**UNITED STATESSECURITIES AND EXCHANGE COMMISSION**

**WASHINGTON,D.C. 20549**

**FORM 10‐K**

(Mark one)

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

**    For the fiscal year endedDecember 31, 2017 OR**

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

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

 

 

 

**Commission file number:333-206582-11**

 

**Central Index Key Number of the issuingentity:0001706303**

 

**BANK 2017‐BNK5**

**(exact name of issuing entity as specified in itscharter)**

 

**Central Index Key Number of the depositor:0001547361**

 

**Morgan Stanley Capital I Inc.**

**(exact name of the depositor as specified in itscharter)**

 

**Central Index Key Number of the sponsor:0000740906**

 

**Wells Fargo Bank, National Association**

**(exact name of the sponsor as specified in its charter)**

 

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

 

**Bank of America, National Association**

**(exact name of the sponsor as specified in its charter)**

 

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

 

**Morgan Stanley Mortgage Capital Holdings LLC**

**(exact name of the sponsor as specified in its charter)**

 

**Central Index Key Number of the sponsor:0001577313**

 

**National Cooperative Bank, N.A.**

**(exact name of the sponsor as specified in its charter)**

 

 

 

|                                                                |
|---------------------------------------------------------------------|
| **New York**                                                   |   |   |   |   |   |   |
|                                                                | **38‐4032157** |
| **(State or other jurisdiction of incorporation or  organization)** |   | **38‐4032158** |
|                                                                | **38‐7187250** |
|                                                                | **(I.R.S. Employer Identification No.)** |   |   |
|                                                                |   |

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

**9062 Old Annapolis Road**

** Columbia, MD**

**(Address of principal executive offices)**

 

**21045**

**(Zip Code)**

 

**Telephone number, including area code:**

**(410) 884‐2000**

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

 

  NONE.

 

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

 

  NONE.

 

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

 

  Yes___ No X

 

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

 

  Yes___ No X

 

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

 

Indicate by check mark whether the registrant (1) has filed all reports requiredto be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934during the preceding 12 months (or for such shorter period that the registrantwas required to file such reports), and (2) has been subject to such filingrequirements for the past 90 days.

 

  YesX No ___

 

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

 

  Notapplicable.

 

 

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

 

  Notapplicable.

 

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

 

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

 

Emerginggrowth company ___

 

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

 

  Notapplicable.

 

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

 

  Yes___ No X

 

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

 

  Notapplicable.

 

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

 

  Notapplicable.

 

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

 

  Notapplicable.

 

DOCUMENTSINCORPORATED BY REFERENCE

 

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

 

  Notapplicable.

 

**EXPLANATORY NOTES**

 

TheBANK 2017-BNK5 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 Del Amo FashionCenter mortgage loan, which is serviced pursuant to the Del Amo Fashion CenterTrust 2017-AMO trust and servicing agreement attached hereto as Exhibit 4.2;

 

•   the Starwood CapitalGroup Hotel Portfolio mortgage loan and the Gateway Net Lease Portfoliomortgage loan, which are serviced pursuant to the DBJPM 2017-C6 pooling andservicing agreement attached hereto as Exhibit 4.3;

 

•   the Olympic Towermortgage loan, which is serviced pursuant to the Olympic Tower 2017-OT trustand servicing agreement attached hereto as Exhibit 4.4; and

 

•   the iStar Leased FeePortfolio mortgage loan, which is serviced pursuant to the MSC 2017-H1 poolingand servicing agreement attached hereto as Exhibit 4.5.

 

Exceptas set 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 apooling and servicing agreement has a nominal role with respect to the mortgagepool securitized pursuant to such pooling and servicing agreement.  Thetrustee’s only servicing function is the contingent obligation to makecertain advances if the master servicer under such pooling and servicingagreement fails to do so, while all other servicing functions are performed byother 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, and consequently,each such trustee does not participate in the servicing function for purposesof Item 1122 of Regulation AB, nor does it perform the functions of a servicerfor purposes of the definition of “servicer” under Item 1101 ofRegulation AB or for purposes of Item 1123 of Regulation AB.

 

•   The certificateadministrator under a pooling and servicing agreement performs various paymentadministration functions solely for the securitization governed by such poolingand servicing agreement and the mortgage pool securitized pursuant to suchpooling and servicing agreement and does not have any obligations with respectto any other transaction.  Consequently, the certificate administratorunder an Outside Pooling and Servicing Agreement does not participate in theservicing 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 Item1123 of Regulation AB.

 

•   The operating advisorunder a pooling and servicing agreement represents the interests of seniorcertificateholders in the transaction governed by such pooling and servicingagreement and is responsible for monitoring the performance of the specialservicer under such pooling and servicing agreement and producing certainreports to certificateholders relating to the resolution of the mortgage poolsecuritized pursuant to such pooling and servicing agreement.  Theoperating advisor under a pooling and servicing agreement does not have anyobligations with respect to any other transaction and is solely obligated toperform loan reporting functions with respect to the securitization governed bysuch pooling and servicing agreement.  Consequently, the operating advisorunder an Outside Pooling and Servicing Agreement neither participates in theservicing function for purposes of Item 1122 of Regulation AB nor performs thefunctions of a servicer for purposes of the definition of“servicer” under Item 1101 of Regulation AB or for purposes of Item1123 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 collectionof the pool assets or making allocations or distributions to holders of theasset-backed securities” within the meaning of “servicer”under Item 1101 of Regulation AB and does not perform the functions of a servicerfor purposes of Item 1123 of Regulation AB.  

 

•   The assetrepresentations reviewer under a pooling and servicing agreement has a limitedobligation to review certain delinquent mortgage loans after a specifieddelinquency 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 servicingfunction for 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 themeaning of “servicer” under Item 1101 of Regulation AB and does notperform the functions of a servicer for purposes of Item 1123 of Regulation AB.

 

•   Cohen Financial, aDivision of SunTrust Bank, is the special servicer under the Del Amo FashionCenter Trust 2017-AMO trust and servicing agreement, pursuant to which the DelAmo Fashion Center mortgage loan is serviced.  Because Cohen Financial, aDivision of SunTrust Bank is not the BANK 2017-BNK5 special servicer, is notaffiliated with any sponsor and services only the Del Amo Fashion Centermortgage loan, which constitutes more than 5% but less than 10% of the mortgagepool, Cohen Financial, a Division of SunTrust Bank, as Del Amo Fashion CenterTrust 2017-AMO special servicer constitutes a reporting “servicingfunction 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, asspecified in the Instruction to Item 1123.

 

•   Midland Loan Services, aDivision of PNC Bank, National Association, is the special servicer under theDBJPM 2017-C6 pooling and servicing agreement, pursuant to which the StarwoodCapital Group Hotel Portfolio mortgage loan and Gateway Net Lease Portfoliomortgage loan are serviced.  Because Midland Loan Services, a Division ofPNC Bank, National Association is not the BANK 2017-BNK5 special servicer, isnot affiliated with any sponsor and services only the Starwood Capital GroupHotel Portfolio mortgage loan and Gateway Net Lease Portfolio mortgage loan,which collectively constitute more than 5% but less than 10% of the mortgage pool,Midland Loan Services, a Division of PNC Bank, National Association, as DBJPM2017-C6 special servicer constitutes a reporting “servicing functionparticipant” for purposes of Item 1122 of Regulation AB, as specified inthe Instruction 3 to Item 1122, but does not constitute a reporting“servicer” for purposes of Item 1123 of Regulation AB, as specifiedin the Instruction to Item 1123.

 

•   KeyBank NationalAssociation is the special servicer under the Olympic Tower 2017-OT trust andservicing agreement, pursuant to which the Olympic Tower mortgage loan isserviced.  Because KeyBank National Association is not the BANK 2017-BNK5special servicer, is not affiliated with any sponsor and services only theOlympic Tower mortgage loan, which constitutes less than 5% of the mortgagepool, KeyBank National Association, as Olympic Tower 2017-OT special servicerdoes not constitute a reporting “servicing function participant”for purposes of Item 1122 of Regulation AB, as specified in the Instruction 3to Item 1122, and does not constitute a reporting “servicer” forpurposes of Item 1123 of Regulation AB, as specified in the Instruction to Item1123.

 

•   LNR Partners, LLC is thespecial servicer under the MSC 2017-H1 pooling and servicing agreement,pursuant to which the iStar Leased Fee Portfolio mortgage loan is serviced.Because LNR Partners, LLC is not the BANK 2017-BNK5 special servicer, is notaffiliated with any sponsor and services only the iStar Leased Fee Portfoliomortgage loan, which constitutes less than 5% of the mortgage pool, LNRPartners, LLC, as MSC 2017-H1 special servicer does not constitute a reporting“servicing function participant” for purposes of Item 1122 ofRegulation AB, as specified in the Instruction 3 to Item 1122, and does notconstitute a reporting “servicer” for purposes of Item 1123 ofRegulation AB, as specified in the Instruction to Item 1123.

 

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 CoreLogicCommercial Real Estate Services, Inc. and National Tax Search, LLC, in eachcase as a servicing function participant in respect of the entire mortgage poolfor the reporting period.

 

 

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

 

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

 

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

 

**ADDITIONALDISCLOSURE ITEMS FOR REGULATION AB**

 

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

 

Notapplicable.

 

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

 

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

 

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

 

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

 

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

 

Theregistrant knows of no legal proceeding pending against the sponsors,depositor, trustee, issuing entity, servicer contemplated by Item 1108(a)(3) ofRegulation AB, originator contemplated by Item 1110(b) of Regulation AB, or otherparty contemplated by Item 1100(d)(1) of Regulation AB, or of which anyproperty of the foregoing is the subject, that is material to security holders,other than as disclosed in the prospectus of the issuing entity filed in a424(b)(2) filing dated June 29, 2017, and other than as follows:

 

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

 

OnDecember 17, 2015, U.S. Bank National Association, the trustee under fivepooling and servicing agreements for (i) Wachovia Bank Commercial MortgageTrust 2007-C30, (ii) COBALT CMBS Commercial Trust 2007-C2, (iii) Wachovia BankCommercial Mortgage Trust 2007-C31, (iv) ML-CFC Commercial Mortgage Trust2007-5 and (v) ML-CFC Commercial Mortgage Trust 2007-6 commenced a proceedingwith the Second Judicial District Court of Ramsey County, Minnesota (the"Minnesota Court") for a declaratory judgment as to the properallocation of certain proceeds in the alleged amount of $560 million("Disputed  Proceeds") received by CWCapital Asset ManagementLLC (“CWCAM”) in connection with the sale of the Peter CooperVillage and Stuyvesant Town property in New York, New York (the"Stuyvesant Town Property") securing loans held by those trusts.CWCAM was the special servicer of the Stuyvesant Town Property. The petitionrequests the Minnesota Court to instruct the trustee, the trust beneficiaries,and any other interested parties as to the amount of the Disputed Proceeds, ifany, that constitute penalty interest and/or the amount of the DisputedProceeds, if any, that constitute gain-on-sale proceeds, with respect to eachtrust. On February 24, 2016, CWCAM made a limited appearance with the MinnesotaCourt to file a motion to dismiss this proceeding based on lack ofjurisdiction, mootness, standing and forum non conveniens. On July 19, 2016,the Minnesota Court denied CWCAM's motion to dismiss. On July 22, 2016, theaction was removed to federal court in Minnesota (the "Federal Court").On October 21, 2016, the Federal court held a hearing on the motion to transferthe action to the United States District Court for the Southern District of NewYork (the "SDNY Court"), a motion to remand to state court and amotion to hear CWCAM's request for reconsideration of the motion to dismiss. OnMarch 14, 2017, the Federal Court reserved the determination on the motion tohear CWCAM's request for reconsideration of the motion to dismiss, denied themotion to remand the matter to state court and granted the motion to transferthe proceeding to the SDNY Court. There can be no assurances as to the possibleimpact on CWCAM of these rulings and the transfer to the SDNY Court. As ofDecember 31, 2017, cross motions for judgment on the pleadings were pendingbefore the SDNY Court and on March 9, 2018, the SDNY Court denied the crossmotions for judgment on the pleadings and the matter is proceeding todiscovery. However, CWCAM believes that it has performed its obligations underthe related pooling and servicing agreements in good faith, and that theDisputed Proceeds were properly allocated to CWCAM as penalty interest, and itintends to vigorously contest any claim that such Disputed Proceeds wereimproperly allocated as penalty interest.

 

OnMarch 31, 2016, RAIT Preferred Funding II LTD. ("RAIT PreferredFunding") commenced a complaint ("RAIT Complaint") with theSupreme Court of the State of New York, County of New York (the "RAITCourt"), claiming it owns $18,500,000 of a mortgage loan secured by the developmentof the One Congress Street property in Boston, Massachusetts (the "OneCongress Street Loan") and seeking (a) a declaratory judgment stating thatRAIT Preferred Funding is the directing lender under a co-lender agreementdated March 28, 2007 and a pooling and servicing agreement dated March 1, 2007(collectively, the "Operative  Agreements") and was thedirecting lender at the time of the improper modification of One CongressStreet Loan, (b) a declaratory judgment stating that RAIT Preferred Funding hasthe right to terminate the special servicer, (c) monetary damages for the valueof the bonds and fees paid to CWCAM as the special servicer of the One CongressStreet Loan and (d) other things. On May 17, 2016, CWCAM filed a motion todismiss the RAIT Complaint (the "Motion to  Dismiss") statingthat the RAIT Complaint did not state a claim and the essential facts of theRAIT Complaint are negated by affidavits and evidentiary materials submittedwith the RAIT Complaint. On June 14, 2016, RAIT Preferred Funding filed amemorandum of law in opposition to the OCS Motion to Dismiss (the"Opposition") stating that the claims in the RAIT Complaint wereproperly stated. On June 30, 2016, CWCAM filed a reply in support of the Motionto Dismiss and in response to the Opposition, stating that each of CWCAM'sarguments is supported by the express language of the agreements between theparties, the documentary evidence and New York case law. On September 30, 2016,RAIT Preferred Funding and CWCAM entered into a confidential settlementagreement (the "2016 Settlement"), which provides for a stay of theRAIT Preferred Funding litigation (the "Litigation Stay") throughAugust 25, 2017. Pursuant to the terms of the 2016 Settlement, upon satisfactionof a term of the 2016 Settlement by August 25, 2017 (or such later date agreedto by the parties), the RAIT Preferred Funding litigation will be dismissed,with prejudice. On May 19, 2017 the borrower repaid the One Congress StreetLoan in accordance with the terms of the notes and satisfied the condition todismissal with prejudice. RAIT refused to dismiss the case and is claiming theB Note should be paid in full. CWCAM believes that it has performed itsobligations under the Operative Agreements in good faith, and that the actionshould be dismissed with prejudice. On August 29, 2017, the RAIT Court grantedleave to RAIT Preferred Funding to amend its complaint. On September 20, 2017,RAIT Preferred Funding filed an Amended Complaint (the "RAIT AmendedComplaint"), which omits its original claims, adds Wells Fargo Bank,National Association ("Wells Fargo") as a defendant, and seeks (a)specific performance requiring repayment of the $18,500,000 principal amount ofthe B Note or, in the alternative, monetary damages, including the $18,500,000principal amount of the B Note, in an amount to be determined at trial, (b)monetary damages on any fees paid to CWCAM as special servicer or Wells Fargoas master servicer in connection with the borrower's repayment of the One CongressStreet Loan, (c) a declaratory judgment that RAIT Preferred Funding is entitledto recover the full $18,500,000 principal amount of the B Note, (d) punitivedamages against CWCAM, and (e) other things. On October 11, 2017, CWCAM filed amotion to dismiss the RAIT Amended Complaint ("CWCAM Motion to DismissAmended Complaint") stating that the RAIT Amended Complaint did not statea claim and the essential facts of the RAIT Amended Complaint are negated bythe Operative Agreements and other admissible evidentiary materials. OnNovember 13, 2017, Wells Fargo filed a motion to dismiss the RAIT AmendedComplaint (the "Wells Fargo Motion to Dismiss Amended Complaint") andjoined the CWCAM Motion to Dismiss Amended Complaint. A hearing on the motion todismiss was held on January 22, 2018 and the court took the matter underadvisement.

 

OnDecember 1, 2017, a complaint against CWCAM and others was filed in the UnitedStates District Court for the Southern District of New York styled as CWCapitalCobalt Vr Ltd. v. CWCapital Investments LLC, et al., No. 17-cv-9463. Thegravamen of the complaint alleges breaches of a contract and fiduciary dutiesby CWCAM's affiliate, CWCapital Investments LLC in its capacity as collateralmanager for the collateralized debt obligation transaction involving CWCapitalCobalt Vr, Ltd. In total, there are fourteen (14) counts pled in the complaint.Of those 14, five (5) claims are asserted against CWCAM for aiding and abettingbreach of fiduciary duty, conversion and unjust enrichment. CWCAM denies theclaims and intends to vigorously defend itself against these claims.

 

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

 

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

 

Theinformation regarding this Item has been disclosed in the prospectus of theissuing entity filed in a 424(b)(2) filing dated June 29, 2017.

 

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

 

Thereports on assessment of compliance with the servicing criteria for asset-backedsecurities and the related attestation reports on such assessments ofcompliance 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)Poolingand Servicing Agreement, dated as of June 1, 2017, between Morgan StanleyCapital I Inc., as depositor, Wells Fargo Bank, National Association, asgeneral master servicer, CWCapital Asset Management LLC, as general specialservicer, National Cooperative Bank, N.A., as NCB master servicer and as NCBspecial servicer, Wells Fargo Bank, National Association, as certificateadministrator, Wilmington Trust, National Association, as trustee, and ParkBridge Lender Services LLC, as operating advisor and asset representationsreviewer (filed as Exhibit 4.1 to the registrant's Current Report on Form 8-K/Afiled on July 7, 2017 under SEC File No. 333-206582-11 and incorporated byreference herein).

 

(4.2)Trustand Servicing Agreement, dated as of June 20, 2017, between Banc of AmericaMerrill Lynch Large Loan, Inc., as depositor, KeyBank National Association, asservicer, Cohen Financial, a Division of SunTrust Bank, as special servicer,Wells Fargo Bank, National Association, as certificate administrator,Wilmington Trust, National Association, as trustee, and Park Bridge LenderServices LLC, as operating advisor, related to the Del Amo Fashion Center Trust2017-AMO securitization transaction, pursuant to which the Del Amo FashionCenter Mortgage Loan is serviced (filed as Exhibit 4.2 to the registrant'sCurrent Report on Form 8-K filed on June 29, 2017 under SEC File No.333-206582-11 and incorporated by reference herein).

 

(4.3)Poolingand Servicing Agreement, dated as of June 1, 2017, between Deutsche Mortgage& Asset Receiving Corporation, as depositor, Midland Loan Services, aDivision of PNC Bank, National Association, as master servicer, Midland LoanServices, a Division of PNC Bank, National Association, as special servicer,Wells Fargo Bank, National Association, as certificate administrator, payingagent and custodian, Wells Fargo Bank, National Association, as trustee, andPentalpha Surveillance LLC, as operating advisor and as asset representationsreviewer, related to the DBJPM 2017-C6 securitization transaction, pursuant towhich the Starwood Capital Group Hotel Portfolio Loan is serviced (filedas Exhibit 4.3 to the registrant's Current Report on Form 8-K/A filed on August17, 2017 under SEC File No. 333-206582-11 and incorporated by referenceherein).

 

(4.4)Trustand Servicing Agreement, dated as of May 6, 2017, between Deutsche Mortgage& Asset Receiving Corporation, as depositor, KeyBank National Association,as master servicer, KeyBank National Association, as special servicer, andWells Fargo Bank, National Association, as trustee, certificate administrator,paying agent and custodian, related to the Olympic Tower 2017-OT securitizationtransaction, pursuant to which the Olympic Tower Mortgage Loan is serviced(filed as Exhibit 4.4 to the registrant's Current Report on Form 8-K filed onJune 29, 2017 under SEC File No. 333-206582-11 and incorporated by referenceherein).

 

(4.5)Poolingand Servicing Agreement, dated as of June 1, 2017, between Morgan StanleyCapital I Inc., as depositor, Midland Loan Services, a Division of PNC Bank,National Association, as master servicer, LNR Partners, LLC, as specialservicer, Wells Fargo Bank, National Association, as certificate administratorand trustee, and Trimont Real Estate Advisors, LLC, as operating advisor and asasset representations reviewer, related to the MSC 2017-H1 securitzationtransaction, pursuant to which the iStar Leased Fee Portfolio Mortgage Loan isserviced (filed as Exhibit 4.5 to the registrant's Current Report on Form8-K/A filed on January 25, 2018 under SEC File No. 333-206582-11 andincorporated by reference herein).

 

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

 

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

33.1  Wells FargoBank, National Association, as CertificateAdministrator

33.2  Wells FargoBank, National Association, as Custodian

33.3  Wells FargoBank, National Association, as MasterServicer

33.4  NationalCooperative Bank, N.A., as NCB MasterServicer

33.5  CWCapital AssetManagement LLC, as Special Servicer

33.6  NationalCooperative Bank, N.A., as NCB SpecialServicer (see Exhibit 33.4)

33.7  Park BridgeLender Services LLC, as Operating Advisor

33.8  CoreLogicCommercial Real Estate Services, Inc., asServicing Function Participant

33.9  National TaxSearch, LLC, as Servicing FunctionParticipant

33.10  KeyBankNational Association, as Master Servicerunder the Del Amo Fashion Center Trust 2017-AMO securitization, pursuant towhich the following mortgage loans were serviced: Del Amo Fashion Center (from6/29/17 to 12/31/17)

33.11  Midland LoanServices, a Division of PNC Bank,National Association, as Master Servicer under the DBJPM 2017-C6securitization, pursuant to which the following mortgage loans were serviced:Starwood Capital Group Hotel Portfolio (from 6/29/17 to 12/31/17) and GatewayNet Lease Portfolio (from 6/29/17 to 12/31/17)

33.12  KeyBankNational Association, as Master Servicerunder the Olympic Tower 2017-OT securitization, pursuant to which the followingmortgage loans were serviced: Olympic Tower (from 6/29/17 to 12/31/17) (seeExhibit 33.10) 

33.13  Midland LoanServices, a Division of PNC Bank,National Association, as Master Servicer under the MSC 2017-H1 securitization,pursuant to which the following mortgage loans were serviced: iStar Leased FeePortfolio (from 6/29/17 to 12/31/17) (see Exhibit 33.11) 

33.14  CohenFinancial, a Division of SunTrust Bank, asSpecial Servicer under the Del Amo Fashion Center Trust 2017-AMOsecuritization, pursuant to which the following mortgage loans were serviced:Del Amo Fashion Center (from 6/29/17 to 12/31/17)

33.15  Midland LoanServices, a Division of PNC Bank,National Association, as Special Servicer under the DBJPM 2017-C6securitization, pursuant to which the following mortgage loans were serviced:Starwood Capital Group Hotel Portfolio (from 6/29/17 to 12/31/17) and GatewayNet Lease Portfolio (from 6/29/17 to 12/31/17) (see Exhibit 33.11) 

33.16  Wells FargoBank, National Association, as Custodian underthe Del Amo Fashion Center Trust 2017-AMO securitization, pursuant to which thefollowing mortgage loans were serviced: Del Amo Fashion Center (from 6/29/17 to12/31/17) (see Exhibit 33.2) 

33.17  Wells FargoBank, National Association, as Custodianunder the DBJPM 2017-C6 securitization, pursuant to which the followingmortgage loans were serviced: Starwood Capital Group Hotel Portfolio (from6/29/17 to 12/31/17) and Gateway Net Lease Portfolio (from 6/29/17 to 12/31/17)(see Exhibit 33.2) 

33.18  Wells FargoBank, National Association, as Custodianunder the Olympic Tower 2017-OT securitization, pursuant to which the followingmortgage loans were serviced: Olympic Tower (from 6/29/17 to 12/31/17) (seeExhibit 33.2) 

33.19  Wells FargoBank, National Association, as Custodianunder the MSC 2017-H1 securitization, pursuant to which the following mortgageloans were serviced: iStar Leased Fee Portfolio (from 6/29/17 to 12/31/17) (seeExhibit 33.2) 

 

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

34.1  Wells FargoBank, National Association, as CertificateAdministrator

34.2  Wells FargoBank, National Association, as Custodian

34.3  Wells FargoBank, National Association, as MasterServicer

34.4  NationalCooperative Bank, N.A., as NCB MasterServicer

34.5  CWCapital AssetManagement LLC, as Special Servicer

34.6  NationalCooperative Bank, N.A., as NCB SpecialServicer (see Exhibit 34.4)

34.7  Park BridgeLender Services LLC, as Operating Advisor

34.8  CoreLogicCommercial Real Estate Services, Inc., asServicing Function Participant

34.9  National TaxSearch, LLC, as Servicing FunctionParticipant

34.10  KeyBankNational Association, as Master Servicerunder the Del Amo Fashion Center Trust 2017-AMO securitization, pursuant towhich the following mortgage loans were serviced: Del Amo Fashion Center (from6/29/17 to 12/31/17)

34.11  Midland LoanServices, a Division of PNC Bank,National Association, as Master Servicer under the DBJPM 2017-C6securitization, pursuant to which the following mortgage loans were serviced:Starwood Capital Group Hotel Portfolio (from 6/29/17 to 12/31/17) and GatewayNet Lease Portfolio (from 6/29/17 to 12/31/17)

34.12  KeyBankNational Association, as Master Servicerunder the Olympic Tower 2017-OT securitization, pursuant to which the followingmortgage loans were serviced: Olympic Tower (from 6/29/17 to 12/31/17) (seeExhibit 34.10) 

34.13  Midland LoanServices, a Division of PNC Bank,National Association, as Master Servicer under the MSC 2017-H1 securitization,pursuant to which the following mortgage loans were serviced: iStar Leased FeePortfolio (from 6/29/17 to 12/31/17) (see Exhibit 34.11) 

34.14  CohenFinancial, a Division of SunTrust Bank, asSpecial Servicer under the Del Amo Fashion Center Trust 2017-AMOsecuritization, pursuant to which the following mortgage loans were serviced:Del Amo Fashion Center (from 6/29/17 to 12/31/17)

34.15  Midland LoanServices, a Division of PNC Bank,National Association, as Special Servicer under the DBJPM 2017-C6securitization, pursuant to which the following mortgage loans were serviced:Starwood Capital Group Hotel Portfolio (from 6/29/17 to 12/31/17) and GatewayNet Lease Portfolio (from 6/29/17 to 12/31/17) (see Exhibit 34.11) 

34.16  Wells FargoBank, National Association, as Custodianunder the Del Amo Fashion Center Trust 2017-AMO securitization, pursuant towhich the following mortgage loans were serviced: Del Amo Fashion Center (from6/29/17 to 12/31/17) (see Exhibit 34.2) 

34.17  Wells FargoBank, National Association, as Custodianunder the DBJPM 2017-C6 securitization, pursuant to which the followingmortgage loans were serviced: Starwood Capital Group Hotel Portfolio (from6/29/17 to 12/31/17) and Gateway Net Lease Portfolio (from 6/29/17 to 12/31/17)(see Exhibit 34.2) 

34.18  Wells FargoBank, National Association, as Custodianunder the Olympic Tower 2017-OT securitization, pursuant to which the followingmortgage loans were serviced: Olympic Tower (from 6/29/17 to 12/31/17) (seeExhibit 34.2) 

34.19  Wells FargoBank, National Association, as Custodianunder the MSC 2017-H1 securitization, pursuant to which the following mortgageloans were serviced: iStar Leased Fee Portfolio (from 6/29/17 to 12/31/17) (seeExhibit 34.2) 

 

(35)Servicer compliance statement.

35.1  Wells FargoBank, National Association, as CertificateAdministrator

35.2  Wells FargoBank, National Association, as Custodian

35.3  Wells FargoBank, National Association, as MasterServicer

35.4  NationalCooperative Bank, N.A., as NCB MasterServicer

35.5  CWCapital AssetManagement LLC, as Special Servicer

35.6  NationalCooperative Bank, N.A., as NCB SpecialServicer

35.7  KeyBank NationalAssociation, as Master Servicer underthe Del Amo Fashion Center Trust 2017-AMO securitization, pursuant to which thefollowing mortgage loans were serviced: Del Amo Fashion Center (from 6/29/17 to12/31/17)

35.8  Midland LoanServices, a Division of PNC Bank,National Association, as Master Servicer under the DBJPM 2017-C6securitization, pursuant to which the following mortgage loans were serviced:Starwood Capital Group Hotel Portfolio (from 6/29/17 to 12/31/17) and GatewayNet Lease Portfolio (from 6/29/17 to 12/31/17)

35.9  KeyBank NationalAssociation, as Master Servicer underthe Olympic Tower 2017-OT securitization, pursuant to which the followingmortgage loans were serviced: Olympic Tower (from 6/29/17 to 12/31/17) (seeExhibit 35.7) 

35.10  Midland LoanServices, a Division of PNC Bank,National Association, as Master Servicer under the MSC 2017-H1 securitization,pursuant to which the following mortgage loans were serviced: iStar Leased FeePortfolio (from 6/29/17 to 12/31/17) (see Exhibit 35.8) 

35.11  Wells FargoBank, National Association, as Custodianunder the Del Amo Fashion Center Trust 2017-AMO securitization, pursuant towhich the following mortgage loans were serviced: Del Amo Fashion Center (from6/29/17 to 12/31/17) (see Exhibit 35.2) 

35.12  Wells FargoBank, National Association, as Custodianunder the DBJPM 2017-C6 securitization, pursuant to which the followingmortgage loans were serviced: Starwood Capital Group Hotel Portfolio (from6/29/17 to 12/31/17) and Gateway Net Lease Portfolio (from 6/29/17 to 12/31/17)(see Exhibit 35.2) 

35.13  Wells FargoBank, National Association, as Custodianunder the Olympic Tower 2017-OT securitization, pursuant to which the followingmortgage loans were serviced: Olympic Tower (from 6/29/17 to 12/31/17) (seeExhibit 35.2) 

35.14  Wells FargoBank, National Association, as Custodianunder the MSC 2017-H1 securitization, pursuant to which the following mortgageloans were serviced: iStar Leased Fee Portfolio (from 6/29/17 to 12/31/17) (seeExhibit 35.2) 

 

(99.1)MortgageLoan Purchase Agreement, dated as of June 16, 2017, between Morgan StanleyCapital I Inc. and Morgan Stanley Mortgage Capital Holdings LLC (filed asExhibit 99.1 to the registrant's Current Report on Form 8-K/A filed on January25, 2018 under SEC File No. 333-206582-11 and incorporated by referenceherein).

 

(99.2)MortgageLoan Purchase Agreement, dated as of June 16, 2017, between Morgan StanleyCapital I Inc. and Wells Fargo Bank, National Association (filed as Exhibit99.2 to the registrant's Current Report on Form 8-K/A filed on January 25, 2018under SEC File No. 333-206582-11 and incorporated by reference herein).

 

(99.3)MortgageLoan Purchase Agreement, dated as of June 16, 2017, between Morgan StanleyCapital I Inc. and Bank of America, National Association (filed as Exhibit 99.3to the registrant's Current Report on Form 8-K/A filed on January 25, 2018under SEC File No. 333-206582-11 and incorporated by reference herein).

 

(99.4)MortgageLoan Purchase Agreement, dated as of June 16, 2017, between Morgan StanleyCapital I Inc. and National Cooperative Bank, N.A. (filed as Exhibit 99.4 tothe registrant's Current Report on Form 8-K/A filed on January 25, 2018 underSEC File No. 333-206582-11 and incorporated by reference herein).

 

(99.5)AgreementBetween Note Holders, dated as of June 8, 2017, by and between Morgan StanleyBank, N.A., as Initial Note A-1 Holder and Morgan Stanley Bank, N.A., asInitial Note A-2 Holder, related to the Westchester One loan combination (filedas Exhibit 99.5 to the registrant's Current Report on Form 8-K/A filed onJanuary 25, 2018 under SEC File No. 333-206582-11 and incorporated by referenceherein).

 

(99.6)AgreementBetween Note Holders, dated as of June 8, 2017, by and between Morgan StanleyBank, N.A., as Initial Note A-1 Holder, Morgan Stanley Bank, N.A., as InitialNote A-2 Holder, Wells Fargo Bank, National Association, as Initial Note A-3Holder and Wells Fargo Bank, National Association, as Initial Note A-4 Holder,related to the Market Street - The Woodlands loan combination (filed as Exhibit99.6 to the registrant's Current Report on Form 8-K filed on June 29, 2017under SEC File No. 333-206582-11 and incorporated by reference herein).

 

(99.7)AgreementBetween Note Holders, dated as of June 6, 2017, by and between Bank of America,N.A., as Initial Note A-1 Holder and Bank of America, N.A., as Initial Note A-2Holder, related to the Crossgates Commons loan combination (filed as Exhibit99.7 to the registrant's Current Report on Form 8-K filed on June 29, 2017under SEC File No. 333-206582-11 and incorporated by reference herein).

 

(99.8)Co-LenderAgreement, dated as of May 12, 2017, by and among Bank of America, N.A., asInitial Note A-1 Holder, Barclays Bank PLC, as Initial Note A-2 Holder,Société Générale, as Initial Note A-3 Holder andWells Fargo Bank, National Association, as Initial Note A-4 Holder, related tothe Del Amo Fashion Center loan combination (filed as Exhibit 99.8 to theregistrant's Current Report on Form 8-K filed on June 29, 2017 under SEC FileNo. 333-206582-11 and incorporated by reference herein).

 

(99.9)Co-LenderAgreement, dated as of June 29, 2017, by and among JPMorgan Chase Bank,National Association, as Initial JPM Note Holder, Bank of America, N.A., asInitial BANA Note Holder, Barclays Bank PLC, as Initial Barclays Note Holder,Deutsche Bank AG, New York Branch, as Initial DBNY Note Holder and StarwoodMortgage Funding II LLC, as Starwood Note Holder, related to the StarwoodCapital Group Hotel Portfolio loan combination (filed as Exhibit 99.9 to theregistrant's Current Report on Form 8-K filed on June 29, 2017 under SEC FileNo. 333-206582-11 and incorporated by reference herein).

 

(99.10)Co-LenderAgreement, dated as of May 6, 2017, by and between Deutsche Bank AG, New YorkBranch, as Initial Note A-1 Holder, Goldman Sachs Mortgage Company, as InitialNote A-2 Holder, Morgan Stanley Bank, N.A., as Initial Note A-3 Holder,Deutsche Bank AG, New York Branch, as Initial Note B-1 Holder, Goldman Sachs MortgageCompany, as Initial Note B-2 Holder and Morgan Stanley Bank, N.A., as InitialNote B-3 Holder, related to the Olympic Tower loan combination (filed asExhibit 99.10 to the registrant's Current Report on Form 8-K filed on June 29,2017 under SEC File No. 333-206582-11 and incorporated by reference herein).

 

(99.11)AgreementBetween Note Holders, dated as of March 30, 2017, by and between Barclays BankPLC, as Initial Note A-1-1 Holder, Initial Note A-1-2 Holder and Initial NoteA-1-3 Holder, JPMorgan Chase Bank, National Association, as Initial Note A-2Holder and Bank of America, N.A., as Initial Note A-3 Holder, related to theiStar Leased Fee Portfolio loan combination (filed as Exhibit 99.11 to theregistrant's Current Report on Form 8-K filed on June 29, 2017 under SEC FileNo. 333-206582-11 and incorporated by reference herein).

 

(99.12)AgreementBetween Note Holders, dated as of May 25, 2017, by and among JPMorgan ChaseBank, National Association, as Initial A-1 Notes Holder, Bank of America, N.A.,as Initial A-2 Notes Holder, JPMorgan Chase Bank, National Association, asInitial B-1 Notes Holder, and Bank of America, N.A., as Initial B-2 NotesHolder, related to the Gateway Portfolio loan combination (filed as Exhibit99.12 to the registrant's Current Report on Form 8-K filed on June 29, 2017under SEC File No. 333-206582-11 and incorporated by reference herein).

 

(b)See (a) above.

 

(c)Not Applicable.

 

**SIGNATURES**

 

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

 

MorganStanley Capital I Inc.

(Depositor)

 

By:/s/George Kok

GeorgeKok, President 

(seniorofficer in charge of securitization of the depositor)

 

Date: April 2, 2018

 

 

Exhibit Index

 

Exhibit No.

 

(4.1)Pooling and Servicing Agreement, dated as of June 1, 2017, between MorganStanley Capital I Inc., as depositor, Wells Fargo Bank, National Association,as general master servicer, CWCapital Asset Management LLC, as general specialservicer, National Cooperative Bank, N.A., as NCB master servicer and as NCBspecial servicer, Wells Fargo Bank, National Association, as certificateadministrator, Wilmington Trust, National Association, as trustee, and Park BridgeLender Services LLC, as operating advisor and asset representations reviewer(filed as Exhibit 4.1 to the registrant's Current Report on Form 8-K/A filed onJuly 7, 2017 under SEC File No. 333-206582-11 and incorporated by referenceherein).

 

(4.2)Trust and Servicing Agreement, dated as of June 20, 2017, between Banc ofAmerica Merrill Lynch Large Loan, Inc., as depositor, KeyBank NationalAssociation, as servicer, Cohen Financial, a Division of SunTrust Bank, asspecial servicer, Wells Fargo Bank, National Association, as certificateadministrator, Wilmington Trust, National Association, as trustee, and ParkBridge Lender Services LLC, as operating advisor, related to the Del AmoFashion Center Trust 2017-AMO securitization transaction, pursuant to which theDel Amo Fashion Center Mortgage Loan is serviced (filed as Exhibit 4.2 to theregistrant's Current Report on Form 8-K filed on June 29, 2017 under SEC FileNo. 333-206582-11 and incorporated by reference herein).

 

(4.3)Pooling and Servicing Agreement, dated as of June 1, 2017, between DeutscheMortgage & Asset Receiving Corporation, as depositor, Midland LoanServices, a Division of PNC Bank, National Association, as master servicer,Midland Loan Services, a Division of PNC Bank, National Association, as specialservicer, Wells Fargo Bank, National Association, as certificate administrator,paying agent and custodian, Wells Fargo Bank, National Association, as trustee,and Pentalpha Surveillance LLC, as operating advisor and as asset representationsreviewer, related to the DBJPM 2017-C6 securitization transaction, pursuant towhich the Starwood Capital Group Hotel Portfolio  Loan is serviced (filedas Exhibit 4.3 to the registrant's Current Report on Form 8-K/A filed on August17, 2017 under SEC File No. 333-206582-11 and incorporated by referenceherein).

 

(4.4)Trust and Servicing Agreement, dated as of May 6, 2017, between DeutscheMortgage & Asset Receiving Corporation, as depositor, KeyBank NationalAssociation, as master servicer, KeyBank National Association, as specialservicer, and Wells Fargo Bank, National Association, as trustee, certificateadministrator, paying agent and custodian, related to the Olympic Tower 2017-OTsecuritization transaction, pursuant to which the Olympic Tower Mortgage Loanis serviced (filed as Exhibit 4.4 to the registrant's Current Report on Form8-K filed on June 29, 2017 under SEC File No. 333-206582-11 and incorporated byreference herein).

 

(4.5)Pooling and Servicing Agreement, dated as of June 1, 2017, between MorganStanley Capital I Inc., as depositor, Midland Loan Services, a Division of PNCBank, National Association, as master servicer, LNR Partners, LLC, as specialservicer, Wells Fargo Bank, National Association, as certificate administratorand trustee, and Trimont Real Estate Advisors, LLC, as operating advisor and asasset representations reviewer, related to the MSC 2017-H1 securitzationtransaction, pursuant to which the iStar Leased Fee Portfolio Mortgage Loan isserviced (filed as Exhibit 4.5 to the registrant's Current Report on Form 8-K/Afiled on January 25, 2018 under SEC File No. 333-206582-11 and incorporated byreference herein).

 

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

 

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

33.1Wells Fargo Bank, National Association, as Certificate Administrator

33.2Wells Fargo Bank, National Association, as Custodian

33.3Wells Fargo Bank, National Association, as Master Servicer

33.4National Cooperative Bank, N.A., as NCB Master Servicer

33.5CWCapital Asset Management LLC, as Special Servicer

33.6National Cooperative Bank, N.A., as NCB Special Servicer (see Exhibit 33.4)

33.7Park Bridge Lender Services LLC, as Operating Advisor

33.8CoreLogic Commercial Real Estate Services, Inc., as Servicing FunctionParticipant

33.9National Tax Search, LLC, as Servicing Function Participant

33.10KeyBank National Association, as Master Servicer under the Del Amo FashionCenter Trust 2017-AMO securitization, pursuant to which the following mortgageloans were serviced: Del Amo Fashion Center (from 6/29/17 to 12/31/17)

33.11Midland Loan Services, a Division of PNC Bank, National Association, as MasterServicer under the DBJPM 2017-C6 securitization, pursuant to which thefollowing mortgage loans were serviced: Starwood Capital Group Hotel Portfolio(from 6/29/17 to 12/31/17) and Gateway Net Lease Portfolio (from 6/29/17 to12/31/17)

33.12KeyBank National Association, as Master Servicer under the Olympic Tower2017-OT securitization, pursuant to which the following mortgage loans wereserviced: Olympic Tower (from 6/29/17 to 12/31/17) (see Exhibit 33.10)

33.13Midland Loan Services, a Division of PNC Bank, National Association, as MasterServicer under the MSC 2017-H1 securitization, pursuant to which the followingmortgage loans were serviced: iStar Leased Fee Portfolio (from 6/29/17 to12/31/17) (see Exhibit 33.11)

33.14Cohen Financial, a Division of SunTrust Bank, as Special Servicer under the DelAmo Fashion Center Trust 2017-AMO securitization, pursuant to which thefollowing mortgage loans were serviced: Del Amo Fashion Center (from 6/29/17 to12/31/17)

33.15Midland Loan Services, a Division of PNC Bank, National Association, as SpecialServicer under the DBJPM 2017-C6 securitization, pursuant to which thefollowing mortgage loans were serviced: Starwood Capital Group Hotel Portfolio(from 6/29/17 to 12/31/17) and Gateway Net Lease Portfolio (from 6/29/17 to12/31/17) (see Exhibit 33.11)

33.16Wells Fargo Bank, National Association, as Custodian under the Del Amo FashionCenter Trust 2017-AMO securitization, pursuant to which the following mortgageloans were serviced: Del Amo Fashion Center (from 6/29/17 to 12/31/17) (seeExhibit 33.2)

33.17Wells Fargo Bank, National Association, as Custodian under the DBJPM 2017-C6securitization, pursuant to which the following mortgage loans were serviced:Starwood Capital Group Hotel Portfolio (from 6/29/17 to 12/31/17) and GatewayNet Lease Portfolio (from 6/29/17 to 12/31/17) (see Exhibit 33.2)

33.18Wells Fargo Bank, National Association, as Custodian under the Olympic Tower2017-OT securitization, pursuant to which the following mortgage loans wereserviced: Olympic Tower (from 6/29/17 to 12/31/17) (see Exhibit 33.2)

33.19Wells Fargo Bank, National Association, as Custodian under the MSC 2017-H1securitization, pursuant to which the following mortgage loans were serviced:iStar Leased Fee Portfolio (from 6/29/17 to 12/31/17) (see Exhibit 33.2) 

 

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

34.1Wells Fargo Bank, National Association, as Certificate Administrator

34.2Wells Fargo Bank, National Association, as Custodian

34.3Wells Fargo Bank, National Association, as Master Servicer

34.4National Cooperative Bank, N.A., as NCB Master Servicer

34.5CWCapital Asset Management LLC, as Special Servicer

34.6National Cooperative Bank, N.A., as NCB Special Servicer (see Exhibit 34.4)

34.7Park Bridge Lender Services LLC, as Operating Advisor

34.8CoreLogic Commercial Real Estate Services, Inc., as Servicing FunctionParticipant

34.9National Tax Search, LLC, as Servicing Function Participant

34.10KeyBank National Association, as Master Servicer under the Del Amo FashionCenter Trust 2017-AMO securitization, pursuant to which the following mortgageloans were serviced: Del Amo Fashion Center (from 6/29/17 to 12/31/17)

34.11Midland Loan Services, a Division of PNC Bank, National Association, as MasterServicer under the DBJPM 2017-C6 securitization, pursuant to which thefollowing mortgage loans were serviced: Starwood Capital Group Hotel Portfolio(from 6/29/17 to 12/31/17) and Gateway Net Lease Portfolio (from 6/29/17 to12/31/17)

34.12KeyBank National Association, as Master Servicer under the Olympic Tower2017-OT securitization, pursuant to which the following mortgage loans wereserviced: Olympic Tower (from 6/29/17 to 12/31/17) (see Exhibit 34.10)

34.13Midland Loan Services, a Division of PNC Bank, National Association, as MasterServicer under the MSC 2017-H1 securitization, pursuant to which the followingmortgage loans were serviced: iStar Leased Fee Portfolio (from 6/29/17 to12/31/17) (see Exhibit 34.11)

34.14Cohen Financial, a Division of SunTrust Bank, as Special Servicer under the DelAmo Fashion Center Trust 2017-AMO securitization, pursuant to which thefollowing mortgage loans were serviced: Del Amo Fashion Center (from 6/29/17 to12/31/17)

34.15Midland Loan Services, a Division of PNC Bank, National Association, as SpecialServicer under the DBJPM 2017-C6 securitization, pursuant to which thefollowing mortgage loans were serviced: Starwood Capital Group Hotel Portfolio(from 6/29/17 to 12/31/17) and Gateway Net Lease Portfolio (from 6/29/17 to12/31/17) (see Exhibit 34.11)

34.16Wells Fargo Bank, National Association, as Custodian under the Del Amo FashionCenter Trust 2017-AMO securitization, pursuant to which the following mortgageloans were serviced: Del Amo Fashion Center (from 6/29/17 to 12/31/17) (seeExhibit 34.2)

34.17Wells Fargo Bank, National Association, as Custodian under the DBJPM 2017-C6securitization, pursuant to which the following mortgage loans were serviced: StarwoodCapital Group Hotel Portfolio (from 6/29/17 to 12/31/17) and Gateway Net LeasePortfolio (from 6/29/17 to 12/31/17) (see Exhibit 34.2)

34.18Wells Fargo Bank, National Association, as Custodian under the Olympic Tower2017-OT securitization, pursuant to which the following mortgage loans wereserviced: Olympic Tower (from 6/29/17 to 12/31/17) (see Exhibit 34.2)

34.19Wells Fargo Bank, National Association, as Custodian under the MSC 2017-H1securitization, pursuant to which the following mortgage loans were serviced:iStar Leased Fee Portfolio (from 6/29/17 to 12/31/17) (see Exhibit 34.2) 

 

(35)Servicer compliance statement.

35.1Wells Fargo Bank, National Association, as Certificate Administrator

35.2Wells Fargo Bank, National Association, as Custodian

35.3Wells Fargo Bank, National Association, as Master Servicer

35.4National Cooperative Bank, N.A., as NCB Master Servicer

35.5CWCapital Asset Management LLC, as Special Servicer

35.6National Cooperative Bank, N.A., as NCB Special Servicer

35.7KeyBank National Association, as Master Servicer under the Del Amo FashionCenter Trust 2017-AMO securitization, pursuant to which the following mortgageloans were serviced: Del Amo Fashion Center (from 6/29/17 to 12/31/17)

35.8Midland Loan Services, a Division of PNC Bank, National Association, as MasterServicer under the DBJPM 2017-C6 securitization, pursuant to which thefollowing mortgage loans were serviced: Starwood Capital Group Hotel Portfolio(from 6/29/17 to 12/31/17) and Gateway Net Lease Portfolio (from 6/29/17 to12/31/17)

35.9KeyBank National Association, as Master Servicer under the Olympic Tower2017-OT securitization, pursuant to which the following mortgage loans wereserviced: Olympic Tower (from 6/29/17 to 12/31/17) (see Exhibit 35.7)

35.10Midland Loan Services, a Division of PNC Bank, National Association, as MasterServicer under the MSC 2017-H1 securitization, pursuant to which the followingmortgage loans were serviced: iStar Leased Fee Portfolio (from 6/29/17 to12/31/17) (see Exhibit 35.8)

35.11Wells Fargo Bank, National Association, as Custodian under the Del Amo FashionCenter Trust 2017-AMO securitization, pursuant to which the following mortgageloans were serviced: Del Amo Fashion Center (from 6/29/17 to 12/31/17) (seeExhibit 35.2)

35.12Wells Fargo Bank, National Association, as Custodian under the DBJPM 2017-C6securitization, pursuant to which the following mortgage loans were serviced:Starwood Capital Group Hotel Portfolio (from 6/29/17 to 12/31/17) and GatewayNet Lease Portfolio (from 6/29/17 to 12/31/17) (see Exhibit 35.2)

35.13Wells Fargo Bank, National Association, as Custodian under the Olympic Tower2017-OT securitization, pursuant to which the following mortgage loans wereserviced: Olympic Tower (from 6/29/17 to 12/31/17) (see Exhibit 35.2)

35.14Wells Fargo Bank, National Association, as Custodian under the MSC 2017-H1securitization, pursuant to which the following mortgage loans were serviced:iStar Leased Fee Portfolio (from 6/29/17 to 12/31/17) (see Exhibit 35.2)

 

(99.1)Mortgage Loan Purchase Agreement, dated as of June 16, 2017, between MorganStanley Capital I Inc. and Morgan Stanley Mortgage Capital Holdings LLC (filedas Exhibit 99.1 to the registrant's Current Report on Form 8-K/A filed onJanuary 25, 2018 under SEC File No. 333-206582-11 and incorporated by referenceherein).

 

(99.2)Mortgage Loan Purchase Agreement, dated as of June 16, 2017, between MorganStanley Capital I Inc. and Wells Fargo Bank, National Association (filed asExhibit 99.2 to the registrant's Current Report on Form 8-K/A filed on January25, 2018 under SEC File No. 333-206582-11 and incorporated by referenceherein).

 

(99.3)Mortgage Loan Purchase Agreement, dated as of June 16, 2017, between MorganStanley Capital I Inc. and Bank of America, National Association (filed asExhibit 99.3 to the registrant's Current Report on Form 8-K/A filed on January25, 2018 under SEC File No. 333-206582-11 and incorporated by referenceherein).

 

(99.4)Mortgage Loan Purchase Agreement, dated as of June 16, 2017, between MorganStanley Capital I Inc. and National Cooperative Bank, N.A. (filed as Exhibit99.4 to the registrant's Current Report on Form 8-K/A filed on January 25, 2018under SEC File No. 333-206582-11 and incorporated by reference herein).

 

(99.5)Agreement Between Note Holders, dated as of June 8, 2017, by and between MorganStanley Bank, N.A., as Initial Note A-1 Holder and Morgan Stanley Bank, N.A.,as Initial Note A-2 Holder, related to the Westchester One loan combination(filed as Exhibit 99.5 to the registrant's Current Report on Form 8-K/A filedon January 25, 2018 under SEC File No. 333-206582-11 and incorporated byreference herein).

 

(99.6)Agreement Between Note Holders, dated as of June 8, 2017, by and between MorganStanley Bank, N.A., as Initial Note A-1 Holder, Morgan Stanley Bank, N.A., asInitial Note A-2 Holder, Wells Fargo Bank, National Association, as InitialNote A-3 Holder and Wells Fargo Bank, National Association, as Initial Note A-4Holder, related to the Market Street - The Woodlands loan combination (filed asExhibit 99.6 to the registrant's Current Report on Form 8-K filed on June 29,2017 under SEC File No. 333-206582-11 and incorporated by reference herein).

 

(99.7)Agreement Between Note Holders, dated as of June 6, 2017, by and between Bankof America, N.A., as Initial Note A-1 Holder and Bank of America, N.A., asInitial Note A-2 Holder, related to the Crossgates Commons loan combination(filed as Exhibit 99.7 to the registrant's Current Report on Form 8-K filed onJune 29, 2017 under SEC File No. 333-206582-11 and incorporated by referenceherein).

 

(99.8)Co-Lender Agreement, dated as of May 12, 2017, by and among Bank of America,N.A., as Initial Note A-1 Holder, Barclays Bank PLC, as Initial Note A-2Holder, Société Générale, as Initial Note A-3Holder and Wells Fargo Bank, National Association, as Initial Note A-4 Holder,related to the Del Amo Fashion Center loan combination (filed as Exhibit 99.8to the registrant's Current Report on Form 8-K filed on June 29, 2017 under SECFile No. 333-206582-11 and incorporated by reference herein).

 

(99.9)Co-Lender Agreement, dated as of June 29, 2017, by and among JPMorgan ChaseBank, National Association, as Initial JPM Note Holder, Bank of America, N.A.,as Initial BANA Note Holder, Barclays Bank PLC, as Initial Barclays NoteHolder, Deutsche Bank AG, New York Branch, as Initial DBNY Note Holder andStarwood Mortgage Funding II LLC, as Starwood Note Holder, related to theStarwood Capital Group Hotel Portfolio loan combination (filed as Exhibit 99.9to the registrant's Current Report on Form 8-K filed on June 29, 2017 under SECFile No. 333-206582-11 and incorporated by reference herein).

 

(99.10)Co-Lender Agreement, dated as of May 6, 2017, by and between Deutsche Bank AG,New York Branch, as Initial Note A-1 Holder, Goldman Sachs Mortgage Company, asInitial Note A-2 Holder, Morgan Stanley Bank, N.A., as Initial Note A-3 Holder,Deutsche Bank AG, New York Branch, as Initial Note B-1 Holder, Goldman SachsMortgage Company, as Initial Note B-2 Holder and Morgan Stanley Bank, N.A., asInitial Note B-3 Holder, related to the Olympic Tower loan combination (filedas Exhibit 99.10 to the registrant's Current Report on Form 8-K filed on June29, 2017 under SEC File No. 333-206582-11 and incorporated by referenceherein).

 

(99.11)Agreement Between Note Holders, dated as of March 30, 2017, by and between BarclaysBank PLC, as Initial Note A-1-1 Holder, Initial Note A-1-2 Holder and InitialNote A-1-3 Holder, JPMorgan Chase Bank, National Association, as Initial NoteA-2 Holder and Bank of America, N.A., as Initial Note A-3 Holder, related tothe iStar Leased Fee Portfolio loan combination (filed as Exhibit 99.11 to theregistrant's Current Report on Form 8-K filed on June 29, 2017 under SEC FileNo. 333-206582-11 and incorporated by reference herein).

 

(99.12)Agreement Between Note Holders, dated as of May 25, 2017, by and among JPMorganChase Bank, National Association, as Initial A-1 Notes Holder, Bank of America,N.A., as Initial A-2 Notes Holder, JPMorgan Chase Bank, National Association,as Initial B-1 Notes Holder, and Bank of America, N.A., as Initial B-2 NotesHolder, related to the Gateway Portfolio loan combination (filed as Exhibit99.12 to the registrant's Current Report on Form 8-K filed on June 29, 2017under SEC File No. 333-206582-11 and incorporated by reference herein).