Certification Regarding Compliance with Applicable Servicing Criteria 

1.

Situs Holdings, LLC (the "Company" or "Situs"), is responsible for assessing compliance with the 

servicing criteria applicable to it in Item 1122(d)(3)(i), and Item 1122(d)(4)(vii) of Regulation AB, 

as  of  December  31,  2012  and  for  the  period  June  1,  2012  through  December  31,  2012  (the 

"Reporting Period"), as set forth in Appendix A hereto. The deals covered by this report include 

deals in which Situs acted in the capacity of Operating or Trust Advisor, as listed in Appendix B; 

2.

Situs  used  the  criteria  set  forth  in  Item  1122(d)(3)(i),  and  Item  1122(d)(4)(vii)  of  Regulation  AB 

(defined in Appendix A) to assess the compliance with the applicable servicing criteria; 

3.

Pursuant to Item 1117 of Regulation AB (defined in Appendix A), the Company has determined 

that there are no pending legal proceedings or proceedings by governmental authorities against 

the Company that are material to security owners of the deals as listed in Appendix B; 

4.

Pursuant to Item 1119 of Regulation AB, (defined in Appendix A) the Company has determined 

that  there  are  no  affiliate  relationships,  as  defined  in  paragraph  230.405  of  Item  1119,  that 

currently exist, or existed within the past two years, between Situs Holdings, LLC and any of the 

named  Servicers,  Special  Servicers,  Trustees,  or  Originators  included  in  the  deals  as  listed  in 

Appendix B; 

5.

During the reporting period, there were no loans within the deals listed in Appendix B referred to 

Special Servicing, therefore Situs did not perform any Operating or Trust Advisor activities related 

to Item 1122(d)(3)(i) and Item 1122(d)(4)(vii); 

6.

Situs has complied, in all material respects, with the applicable servicing criteria as of December 

31, 2012 and for the Reporting Period with respect to the deals listed in Appendix B taken as a 

whole; 

7.

Grant Thornton LLP, an independent registered public accounting firm, has issued an attestation 

report on Situs' assessment of compliance with the applicable servicing criteria for the Reporting 

Period. 

Situs Holdings 
LLC    March 22, 2013

By: /s/Linda Sanchez 

Linda Sanchez 

Managing 

Director 

APPENDIX A SERVICING CRITERIA 

Reference                                                      Criteria 

Item 1117 

Describe briefly any legal proceedings pending against the sponsor, 

depositor, trustee, issuing entity, servicer contemplated by Item 

1108(a)(3) of this Regulation AB, originator contemplated by Item 

1110(b) of this Regulation AB, or other party contemplated by Item 

1100(d)(1) of this Regulation AB, or of which any property of the 

foregoing is the subject, that is material to security holders. Include 

similar information as to any such proceedings known to be 

contemplated by governmental authorities. 

Item 1119 

(

a) Describe if so, and how, the sponsor, depositor or issuing entity is 

an affiliate (as defined in 230.405 of this chapter) of any of the 

following parties as well as, to the extent known and material, if so, 

and how, any of the following parties are affiliates of any of the other 

following parties:

(1)

Servicer contemplated by Item 1108(a)(3) of this Regulation 

AB. 

(2)

Trustee. 

(3)

Originator contemplated by Item 1110 of this Regulation AB. 

(4)

Significant obligor contemplated by Item 1112 of this 

Regulation AB. 

(5)

Enhancement or support provider contemplated by Items 1114 or 

1115 of this Regulation AB. 

(6)

Any other material parties related to the asset-backed securities 

contemplated by Item 1100(d)(1) of this Regulation AB. 

(b) Describe whether there is, and if so the general character of, any 

business relationship, agreement, arrangement, transaction or 

understanding that is entered into outside the ordinary course of 

business or is on terms other than would be obtained in an arm's 

length transaction with an unrelated third party, apart from the asset-

backed securities transaction, between the sponsor, depositor or 

issuing entity and any of the parties in paragraphs (a)(1) through (a)(6) 

of this section, or any affiliates of such parties, that currently exists or 

that existed during the past two years and that is material to an 

investor's understanding of the asset-backed securities. 

Item 

1122(d)(3)(i) 

Reports to investors, including those to be filed with the Commission, 

are maintained in accordance with the transaction agreements and 

applicable Commission requirements. Specifically, such reports: (A) 

Are prepared in accordance with timeframes and other terms set forth 

in the transaction agreements; (B) Provide information calculated in 

accordance with the terms specified in the transaction agreements; (C) 

Are filed with the Commission as required by its rules and regulations; 

and (D) Agree with investors' or the trustee's records as to the total 

unpaid principal balance and number of pool assets serviced by the 

servicer. 

Item 

1122(d)(4)(vii) 

Loss mitigation or recovery actions (e.g., forbearance plans, 

modifications and deeds in lieu of foreclosure, foreclosures and 

repossessions, as applicable) are initiated, conducted and concluded in 

accordance with the timeframes or other requirements established by 

the transaction agreements. 

APPENDIX B 

Deals for which Situs Acted as the  

Operating or Trust Advisor During the Reporting Period  

Deal Name 

Operating or Trust Advisor 

Appointment Date 

CGMT 2012-GC8 

9/27/12 

COMM 2012-CCRE3 

10/8/12 

GS 2012-GCJ7 

6/1/12 

MSBAM 2012-C5 

7/30/12 

MSBAM 2012-C6 

10/17/12 

Northstar 2012-1 

11/20/12