**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:333-227446-01**

 

**Central Index Key Number of the issuing entity:0001758882**

 

**Morgan Stanley Capital ITrust 2018-H4**

**(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:0001624053**

 

**Argentic Real Estate FinanceLLC**

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

 

**Central Index Key Number of the sponsor:0001548405**

 

**Starwood Mortgage Capital 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:0001558761**

 

**Cantor Commercial Real EstateLending, L.P.**

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

 

| **New York**                                                        | **38-4096509  38-4096510  38-7206272**       |
|---------------------------------------------------------------------|----------------------------------------------|
| **(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-H4 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 Aventura Mall mortgageloan, which is serviced pursuant to the AMT 2018-AVM trust and servicingagreement attached hereto as Exhibit 4.2;

 

•   the Sheraton Grand NashvilleDowntown mortgage loan and the Lakeside Pointe and Fox Club Apartments mortgageloan, which are serviced pursuant to the WFCM 2018-C48 pooling and servicingagreement attached hereto as Exhibit 4.3;

  

•   the Fidelis Portfoliomortgage loan, which is serviced pursuant to the BBCMS 2018-C2 pooling andservicing agreement attached hereto as Exhibit 4.4; and

 

•   the 1001 Frontier Roadmortgage loan, which was serviced pursuant to the MSC 2018-H4 pooling andservicing agreement attached hereto as Exhibit 4.1 (from 1/1/19 to 3/11/19) and, following the securitization of the related leadservicing note, the MSC 2019-L2 pooling and servicingagreement attached hereto as Exhibit 4.5 (from 3/12/19 to 12/31/19).

 

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 of RegulationAB and (2) constitutes a servicer that meets the criteria in Item 1108(a)(2)(i)through (iii) of Regulation AB for purposes of Item 1123 of Regulation 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 of RegulationAB 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 servicing agreementand the mortgage pool securitized pursuant to such pooling and servicingagreement 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 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 Item1101 of Regulation AB or for purposes of Item 1123 of Regulation AB.  Inaddition, while the operating advisor under a pooling and servicing agreementhas certain reporting obligations in respect of the related mortgage pool, ithas no obligation to collect or disburse funds in respect of the mortgage poolor to administer 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 assetrepresentations reviewer under a pooling and servicing agreement does notparticipate in the servicing function for purposes of Item 1122 of RegulationAB, is not responsible for the “management or collection of the pool assets ormaking allocations or distributions to holders of the asset-backed securities”within the meaning of “servicer” under Item 1101 of Regulation AB and does notperform the functions of a servicer for purposes of Item 1123 of Regulation AB.

•   CWCapital Asset ManagementLLC is the special servicer under the AMT 2018-AVM trust and servicingagreement, pursuant to which the Aventura Mall mortgage loan is serviced. Because CWCapital Asset Management LLC is not the MSC 2018-H4 special servicer,is not affiliated with any sponsor and services only the Aventura Mall mortgageloan, which constitutes more than 5% but less than 10% of the mortgage pool,CWCapital Asset Management LLC, as AMT 2018-AVM special servicer, constitutes areporting “servicing function participant” for purposes of Item 1122 ofRegulation AB, as specified in the Instruction 3 to Item 1122, but does notconstitute a reporting “servicer” for purposes of Item 1123 of Regulation AB,as specified in the Instruction to Item 1123.

 

•   Rialto Capital Advisors, LLC is the special servicer under the MSC2019-L2 pooling and servicing agreement, pursuant to which the 1001 FrontierRoad mortgage loan is serviced. Because Rialto Capital Advisors, LLC is not the MSC 2018‐H4 special servicer,is not affiliated with any sponsor and services only the 1001 Frontier Roadmortgage loan, which constitutes less than 5% of the mortgage pool, Rialto Capital Advisors, LLC, as MSC 2019-L2 special servicer, does notconstitute a reporting “servicing function participant” for purposes of Item1122 of Regulation AB, as specified in the Instruction 3 to Item 1122, and doesnot constitute a reporting “servicer” for purposes of Item 1123 of RegulationAB, 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:

 

•   Midland Loan Services, a Division of PNC Bank, NationalAssociation, as master servicer, engaged the servicesof KeyBank National Association and Berkeley PointCapital LLC, in each case as a sub-servicer inrespect of the entire mortgage pool for the reporting period.

 

•   Wells Fargo Bank, NationalAssociation, as master servicer under the AMT 2018-AVM trust and servicingagreement, pursuant to which the Aventura Mall 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 Aventura Mall mortgage loan for the reporting period.

 

•   Wells Fargo Bank, NationalAssociation, as master servicer under the WFCM 2018-C48 pooling and servicingagreement, pursuant to which the Sheraton Grand Downton Nashville mortgage loanand the Lakeside Pointe & Fox Club Apartments mortgage loan are 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 Sheraton Grand Downton Nashville mortgage loan and the LakesidePointe & Fox Club Apartments mortgage loan for the reporting period.

 

•   Wells Fargo Bank, NationalAssociation, as master servicer and special servicer under the BBCMS 2018-C2pooling and servicing agreement, pursuant to which the Fidelis Portfoliomortgage loan is serviced, engaged the services of CoreLogic Commercial RealEstate Services, Inc. and National Tax Search, LLC, in each case as a servicingfunction participant in respect of the Fidelis Portfolio mortgage loan for thereporting 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 December 26, 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)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 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 the agreement.With respect to such litigations, Wells Fargo Bank believes plaintiffs' claimsare without merit and intends to contest the claims vigorously, but there canbe no assurances as to the outcome of the litigations or the possible impact ofthe litigations on Wells Fargo Bank or the RMBS trusts.

 

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, andany other 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”) andseeking (a) a declaratory judgment stating that RAIT Preferred Funding is thedirecting lender under a co-lender agreement dated March 28, 2007 and a poolingand servicing 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 documentaryevidence and New York case law.  On September 30, 2016, RAIT Preferred Fundingand CWCAM entered into a confidential Settlement Agreement (the “2016Settlement”), which provides for a stay of the RAIT Preferred Fundinglitigation (the “Litigation Stay”) through August 25, 2017.  Pursuant tothe terms of the 2016 Settlement, upon satisfaction of a term of the 2016Settlement by August 25, 2017 (or such later date agreed to by the parties),the RAIT Preferred Funding litigation will be dismissed, with prejudice. On May 19, 2017 the Borrower repaid the Loan in accordance with the terms ofthe notes and satisfied the condition to dismissal with prejudice.  RAIThas refused to dismiss the case and is claiming that the B Note should be paidin full.  CWCAM believes that it has performed its obligations under theOperative Agreements in good faith, and that the action should be dismissedwith prejudice.  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 $18,500,000principal 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 FargoBank as master servicer in connection with the borrower’s repayment of theLoan, (c) a declaratory judgment that RAIT Preferred Funding is entitled torecover 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.  On November13, 2017, Wells Fargo Bank filed a motion to dismiss the RAIT Amended Complaint(the “Wells Fargo Motion to Dismiss Amended Complaint”) and joined the CWCAMMotion to Dismiss Amended Complaint.  On January 29, 2018, the courtdismissed 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 July 13,2018 and July 16, 2018. The plaintiff’s motion for a preliminary injunction wasdenied 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 deficiencies relatingto certain of the claims dismissed by the August, 20, 2019 order. CWCI andCWCAM filed its Motion to Dismiss the amended complaint on October 28, 2019.CWCAM believes that it has performed its obligations under the related poolingand servicing agreements in good faith and the remaining allegations in the NewComplaint are without merit. CWCAM intends to vigorously contest each of theremaining 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 December 26,2018, (i) Wells Fargo Bank, National Association, the custodian under the MSC2019-L2 pooling and servicing agreement, pursuant to which the 1001 FrontierRoad is serviced, is also the custodian under the MSC 2018-H4 pooling andservicing agreement and under each Outside Servicing Agreement and the masterservicer under each Outside Servicing Agreement (except the MSC 2019-L2 poolingand servicing agreement) and (ii) Midland Loan Services, a Division of PNC BankNational Association, the master servicer under the MSC 2019-L2 pooling andservicing agreement, pursuant to which the 1001 Frontier Road mortgage loan isserviced, is also the master servicer under the MSC 2018-H4 pooling andservicing agreement.

 

**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 ofnoncompliance occurred, 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 December1, 2018, between Morgan Stanley Capital I Inc., as depositor, Midland LoanServices, a Division of PNC Bank, National Association, as master servicer, LNRPartners, LLC, as special servicer, Wells Fargo Bank, National Association, ascertificate administrator and trustee, and Park Bridge Lender Services LLC, asoperating advisor and as asset representations reviewer (filed as Exhibit 4.1to the registrant's Current Report on Form 8-K/A filed on February 8, 2019under SEC File No. 333-227446-01 and incorporated by reference herein).

 

(4.2)Trust and Servicing Agreement, dated as of June 29,2018, between J.P. Morgan Chase Commercial Mortgage Securities Corp., asdepositor, Wells Fargo Bank, National Association, as servicer, CWCapital AssetManagement LLC, as special servicer, Park Bridge Lender Services LLC, asoperating advisor, Wells Fargo Bank, National Association, as certificateadministrator, and Wilmington Trust, National Association, as trustee, relatingto the Aventura Mall Trust 2018-AVM securitization transaction, pursuant towhich the Aventura Mall Mortgage Loan is serviced (filed as Exhibit 4.2 to theregistrant's Current Report on Form 8-K filed on December 26, 2018 under SECFile No. 333-227446-01 and incorporated by reference herein).

 

(4.3)Pooling and Servicing Agreement, dated as of December1, 2018, between Wells Fargo Commercial Mortgage Securities, Inc., asdepositor, Wells Fargo Bank, National Association, as master servicer, LNRPartners, LLC, as special servicer, Wells Fargo Bank, National Association, ascertificate administrator, Wilmington Trust, National Association, as trustee,and Pentalpha Surveillance LLC, as operating advisor and as assetrepresentations reviewer, relating to the WFCM 2018-C48 securitizationtransaction, pursuant to which the Sheraton Grand Nashville Downtown MortgageLoan and the Lakeside Pointe & Fox Club Apartments Mortgage Loan areserviced (filed as Exhibit 4.3 to the registrant's Current Report on Form 8-Kfiled on December 26, 2018 under SEC File No. 333-227446-01 and incorporated byreference herein).

 

(4.4)Pooling and Servicing Agreement, dated as of December1, 2018, Barclays Commercial Mortgage Securities LLC, as depositor, Wells FargoBank, 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,relating to the BBCMS 2018-C2 securitization transaction, pursuant to which theFidelis Portfolio Mortgage Loan is serviced  (filed as Exhibit 4.4 to theregistrant's Current Report on Form 8-K filed on December 26, 2018 under SECFile No. 333-227446-01 and incorporated by reference herein).

 

(4.5) Poolingand Servicing Agreement, dated as of March 1, 2019, between Morgan StanleyCapital I Inc., as depositor, Midland Loan Services, a Division of PNC Bank,National Association, as master servicer, Rialto Capital Advisors, LLC, asspecial servicer, Wells Fargo Bank, National Association, as certificateadministrator and trustee, and Pentalpha Surveillance LLC, as operating advisorand as asset representations reviewer, relating to the MSC 2019-L2securitization transaction, pursuant to which the 1001 Frontier Road MortgageLoan is serviced  (filed as Exhibit 4.5 to the registrant's Current Reporton Form 8-K filed on March 14, 2019 under SEC File No. 333-227446-01 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  MidlandLoan Services, a Division of PNC 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  BerkeleyPoint Capital LLC, as Primary Servicer

 

33.8  WellsFargo Bank, National Association, as Master Servicer under the AMT 2018-AVMsecuritization, pursuant to which the following mortgage loans were serviced bysuch party: Aventura Mall (from 1/1/19 to 12/31/19)

 

33.9  CoreLogicCommercial Real Estate Services, Inc., as Servicing Function Participant underthe AMT 2018-AVM securitization, pursuant to which the following mortgage loanswere serviced by such party: Aventura Mall (from 1/1/19 to 12/31/19)

 

33.10  NationalTax Search, LLC, as Servicing Function Participant under the AMT 2018-AVM securitization,pursuant to which the following mortgage loans were serviced by such party:Aventura Mall (from 1/1/19 to 12/31/19)

 

33.11  WellsFargo Bank, National Association, as Master Servicer under the WFCM 2018-C48securitization, pursuant to which the following mortgage loans were serviced bysuch party: Sheraton Grand Nashville Downtown (from 1/1/19 to 12/31/19) andLakeside Pointe & Fox Club Apartments (from 1/1/19 to 12/31/19) (seeExhibit 33.8)

 

33.12  CoreLogicCommercial Real Estate Services, Inc., as Servicing Function Participant underthe WFCM 2018-C48 securitization, pursuant to which the following mortgageloans were serviced by such party: Sheraton Grand Nashville Downtown (from1/1/19 to 12/31/19) and Lakeside Pointe & Fox Club Apartments (from 1/1/19to 12/31/19) (see Exhibit 33.9)

 

33.13  NationalTax Search, LLC, as Servicing Function Participant under the WFCM 2018-C48securitization, pursuant to which the following mortgage loans were serviced bysuch party: Sheraton Grand Nashville Downtown (from 1/1/19 to 12/31/19) andLakeside Pointe & Fox Club Apartments (from 1/1/19 to 12/31/19) (seeExhibit 33.10)

 

33.14  WellsFargo Bank, National Association, as Master Servicer under the BBCMS 2018-C2securitization, pursuant to which the following mortgage loans were serviced bysuch party: Fidelis Portfolio (from 1/1/19 to 12/31/19) (see Exhibit 33.8)

 

33.15  CoreLogicCommercial Real Estate Services, Inc., as Servicing Function Participant underthe BBCMS 2018-C2 securitization, pursuant to which the following mortgageloans were serviced by such party: Fidelis Portfolio (from 1/1/19 to 12/31/19)(see Exhibit 33.9)

 

33.16  NationalTax Search, LLC, as Servicing Function Participant under the BBCMS 2018-C2 securitization,pursuant to which the following mortgage loans were serviced by such party:Fidelis Portfolio (from 1/1/19 to 12/31/19) (see Exhibit 33.10)

 

33.17  Midland Loan Services, a Division of PNC Bank,National Association, as Master Servicer under the MSC 2019-L2 securitization,pursuant to which the following mortgage loans were serviced by such party:1001 Frontier Road (from 3/12/19 to 12/31/19) (see Exhibit 33.3)

 

33.18  CWCapitalAsset Management LLC, as Special Servicer under the AMT 2018-AVMsecuritization, pursuant to which the following mortgage loans were serviced bysuch party: Aventura Mall (from 1/1/19 to 12/31/19)

 

33.19  LNRPartners, LLC, as Special Servicer under the WFCM 2018-C48 securitization,pursuant to which the following mortgage loans were serviced by such party:Sheraton Grand Nashville Downtown (from 1/1/19 to 12/31/19) and Lakeside Pointe& Fox Club Apartments (from 1/1/19 to 12/31/19) (see Exhibit 33.4)

 

33.20  LNRPartners, LLC, as Special Servicer under the BBCMS 2018-C2 securitization,pursuant to which the following mortgage loans were serviced by such party:Fidelis Portfolio (from 1/1/19 to 12/31/19) (see Exhibit 33.4)

 

33.21  WellsFargo Bank, National Association, as Custodian under the AMT 2018-AVMsecuritization, pursuant to which the following mortgage loans were serviced bysuch party: Aventura Mall (from 1/1/19 to 12/31/19) (see Exhibit 33.2)

 

33.22  WellsFargo Bank, National Association, as Custodian under the WFCM 2018-C48 securitization,pursuant to which the following mortgage loans were serviced by such party:Sheraton Grand Nashville Downtown (from 1/1/19 to 12/31/19) and Lakeside Pointe& Fox Club Apartments (from 1/1/19 to 12/31/19) (see Exhibit 33.2)

 

33.23  WellsFargo Bank, National Association, as Custodian under the BBCMS 2018-C2securitization, pursuant to which the following mortgage loans were serviced bysuch party: Fidelis Portfolio (from 1/1/19 to 12/31/19) (see Exhibit 33.2)

 

33.24  Wells Fargo Bank, National Association, asCustodian under the MSC 2019-L2 securitization, pursuant to which the followingmortgage loans were serviced by such party: 1001 Frontier Road (from 3/12/19 to12/31/19) (see Exhibit 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  MidlandLoan Services, a Division of PNC 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  BerkeleyPoint Capital LLC, as Primary Servicer

 

34.8  WellsFargo Bank, National Association, as Master Servicer under the AMT 2018-AVMsecuritization, pursuant to which the following mortgage loans were serviced bysuch party: Aventura Mall (from 1/1/19 to 12/31/19)

 

34.9  CoreLogicCommercial Real Estate Services, Inc., as Servicing Function Participant under theAMT 2018-AVM securitization, pursuant to which the following mortgage loanswere serviced by such party: Aventura Mall (from 1/1/19 to 12/31/19)

 

34.10  NationalTax Search, LLC, as Servicing Function Participant under the AMT 2018-AVMsecuritization, pursuant to which the following mortgage loans were serviced bysuch party: Aventura Mall (from 1/1/19 to 12/31/19)

 

34.11  WellsFargo Bank, National Association, as Master Servicer under the WFCM 2018-C48securitization, pursuant to which the following mortgage loans were serviced bysuch party: Sheraton Grand Nashville Downtown (from 1/1/19 to 12/31/19) andLakeside Pointe & Fox Club Apartments (from 1/1/19 to 12/31/19) (see Exhibit34.8)

 

34.12  CoreLogicCommercial Real Estate Services, Inc., as Servicing Function Participant underthe WFCM 2018-C48 securitization, pursuant to which the following mortgageloans were serviced by such party: Sheraton Grand Nashville Downtown (from1/1/19 to 12/31/19) and Lakeside Pointe & Fox Club Apartments (from 1/1/19to 12/31/19) (see Exhibit 34.9)

 

34.13  NationalTax Search, LLC, as Servicing Function Participant under the WFCM 2018-C48securitization, pursuant to which the following mortgage loans were serviced bysuch party: Sheraton Grand Nashville Downtown (from 1/1/19 to 12/31/19) andLakeside Pointe & Fox Club Apartments (from 1/1/19 to 12/31/19) (seeExhibit 34.10)

 

34.14  WellsFargo Bank, National Association, as Master Servicer under the BBCMS 2018-C2securitization, pursuant to which the following mortgage loans were serviced bysuch party: Fidelis Portfolio (from 1/1/19 to 12/31/19) (see Exhibit 34.8)

 

34.15  CoreLogicCommercial Real Estate Services, Inc., as Servicing Function Participant underthe BBCMS 2018-C2 securitization, pursuant to which the following mortgageloans were serviced by such party: Fidelis Portfolio (from 1/1/19 to 12/31/19)(see Exhibit 34.9)

 

34.16  NationalTax Search, LLC, as Servicing Function Participant under the BBCMS 2018-C2securitization, pursuant to which the following mortgage loans were serviced bysuch party: Fidelis Portfolio (from 1/1/19 to 12/31/19) (see Exhibit 34.10)

 

34.17  Midland Loan Services, a Division of PNC Bank,National Association, as Master Servicer under the MSC 2019-L2 securitization,pursuant to which the following mortgage loans were serviced by such party:1001 Frontier Road (from 3/12/19 to 12/31/19) (see Exhibit 34.3)

 

34.18  CWCapitalAsset Management LLC, as Special Servicer under the AMT 2018-AVMsecuritization, pursuant to which the following mortgage loans were serviced bysuch party: Aventura Mall (from 1/1/19 to 12/31/19)

 

34.19  LNRPartners, LLC, as Special Servicer under the WFCM 2018-C48 securitization,pursuant to which the following mortgage loans were serviced by such party:Sheraton Grand Nashville Downtown (from 1/1/19 to 12/31/19) and Lakeside Pointe& Fox Club Apartments (from 1/1/19 to 12/31/19) (see Exhibit 34.4)

 

34.20  LNRPartners, LLC, as Special Servicer under the BBCMS 2018-C2 securitization,pursuant to which the following mortgage loans were serviced by such party:Fidelis Portfolio (from 1/1/19 to 12/31/19) (see Exhibit 34.4)

 

34.21  WellsFargo Bank, National Association, as Custodian under the AMT 2018-AVMsecuritization, pursuant to which the following mortgage loans were serviced bysuch party: Aventura Mall (from 1/1/19 to 12/31/19) (see Exhibit 34.2)

 

34.22  WellsFargo Bank, National Association, as Custodian under the WFCM 2018-C48securitization, pursuant to which the following mortgage loans were serviced bysuch party: Sheraton Grand Nashville Downtown (from 1/1/19 to 12/31/19) andLakeside Pointe & Fox Club Apartments (from 1/1/19 to 12/31/19) (seeExhibit 34.2)

 

34.23  WellsFargo Bank, National Association, as Custodian under the BBCMS 2018-C2securitization, pursuant to which the following mortgage loans were serviced bysuch party: Fidelis Portfolio (from 1/1/19 to 12/31/19) (see Exhibit 34.2)

 

34.24  Wells Fargo Bank, National Association, as Custodianunder the MSC 2019-L2 securitization, pursuant to which the following mortgageloans were serviced by such party: 1001 Frontier Road (from 3/12/19 to12/31/19) (see Exhibit 34.2)

 

(35). Servicer compliancestatement.

 

35.1  WellsFargo Bank, National Association, as Certificate Administrator

 

35.2  WellsFargo Bank, National Association, as Custodian

 

35.3  MidlandLoan Services, a Division of PNC Bank, National Association, as Master Servicer

 

35.4  LNRPartners, LLC, as Special Servicer

 

35.5  KeyBankNational Association, as Primary Servicer

 

35.6  BerkeleyPoint Capital LLC, as Primary Servicer

 

35.7  WellsFargo Bank, National Association, as Master Servicer under the AMT 2018-AVMsecuritization, pursuant to which the following mortgage loans were serviced bysuch party: Aventura Mall (from 1/1/19 to 12/31/19)

 

35.8  WellsFargo Bank, National Association, as Master Servicer under the WFCM 2018-C48 securitization,pursuant to which the following mortgage loans were serviced by such party:Sheraton Grand Nashville Downtown (from 1/1/19 to 12/31/19) and Lakeside Pointe& Fox Club Apartments (from 1/1/19 to 12/31/19) (see Exhibit 35.7)

 

35.9  WellsFargo Bank, National Association, as Master Servicer under the BBCMS 2018-C2securitization, pursuant to which the following mortgage loans were serviced bysuch party: Fidelis Portfolio (from 1/1/19 to 12/31/19) (see Exhibit 35.7)

 

35.10  Midland Loan Services, a Division of PNC Bank,National Association, as Master Servicer under the MSC 2019-L2 securitization,pursuant to which the following mortgage loans were serviced by such party:1001 Frontier Road (from 3/12/19 to 12/31/19) (see Exhibit 35.3)

 

35.11  LNRPartners, LLC, as Special Servicer under the WFCM 2018-C48 securitization,pursuant to which the following mortgage loans were serviced by such party:Sheraton Grand Nashville Downtown (from 1/1/19 to 12/31/19) and Lakeside Pointe& Fox Club Apartments (from 1/1/19 to 12/31/19) (see Exhibit 35.4)

 

35.12  LNRPartners, LLC, as Special Servicer under the BBCMS 2018-C2 securitization,pursuant to which the following mortgage loans were serviced by such party:Fidelis Portfolio (from 1/1/19 to 12/31/19) (see Exhibit 35.4)

 

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

 

35.14  WellsFargo Bank, National Association, as Custodian under the WFCM 2018-C48securitization, pursuant to which the following mortgage loans were serviced bysuch party: Sheraton Grand Nashville Downtown (from 1/1/19 to 12/31/19) andLakeside Pointe & Fox Club Apartments (from 1/1/19 to 12/31/19) (seeExhibit 35.2)

 

35.15  WellsFargo Bank, National Association, as Custodian under the BBCMS 2018-C2securitization, pursuant to which the following mortgage loans were serviced bysuch party: Fidelis Portfolio (from 1/1/19 to 12/31/19) (see Exhibit 35.2)  

 

35.16  Wells Fargo Bank, National Association, asCustodian under the MSC 2019-L2 securitization, pursuant to which the followingmortgage loans were serviced by such party: 1001 Frontier Road (from 3/12/19 to12/31/19) (see Exhibit 35.2)

 

(99.1)Mortgage Loan Purchase Agreement, dated December 14,2018, 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/A filed on February 8, 2019 under SEC File No. 333-227446-01 andincorporated by reference herein).

 

(99.2)Mortgage Loan Purchase Agreement, dated December 14,2018, between Morgan Stanley Capital I Inc. and Argentic Real Estate FinanceLLC (filed as Exhibit 99.2 to the registrant's Current Report on Form 8-K/Afiled on February 8, 2019 under SEC File No. 333-227446-01 and incorporated byreference herein).

 

(99.3)Mortgage Loan Purchase Agreement, dated December 14,2018, between Morgan Stanley Capital I Inc. and Starwood Mortgage Capital LLC(filed as Exhibit 99.3 to the registrant's Current Report on Form 8-K filed onDecember 26, 2018 under SEC File No. 333-227446-01 and incorporated byreference herein).

 

(99.4)Mortgage Loan Purchase Agreement, dated December 14,2018, between Morgan Stanley Capital I Inc. and KeyBank National Association(filed as Exhibit 99.4 to the registrant's Current Report on Form 8-K/A filedon February 8, 2019 under SEC File No. 333-227446-01 and incorporated byreference herein).

 

(99.5)Mortgage Loan Purchase Agreement, dated December 14,2018, between Morgan Stanley Capital I Inc. and Cantor Commercial Real EstateLending, L.P. (filed as Exhibit 99.5 to the registrant's Current Report on Form8-K filed on December 26, 2018 under SEC File No. 333-227446-01 andincorporated by reference herein).

 

(99.6)Co-lender Agreement, dated as of June 7, 2018, by andamong JPMorgan Chase Bank, National Association, as initial note A-1-A holder,initial note A-2-A-1 holder, initial note A-2-A-2 holder, initial note A-2-A-3holder, initial note A-2-A-4 holder, initial note A-2-A-5 holder and initialnote B-1 holder, Deutsche Bank, AG, New York Branch, as initial note A-1-Bholder, initial note A-2-B-1 holder, initial note A-2-B-2 holder, initial noteA-2-B-3 holder, initial note A-2-B-4 holder, initial note A-2-B-5 holder andinitial note B-2 holder, Wells Fargo Bank, National Association, as initialnote A-1-D holder, initial note A-2-D-1 holder, initial note A-2-D-2 holder,initial note A-2-D-3 holder, initial note A-2-D-4 holder, initial note A-2-D-5holder and initial note B-4 holder, and Morgan Stanley Bank, N.A., as initialnote A-1-C holder, initial note A-2-C-1 holder, initial note A-2-C-2 holder,initial note A-2-C-3 holder, initial note A-2-C-4 holder, initial note A-2-C-5holder and initial note B-3 holder, relating to the Aventura Mall loancombination (filed as Exhibit 99.6 to the registrant's Current Report on Form8-K filed on December 26, 2018 under SEC File No. 333-227446-01 andincorporated by reference herein).

 

(99.7)Agreement Between Note Holders, dated as of November 6,2018, by and between SPREF WH II LLC, as initial note A-1 holder, initial noteA-2 holder, initial note A-3 holder, initial note A-4 holder, initial note A-5holder, initial note A-6 holder, initial note A-7 holder and initial note A-8holder, relating to the Sheraton Grand Nashville Downtown loan combination(filed as Exhibit 99.7 to the registrant's Current Report on Form 8-K filed onDecember 26, 2018 under SEC File No. 333-227446-01 and incorporated byreference herein).

 

(99.8)Agreement Between Note Holders, dated as of December27, 2018, by and between Morgan Stanley Bank, N.A., as initial note A-1 holder,and Morgan Stanley Bank, N.A., as initial note A-2 holder, relating to thePenske Distribution Center loan combination (filed as Exhibit 99.8 to theregistrant's Current Report on Form 8-K filed on December 26, 2018 under SECFile No. 333-227446-01 and incorporated by reference herein).

 

(99.9)Co-Lender Agreement, dated as of October 5, 2018, byand among Starwood Mortgage Capital LLC, as initial note A-1 holder, StarwoodMortgage Capital LLC, as initial note A-2 holder, and Starwood Mortgage CapitalLLC, as initial note A-3 holder, relating to the Fidelis Portfolio loancombination (filed as Exhibit 99.9 to the registrant's Current Report on Form8-K/A filed on February 27, 2019 under SEC File No. 333-227446-01 andincorporated by reference herein).

 

(99.10)Agreement Between Note Holders, dated as of December20, 2018, by and between Argentic Real Estate Finance LLC, as initial note A-1holder, and Argentic Real Estate Finance LLC, as initial note A-2 holder,relating to the Lakeside Pointe & Fox Club Apartments loan combination(filed as Exhibit 99.10 to the registrant's Current Report on Form 8-K filed onDecember 26, 2018 under SEC File No. 333-227446-01 and incorporated byreference herein).

 

(99.11)Co-Lender Agreement, dated as of November 26, 2018, byand between Starwood Mortgage Capital LLC, as initial note A-1 holder, andStarwood Mortgage Capital LLC, as initial note A-2 holder, relating to the 1001Frontier Road loan combination (filed as Exhibit 99.11 to the registrant'sCurrent Report on Form 8-K/A filed on February 27, 2019 under SEC File No.333-227446-01 and incorporated by reference herein).

 

(99.12)Primary Servicing Agreement, dated as of December 1,2018, by and between Midland Loan Services, a Division of PNC Bank, NationalAssociation, as master servicer, and KeyBank National Association, as primaryservicer (filed as Exhibit 99.12 to the registrant's Current Report on Form 8-Kfiled on December 26, 2018 under SEC File No. 333-227446-01 and incorporated byreference herein).

 

(99.13)Primary Servicing Agreement, dated as of December 1,2018, by and between Midland Loan Services, a Division of PNC Bank, NationalAssociation, as master servicer, and Berkeley Point Capital LLC d/b/a NewmarkKnight Frank, as primary servicer (filed as Exhibit 99.13 to the registrant'sCurrent Report on Form 8-K filed on December 26, 2018 under SEC File No.333-227446-01 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 by theundersigned, 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