

 

 

 

**Commission file number: 333-206582-02**

 

**Central Index Key Number of the issuing entity:0001669990**

 

**Morgan Stanley Bank of America Merrill Lynch Trust2016-C29**

**(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 its charter)**

 

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

 

**Bank of America, National Association**

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

 

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

 

**Morgan Stanley Mortgage Capital Holdings LLC**

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

 

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

 

**Starwood Mortgage Funding III LLC**

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

 

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

 

**KeyBank National Association**

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

 

| **New York**                                                        | **38‐3991402  38‐3991403  38‐7145119** |
|---------------------------------------------------------------------|----------------------------------------------------------|
| **(State or other jurisdiction of incorporation or  organization)** | **(I.R.S. Employer Identification Numbers)**             |

 

**c/o Computershare Trust Company, National Association,as agent for**

**Wells Fargo Bank, National Association**

**9062 Old Annapolis Road**

** Columbia, MD**

**(Address of principal executive offices)**

 

**21045**

**(Zip Code)**

 

**Telephone number, including area code:**

**(667) 786‐1992**

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

 

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

 

 

 

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

 

  NONE.

 

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

 

  Yes___ No X

 

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

 

  Yes___ No X

 

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

 

Indicate by check mark whether the registrant (1) has filed all reportsrequired to be filed by Section 13 or 15(d) of the Securities Exchange Act of1934 during the preceding 12 months (or for such shorter period that 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 everyInteractive Data File required to be submitted pursuant to Rule 405 ofRegulation S-T (Section 232.405 of this chapter) during the preceding 12 months(or for such shorter period that the registrant was required to submit suchfiles).

 

  Notapplicable.

 

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

 

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

 

Emerginggrowth company ___

 

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

 

  Notapplicable.

 

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

 

  Notapplicable.

 

If securities are registered pursuant to Section 12(b)of the Act, indicate by check mark whether the financial statements of the

registrantincluded in the filing reflect the correction of an error to previously issuedfinancial statements.

 

Not applicable.

 

Indicateby check mark whether any of those error corrections are restatements thatrequired a recovery analysis of incentive-based compensation received by any ofthe registrant’s executive officers during the relevant recovery periodpursuant to §240.10D-1(b).

 

Not applicable.

 

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 by non-affiliatescomputed by reference to the price at which the common equity was last sold, orthe average bid and asked price of such common equity, as of the last businessday of the registrant's most recently completed second fiscal quarter.

 

  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 MSBAM 2016-C29 mortgage pool includes the following mortgage loans, each ofwhich is serviced pursuant to a separate pooling and servicing agreement (each,an “Outside Pooling and Servicing Agreement”):

• the Grove City Premium Outlets mortgage loan, which is servicedpursuant to the BACM 2016-UBS10 pooling and servicing agreement attached heretoas Exhibit 4.4;

• the Penn Square Mall mortgage loan, which is serviced pursuant to the MSC2016-PSQ pooling and servicing agreement attached hereto as Exhibit 4.2; and

 

• thePrinceton Pike Corporate Center mortgage loan, which is serviced pursuant to theMSBAM 2016-C28 pooling and servicing agreement attached hereto as Exhibit 4.3.

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

 

• The trustee under a pooling and servicing agreement has anominal role with respect to the mortgage pool securitized pursuant to suchpooling and servicing agreement. The trustee’s only servicing function is thecontingent obligation to make certain advances if the master servicer undersuch pooling and servicing agreement fails to do so, while all other servicingfunctions are performed by other parties. The trustee under each of the poolingand servicing agreements listed in the Exhibit Index has confirmed to theregistrant that it has not made any such contingent advances during thereporting period, and consequently, each such trustee does not participate inthe servicing function for purposes of Item 1122 of Regulation AB, nor does itperform the functions of a servicer for purposes of the definition of“servicer” under Item 1101 of Regulation AB or for purposes of Item 1123 ofRegulation AB.

 

• The certificate administrator under a pooling and servicingagreement performs various payment administration functions solely for thesecuritization governed by such pooling and servicing agreement and themortgage pool securitized pursuant to such pooling and servicing agreement anddoes not have any obligations with respect to any other transaction.Consequently, the certificate administrator under an Outside Pooling and ServicingAgreement does not participate in the servicing function for purposes of Item1122 of Regulation AB, nor does it perform the functions of a servicer forpurposes of the definition of “servicer” under Item 1101 of Regulation AB orfor purposes of Item 1123 of Regulation AB.

 

• The operating advisor under a pooling and servicing agreementrepresents the interests of senior certificateholders in the transactiongoverned by such pooling and servicing agreement and is responsible formonitoring 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 or for purposesof Item 1123 of Regulation AB. In addition, while the operating advisor under apooling and servicing agreement has certain reporting obligations in respect ofthe related mortgage pool, it has no obligation to collect or disburse funds inrespect of the mortgage pool or to administer any of the underlying mortgageloans. Consequently, the operating advisor under a pooling and servicingagreement participates in the servicing function for purposes of Item 1122 ofRegulation AB, but is not responsible for the “management or collection of thepool assets or making allocations or distributions to holders of theasset-backed securities” within the meaning of “servicer” under Item 1101 ofRegulation AB and does not perform the functions of a servicer for purposes ofItem 1123 of Regulation AB.

 

• The asset representations reviewer under a pooling and servicingagreement has a limited obligation to review certain delinquent mortgage loansafter a specified delinquency threshold has been met and the requiredpercentage of certificateholders vote to direct a review of such delinquentmortgage loans, and has no obligation to collect or disburse funds in respectof the mortgage pool, to administer any of the underlying mortgage loans or toperform any servicing function.  Consequently, the asset representationsreviewer under a pooling and servicing agreement does not participate in theservicing function for purposes of Item 1122 of Regulation AB, is not responsiblefor the “management or collection of the pool assets or making allocations ordistributions to holders of the asset-backed securities” within the meaning of“servicer” under Item 1101 of Regulation AB and does not perform the functionsof a servicer for purposes of Item 1123 of Regulation AB.

 

• Wells Fargo Bank, National Association, is the special servicerunder the MSC 2016-PSQ pooling and servicing agreement, pursuant to which thePenn Square Mall mortgage loan is serviced. Because Wells Fargo Bank, NationalAssociation is not the MSBAM 2016-C29 special servicer, is not affiliated withany sponsor and services only the Penn Square Mall mortgage loan, whichconstitutes more than 5% but less than 10% of the mortgage pool, Wells FargoBank, National Association, as MSC 2016-PSQ special servicer, constitutes areporting “servicing function participant” for purposes of Item 1122 ofRegulation AB, as specified in the Instruction 3 to Item 1122, but does notconstitute a reporting “servicer” for purposes of Item 1123 of Regulation AB,as specified in the Instruction to Item 1123.

 

• Greystone Servicing Company LLC is the current special servicerunder the MSBAM 2016-C28 pooling and servicing agreement, pursuant to which thePrinceton Pike Corporate Center mortgage loan is currently serviced. On August26, 2020, C-III Asset Management LLC was replaced as special servicer under theMSBAM 2016-C28 pooling and servicing agreement and was succeeded by GreystoneServicing Company LLC, to which C-III Asset Management LLC assignedsubstantially all of its assets. Because Greystone Servicing Company LLC is notthe MSBAM 2016-C29 special servicer, is not affiliated with any sponsor andservices only the Princeton Pike Corporate Center mortgage loan, whichconstitutes less than 5% of the mortgage pool, Greystone Servicing Company LLC,as MSBAM 2016-C28 special servicer, does not constitute a reporting “servicingfunction participant” for purposes of Item 1122 of Regulation AB, as specifiedin the Instruction 3 to Item 1122, and does not constitute a reporting“servicer” for purposes of Item 1123 of Regulation AB, as specified in theInstruction to Item 1123.

 

• The Le Meridien Cambridge MIT mortgage loan, which was servicedpursuant to the MSBAM 2016-C28 pooling and servicing agreement, was paid infull on December 30, 2021.

 

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

 

• Wells Fargo Bank, National Association, as master servicer,engaged the services of KeyBank National Association, as a sub-servicer inrespect of the entire mortgage pool for the reporting period.

• Wells Fargo Bank, National Association, as master servicer, engaged theservices of CoreLogic Solutions, LLC as a servicing function participant inrespect of the entire mortgage pool for the reporting period, engaged theservices of Midland Loan Services, a Division of PNC Bank, National Associationas a sub-servicer in respect of 2.44% of the mortgage pool for the reportingperiod and engaged the services of NorthMarq Capital, LLC, as a servicingfunction participant in respect of 5.29% of the mortgage pool for the reportingperiod.

• Wells Fargo Bank, National Association, as master servicer under the BACM2016-UBS10 pooling and servicing agreement, pursuant to which the Grove CityPremium Outlets mortgage loan is serviced, engaged the services of Midland LoanServices, a Division of PNC Bank, National Association, as a sub-servicer, andCoreLogic Solutions, LLC, as a servicing function participant, in each case inrespect of the Grove City Premium Outlets mortgage loan for the reportingperiod.

 

• Wells Fargo Bank, National Association, as master servicer andspecial servicer under the MSC 2016-PSQ trust and servicing agreement, pursuantto which the Penn Square Mall mortgage loan is serviced, engaged the servicesof CoreLogic Solutions, LLC as a servicing function participant in respect ofthe Penn Square Mall mortgage loan for the reporting period.

 

• Wells Fargo Bank, National Association,as master servicer under the MSC 2016-C28 pooling and servicing agreement, pursuantto which the Princeton Pike Corporate Center mortgage loan is currentlyserviced, engaged the services of CoreLogic Solutions, LLC as a servicingfunction participant in respect of the Princeton Pike Corporate Center mortgageloan for the reporting period.

 

• On November 1, 2021, pursuant to thesecond amended and restated servicing agreement attached hereto as Exhibit 99.12,Computershare Trust Company, National Association was engaged to perform all orvirtually all of Wells Fargo Bank, National Association’s roles as certificateadministrator, custodian and trustee, as applicable, under (i) the pooling andservicing agreement and (ii) each Outside Pooling and Servicing Agreement.

 

| **PART I**   |                            |
|-------------------|---------------------------------|
|              |                            |
| **Item 1.**  | **Business.**                   |
|              | Omitted.                        |
| **Item 1A.** | **Risk Factors.**          |
|              | Omitted.                        |
| **Item 1B.** | **Unresolved Staff  Comments.** |
|              | None.                           |
| **Item 1C.** | **Cybersecurity.**              |
|              | Omitted.                        |
| **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.**  | **[Reserved]**                                                                                                      |
| **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.                                                                                                               |
| **Item 9C.** | **Disclosure Regarding  Foreign Jurisdictions that Prevent Inspections.**                                           |
|              | None.                                                                                                               |
|              |                                                                                                                |   |

 

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

 

**ADDITIONALDISCLOSURE ITEMS FOR REGULATION AB**

 

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

 

Not applicable.

 

**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 nolegal proceeding pending against the sponsors, depositor, trustee, issuingentity, servicer contemplated by Item 1108(a)(3) of Regulation AB, originatorcontemplated by Item 1110(b) of Regulation AB, or other party contemplated byItem 1100(d)(1) of Regulation AB, or of which any property of the foregoing isthe subject, that is material to security holders, other than as follows:

 

In December 2014, PhoenixLight SF Limited (Phoenix Light) and certain related entities filed a complaintin the United States District Court for the Southern District of New Yorkalleging claims against Wells Fargo Bank, N.A., in its capacity as trustee fora number of residential mortgage-backed securities (RMBS) trusts. Complaintsraising similar allegations have been filed by Commerzbank AG in the SouthernDistrict of New York, IKB International and IKB Deutsche Industriebank(together, IKB) in New York state court, and Park Royal I LLC and Park Royal IILLC in New York state court. In each case, the plaintiffs allege that WellsFargo Bank, N.A., as trustee, caused losses to investors, and plaintiffs assertcauses of action based upon, among other things, the trustee’s alleged failureto notify and enforce repurchase obligations of mortgage loan sellers forpurported breaches of representations and warranties, notify investors ofalleged events of default, and abide by appropriate standards of care followingalleged events of default. In July 2022, the district court dismissed PhoenixLight’s claims and certain of the claims asserted by Commerzbank AG, andsubsequently entered judgment in each case in favor of Wells Fargo Bank, N.A.In August 2022, Phoenix Light and Commerzbank AG each appealed the districtcourt’s decision to the United States Court of Appeals for the Second Circuit.Phoenix Light dismissed its appeal in May 2023, terminating its case. InNovember 2023, Wells Fargo Bank, N.A. entered into an agreement with IKB toresolve IKB’s claims. Wells Fargo Bank, N.A. previously settled two classactions filed by institutional investors and an action filed by the NationalCredit Union Administration with similar allegations.

 

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

 

Theinformation regarding this Item has been provided previously in an annualreport on Form 10-K of the issuing entity or in the prospectus of the issuingentity filed in a 424(b)(2) filing dated May 5, 2016.

 

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

 

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

 

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

 

Theservicer compliance statements are attached hereto under Item 15.

 

**PART IV**

 

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

 

(a) Exhibits.

 

(4.1)Pooling and Servicing Agreement, dated as of 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, Wells Fargo Bank, National Association, as certificateadministrator, certificate registrar, authenticating agent and custodian,Wilmington Trust, National Association, as trustee, and Park Bridge LenderServices LLC, as operating advisor and asset representations reviewer (filed asExhibit 4.1 to the registrant's Current Report on Form 8-K filed on May 5, 2016under SEC File No. 333-206582-02 and incorporated by reference herein).

 

(4.2)Trust and Servicing Agreement, dated as of February 1,2016, between Morgan Stanley Capital I Inc., as depositor, Wells Fargo Bank,National Association, as servicer, special servicer and certificateadministrator, and Wilmington Trust, National Association, as trustee, relatingto the MSC 2016-PSQ securitization transaction, pursuant to which the PennSquare Mall Mortgage Loan is serviced (filed as Exhibit 4.3 to the registrant'sCurrent Report on Form 8-K filed on May 5, 2016 under SEC File No.333-206582-02 and incorporated by reference herein).

 

(4.3)Pooling and Servicing Agreement, dated as of February1, 2016, between Banc of America Merrill Lynch Commercial Mortgage Inc., asdepositor, Wells Fargo Bank, National Association, as master servicer, C-IIIAsset Management LLC, as special servicer, Wells Fargo Bank, NationalAssociation, as certificate administrator, U.S. Bank National Association, astrustee, Park Bridge Lender Services LLC, as operating advisor, and Park BridgeLender Services LLC, as asset representations reviewer, relating to the MSBAM2016-C28 securitization transaction, pursuant to which the Princeton PikeCorporate Center Mortgage Loan is serviced (filed as Exhibit 4.4 to theregistrant's Current Report on Form 8-K filed on May 5, 2016 under SEC File No.333-206582-02 and incorporated by reference herein).

 

(4.4)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, asoperating 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 4.5to the registrant's Current Report on Form 8-K filed on June 13, 2016 under SECFile No. 333-206582-02 and incorporated by reference herein).

 

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

 

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

 

33.1 Wells FargoBank, National Association, as Certificate Administrator

 

33.2  Computershare Trust Company, National Association, asServicing Function Participant for the Certificate Administrator

 

33.3  Wells Fargo Bank, National Association, as Custodian

 

33.4  Computershare Trust Company, National Association, asServicing Function Participant for the Custodian

 

33.5  Wells Fargo Bank, National Association, as MasterServicer

 

33.6  Rialto Capital Advisors, LLC, as Special Servicer

 

33.7  Park Bridge Lender Services LLC, as Operating Advisor

 

33.8  KeyBank National Association, as Primary Servicer

 

33.9  CoreLogic Solutions, LLC, as Servicing FunctionParticipant

 

33.10  Midland Loan Services, a Division of PNC Bank,National Association, as Sub-Servicer

 

33.11  NorthMarq Capital, LLC, as Servicing FunctionParticipant

 

33.12  Wells Fargo Bank, National Association, as MasterServicer under the BACM 2016-UBS10 securitization, pursuant to which thefollowing mortgage loans were serviced by such party: Grove City PremiumOutlets (from 1/1/23 to 12/31/23) (see Exhibit 33.5)

 

33.13Midland Loan Services, a Division of PNC Bank,National Association, as Sub-Servicer under the BACM 2016-UBS10 securitization,pursuant to which the following mortgage loans were serviced by such party:Grove City Premium Outlets (from 1/1/23 to 12/31/23) (see Exhibit 33.10)

 

33.14  CoreLogic Solutions, LLC, as Servicing FunctionParticipant under the BACM 2016-UBS10 securitization, pursuant to which thefollowing mortgage loans were serviced by such party: Grove City PremiumOutlets (from 1/1/23 to 12/31/23) (see Exhibit 33.9)

 

33.15  Wells Fargo Bank, National Association, as MasterServicer under the MSC 2016-PSQ securitization, pursuant to which the followingmortgage loans were serviced by such party: Penn Square Mall (from 1/1/23 to12/31/23) (see Exhibit 33.5)

 

33.16  CoreLogic Solutions, LLC, as Servicing FunctionParticipant under the MSC 2016-PSQ securitization, pursuant to which thefollowing mortgage loans were serviced by such party: Penn Square Mall (from1/1/23 to 12/31/23) (see Exhibit 33.9)

 

33.17  Wells Fargo Bank, National Association, as MasterServicer under the MSBAM 2016-C28 securitization, pursuant to which thefollowing mortgage loans were serviced by such party: Princeton Pike CorporateCenter (from 1/1/23 to 12/31/23) (see Exhibit 33.5)

 

33.18  CoreLogic Solutions, LLC, as Servicing FunctionParticipant under the MSBAM 2016-C28 securitization, pursuant to which thefollowing mortgage loans were serviced by such party: Princeton Pike CorporateCenter (from 1/1/23 to 12/31/23) (see Exhibit 33.9)

 

33.19  Rialto Capital Advisors, LLC, as Special Servicerunder the BACM 2016-UBS10 securitization, pursuant to which the followingmortgage loans were serviced by such party: Grove City Premium Outlets (from1/1/23 to 12/31/23) (see Exhibit 33.6)

 

33.20  Wells Fargo Bank, National Association, as SpecialServicer under the MSC 2016-PSQ securitization, pursuant to which the followingmortgage loans were serviced by such party: Penn Square Mall (from 1/1/23 to12/31/23) (see Exhibit 33.5)

 

33.21  CoreLogic Solutions, LLC, as Servicing FunctionParticipant under the MSC 2016-PSQ securitization, pursuant to which thefollowing mortgage loans were serviced by such party: Penn Square Mall (from1/1/23 to 12/31/23) (see Exhibit 33.9)

 

33.22  Wells Fargo Bank, National Association, as Custodianunder the BACM 2016-UBS10 securitization, pursuant to which the followingmortgage loans were serviced by such party: Grove City Premium Outlets (from1/1/23 to 12/31/23) (see Exhibit 33.3)

 

33.23  Computershare Trust Company, National Association, asServicing Function Participant under the BACM 2016-UBS10 securitization,pursuant to which the following mortgage loans were serviced by such party:Grove City Premium Outlets (from 1/1/23 to 12/31/23) (see Exhibit 33.4)

 

33.24  Wells Fargo Bank, National Association, as Custodianunder the MSC 2016-PSQ securitization, pursuant to which the following mortgageloans were serviced by such party: Penn Square Mall (from 1/1/23 to 12/31/23)(see Exhibit 33.3)

 

33.25  Computershare Trust Company, National Association, asServicing Function Participant under the MSC 2016-PSQ securitization, pursuantto which the following mortgage loans were serviced by such party: Penn SquareMall (from 1/1/23 to 12/31/23) (see Exhibit 33.4)

 

33.26  Wells Fargo Bank, National Association, as Custodianunder the MSBAM 2016-C28 securitization, pursuant to which the followingmortgage loans were serviced by such party: Princeton Pike Corporate Center(from 1/1/23 to 12/31/23) (see Exhibit 33.3)

 

33.27  Computershare Trust Company, National Association, asServicing Function Participant under the MSBAM 2016-C28 securitization,pursuant to which the following mortgage loans were serviced by such party:Princeton Pike Corporate Center (from 1/1/23 to 12/31/23) (see Exhibit 33.4)

 

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

 

34.1  Wells Fargo Bank, National Association, as CertificateAdministrator

 

34.2  Computershare Trust Company, National Association, asServicing Function Participant for the Certificate Administrator

 

34.3  Wells Fargo Bank, National Association, as Custodian

 

34.4  Computershare Trust Company, National Association, asServicing Function Participant for the Custodian

 

34.5  Wells Fargo Bank, National Association, as MasterServicer

 

34.6  Rialto Capital Advisors, LLC, as Special Servicer

 

34.7  Park Bridge Lender Services LLC, as Operating Advisor

 

34.8  KeyBank National Association, as Primary Servicer

 

34.9  CoreLogic Solutions, LLC, as Servicing FunctionParticipant

 

34.10  Midland Loan Services, a Division of PNC Bank,National Association, as Sub-Servicer

 

34.11  NorthMarq Capital, LLC, as Servicing Function Participant

 

34.12  Wells Fargo Bank, National Association, as MasterServicer under the BACM 2016-UBS10 securitization, pursuant to which thefollowing mortgage loans were serviced by such party: Grove City PremiumOutlets (from 1/1/23 to 12/31/23) (see Exhibit 34.5)

 

34.13Midland Loan Services, a Division of PNC Bank,National Association, as Sub-Servicer under the BACM 2016-UBS10 securitization,pursuant to which the following mortgage loans were serviced by such party:Grove City Premium Outlets (from 1/1/23 to 12/31/23) (see Exhibit 34.10)

 

34.14  CoreLogic Solutions, LLC, as Servicing FunctionParticipant under the BACM 2016-UBS10 securitization, pursuant to which the followingmortgage loans were serviced by such party: Grove City Premium Outlets (from1/1/23 to 12/31/23) (see Exhibit 34.9)

 

34.15  Wells Fargo Bank, National Association, as MasterServicer under the MSC 2016-PSQ securitization, pursuant to which the followingmortgage loans were serviced by such party: Penn Square Mall (from 1/1/23 to12/31/23) (see Exhibit 34.5)

 

34.16  CoreLogic Solutions, LLC, as Servicing FunctionParticipant under the MSC 2016-PSQ securitization, pursuant to which thefollowing mortgage loans were serviced by such party: Penn Square Mall (from1/1/23 to 12/31/23) (see Exhibit 34.9)

 

34.17  Wells Fargo Bank, National Association, as MasterServicer under the MSBAM 2016-C28 securitization, pursuant to which thefollowing mortgage loans were serviced by such party: Princeton Pike CorporateCenter (from 1/1/23 to 12/31/23) (see Exhibit 34.5)

 

34.18  CoreLogic Solutions, LLC, as Servicing FunctionParticipant under the MSBAM 2016-C28 securitization, pursuant to which the followingmortgage loans were serviced by such party: Princeton Pike Corporate Center(from 1/1/23 to 12/31/23) (see Exhibit 34.9)

 

34.19  Rialto Capital Advisors, LLC, as Special Servicerunder the BACM 2016-UBS10 securitization, pursuant to which the followingmortgage loans were serviced by such party: Grove City Premium Outlets (from1/1/23 to 12/31/23) (see Exhibit 34.6)

 

34.20  Wells Fargo Bank, National Association, as SpecialServicer under the MSC 2016-PSQ securitization, pursuant to which the followingmortgage loans were serviced by such party: Penn Square Mall (from 1/1/23 to12/31/23) (see Exhibit 34.5)

 

34.21  CoreLogic Solutions, LLC, as Servicing FunctionParticipant under the MSC 2016-PSQ securitization, pursuant to which thefollowing mortgage loans were serviced by such party: Penn Square Mall (from1/1/23 to 12/31/23) (see Exhibit 34.9)

 

34.22  Wells Fargo Bank, National Association, as Custodianunder the BACM 2016-UBS10 securitization, pursuant to which the followingmortgage loans were serviced by such party: Grove City Premium Outlets (from1/1/23 to 12/31/23) (see Exhibit 34.3)

 

34.23  Computershare Trust Company, National Association, asServicing Function Participant under the BACM 2016-UBS10 securitization,pursuant to which the following mortgage loans were serviced by such party:Grove City Premium Outlets (from 1/1/23 to 12/31/23) (see Exhibit 34.4)

 

34.24  Wells Fargo Bank, National Association, as Custodianunder the MSC 2016-PSQ securitization, pursuant to which the following mortgageloans were serviced by such party: Penn Square Mall (from 1/1/23 to 12/31/23)(see Exhibit 34.3)

 

34.25  Computershare Trust Company, National Association, asServicing Function Participant under the MSC 2016-PSQ securitization, pursuantto which the following mortgage loans were serviced by such party: Penn SquareMall (from 1/1/23 to 12/31/23) (see Exhibit 34.4)

 

34.26  Wells Fargo Bank, National Association, as Custodianunder the MSBAM 2016-C28 securitization, pursuant to which the following mortgageloans were serviced by such party: Princeton Pike Corporate Center (from 1/1/23to 12/31/23) (see Exhibit 34.3)

 

34.27  Computershare Trust Company, National Association, asServicing Function Participant under the MSBAM 2016-C28 securitization,pursuant to which the following mortgage loans were serviced by such party:Princeton Pike Corporate Center (from 1/1/23 to 12/31/23) (see Exhibit 34.4)

 

(35). Servicer compliancestatement.

 

35.1  Wells Fargo Bank, National Association, as CertificateAdministrator

 

35.2  Computershare Trust Company, National Association, asServicing Function Participant for the Certificate Administrator

 

35.3  Wells Fargo Bank, National Association, as Custodian

 

35.4  Computershare Trust Company, National Association, asServicing Function Participant for the Custodian

 

35.5  Wells Fargo Bank, National Association, as MasterServicer

 

35.6  Rialto Capital Advisors, LLC, as Special Servicer

 

35.7  KeyBank National Association, as Primary Servicer

 

35.8 Midland Loan Services, a Division of PNC Bank,National Association, as Sub-Servicer

 

35.9  Wells Fargo Bank, National Association, as MasterServicer under the BACM 2016-UBS10 securitization, pursuant to which thefollowing mortgage loans were serviced by such party: Grove City PremiumOutlets (from 1/1/23 to 12/31/23) (see Exhibit 35.5)

 

35.10 Midland Loan Services, a Division of PNC Bank,National Association, as Sub-Servicer under the BACM 2016-UBS10 securitization,pursuant to which the following mortgage loans were serviced by such party:Grove City Premium Outlets (from 1/1/23 to 12/31/23) (see Exhibit 35.8)

 

35.11  Wells Fargo Bank, National Association, as MasterServicer under the MSC 2016-PSQ securitization, pursuant to which the followingmortgage loans were serviced by such party: Penn Square Mall (from 1/1/23 to12/31/23) (see Exhibit 35.5)

 

35.12  Wells Fargo Bank, National Association, as MasterServicer under the MSBAM 2016-C28 securitization, pursuant to which thefollowing mortgage loans were serviced by such party: Princeton Pike CorporateCenter (from 1/1/23 to 12/31/23) (see Exhibit 35.5)

 

35.13  Rialto Capital Advisors, LLC, as Special Servicerunder the BACM 2016-UBS10 securitization, pursuant to which the followingmortgage loans were serviced by such party: Grove City Premium Outlets (from1/1/23 to 12/31/23) (see Exhibit 35.6)

 

35.14  Wells Fargo Bank, National Association, as Custodianunder the BACM 2016-UBS10 securitization, pursuant to which the followingmortgage loans were serviced by such party: Grove City Premium Outlets (from1/1/23 to 12/31/23) (see Exhibit 35.3)

 

35.15  Computershare Trust Company, National Association, asServicing Function Participant under the BACM 2016-UBS10 securitization,pursuant to which the following mortgage loans were serviced by such party:Grove City Premium Outlets (from 1/1/23 to 12/31/23) (see Exhibit 35.4)

 

35.16  Wells Fargo Bank, National Association, as Custodianunder the MSC 2016-PSQ securitization, pursuant to which the following mortgageloans were serviced by such party: Penn Square Mall (from 1/1/23 to 12/31/23)(see Exhibit 35.3)

 

35.17  Computershare Trust Company, National Association, asServicing Function Participant under the MSC 2016-PSQ securitization, pursuantto which the following mortgage loans were serviced by such party: Penn SquareMall (from 1/1/23 to 12/31/23) (see Exhibit 35.4)

 

35.18  Wells Fargo Bank, National Association, as Custodianunder the MSBAM 2016-C28 securitization, pursuant to which the followingmortgage loans were serviced by such party: Princeton Pike Corporate Center(from 1/1/23 to 12/31/23) (see Exhibit 35.3)

 

35.19  Computershare Trust Company, National Association, asServicing Function Participant under the MSBAM 2016-C28 securitization,pursuant to which the following mortgage loans were serviced by such party:Princeton Pike Corporate Center (from 1/1/23 to 12/31/23) (see Exhibit 35.4)

 

(99.1)MortgageLoan Purchase Agreement, dated April 22, 2016, between Morgan Stanley Capital IInc. and Bank of America, National Association (filed as Exhibit 99.1 to theregistrant's Current Report on Form 8-K filed on May 5, 2016 under SEC File No.333-206582-02 and incorporated by reference herein).

 

(99.2)MortgageLoan Purchase Agreement, dated April 22, 2016, between Morgan Stanley Capital IInc. and Morgan Stanley Mortgage Capital Holdings LLC (filed as Exhibit 99.2 tothe registrant's Current Report on Form 8-K filed on May 5, 2016 under SEC FileNo. 333-206582-02 and incorporated by reference herein).

 

(99.3)MortgageLoan Purchase Agreement, dated April 22, 2016, between Morgan Stanley Capital IInc., Starwood Mortgage Funding III LLC and Starwood Mortgage Capital LLC(filed as Exhibit 99.3 to the registrant's Current Report on Form 8-K filed onMay 5, 2016 under SEC File No. 333-206582-02 and incorporated by referenceherein).

 

(99.4)MortgageLoan Purchase Agreement, dated April 22, 2016, between Morgan Stanley Capital IInc. and KeyBank National Association (filed as Exhibit 99.4 to theregistrant's Current Report on Form 8-K filed on May 5, 2016 under SEC File No.333-206582-02 and incorporated by reference herein).

 

(99.5)AgreementBetween Note Holders, dated as of April 19, 2016, between Bank of America,N.A., as Initial Note A-1 Holder and Bank of America, N.A., as Initial Note A-2Holder, relating to the 300 Four Falls loan combination (filed as Exhibit 99.5to the registrant's Current Report on Form 8-K filed on May 5, 2016 under SECFile No. 333-206582-02 and incorporated by reference herein).

 

(99.6)AgreementBetween Note Holders, dated as of November 5, 2015, between Bank of America,N.A., as Initial Note A-1 Holder, UBS Real Estate Securities Inc., as InitialNote A-2 Holder, and UBS Real Estate Securities Inc., as Initial Note A-3Holder, relating to the Gulfport Premium Outlets loan combination (filed asExhibit 99.6 to the registrant's Current Report on Form 8-K filed on May 5,2016 under SEC File No. 333-206582-02 and incorporated by reference herein).

 

(99.7)Amendedand Restated Agreement Between Note Holders, dated as of March 8, 2016, betweenWells Fargo Bank, National Association, as MSC 2015-UBS8 trustee, as Note A-1Holder, UBS Real Estate Securities Inc., as Initial Note A-2 Holder, UBS RealEstate Securities Inc., as Initial Note A-3 Holder, UBS Real Estate SecuritiesInc., as Initial Note A-4 Holder, and Bank of America, National Association, asInitial Note A-5 Holder, relating to the Grove City Premium Outlets loancombination (filed as Exhibit 99.7 to the registrant's Current Report on Form8-K filed on May 5, 2016 under SEC File No. 333-206582-02 and incorporated byreference herein).

 

(99.8)AgreementBetween Note Holders, dated as of February 11, 2016, between Morgan StanleyBank, N.A., as Initial Note A-1A Holder, Morgan Stanley Bank, N.A., as InitialNote A-1B Holder, Morgan Stanley Bank, N.A., as Initial Note A-1C Holder, andMorgan Stanley Bank, N.A., as Initial Note A-2 Holder, relating to the PennSquare Mall loan combination (filed as Exhibit 99.8 to the registrant's CurrentReport on Form 8-K filed on May 5, 2016 under SEC File No. 333-206582-02 andincorporated by reference herein).

 

(99.9)AgreementBetween Note Holders, dated as of February 5, 2016, between Bank of America,N.A., as Initial Note A-1 Holder, Bank of America, N.A., as Initial Note A-2Holder, and Bank of America, N.A., as Initial Note A-3 Holder, relating to theLe Meridien Cambridge MIT loan combination (filed as Exhibit 99.9 to theregistrant's Current Report on Form 8-K filed on May 5, 2016 under SEC File No.333-206582-02 and incorporated by reference herein).

 

(99.10)Amendedand Restated Agreement Between Note Holders, dated as of April 21, 2016,between U.S. Bank National Association, as MSBAM 2016-C28 trustee, as Note A-1Holder, Wells Fargo Bank, National Association, as MSC 2016-UBS9 trustee, asNote A-2 Holder, Morgan Stanley Bank, N.A., as Note A-3 Holder, and MorganStanley Bank, N.A., as Note A-4 Holder, relating to the Princeton PikeCorporate Center loan combination (filed as Exhibit 99.10 to the registrant'sCurrent Report on Form 8-K filed on May 5, 2016 under SEC File No.333-206582-02 and incorporated by reference herein).

 

(99.11)PrimaryServicing Agreement, dated as of May 1, 2016, between Wells Fargo Bank,National Association, as master servicer, and KeyBank National Association, asprimary servicer (filed as Exhibit 99.11 to the registrant's Current Report onForm 8-K filed on May 5, 2016 under SEC File No. 333-206582-02 and incorporatedby reference herein).

 

(99.12)SecondAmended and Restated Servicing Agreement, effective as of October 31, 2021,between Wells Fargo Bank, N.A., Wells Fargo Delaware Trust Company, N.A.,Computershare Trust Company, N.A., Computershare Delaware Trust Company andComputershare Limited (filed as Exhibit 99.1 to the registrant's Current Reporton Form 8-K filed on November 5, 2021 under SEC File No. 333-206582-02 andincorporated by reference herein).

 

 (b)See (a) above.

 

(c)Not applicable.

** **

**SIGNATURES**

 

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

 

MorganStanley Capital I Inc.

(Depositor)

 

By:/s/ Jane Lam

JaneLam, President

(seniorofficer in charge of securitization of the depositor)

 

Date: March 28, 2024