**UNITED STATESSECURITIES AND EXCHANGE COMMISSION**

**WASHINGTON,D.C. 20549**

**FORM 10‐K**

(Mark one)

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

**    For the fiscal year endedDecember 31, 2021 OR**

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

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

 

 

 

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

 

**Central Index Key Number of the issuingentity: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 Wells Fargo Bank, N.A.**

**9062 Old Annapolis Road**

** Columbia, MD**

**(Address of principal executive offices)**

 

**21045**

**(Zip Code)**

 

**Telephone number, including area code:**

**(410) 884‐2000**

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

 

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

 

 

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

 

  NONE.

 

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

 

  Yes___ No X

 

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

 

  Yes___ No X

 

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

 

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

 

  Notapplicable.

  

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

 

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

 

Emerginggrowth company ___

 

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

 

  Notapplicable.

 

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

 

  Notapplicable.

 

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

 

  Yes___ No X

 

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

 

  Notapplicable.

 

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

 

  Notapplicable.

 

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

 

  Notapplicable.

 

DOCUMENTSINCORPORATED BY REFERENCE

 

Listhereunder the following documents if incorporated by reference and the Part ofthe Form 10-K (e.g., Part I, Part II, etc.) into which the document isincorporated: (1)Any annual report to security holders; (2) Any proxy 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 serviced pursuant tothe BACM 2016-UBS10 pooling and servicing agreement attached hereto as Exhibit4.4;

• 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• the Le Meridien Cambridge MIT mortgage loan and the Princeton Pike CorporateCenter mortgage loan, which are serviced pursuant to the MSBAM 2016-C28 poolingand servicing agreement attached hereto as Exhibit 4.3.Except as set forth below, each of the parties to each pooling and servicingagreement listed in the Exhibit Index both (1) participates in the servicingfunction for purposes of Item 1122 of Regulation AB and (2) constitutes aservicer that meets the criteria in Item 1108(a)(2)(i) through (iii) ofRegulation AB for purposes of Item 1123 of Regulation AB:

 

• Thetrustee under a pooling and servicing agreement has a nominal role with respectto the mortgage pool securitized pursuant to such pooling and servicingagreement. The trustee’s only servicing function is the contingent obligationto make certain advances if the master servicer under such pooling andservicing agreement fails to do so, while all other servicing functions areperformed by other parties. The trustee under each of the pooling and servicingagreements listed in the Exhibit Index has confirmed to the registrant that ithas not made any such contingent advances during the reporting period, andconsequently, each such trustee does not participate in the servicing functionfor purposes of Item 1122 of Regulation AB, nor does it perform the functionsof a servicer for purposes of the definition of “servicer” under Item 1101 ofRegulation AB or for purposes of Item 1123 of Regulation AB.

 

• Thecertificate administrator under a pooling and servicing agreement performsvarious payment administration functions solely for the securitization governedby such pooling and servicing agreement and the mortgage pool securitizedpursuant to such pooling and servicing agreement and does not have anyobligations with respect to any other transaction. Consequently, thecertificate administrator under an Outside Pooling and Servicing Agreement 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 or for purposesof Item 1123 of Regulation AB.

 

• Theoperating advisor under a pooling and servicing agreement represents theinterests of senior certificateholders in the transaction governed by suchpooling and servicing agreement and is responsible for monitoring theperformance of the special servicer under such pooling and servicing agreementand producing certain reports to certificateholders relating to the resolutionof the mortgage pool securitized pursuant to such pooling and servicingagreement. The operating advisor under a pooling and servicing agreement doesnot have any obligations with respect to any other transaction and is solelyobligated to perform loan reporting functions with respect to the securitizationgoverned by such pooling and servicing agreement. Consequently, the operatingadvisor under an Outside Pooling and Servicing Agreement neither participatesin the servicing function for purposes of Item 1122 of Regulation AB norperforms 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. In addition, while the operating advisor under a pooling andservicing agreement has certain reporting obligations in respect of the relatedmortgage pool, it has no obligation to collect or disburse funds in respect ofthe mortgage pool or to administer any of the underlying mortgage loans.Consequently, the operating advisor under a pooling and servicing agreementparticipates in the servicing function for purposes of Item 1122 of RegulationAB, but is not responsible for the “management or collection of the pool assetsor making allocations or distributions to holders of the asset-backedsecurities” within the meaning of “servicer” under Item 1101 of Regulation ABand does not perform the functions of a servicer for purposes of Item 1123 ofRegulation AB.

 

• Theasset representations reviewer under a pooling and servicing agreement has alimited obligation to review certain delinquent mortgage loans after aspecified delinquency threshold has been met and the required percentage ofcertificateholders vote to direct a review of such delinquent mortgage loans,and has no obligation to collect or disburse funds in respect of the mortgagepool, to administer any of the underlying mortgage loans or to perform anyservicing function.  Consequently, the asset representations reviewerunder a pooling and servicing agreement does not participate in the servicing functionfor purposes of Item 1122 of Regulation AB, is not responsible for the“management or collection of the pool assets or making allocations ordistributions to holders of the asset-backed securities” within the meaning of“servicer” under Item 1101 of Regulation AB and does not perform the functionsof a servicer for purposes of Item 1123 of Regulation AB.

 

• WellsFargo Bank, National Association, is the special servicer under the MSC2016-PSQ pooling and servicing agreement, pursuant to which the Penn SquareMall mortgage loan is serviced. Because Wells Fargo Bank, National Associationis not the MSBAM 2016-C29 special servicer, is not affiliated with any sponsorand services only the Penn Square Mall mortgage loan, which constitutes morethan 5% but less than 10% of the mortgage pool, Wells Fargo Bank, NationalAssociation, as MSC 2016-PSQ special servicer, constitutes a reporting“servicing function participant” for purposes of Item 1122 of Regulation AB, asspecified in the Instruction 3 to Item 1122, but does not constitute areporting “servicer” for purposes of Item 1123 of Regulation AB, as specifiedin the Instruction to Item 1123.

 

•Greystone Servicing Company LLC is the current special servicer under the MSBAM2016-C28 pooling and servicing agreement, pursuant to which the Le MeridienCambridge MIT was serviced until December 30, 2021 and the Princeton PikeCorporate Center mortgage loans is currently serviced. On August 26, 2020,C-III Asset Management LLC was replaced as special servicer under the MSBAM2016-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 andserviced or services, as applicable, only the Le Meridien Cambridge MIT andPrinceton Pike Corporate Center mortgage loans, which collectively constituteless than 5% of the mortgage pool, Greystone Servicing Company LLC, as MSBAM2016-C28 special servicer, does not constitute a reporting “servicing functionparticipant” for purposes of Item 1122 of Regulation AB, as specified in theInstruction 3 to Item 1122, and does not constitute a reporting “servicer” forpurposes of Item 1123 of Regulation AB, as specified in the Instruction to Item1123.

 

• The LeMeridien Cambridge MIT mortgage loan, which was serviced pursuant to the MSBAM2016-C28 pooling and servicing agreement, was paid in full on December 30, 2021.

 

•National Tax Search, LLC merged into CoreLogic Solutions, LLC in 2021. CoreLogic Solutions, LLC’s report on assessment of compliance with servicingcriteria and registered public accounting firm attestation report, in each caseprovided pursuant to Item 1122 of Regulation AB, also relate to National TaxSearch, LLC’s platform for the reporting period.

 

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

 

• WellsFargo Bank, National Association, as master servicer, engaged the services ofKeyBank National Association, as a sub-servicer in respect of the entiremortgage pool for the reporting period.

• Wells Fargo Bank, National Association, as master servicer, engaged theservices of CoreLogic Solutions, LLC and National Tax Search, LLC, in each caseas a servicing function participant in respect of the entire mortgage pool forthe reporting period, engaged the services of Midland Loan Services, a Divisionof PNC Bank, National Association as a servicing function participant inrespect of 2.3% of the mortgage pool for the reporting period and engaged theservices of NorthMarq Capital, LLC, as a servicing function participant inrespect of 5.26% of the mortgage pool for the reporting period.

• 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, CoreLogic Solutions,LLC and National Tax Search, LLC, in each case as a servicing functionparticipant in respect of the Grove City Premium Outlets mortgage loan for thereporting period.

 

• WellsFargo Bank, National Association, as master servicer and special servicer underthe MSC 2016-PSQ trust and servicing agreement, pursuant to which the PennSquare Mall mortgage loan is serviced, engaged the services of CoreLogicSolutions, LLC and National Tax Search, LLC, in each case as a servicingfunction participant in respect of the Penn Square Mall mortgage loan for thereporting period.

 

• Wells Fargo Bank, National Association, as master servicer underthe MSC 2016-C28 pooling and servicing agreement, pursuant to which the LeMeridien Cambridge MIT mortgage loan was serviced until December 30, 2021, andthe Princeton Pike Corporate Center mortgage loan is currently serviced,engaged the services of CoreLogic Solutions, LLC and National Tax Search, LLC,in each case as a servicing function participant in respect of the Le MeridienCambridge MIT mortgage loan and the Princeton Pike Corporate Center mortgageloan for the reporting period.

 

• On November 1, 2021, pursuant to the second amended and restatedservicing agreement attached hereto as Exhibit 99.12, Computershare TrustCompany, National Association was engaged to perform all or virtually all ofWells Fargo Bank, National Association’s roles as certificate administrator,custodian and trustee, as applicable, under (i) the pooling and servicingagreement and (ii) each Outside Pooling and Servicing Agreement.

 

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

 

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

 

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

 

**ADDITIONALDISCLOSURE ITEMS FOR REGULATION AB**

 

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

 

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

 

In addition to the foregoingcases, in August 2014 and August 2015 Nomura Credit & Capital Inc.(“Nomura”) and Natixis Real Estate Holdings, LLC (“Natixis”) filed a total ofseven third-party complaints against Wells Fargo Bank in New York state court.In the underlying first-party actions, Nomura and Natixis have been sued foralleged breaches of representations and warranties made in connection withresidential mortgage-backed securities sponsored by them. In the third-partyactions, Nomura and Natixis allege that Wells Fargo Bank, as master servicer,primary servicer or securities administrator, failed to notify Nomura andNatixis of their own breaches, failed to properly oversee the primary servicers,and failed to adhere to accepted servicing practices. Natixis additionallyalleges that Wells Fargo Bank failed to perform default oversight duties. WellsFargo Bank has asserted counterclaims alleging that Nomura and Natixis failedto provide Wells Fargo Bank notice of their representation and warrantybreaches.

 

With respect to each of theforegoing litigations, Wells Fargo Bank believes plaintiffs' claims are withoutmerit and intends to contest the claims vigorously, but there can be noassurances as to the outcome of the litigations or the possible impact of thelitigations on Wells Fargo Bank or the related RMBS trusts.

 

**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 Le MeridienCambridge MIT Mortgage Loan and the Princeton Pike Corporate Center MortgageLoan are serviced (filed as Exhibit 4.4 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).

 

(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,National Association, as custodian, certificate administrator, certificateregistrar and authenticating agent, and Wilmington Trust, National Association,as trustee, relating to the BACM 2016-UBS10 securitization transaction, pursuantto which the Grove City Premium Outlets Mortgage Loan is serviced (filed asExhibit 4.5 to the registrant's Current Report on Form 8-K filed on June 13,2016 under SEC File No. 333-206582-02 and incorporated by reference herein).

 

(31) Rule13a-14(d)/15d-14(d) Certification.

 

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

 

33.1  Wells Fargo Bank, National Association, as CertificateAdministrator

 

33.2  Computershare Trust Company, National Association, asServicing Function Participant for the Certificate Administrator (from 11/1/21to 12/31/21)

 

33.3  Wells Fargo Bank, National Association, as Custodian

 

33.4  Computershare Trust Company, National Association, asServicing Function Participant for the Custodian (from 11/1/21 to 12/31/21)

 

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 Servicing Function Participant

 

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 1/1/21 to 12/31/21) (see Exhibit 33.5)

 

33.13Midland Loan Services, a Division of PNC Bank,National Association, as Servicing Function Participant under the BACM2016-UBS10 securitization, pursuant to which the following mortgage loans wereserviced by such party: Grove City Premium Outlets (from 1/1/21 to 12/31/21)(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 1/1/21 to 12/31/21) (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 1/1/21 to12/31/21) (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 (from1/1/21 to 12/31/21) (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: Le Meridien Cambridge MIT(from 1/1/21 to 12/30/21) and Princeton Pike Corporate Center (from 1/1/21 to12/31/21) (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: Le Meridien Cambridge MIT(from 1/1/21 to 12/30/21) and Princeton Pike Corporate Center (from 1/1/21 to12/31/21) (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 (from1/1/21 to 12/31/21) (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 1/1/21 to12/31/21) (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 (from1/1/21 to 12/31/21) (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 (from 1/1/21to 12/31/21) (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 11/1/21 to 12/31/21) (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 1/1/21 to 12/31/21)(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 11/1/21 to 12/31/21) (see Exhibit 33.4)

 

33.26  Wells Fargo Bank, National Association, as Custodianunder the MSBAM 2016-C28 securitization, pursuant to which the followingmortgage loans were serviced by such party: Le Meridien Cambridge MIT (from1/1/21 to 12/30/21) and Princeton Pike Corporate Center (from 1/1/21 to12/31/21) (see Exhibit 33.3)

 

33.27  Computershare Trust Company, National Association, asServicing Function Participant under the MSBAM 2016-C28 securitization,pursuant to which the following mortgage loans were serviced by such party: LeMeridien Cambridge MIT (from 11/1/21 to 12/30/21) and Princeton Pike CorporateCenter (from 11/1/21 to 12/31/21) (see Exhibit 33.4)

 

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

 

34.1  Wells Fargo Bank, National Association, as CertificateAdministrator

 

34.2  Computershare Trust Company, National Association, asServicing Function Participant for the Certificate Administrator (from 11/1/21to 12/31/21)

 

34.3  Wells Fargo Bank, National Association, as Custodian

 

34.4  Computershare Trust Company, National Association, asServicing Function Participant for the Custodian (from 11/1/21 to 12/31/21)

 

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 Servicing Function Participant

 

34.11  NorthMarq Capital, LLC, as Servicing FunctionParticipant

 

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 1/1/21 to 12/31/21) (see Exhibit 34.5)

 

34.13Midland Loan Services, a Division of PNC Bank,National Association, as Servicing Function Participant under the BACM2016-UBS10 securitization, pursuant to which the following mortgage loans wereserviced by such party: Grove City Premium Outlets (from 1/1/21 to 12/31/21)(see Exhibit 34.10)

 

34.14  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 1/1/21 to 12/31/21) (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 1/1/21 to12/31/21) (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 (from1/1/21 to 12/31/21) (see Exhibit 34.9)

 

34.17  Wells Fargo Bank, National Association, as Master Servicerunder the MSBAM 2016-C28 securitization, pursuant to which the followingmortgage loans were serviced by such party: Le Meridien Cambridge MIT (from1/1/21 to 12/30/21) and Princeton Pike Corporate Center (from 1/1/21 to12/31/21) (see Exhibit 34.5)

 

34.18  CoreLogic Solutions, LLC, as Servicing FunctionParticipant under the MSBAM 2016-C28 securitization, pursuant to which thefollowing mortgage loans were serviced by such party: Le Meridien Cambridge MIT(from 1/1/21 to 12/30/21) and Princeton Pike Corporate Center (from 1/1/21 to12/31/21) (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 (from1/1/21 to 12/31/21) (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 1/1/21 to12/31/21) (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 (from1/1/21 to 12/31/21) (see Exhibit 34.9)

 

34.22  Wells Fargo Bank, National Association, as Custodianunder the BACM 2016-UBS10 securitization, pursuant to which the following mortgageloans were serviced by such party: Grove City Premium Outlets (from 1/1/21 to12/31/21) (see Exhibit 34.3)

 

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 11/1/21 to 12/31/21) (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 1/1/21 to 12/31/21)(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 11/1/21 to 12/31/21) (see Exhibit 34.4)

 

34.26  Wells Fargo Bank, National Association, as Custodianunder the MSBAM 2016-C28 securitization, pursuant to which the followingmortgage loans were serviced by such party: Le Meridien Cambridge MIT (from1/1/21 to 12/30/21) and Princeton Pike Corporate Center (from 1/1/21 to12/31/21) (see Exhibit 34.3)

 

34.27  Computershare Trust Company, National Association, asServicing Function Participant under the MSBAM 2016-C28 securitization, pursuantto which the following mortgage loans were serviced by such party: Le MeridienCambridge MIT (from 11/1/21 to 12/30/21) and Princeton Pike Corporate Center(from 11/1/21 to 12/31/21) (see Exhibit 34.4)

 

(35). Servicer compliancestatement.

 

35.1  Wells Fargo Bank, National Association, as CertificateAdministrator

 

35.2  Computershare Trust Company, National Association, asServicing Function Participant for the Certificate Administrator (from 11/1/21to 12/31/21)

 

35.3  Wells Fargo Bank, National Association, as Custodian

 

35.4  Computershare Trust Company, National Association, asServicing Function Participant for the Custodian (from 11/1/21 to 12/31/21)

 

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  Wells Fargo Bank, National Association, as MasterServicer under the BACM 2016-UBS10 securitization, pursuant to which thefollowing mortgage loans were serviced by such party: Grove City PremiumOutlets (from 1/1/21 to 12/31/21) (see Exhibit 35.5)

 

35.9  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 1/1/21 to12/31/21) (see Exhibit 35.5)

 

35.10  Wells Fargo Bank, National Association, as MasterServicer under the MSBAM 2016-C28 securitization, pursuant to which thefollowing mortgage loans were serviced by such party: Le Meridien Cambridge MIT(from 1/1/21 to 12/30/21) and Princeton Pike Corporate Center (from 1/1/21 to12/31/21) (see Exhibit 35.5)

 

35.11  Rialto Capital Advisors, LLC, as Special Servicerunder the BACM 2016-UBS10 securitization, pursuant to which the followingmortgage loans were serviced by such party: Grove City Premium Outlets (from1/1/21 to 12/31/21) (see Exhibit 35.6)

 

35.12  Wells Fargo Bank, National Association, as Custodianunder the BACM 2016-UBS10 securitization, pursuant to which the followingmortgage loans were serviced by such party: Grove City Premium Outlets (from1/1/21 to 12/31/21) (see Exhibit 35.3)

 

35.13  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 11/1/21 to 12/31/21) (see Exhibit 35.4)

 

35.14  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 1/1/21 to 12/31/21)(see Exhibit 35.3)

 

35.15  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 11/1/21 to 12/31/21) (see Exhibit 35.4)

 

35.16  Wells Fargo Bank, National Association, as Custodianunder the MSBAM 2016-C28 securitization, pursuant to which the followingmortgage loans were serviced by such party: Le Meridien Cambridge MIT (from1/1/21 to 12/30/21) and Princeton Pike Corporate Center (from 1/1/21 to12/31/21) (see Exhibit 35.3)

 

35.17  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: LeMeridien Cambridge MIT (from 11/1/21 to 12/30/21) and Princeton Pike CorporateCenter (from 11/1/21 to 12/31/21) (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, betweenU.S. Bank National Association, as MSBAM 2016-C28 trustee, as Note A-1 Holder,Wells Fargo Bank, National Association, as MSC 2016-UBS9 trustee, 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, relating to the Princeton Pike Corporate Center loancombination (filed as Exhibit 99.10 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).

 

(99.11)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, National Association, Computershare Delaware TrustCompany and Computershare Limited (filed as Exhibit 99.1 to the registrant'sCurrent Report on Form 8-K filed on November 5, 2021 under SEC File No.333-206582-02 and incorporated by reference herein).

 

 (b)See (a) above.

 

(c)Not applicable.

** **

**SIGNATURES**

 

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

 

MorganStanley Capital I Inc.

(Depositor)

 

By:/s/ Jane Lam

JaneLam, President

(seniorofficer in charge of securitization of the depositor)

 

Date: March 30, 2022