**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, 2019 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:333-206582-15**

 

**Central Index Key Number of the issuing entity:0001742383**

 

**Morgan Stanley Capital ITrust 2018-H3**

**(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:0001541557**

 

**Morgan Stanley MortgageCapital Holdings LLC**

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

 

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

 

**KeyBank National Association**

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

 

**Central Index Key Number of the sponsor:0001624053**

 

**Argentic Real Estate FinanceLLC**

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

 

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

 

**Starwood Mortgage Funding IIILLC**

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

** **

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

 

**Bank of America, NationalAssociation**

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

 

**Central Index Key Number of the sponsor:0001701238**

 

**Citi Real Estate Funding Inc.**

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

 

| **New York**                                                        | **38-4083217  38-4083218  38-7206182**       |
|---------------------------------------------------------------------|----------------------------------------------|
| **(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 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 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.

 

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

 

  Yes___ No X

 

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

 

  Notapplicable.

 

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

 

  Notapplicable.

 

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

 

  Notapplicable.

 

DOCUMENTSINCORPORATED BY REFERENCE

 

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

 

  Notapplicable.

 

**EXPLANATORY NOTES**

 

The MSC 2018-H3 mortgage pool includes thefollowing mortgage loans, each of which is serviced pursuant to a separatepooling and servicing agreement (each, an “Outside Pooling and ServicingAgreement”):

 

•   the Griffin Portfolio IImortgage loan, which is serviced pursuantto the BANK 2018-BNK13 pooling and servicingagreement attached hereto as Exhibit 4.7;

 

•   the Rittenhouse Hill mortgageloan, which is serviced pursuant to the BANK 2018-BNK12 pooling and servicingagreement attached hereto as Exhibit 4.3;

 

 •   the Westbrook CorporateCenter mortgage loan and the 636 11th Avenue mortgage loan, which are serviced pursuant to the Benchmark2018-B4 pooling and servicing agreement attached hereto as Exhibit 4.6;

 

•   the Torrance TechnologyCampus mortgage loan and the Orlando Airport Marriott Lakeside mortgage loan,which are serviced pursuant to the UBS 2018-C11 pooling and servicing agreementattached hereto as Exhibit 4.2;

 

•   the Axcelis Corporate Centermortgage loan and the Fort Knox Executive Park mortgage loan, which areserviced pursuant to the CGCMT 2018-B2 pooling and servicing agreement attachedhereto as Exhibit 4.4; and

 

•   the Prince and Spring StreetPortfolio mortgage loan, which is serviced pursuant to the WFCM 2018-C44pooling and servicing agreement attached hereto as Exhibit 4.5.

 

Except as set forth below, each of theparties to each pooling and servicing agreement listed in the Exhibit Indexboth (1) participates in the servicing function for purposes of Item 1122 ofRegulation AB and (2) constitutes a servicer that meets the criteria in Item1108(a)(2)(i) through (iii) of Regulation AB for purposes of Item 1123 ofRegulation AB:

 

•   The trustee under a poolingand servicing agreement has a nominal role with respect to the mortgage poolsecuritized pursuant to such pooling and servicing agreement.  Thetrustee’s only servicing function is the contingent obligation to make certainadvances if the master servicer under such pooling and servicing agreementfails to do so, while all other servicing functions are performed by otherparties.  The trustee under each of the pooling and servicing agreementslisted in the Exhibit Index has confirmed to the registrant that it has notmade 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.

 

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

 

•   The operating advisor under apooling and servicing agreement represents the interests of senior certificateholdersin the transaction governed by such pooling and servicing agreement and isresponsible for monitoring the performance of the special servicer under suchpooling and servicing agreement and producing certain reports tocertificateholders relating to the resolution of the mortgage pool securitizedpursuant to such pooling and servicing agreement.  The operating advisorunder a pooling and servicing agreement does not have any obligations withrespect to any other transaction and is solely obligated to perform loanreporting functions with respect to the securitization governed by such poolingand servicing agreement.  Consequently, the operating advisor under anOutside Pooling and Servicing Agreement neither participates in the servicingfunction for purposes of Item 1122 of Regulation AB nor performs 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.  In addition,while the operating advisor under a pooling and servicing agreement has certainreporting obligations in respect of the related mortgage pool, it has noobligation to collect or disburse funds in respect of the mortgage pool or toadminister any of the underlying mortgage loans.  Consequently, theoperating advisor under a pooling and servicing agreement participates in theservicing function for purposes of Item 1122 of Regulation AB, but is notresponsible for the “management or collection of the pool assets or makingallocations or distributions to holders of the asset-backed securities” withinthe meaning of “servicer” under Item 1101 of Regulation AB and does not performthe functions of a servicer for purposes of Item 1123 of Regulation AB. 

 

•   The asset representations reviewer under a poolingand servicing agreement has a limited obligation to review certain delinquentmortgage loans after a specified delinquency threshold has been met and therequired percentage of certificateholders vote to direct a review of suchdelinquent mortgage loans, and has no obligation to collect or disburse fundsin respect of the mortgage pool, to administer any of the underlying mortgageloans or to perform any servicing function.  Consequently, the asset representationsreviewer under a pooling and servicing agreement does not participate in theservicing function for purposes of Item 1122 of Regulation AB, is notresponsible for the “management or collection of the pool assets or makingallocations or distributions to holders of the asset-backed securities” withinthe meaning of “servicer” under Item 1101 of Regulation AB and does not performthe functions of a servicer for purposes of Item 1123 of Regulation AB.

•   Midland Loan Services, aDivision of PNC Bank, National Association is the master servicer under the UBS2018-C11 pooling and servicing agreement, pursuant to which the TorranceTechnology Campus mortgage loan and the Orlando Airport Marriott Lakesidemortgage loan are serviced, and the master servicer under the CGCMT 2018-B2pooling and servicing agreement, pursuant to which the Axcelis Corporate Centermortgage loan and the Fort Knox Executive Park mortgage loan areserviced.  Because Midland Loan Services, a Division of PNC Bank, NationalAssociation is not the MSC 2018-H3 master servicer, is not affiliated with anysponsor and services only the Torrance Technology Campus mortgage loan, theOrlando Airport Marriott Lakeside, Axcelis Corporate Center mortgageloan and Fort Knox Executive Park mortgage, loan which collectivelyconstitute more than 5% but less than 10% of the mortgage pool, Midland LoanServices, a Division of PNC Bank, National Association, as UBS 2018-C11 masterservicer and CGCMT 2018-B2 master servicer, constitutes a reporting “servicingfunction participant” for purposes of Item 1122 of Regulation AB, as specifiedin the Instruction 3 to Item 1122, but does not constitute a reporting“servicer” for purposes of Item 1123 of Regulation AB, as specified in theInstruction to Item 1123.

•   NCB, FSB, as NCB masterservicer and NCB special servicer under the BANK 2018-BNK12 pooling andservicing agreement, only has obligations in respect of certain mortgage loanssold to the BANK 2018-BNK12 securitization trust by NCB, FSB.  AEGON USARealty Advisors, LLC, as Fair Oaks Mall special servicer under the BANK2018-BNK12 pooling and servicing agreement, only has obligations in respect ofthe Fair Oaks Mall mortgage loan securitized thereunder.  Each such partyhas no obligations with respect to the Rittenhouse Hill mortgage loan andtherefore in such capacity 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.

•   NCB, FSB, as NCB masterservicer and NCB special servicer under the BANK 2018-BNK13 pooling andservicing agreement, only has obligations in respect of certain mortgage loanssold to the BANK 2018-BNK13 securitization trust by NCB, FSB and has noobligations with respect to the Griffin Portfolio II mortgage loan andtherefore in such capacity 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.

 

•   Torchlight Loan Services, LLCis the special servicer under the BANK 2018-BNK13 pooling and servicingagreement, pursuant to which the Griffin Portfolio II mortgage loan isserviced. Because Torchlight Loan Services, LLC is not the MSC 2018-H3 specialservicer, is not affiliated with any sponsor and services only the GriffinPortfolio II mortgage loan, which constitutes more than 5% but less than 10% ofthe mortgage pool, Torchlight Loan Services, LLC, as BANK 2018-BNK13 specialservicer, constitutes a reporting “servicing function participant” for purposesof Item 1122 of Regulation AB, as specified in the Instruction 3 to Item 1122,but does not constitute a reporting “servicer” for purposes of Item 1123 ofRegulation AB, as specified in the Instruction to Item 1123.

 

•   Midland Loan Services, aDivision of PNC Bank, National Association is the special servicer under theBANK 2018-BNK12 pooling and servicing agreement, pursuant to which theRittenhouse Hill mortgage loan is serviced.  Because Midland Loan Services,a Division of PNC Bank, National Association is not the MSC 2018-H3 specialservicer, is not affiliated with any sponsor and services only the RittenhouseHill mortgage loan, which constitutes less than 5% of the mortgage pool,Midland Loan Services, a Division of PNC Bank, National Association, as BANK2018-BNK12 special servicer, does not constitute a reporting “servicingfunction participant” for purposes of Item 1122 of Regulation AB, as specifiedin the Instruction 3 to Item 1122, and does not constitute a reporting“servicer” for purposes of Item 1123 of Regulation AB, as specified in theInstruction to Item 1123.

 

•   CWCapital Asset ManagementLLC is the special servicer under the Benchmark 2018-B4 pooling and servicingagreement, pursuant to which the 636 11th Avenue and Westbrook Corporate Centermortgage loans are serviced. Because CWCapital Asset Management LLC is not theMSC 2018-H3 special servicer, is not affiliated with any sponsor and servicesonly the 636 11th Avenue and Westbrook Corporate Center mortgage loans, whichconstitute more than 5% but less than 10% of the mortgage pool, CWCapital AssetManagement LLC, as Benchmark 2018-B4 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.

 

•   Rialto Capital Advisors, LLCis the special servicer under the WFCM 2018-C44 pooling and servicingagreement, pursuant to which the Prince and Spring Street Portfolio mortgageloan is serviced. Because Rialto Capital Advisors, LLC is not the MSC 2018-H3special servicer, is not affiliated with any sponsor and services only thePrince and Spring Street Portfolio mortgage loan, which constitutes less than5% of the mortgage pool, Rialto Capital Advisors, LLC, as WFCM 2018-C44 specialservicer, does not constitute a reporting “servicing function participant” forpurposes of Item 1122 of Regulation AB, as specified in the Instruction 3 toItem 1122, and does not constitute a reporting “servicer” for purposes of Item1123 of Regulation AB, as specified in the Instruction to Item 1123.

 

•   Citibank, N.A., as certificate administrator underthe CGCMT 2018-B2 pooling and servicing agreement, pursuant to which theAxcelis Corporate Center mortgage loan and the Fort Knox Executive Parkmortgage loan are serviced, engaged U.S. Bank National Association to performthe related custodial services with respect to such mortgage loans, and U.S.Bank National Association performed all such custodial services pursuant to therelated pooling and servicing agreement. Because U.S. Bank National Associationis not the MSC 2018-H3 custodian, is not affiliated with any sponsor and onlyserviced the Axcelis Corporate Center mortgage loan and the Fort Knox ExecutivePark mortgage loan, which collectively constitute less than 5% of the mortgagepool, U.S. Bank National Association, as a CGCMT 2018-B2 servicing functionparticipant, does 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” for purposes ofItem 1123 of Regulation AB, as specified in the Instruction to Item 1123.

In addition, each of the following partiesengaged the services of certain servicing function participants andsub-servicers for the reporting period, as set forth below:

 

• Wells Fargo Bank, National Association,as master servicer, engaged the services of KeyBank National Association, as asub-servicer in respect of the entire mortgage pool for the reporting period.

 

•   Wells Fargo Bank, NationalAssociation, as master servicer, engaged the services of CoreLogic CommercialReal Estate Services, Inc. and National Tax Search, LLC, in each case as aservicing function participant in respect of the entire mortgage pool for thereporting period.

 

•   Wells Fargo Bank, NationalAssociation, as master servicer under the BANK 2018-BNK13 pooling and servicingagreement, pursuant to which the Griffin Portfolio II mortgage loan isserviced, engaged the services of CoreLogic Commercial Real Estate Services,Inc. and National Tax Search, LLC, in each case as a servicing functionparticipant in respect of the Griffin Portfolio II mortgage loan for thereporting period.

 

•   Wells Fargo Bank, NationalAssociation, as master servicer under the BANK 2018-BNK12 pooling and servicingagreement, pursuant to which the Rittenhouse Hill mortgage loan is serviced,engaged the services of CoreLogic Commercial Real Estate Services, Inc. andNational Tax Search, LLC, in each case as a servicing function participant inrespect of the Rittenhouse Hill mortgage loan for the reporting period.

 

•   Wells Fargo Bank, NationalAssociation, as master servicer under the Benchmark 2018-B4 pooling andservicing agreement, pursuant to which the Westbrook Corporate Center mortgageloan and the 636 11th Avenue mortgage loan are serviced, engaged the servicesof CoreLogic Commercial Real Estate Services, Inc. and National Tax Search,LLC, in each case as a servicing function participant in respect of theWestbrook Corporate Center mortgage loan and the 636 11th Avenue mortgage loanfor the reporting period.

 

•   Wells Fargo Bank, NationalAssociation, as master servicer under the WFCM 2018-C44 pooling and servicingagreement, pursuant to which the Princeand Spring Street Portfolio mortgage loan isserviced, engaged the services of CoreLogic Commercial Real Estate Services,Inc. and National Tax Search, LLC, in each case as a servicing functionparticipant in respect of the Prince and Spring Street Portfolio mortgage loan for 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, orother party 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 July 12, 2018, and other than as follows:

 

Beginningon June 18, 2014, a group of institutional investors filed civil complaints inthe Supreme Court of the State of New York, New York County, and later the U.S.District Court for the Southern District of New York, against Wells Fargo Bank,N.A., (“Wells Fargo Bank”) in its capacity as trustee for certain residentialmortgage backed securities (“RMBS”) trusts. The complaints against Wells FargoBank alleged that the trustee caused losses to investors and asserted causes ofaction based upon, among other things, the trustee's alleged failure to: (i) notifyand enforce repurchase obligations of mortgage loan sellers for purportedbreaches of representations and warranties, (ii) notify investors of allegedevents of default, and (iii) abide by appropriate standards of care followingalleged events of default. Relief sought included money damages in anunspecified amount, reimbursement of expenses, and equitable relief. InNovember 2018, Wells Fargo Bank reached an agreement, in which it denied anywrongdoing, to resolve such claims on a classwide basis for the 271 RMBS trustsat issue. On May 6, 2019, the court entered an order approving the settlementagreement. Separate lawsuits against Wells Fargo Bank making similarallegations filed by certain other institutional investors concerning severalRMBS trusts in New York federal and state court are not covered by theagreement. With respect to such litigations, Wells Fargo Bank believesplaintiffs' claims are without merit and intends to contest the claimsvigorously, but there can be no assurances as to the outcome of the litigationsor the possible impact of the litigations on Wells Fargo Bank or the RMBStrusts.

 

On December 17, 2015, U.S. Bank National Association,the trustee under five pooling and servicing agreements for (i) Wachovia BankCommercial Mortgage Trust 2007-C30, (ii) COBALT CMBS Commercial Trust 2007-C2,(iii) Wachovia Bank Commercial Mortgage Trust 2007-C31, (iv) ML-CFC CommercialMortgage Trust 2007-5 and (v) ML-CFC Commercial Mortgage Trust 2007-6 commenceda proceeding with the Second Judicial District Court of Ramsey County,Minnesota (the “State Court”) for a declaratory judgment as to the properallocation of certain proceeds in the alleged amount of $560 million (“DisputedProceeds”) received by CWCAM in connection with the sale of the Peter CooperVillage and Stuyvesant Town property in New York, New York securing loans heldby those trusts. CWCAM was the special servicer of such property. The petitionrequests the State Court to instruct the trustee, the trust beneficiaries, and anyother interested parties as to the amount of the Disputed Proceeds, if any,that constitute penalty interest and/or the amount of the Disputed Proceeds, ifany, that constitute gain-on-sale proceeds, with respect to each trust. OnFebruary 24, 2016, CWCAM made a limited appearance with the State Court to filea motion to dismiss this proceeding based on lack of jurisdiction, mootness,standing and forum non conveniens. On July 19, 2016, the State Court deniedCWCAM’s motion to dismiss. On July 22, 2016, the action was removed to federalcourt in Minnesota (“Federal Court”). On October 21, 2016, the Federal Courtheld a hearing on the motion to transfer the action to the United StatesDistrict Court for the Southern District of New York (“SDNY Court”), a motionto remand to state court and a motion to hear CWCAM’s request forreconsideration of the motion to dismiss. On March 14, 2017, the Federal Courtreserved the determination on the motion to hear CWCAM’s request forreconsideration of the motion to dismiss, denied the motion to remand thematter to state court and granted the motion to transfer the proceeding to theSDNY Court. Cross motions for judgment on the pleadings were filed but the SDNYCourt was unable to decide the case based on the pleadings and the SDNY Courtordered discovery. All fact discovery was completed in December, 2018 andexpert discovery was completed on March 15, 2019. The parties to the proceedingare engaging in dispositive motion practice. There can be no assurances as topossible impact on CWCAM of these rulings and the transfer to the SDNY Court.However, CWCAM believes that it has performed its obligations under the relatedpooling and servicing agreements in good faith, and that the Disputed Proceedswere properly allocated to CWCAM as penalty interest, and it intends tovigorously contest any claim that such Disputed Proceeds were improperlyallocated as penalty interest.

 

On March 31, 2016, RAIT Preferred Funding II LTD.(“RAIT Preferred Funding”) commenced a complaint (“RAIT Complaint”) with theSupreme Court of the State of New York, County of New York (the “RAIT Court”),claiming it owns $18,500,000 of a mortgage loan secured by the development ofthe One Congress Street Property in Boston, Massachusetts (the “Loan”) and seeking(a) a declaratory judgment stating that RAIT Preferred Funding is the directinglender under a co-lender agreement dated March 28, 2007 and a pooling andservicing agreement dated March 1, 2007 (collectively, the “OperativeAgreements”) and was the directing lender at the time of the impropermodification of the Loan, (b) a declaratory judgment stating that RAITPreferred Funding has the right to terminate the special servicer, (c) monetarydamages for the value of the bonds and fees paid to CWCAM as the specialservicer of the Loan and (d) other things.  On May 17, 2016, CWCAM filed amotion to dismiss the RAIT Complaint (“Motion to Dismiss”) stating that theRAIT Complaint did not state a claim and the essential facts of the RAITComplaint are negated by affidavits and evidentiary materials submitted withthe RAIT Complaint.  On June 14, 2016, RAIT Preferred Funding filed aMemorandum of Law in Opposition to the Motion to Dismiss (“Opposition”) statingthat the claims in the RAIT Complaint were properly stated.  On June 30,2016, CWCAM filed a reply in support of the Motion to Dismiss and in responseto the Opposition, stating that each of CWCAM’s arguments is supported by theexpress language of the agreements between the parties, the documentary evidenceand New York case law.  On September 30, 2016, RAIT Preferred Funding andCWCAM entered into a confidential Settlement Agreement (the “2016 Settlement”),which provides for a stay of the RAIT Preferred Funding litigation (the“Litigation Stay”) through August 25, 2017.  Pursuant to the terms of the2016 Settlement, upon satisfaction of a term of the 2016 Settlement by August25, 2017 (or such later date agreed to by the parties), the RAIT PreferredFunding litigation will be dismissed, with prejudice.  On May 19, 2017 theBorrower repaid the Loan in accordance with the terms of the notes andsatisfied the condition to dismissal with prejudice.  RAIT has refused todismiss the case and is claiming that the B Note should be paid in full. CWCAM believes that it has performed its obligations under the OperativeAgreements in good faith, and that the action should be dismissed withprejudice.  On August 29, 2017, the RAIT Court granted leave to RAITPreferred Funding to amend its complaint.  On September 20, 2017, RAITPreferred Funding filed an Amended Complaint (the “RAIT Amended Complaint”),which omits its original claims, adds Wells Fargo Bank as a defendant, andseeks (a) specific performance requiring repayment of the $18,500,000 principalamount of the B Note or, in the alternative, monetary damages, including the$18,500,000 principal amount of the B Note, in an amount to be determined attrial, (b) monetary damages on any fees paid to CWCAM as special servicer orWells Fargo Bank as master servicer in connection with the borrower’s repaymentof the 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, CWCAMfiled a motion to dismiss the RAIT Amended Complaint (“CWCAM Motion to DismissAmended Complaint”) stating that the RAIT Amended Complaint did not state aclaim and the essential facts of the RAIT Amended Complaint are negated by theOperative Agreements and other admissible evidentiary materials.  OnNovember 13, 2017, Wells Fargo Bank filed a motion to dismiss the RAIT AmendedComplaint (the “Wells Fargo Motion to Dismiss Amended Complaint”) and joinedthe CWCAM Motion to Dismiss Amended Complaint.  On January 29, 2018, thecourt dismissed all claims but for breach of contract and discovery hascommenced.  CWCAM filed a Motion for Summary Judgement on March 18,2019.  This matter was settled and the case dismissed on May 15, 2019.

 

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 (the“Original Complaint”). The gravamen of the Original Complaint alleged breachesof a contract and fiduciary duties by CWCAM’s affiliate, CWCapital InvestmentsLLC in its capacity as collateral manager for the collateralized debtobligation transaction involving CWCapital Cobalt Vr, Ltd. In total, there are14 counts pled in the Original Complaint. Of those 14, 5 claims were assertedagainst CWCAM for aiding and abetting breach of fiduciary duty, conversion andunjust enrichment. On May 23, 2018, the Original Complaint was dismissed forlack of subject matter jurisdiction. On June 28, 2018, CWCapital Cobalt Vr Ltd.filed a substantially similar complaint in the Supreme Court of the State ofNew York, County of New York styled as CWCapital Cobalt Vr Ltd. v. CWCapitalInvestments LLC, et al., Index No. 653277/2018 (the “New Complaint”). Thegravamen of the New Complaint is the same as the previous complaint filed inthe United State District Court for the Southern District of New York. In totalthere are 16 counts pled in the New Complaint. Of those 16 counts, 5 claimswere asserted against CWCAM for aiding and abetting breach of fiduciary duty,conversion and unjust enrichment, 1 count seeks a declaratory judgement thatthe plaintiff has the right to enforce the contracts in question and 1 countseeks an injunction requiring the defendants to recognize the plaintiff as thedirecting holder for the trusts in question. On January 11, 2019, the plaintiffdismissed with prejudice the declaratory judgment and injunction counts. TheNew Complaint and related summons was not served on the defendants until July13, 2018 and July 16, 2018. The plaintiff’s motion for a preliminary injunctionwas denied by the court on July 31, 2018. On August 3, 2018, the defendants,including CWCAM, filed a motion to dismiss the New Complaint in its entirety.On August 20, 2019, the court entered an order granting defendants’ motionalmost in its entirety, dismissing 11 of the 16 counts and partially dismissing2 additional counts. Of the remaining counts, 2 are asserted against CWCAM foraiding and abetting breach of fiduciary duty and unjust enrichment. OnSeptember 19, 2019, CWCapital Cobalt Vr Ltd. filed a notice of appeal relatingto the August 20, 2019 dismissal order and on September 26, 2019, filed anamended complaint against CWCI and CWCAM attempting to address deficienciesrelating to certain of the claims dismissed by the August, 20, 2019 order. CWCIand CWCAM filed its Motion to Dismiss the amended complaint on October 28,2019. CWCAM believes that it has performed its obligations under the relatedpooling and servicing agreements in good faith and the remaining allegations inthe New Complaint are without merit. CWCAM intends to vigorously contest eachof the remaining claims.

 

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

 

Inaddition to the information regarding this Item that has been disclosed in theprospectus of the issuing entity filed in a 424(b)(2) filing dated July 12,2018, Wells Fargo Bank, National Association, the master servicer and custodianunder the BANK 2018-BNK13 pooling and servicing agreement, pursuant to whichthe Griffin Portfolio II mortgage loan is serviced, and under the Benchmark2018-B4 pooling and servicing agreement, pursuant to which the WestbrookCorporate Center mortgage loan and the 636 11th Avenue mortgage loan areserviced, is also the master servicer and custodian under the BANK 2018-B12pooling and servicing agreement, pursuant to which the Rittenhouse Hillmortgage loan is serviced, under the WFCM 2018-C44 pooling and servicingagreement, pursuant to which the Prince and Spring Street Portfolio mortgageloan is serviced, and under the MSC 2018-H3 pooling and servicing agreement,and the custodian under each Outside Pooling and Servicing Agreement (otherthan the CGCMT 2018-B2 pooling and servicing agreement) pursuant to which theoutside serviced mortgage loans (other than the Axcelis Corporate Center andFort Knox Executive Park mortgage loans) are currently serviced.

 

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

 

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

 

Thereport on assessment of compliance with applicable servicing criteria furnishedpursuant to Item 1122 of Regulation AB by Midland Loan Services, a Division ofPNC Bank National Association discloses that a material instance of noncomplianceoccurred, as described below:

 

MaterialInstance of Noncompliance

 

In certain instances, the Schedule AL Files (Item 1125of Regulation AB) were not reported in accordance with the terms specified inthe transaction agreements, in conflict with Item 1122(d)(3)(i): “Reports toinvestors, including those to be filed with the Commission, are maintained inaccordance with the transaction agreements and applicable Commissionrequirements. Specifically, such reports: (A) Are prepared in accordance withtimeframes and other terms set forth in the transaction agreements”.  Thenoncompliance consisted of omitted or inaccurately reported numbers due to thefollowing: (1) the initial setup files contained information at the assetlevel, and Midland was required to manually compile the information to presentit at the loan level as required by Schedule AL; and (2) certain reportingrequirements required manual processing by Midland, including the use ofvarious data computation formulas, quality control checks and analysis.

 

The identified instances did not involve the servicingof assets included in this securitization.

 

StepsTaken to Remedy the Material Instance of Noncompliance

 

Midland’s Schedule AL reporting process was enhanced inApril of 2019, however, the process remained manual throughout the 2019calendar year and additional errors during such year were identified during therelated audit. Following identification, Midland made staffing changes andadditional improvements to its processes and procedures to support its ScheduleAL reporting obligations and expects to move to an automated solution for thisprocess.

 

**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 July 1,2018, between Morgan Stanley Capital I Inc., as depositor, Wells Fargo Bank,National Association, as master servicer, LNR Partners, LLC, as specialservicer, Wells Fargo Bank, National Association, as certificate administrator,Wilmington Trust, National Association, as trustee, and Park Bridge LenderServices LLC, as operating advisor and as asset representations reviewer (filedas Exhibit 4.1 to the registrant's Current Report on Form 8-K/A filed on September7, 2018 under SEC File No. 333-206582-15 and incorporated by reference herein).

 

(4.2)Pooling and Servicing Agreement, dated as of July 1,2018, between UBS Commercial Mortgage Securitization Corp., as depositor,Midland Loan Services, a Division of PNC Bank, National Association, as masterservicer, LNR Partners, LLC, as special servicer, Wells Fargo Bank, NationalAssociation, as trustee and as certificate administrator, and PentalphaSurveillance LLC, as operating advisor and asset representations reviewer,relating to the UBS 2018-C11 securitization transaction, pursuant to which theTorrance Technology Campus Mortgage Loan and the Orlando Airport MarriottLakeside Mortgage Loan are serviced (filed as Exhibit 4.2 to the registrant'sCurrent Report on Form 8-K filed on July 12, 2018 under SEC File No.333-206582-15 and incorporated by reference herein).

 

(4.3)Pooling and Servicing Agreement, dated as of May 1,2018, between Banc of America Merrill Lynch Commercial Mortgage Inc., asdepositor, Wells Fargo Bank, National Association, as general master servicer,Midland Loan Services, a Division of PNC Bank, National Association, as generalspecial servicer, National Cooperative Bank, N.A., as NCB master servicer andNCB special servicer, AEGON USA Realty Advisors, LLC, as Fair Oaks Mall specialservicer, Wilmington Trust, National Association, as trustee, Wells Fargo Bank,National Association, as certificate administrator, and Park Bridge LenderServices LLC, as operating advisor and asset representations reviewer, relatingto the BANK 2018-BNK12 securitization transaction, pursuant to which theRittenhouse Hill Mortgage Loan is serviced (filed as Exhibit 4.3 to theregistrant's Current Report on Form 8-K filed on July 12, 2018 under SEC FileNo. 333-206582-15 and incorporated by reference herein).

 

(4.4)Pooling and Servicing Agreement, dated as of March 1,2018, between Citigroup Commercial Mortgage Securities Inc., as depositor,Midland Loan Services, a Division of PNC Bank, National Association, as masterservicer, LNR Partners, LLC, as special servicer, Wilmington Trust, NationalAssociation, as trustee, Citibank, N.A., as certificate administrator, and ParkBridge Lender Services LLC, as operating advisor and asset representationsreviewer, relating to the CGCMT 2018-B2 securitization transaction, pursuant towhich the Axcelis Corporate Center Mortgage Loan and the Fort Knox ExecutivePark Mortgage Loan are serviced (filed as Exhibit 4.4 to the registrant'sCurrent Report on Form 8-K filed on July 12, 2018 under SEC File No.333-206582-15 and incorporated by reference herein).

 

(4.5)Pooling and Servicing Agreement, dated as of May 1,2018, between Wells Fargo Commercial Mortgage Securities, Inc., as depositor,Wells Fargo Bank, National Association, as master servicer, Rialto CapitalAdvisors, LLC, as special servicer, Wilmington Trust, National Association, astrustee, Wells Fargo Bank, National Association, as certificate administrator,and Pentalpha Surveillance LLC, as operating advisor and asset representationsreviewer, relating to the WFCM 2018-C44 securitization transaction, pursuant towhich the Prince and Spring Street Portfolio Mortgage Loan is serviced (filedas Exhibit 4.6 to the registrant's Current Report on Form 8-K filed on July 12,2018 under SEC File No. 333-206582-15 and incorporated by reference herein).

 

(4.6)Pooling and Servicing Agreement, dated as of July 1,2018, between Deutsche Mortgage & Asset Receiving Corporation, asdepositor, Wells Fargo Bank, National Association, as master servicer,CWCapital Asset Management LLC, as special servicer, Wells Fargo Bank, NationalAssociation, as certificate administrator, Wilmington Trust, NationalAssociation, as trustee, and Park Bridge Lender Services LLC, as operatingadvisor and as asset representations reviewer, relating to the Benchmark2018-B4 securitization transaction, pursuant to which the Westbrook CorporateCenter Mortgage Loan and the 636 11th Avenue Mortgage Loan are serviced (filedas Exhibit 4.7 to the registrant's Current Report on Form 8-K filed on July 19,2018 under SEC File No. 333-206582-15 and incorporated by reference herein).

 

(4.7)Pooling and Servicing Agreement, dated as of August 1,2018, between Wells Fargo Commercial Mortgage Securities, Inc., as depositor,Wells Fargo Bank, National Association, as general master servicer, TorchlightLoan Services, LLC, as general special servicer, National Cooperative Bank, N.A.,as NCB master servicer and NCB special servicer, Wells Fargo Bank, NationalAssociation, as certificate administrator, Wilmington Trust, NationalAssociation, as trustee, and Pentalpha Surveillance LLC, as operating advisorand as asset representations reviewer, relating to the BANK 2018-BNK13securitization transaction, pursuant to which the Griffin Portfolio II MortgageLoan is serviced (filed as Exhibit 4.8 to the registrant's Current Report onForm 8-K filed on August 8, 2018 under SEC File No. 333-206582-15 andincorporated 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  WellsFargo Bank, National Association, as Certificate Administrator

 

33.2  WellsFargo Bank, National Association, as Custodian

 

33.3  WellsFargo Bank, National Association, as Master Servicer

 

33.4  LNRPartners, LLC, as Special Servicer

 

33.5  ParkBridge Lender Services LLC, as Operating Advisor

 

33.6  KeyBankNational Association, as Primary Servicer

 

33.7  CoreLogicCommercial Real Estate Services, Inc., as Servicing Function Participant

 

33.8  NationalTax Search, LLC, as Servicing Function Participant

 

33.9  WellsFargo Bank, National Association, as Master Servicer under the BANK 2018-BNK13securitization, pursuant to which the following mortgage loans were serviced bysuch party: Griffin Portfolio II (from 1/1/19 to 12/31/19) (see Exhibit 33.3)

 

33.10  CoreLogicCommercial Real Estate Services, Inc., as Servicing Function Participant underthe BANK 2018-BNK13 securitization, pursuant to which the following mortgageloans were serviced by such party: Griffin Portfolio II (from 1/1/19 to12/31/19) (see Exhibit 33.7)

 

33.11  NationalTax Search, LLC, as Servicing Function Participant under the BANK 2018-BNK13securitization, pursuant to which the following mortgage loans were serviced bysuch party: Griffin Portfolio II (from 1/1/19 to 12/31/19) (see Exhibit 33.8)

 

33.12  WellsFargo Bank, National Association, as Master Servicer under the BANK 2018-BNK12securitization, pursuant to which the following mortgage loans were serviced bysuch party: Rittenhouse Hill (from 1/1/19 to 12/31/19) (see Exhibit 33.3)

 

33.13  CoreLogicCommercial Real Estate Services, Inc., as Servicing Function Participant underthe BANK 2018-BNK12 securitization, pursuant to which the following mortgageloans were serviced by such party: Rittenhouse Hill (from 1/1/19 to 12/31/19)(see Exhibit 33.7)

 

33.14  NationalTax Search, LLC, as Servicing Function Participant under the BANK 2018-BNK12securitization, pursuant to which the following mortgage loans were serviced bysuch party: Rittenhouse Hill (from 1/1/19 to 12/31/19) (see Exhibit 33.8)

 

33.15  WellsFargo Bank, National Association, as Master Servicer under the Benchmark2018-B4 securitization, pursuant to which the following mortgage loans wereserviced by such party: Westbrook Corporate Center (from 1/1/19 to 12/31/19)and 636 11th Avenue (from 1/1/19 to 12/31/19) (see Exhibit 33.3)

 

33.16  CoreLogicCommercial Real Estate Services, Inc., as Servicing Function Participant underthe Benchmark 2018-B4 securitization, pursuant to which the following mortgageloans were serviced by such party: Westbrook Corporate Center (from 1/1/19 to12/31/19) and 636 11th Avenue (from 1/1/19 to 12/31/19) (see Exhibit 33.7)

 

33.17  NationalTax Search, LLC, as Servicing Function Participant under the Benchmark 2018-B4securitization, pursuant to which the following mortgage loans were serviced bysuch party: Westbrook Corporate Center (from 1/1/19 to 12/31/19) and 636 11thAvenue (from 1/1/19 to 12/31/19) (see Exhibit 33.8)

 

33.18  MidlandLoan Services, a Division of PNC Bank, National Association, as Master Servicerunder the UBS 2018-C11 securitization, pursuant to which the following mortgageloans were serviced by such party: Torrance Technology Campus (from 1/1/19 to12/31/19) and Orlando Airport Marriott Lakeside (from 1/1/19 to 12/31/19)

 

33.19  MidlandLoan Services, a Division of PNC Bank, National Association, as Master Servicerunder the CGCMT 2018-B2 securitization, pursuant to which the followingmortgage loans were serviced by such party: Axcelis Corporate Center (from1/1/19 to 12/31/19) and Fort Knox Executive Park (from 1/1/19 to 12/31/19) (seeExhibit 33.18)

 

33.20  WellsFargo Bank, National Association, as Master Servicer under the WFCM 2018-C44securitization, pursuant to which the following mortgage loans were serviced bysuch party: Prince and Spring Street Portfolio (from 1/1/19 to 12/31/19) (seeExhibit 33.3)

 

33.21  CoreLogicCommercial Real Estate Services, Inc., as Servicing Function Participant underthe WFCM 2018-C44 securitization, pursuant to which the following mortgageloans were serviced by such party: Prince and Spring Street Portfolio (from1/1/19 to 12/31/19) (see Exhibit 33.7)

 

33.22  NationalTax Search, LLC, as Servicing Function Participant under the WFCM 2018-C44securitization, pursuant to which the following mortgage loans were serviced bysuch party: Prince and Spring Street Portfolio (from 1/1/19 to 12/31/19) (seeExhibit 33.8)

 

33.23  TorchlightLoan Services, LLC, as Special Servicer under the BANK 2018-BNK13securitization, pursuant to which the following mortgage loans were serviced bysuch party: Griffin Portfolio II (from 1/1/19 to 12/31/19)

 

33.24  CWCapitalAsset Management LLC, as Special Servicer under the Benchmark 2018-B4securitization, pursuant to which the following mortgage loans were serviced bysuch party: Westbrook Corporate Center (from 1/1/19 to 12/31/19) and 636 11thAvenue (from 1/1/19 to 12/31/19)

 

33.25  LNRPartners, LLC, as Special Servicer under the UBS 2018-C11 securitization,pursuant to which the following mortgage loans were serviced by such party:Torrance Technology Campus (from 1/1/19 to 12/31/19) and Orlando AirportMarriott Lakeside (from 1/1/19 to 12/31/19) (see Exhibit 33.4)

 

33.26  LNRPartners, LLC, as Special Servicer under the CGCMT 2018-B2 securitization,pursuant to which the following mortgage loans were serviced by such party:Axcelis Corporate Center (from 1/1/19 to 12/31/19) and Fort Knox Executive Park(from 1/1/19 to 12/31/19) (see Exhibit 33.4)

 

33.27  WellsFargo Bank, National Association, as Custodian under the BANK 2018-BNK13securitization, pursuant to which the following mortgage loans were serviced bysuch party: Griffin Portfolio II (from 1/1/19 to 12/31/19) (see Exhibit 33.2)

 

33.28  WellsFargo Bank, National Association, as Custodian under the BANK 2018-BNK12securitization, pursuant to which the following mortgage loans were serviced bysuch party: Rittenhouse Hill (from 1/1/19 to 12/31/19) (see Exhibit 33.2)

 

33.29  WellsFargo Bank, National Association, as Custodian under the Benchmark 2018-B4securitization, pursuant to which the following mortgage loans were serviced bysuch party: Westbrook Corporate Center (from 1/1/19 to 12/31/19) and 636 11thAvenue (from 1/1/19 to 12/31/19) (see Exhibit 33.2)

 

33.30  WellsFargo Bank, National Association, as Custodian under the UBS 2018-C11securitization, pursuant to which the following mortgage loans were serviced bysuch party: Torrance Technology Campus (from 1/1/19 to 12/31/19) and OrlandoAirport Marriott Lakeside (from 1/1/19 to 12/31/19) (see Exhibit 33.2)

 

33.31  WellsFargo Bank, National Association, as Custodian under the WFCM 2018-C44securitization, pursuant to which the following mortgage loans were serviced bysuch party: Prince and Spring Street Portfolio (from 1/1/19 to 12/31/19) (seeExhibit 33.2)

 

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

 

34.1  WellsFargo Bank, National Association, as Certificate Administrator

 

34.2  WellsFargo Bank, National Association, as Custodian

 

34.3  WellsFargo Bank, National Association, as Master Servicer

 

34.4  LNRPartners, LLC, as Special Servicer

 

34.5  ParkBridge Lender Services LLC, as Operating Advisor

 

34.6  KeyBankNational Association, as Primary Servicer

 

34.7  CoreLogicCommercial Real Estate Services, Inc., as Servicing Function Participant

 

34.8  NationalTax Search, LLC, as Servicing Function Participant

 

34.9  WellsFargo Bank, National Association, as Master Servicer under the BANK 2018-BNK13securitization, pursuant to which the following mortgage loans were serviced bysuch party: Griffin Portfolio II (from 1/1/19 to 12/31/19) (see Exhibit 34.3)

 

34.10  CoreLogicCommercial Real Estate Services, Inc., as Servicing Function Participant underthe BANK 2018-BNK13 securitization, pursuant to which the following mortgageloans were serviced by such party: Griffin Portfolio II (from 1/1/19 to12/31/19) (see Exhibit 34.7)

 

34.11  NationalTax Search, LLC, as Servicing Function Participant under the BANK 2018-BNK13securitization, pursuant to which the following mortgage loans were serviced bysuch party: Griffin Portfolio II (from 1/1/19 to 12/31/19) (see Exhibit 34.8)

 

34.12  WellsFargo Bank, National Association, as Master Servicer under the BANK 2018-BNK12securitization, pursuant to which the following mortgage loans were serviced bysuch party: Rittenhouse Hill (from 1/1/19 to 12/31/19) (see Exhibit 34.3)

 

34.13  CoreLogicCommercial Real Estate Services, Inc., as Servicing Function Participant underthe BANK 2018-BNK12 securitization, pursuant to which the following mortgageloans were serviced by such party: Rittenhouse Hill (from 1/1/19 to 12/31/19)(see Exhibit 34.7)

 

34.14  NationalTax Search, LLC, as Servicing Function Participant under the BANK 2018-BNK12securitization, pursuant to which the following mortgage loans were serviced bysuch party: Rittenhouse Hill (from 1/1/19 to 12/31/19) (see Exhibit 34.8)

 

34.15  WellsFargo Bank, National Association, as Master Servicer under the Benchmark2018-B4 securitization, pursuant to which the following mortgage loans wereserviced by such party: Westbrook Corporate Center (from 1/1/19 to 12/31/19)and 636 11th Avenue (from 1/1/19 to 12/31/19) (see Exhibit 34.3)

 

34.16  CoreLogicCommercial Real Estate Services, Inc., as Servicing Function Participant underthe Benchmark 2018-B4 securitization, pursuant to which the following mortgageloans were serviced by such party: Westbrook Corporate Center (from 1/1/19 to12/31/19) and 636 11th Avenue (from 1/1/19 to 12/31/19) (see Exhibit 34.7)

 

34.17  NationalTax Search, LLC, as Servicing Function Participant under the Benchmark 2018-B4securitization, pursuant to which the following mortgage loans were serviced bysuch party: Westbrook Corporate Center (from 1/1/19 to 12/31/19) and 636 11thAvenue (from 1/1/19 to 12/31/19) (see Exhibit 34.8)

 

34.18  MidlandLoan Services, a Division of PNC Bank, National Association, as Master Servicerunder the UBS 2018-C11 securitization, pursuant to which the following mortgageloans were serviced by such party: Torrance Technology Campus (from 1/1/19 to12/31/19) and Orlando Airport Marriott Lakeside (from 1/1/19 to 12/31/19)

 

34.19  MidlandLoan Services, a Division of PNC Bank, National Association, as Master Servicerunder the CGCMT 2018-B2 securitization, pursuant to which the followingmortgage loans were serviced by such party: Axcelis Corporate Center (from1/1/19 to 12/31/19) and Fort Knox Executive Park (from 1/1/19 to 12/31/19) (seeExhibit 34.18)

 

34.20  WellsFargo Bank, National Association, as Master Servicer under the WFCM 2018-C44securitization, pursuant to which the following mortgage loans were serviced bysuch party: Prince and Spring Street Portfolio (from 1/1/19 to 12/31/19) (seeExhibit 34.3)

 

34.21  CoreLogicCommercial Real Estate Services, Inc., as Servicing Function Participant underthe WFCM 2018-C44 securitization, pursuant to which the following mortgageloans were serviced by such party: Prince and Spring Street Portfolio (from1/1/19 to 12/31/19) (see Exhibit 34.7)

 

34.22  NationalTax Search, LLC, as Servicing Function Participant under the WFCM 2018-C44securitization, pursuant to which the following mortgage loans were serviced bysuch party: Prince and Spring Street Portfolio (from 1/1/19 to 12/31/19) (seeExhibit 34.8)

 

34.23  TorchlightLoan Services, LLC, as Special Servicer under the BANK 2018-BNK13securitization, pursuant to which the following mortgage loans were serviced bysuch party: Griffin Portfolio II (from 1/1/19 to 12/31/19)

 

34.24  CWCapitalAsset Management LLC, as Special Servicer under the Benchmark 2018-B4securitization, pursuant to which the following mortgage loans were serviced bysuch party: Westbrook Corporate Center (from 1/1/19 to 12/31/19) and 636 11thAvenue (from 1/1/19 to 12/31/19)

 

34.25  LNRPartners, LLC, as Special Servicer under the UBS 2018-C11 securitization,pursuant to which the following mortgage loans were serviced by such party:Torrance Technology Campus (from 1/1/19 to 12/31/19) and Orlando AirportMarriott Lakeside (from 1/1/19 to 12/31/19) (see Exhibit 34.4)

 

34.26  LNRPartners, LLC, as Special Servicer under the CGCMT 2018-B2 securitization,pursuant to which the following mortgage loans were serviced by such party:Axcelis Corporate Center (from 1/1/19 to 12/31/19) and Fort Knox Executive Park(from 1/1/19 to 12/31/19) (see Exhibit 34.4)

 

34.27  WellsFargo Bank, National Association, as Custodian under the BANK 2018-BNK13securitization, pursuant to which the following mortgage loans were serviced bysuch party: Griffin Portfolio II (from 1/1/19 to 12/31/19) (see Exhibit 34.2)

 

34.28  WellsFargo Bank, National Association, as Custodian under the BANK 2018-BNK12securitization, pursuant to which the following mortgage loans were serviced bysuch party: Rittenhouse Hill (from 1/1/19 to 12/31/19) (see Exhibit 34.2)

 

34.29  WellsFargo Bank, National Association, as Custodian under the Benchmark 2018-B4securitization, pursuant to which the following mortgage loans were serviced bysuch party: Westbrook Corporate Center (from 1/1/19 to 12/31/19) and 636 11thAvenue (from 1/1/19 to 12/31/19) (see Exhibit 34.2)

 

34.30  WellsFargo Bank, National Association, as Custodian under the UBS 2018-C11 securitization,pursuant to which the following mortgage loans were serviced by such party:Torrance Technology Campus (from 1/1/19 to 12/31/19) and Orlando AirportMarriott Lakeside (from 1/1/19 to 12/31/19) (see Exhibit 34.2)

 

34.31  WellsFargo Bank, National Association, as Custodian under the WFCM 2018-C44securitization, pursuant to which the following mortgage loans were serviced bysuch party: Prince and Spring Street Portfolio (from 1/1/19 to 12/31/19) (seeExhibit 34.2)

 

(35). Servicer compliancestatement.

 

35.1  WellsFargo Bank, National Association, as Certificate Administrator

 

35.2  WellsFargo Bank, National Association, as Custodian

 

35.3  WellsFargo Bank, National Association, as Master Servicer

 

35.4  LNRPartners, LLC, as Special Servicer

 

35.5  KeyBankNational Association, as Primary Servicer

 

35.6  WellsFargo Bank, National Association, as Master Servicer under the BANK 2018-BNK13securitization, pursuant to which the following mortgage loans were serviced bysuch party: Griffin Portfolio II (from 1/1/19 to 12/31/19) (see Exhibit 35.3)

 

35.7  WellsFargo Bank, National Association, as Master Servicer under the BANK 2018-BNK12securitization, pursuant to which the following mortgage loans were serviced bysuch party: Rittenhouse Hill (from 1/1/19 to 12/31/19) (see Exhibit 35.3)

 

35.8  WellsFargo Bank, National Association, as Master Servicer under the Benchmark2018-B4 securitization, pursuant to which the following mortgage loans wereserviced by such party: Westbrook Corporate Center (from 1/1/19 to 12/31/19)and 636 11th Avenue (from 1/1/19 to 12/31/19) (see Exhibit 35.3)

 

35.9  WellsFargo Bank, National Association, as Master Servicer under the WFCM 2018-C44securitization, pursuant to which the following mortgage loans were serviced bysuch party: Prince and Spring Street Portfolio (from 1/1/19 to 12/31/19) (seeExhibit 35.3)

 

35.10  LNR Partners, LLC, as Special Servicer under the UBS2018-C11 securitization, pursuant to which the following mortgage loans wereserviced by such party: Torrance Technology Campus (from 1/1/19 to 12/31/19)and Orlando Airport Marriott Lakeside (from 1/1/19 to 12/31/19) (seeExhibit 35.4)

 

35.11 LNR Partners, LLC, as Special Servicer underthe CGCMT 2018-B2 securitization, pursuant to which the following mortgageloans were serviced by such party: Axcelis Corporate Center (from 1/1/19 to 12/31/19)and Fort Knox Executive Park (from 1/1/19 to 12/31/19) (see Exhibit 35.4)

 

35.12  WellsFargo Bank, National Association, as Custodian under the BANK 2018-BNK13securitization, pursuant to which the following mortgage loans were serviced bysuch party: Griffin Portfolio II (from 1/1/19 to 12/31/19) (see Exhibit 35.2)

 

35.13  WellsFargo Bank, National Association, as Custodian under the BANK 2018-BNK12securitization, pursuant to which the following mortgage loans were serviced bysuch party: Rittenhouse Hill (from 1/1/19 to 12/31/19) (see Exhibit 35.2)

 

35.14  WellsFargo Bank, National Association, as Custodian under the Benchmark 2018-B4securitization, pursuant to which the following mortgage loans were serviced bysuch party: Westbrook Corporate Center (from 1/1/19 to 12/31/19) and 636 11thAvenue (from 1/1/19 to 12/31/19) (see Exhibit 35.2)

 

35.15  WellsFargo Bank, National Association, as Custodian under the UBS 2018-C11securitization, pursuant to which the following mortgage loans were serviced bysuch party: Torrance Technology Campus (from 1/1/19 to 12/31/19) and OrlandoAirport Marriott Lakeside (from 1/1/19 to 12/31/19) (see Exhibit 35.2)

 

35.16  WellsFargo Bank, National Association, as Custodian under the WFCM 2018-C44securitization, pursuant to which the following mortgage loans were serviced bysuch party: Prince and Spring Street Portfolio (from 1/1/19 to 12/31/19) (seeExhibit 35.2)

 

(99.1)Mortgage Loan Purchase Agreement, dated June 27, 2018,between Morgan Stanley Capital I Inc. and Morgan Stanley Mortgage CapitalHoldings LLC (filed as Exhibit 99.1 to the registrant's Current Report on Form8-K filed on July 12, 2018 under SEC File No. 333-206582-15 and incorporated byreference herein).

 

(99.2)Mortgage Loan Purchase Agreement, dated June 27, 2018,between Morgan Stanley Capital I Inc. and KeyBank National Association (filedas Exhibit 99.2 to the registrant's Current Report on Form 8-K filed on July12, 2018 under SEC File No. 333-206582-15 and incorporated by referenceherein).

 

(99.3)Mortgage Loan Purchase Agreement, dated June 27, 2018,between Morgan Stanley Capital I Inc. and Argentic Real Estate Finance LLC(filed as Exhibit 99.3 to the registrant's Current Report on Form 8-K filed onJuly 12, 2018 under SEC File No. 333-206582-15 and incorporated by referenceherein).

 

(99.4)Mortgage Loan Purchase Agreement, dated June 27, 2018,between Morgan Stanley Capital I Inc. and Starwood Mortgage Funding III LLC andStarwood Mortgage Capital LLC (filed as Exhibit 99.4 to the registrant'sCurrent Report on Form 8-K filed on July 12, 2018 under SEC File No.333-206582-15 and incorporated by reference herein).

 

(99.5)Mortgage Loan Purchase Agreement, dated June 27, 2018,between Morgan Stanley Capital I Inc. and Bank of America, National Association(filed as Exhibit 99.5 to the registrant's Current Report on Form 8-K filed onJuly 12, 2018 under SEC File No. 333-206582-15 and incorporated by referenceherein).

 

(99.6)Mortgage Loan Purchase Agreement, dated June 27, 2018,between Morgan Stanley Capital I Inc. and Citi Real Estate Funding Inc. (filedas Exhibit 99.6 to the registrant's Current Report on Form 8-K filed on July12, 2018 under SEC File No. 333-206582-15 and incorporated by referenceherein).

 

(99.7)Agreement Between Noteholders, dated as of April 27,2018, by and between Bank of America, N.A. and KeyBank National Association,relating to the Griffin Portfolio II loan combination (filed as Exhibit 99.7 tothe registrant's Current Report on Form 8-K filed on July 12, 2018 under SECFile No. 333-206582-15 and incorporated by reference herein).

 

(99.8)Agreement Between Note Holders, dated as of May 24,2018, by and between Morgan Stanley Bank, N.A., as initial note A-1 holder,Morgan Stanley Bank, N.A., as initial note A-2 holder, and Morgan Stanley Bank,N.A., as initial note A-3 holder, relating to the Rittenhouse Hill loan combination(filed as Exhibit 99.8 to the registrant's Current Report on Form 8-K filed onJuly 12, 2018 under SEC File No. 333-206582-15 and incorporated by referenceherein).

 

(99.9)Agreement Between Noteholders, dated as of May 4, 2018,by and among KeyBank National Association, as initial note A-1 holder, KeyBankNational Association, as note A-2 holder, and KeyBank National Association, asinitial note A-3 holder, relating to the HTI Medical Office Portfolio loancombination (filed as Exhibit 99.9 to the registrant's Current Report on Form8-K filed on July 12, 2018 under SEC File No. 333-206582-15 and incorporated byreference herein).

 

(99.10)Agreement Between Note Holders, dated as of July 12,2018, by and between Morgan Stanley Bank, N.A., as initial note A-1 holder,Morgan Stanley Bank, N.A., as initial note A-2 holder, and Morgan Stanley Bank,N.A., as initial note A-3 holder, relating to the Shoppes at Chino Hills loancombination (filed as Exhibit 99.10 to the registrant's Current Report on Form8-K filed on July 12, 2018 under SEC File No. 333-206582-15 and incorporated byreference herein).

 

(99.11)Co-Lender Agreement, dated as of July 1, 2018, by andbetween Citi Real Estate Funding Inc., as initial note A-1 holder, Citi RealEstate Funding Inc., as initial note A-2 holder, and Citi Real Estate FundingInc., as initial note A-3 holder, relating to the Westbrook Corporate Centerloan combination (filed as Exhibit 99.11 to the registrant's Current Report onForm 8-K filed on July 12, 2018 under SEC File No. 333-206582-15 andincorporated by reference herein).

 

(99.12)Co-Lender Agreement, dated as of May 17, 2018, by andamong Starwood Mortgage Capital LLC, as initial note A-1 holder, StarwoodMortgage Capital LLC, as initial note A-2 holder, Starwood Mortgage CapitalLLC, as initial note A-3 holder, Starwood Mortgage Capital LLC, as initial noteA-4 holder, Starwood Mortgage Capital LLC, as initial note A-5 holder, andStarwood Mortgage Capital LLC, as initial note A-6 holder, relating to thePlaya Largo loan combination (filed as Exhibit 99.12 to the registrant'sCurrent Report on Form 8-K filed on July 12, 2018 under SEC File No.333-206582-15 and incorporated by reference herein).

 

(99.13)Agreement Between Note Holders, dated as of July 6,2018, by and between SPREF WH II LLC, as initial note A-1 holder, SPREF WH IILLC, as initial note A-2 holder, SPREF WH II LLC, as initial note A-3 holder,SPREF WH II LLC, as initial note A-4 holder, SPREF WH II LLC, as initial noteA-5 holder, SPREF WH II LLC, as initial note A-6 holder, relating to theTorrance Technology Campus loan combination (filed as Exhibit 99.13 to theregistrant's Current Report on Form 8-K filed on July 12, 2018 under SEC FileNo. 333-206582-15 and incorporated by reference herein).

 

(99.14)Agreement Between Noteholders, dated as of July 6,2018, by and between SPREF WH II LLC, as initial note A-1 holder, SPREF WH IILLC, as initial note A-2 holder, SPREF WH II LLC, as initial note A-3 holder,SPREF WH II LLC, as initial note A-4 holder, SPREF WH II LLC, as initial noteA-5 holder, and SPREF WH II LLC, as initial note A-6 holder, relating to theOrlando Airport Marriott Lakeside loan combination (filed as Exhibit 99.14 tothe registrant's Current Report on Form 8-K filed on July 12, 2018 under SECFile No. 333-206582-15 and incorporated by reference herein).

 

(99.15)Agreement Between Note Holders, dated as of March 20,2018, by and between Morgan Stanley Bank, N.A., as initial note A-1 holder, andMorgan Stanley Bank, N.A., as initial note A-2 holder, relating to the AxcelisCorporate Center loan combination (filed as Exhibit 99.15 to the registrant'sCurrent Report on Form 8-K filed on July 12, 2018 under SEC File No.333-206582-15 and incorporated by reference herein).

 

(99.16)Co-Lender Agreement, dated as of June 21, 2018, betweenJPMorgan Chase Bank, National Association, as initial note A-1 holder, JPMorganChase Bank, National Association, as initial note A-2 holder, JPMorgan ChaseBank, National Association, as initial note A-3 holder, Citi Real EstateFunding Inc., as initial note A-4 holder, and Citi Real Estate Funding Inc., asinitial note A-5 holder, relating to the 636 11th Avenue loan combination(filed as Exhibit 99.16 to the registrant's Current Report on Form 8-K filed onJuly 12, 2018 under SEC File No. 333-206582-15 and incorporated by referenceherein).

 

(99.17)Agreement Between Note Holders, dated as of May 6,2018, by and between SPREF WH II LLC, as initial note A-1 holder, and SPREF WHII LLC, as initial note A-2 holder, relating to the Prince and Spring StreetPortfolio loan combination (filed as Exhibit 99.17 to the registrant's CurrentReport on Form 8-K filed on July 12, 2018 under SEC File No. 333-206582-15 andincorporated by reference herein).

 

(99.18)Amended & Restated Co-Lender Agreement, dated as ofMay 11, 2018, by and among Wilmington Trust, National Association, as trusteefor the benefit of the registered holders of the Citigroup Commercial MortgageTrust 2018-B2 Commercial Mortgage Pass-Through Certificates, Series 2018-B2, asnote A-1 holder, Starwood Mortgage Capital LLC, as initial note A-2-1 holder,and Starwood Mortgage Capital LLC, as initial note A-2-2 holder, relating tothe Fort Knox Executive Park loan combination (filed as Exhibit 99.18 to theregistrant's Current Report on Form 8-K filed on July 12, 2018 under SEC FileNo. 333-206582-15 and incorporated by reference herein).

 

(99.19)Primary Servicing Agreement, dated as of July 1, 2018,by and between Wells Fargo Bank, National Association, as master servicer, andKeyBank National Association, as primary servicer (filed as Exhibit 99.19 tothe registrant's Current Report on Form 8-K filed on July 12, 2018 under SECFile No. 333-206582-15 and incorporated by reference herein).

 

(b)See (a) above.

 

(c) NotApplicable.

 

**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, Director and President

(seniorofficer in charge of securitization of the depositor)

 

Date: March 27, 2020