Attached files
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-K/A
(Amendment No. 1)
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2012
or
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period to _______________ from _______________
Commission file number of issuing entity: 333-172143-06
COMM 2012-CCRE3 Mortgage Trust
(Exact name of issuing entity as specified in its Charter)
Deutsche Mortgage & Asset Receiving Corporation
(Exact name of depositor as specified in its Charter)
Cantor Commercial Real Estate Lending, L.P.
German American Capital Corporation
Ladder Capital Finance LLC
(Exact name of sponsor as specified in its Charter)
46-1194453
46-1412891
New York 46-6373885
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
c/o Deutsche Bank Trust Company Americas
as Certificate Administrator
1761 East St. Andrew Place
Santa Ana CA 92705
(Address of principal executive offices) (Zip Code)
Telephone number, including area code: (212) 250-2500
Securities registered pursuant to Section 12(b) of the Act:
None.
Securities registered pursuant to Section 12(g) of the Act:
None.
Indicate by check mark if the registrant is a well-known seasoned
issuer, as defined in Rule 405 of the Securities Act.
Yes ___ No X
Indicate by check mark if the registrant is not required to file
reports pursuant to Section 13 or Section 15(d) of the Act.
Yes ___ No X
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or for such shorter period
that the registrant was required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days.
Yes X No ___
Indicate by check mark whether the registrant has submitted electronically
and posted on its corporate Website, if any, every Interactive Data File
required to be submitted and posted pursuant to Rule 405 of Regulation
S-T (Section 232.405 of this chapter) during the preceding 12 months (or
for such shorter period that the registrant was required to submit and
post such files).
Not Applicable
Indicate by check mark if disclosure of delinquent filers pursuant to
Item 405 of Regulation S-K (Section 229.405 of this chapter) is not
contained herein, and will not be contained, to the best of
registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment
to this Form 10-K.
Not applicable.
Indicate by check mark whether the registrant is a large accelerated
filer, an accelerated filer, a non-accelerated filer or a smaller
reporting company. See definitions of "large accelerated filer,"
"accelerated filer" and "smaller reporting company" in Rule 12b-2
of the Exchange Act. (Check One):
Large accelerated filer ___
Accelerated Filer ___
Non-accelerated Filer X (Do not Check if a smaller reporting company)
Smaller reporting company ___
Indicate by check mark whether the registrant is a shell company (as
defined in Rule 12b-2 of the Act).
Yes ___ No X
State the aggregate market value of the voting and non-voting common
equity held by non-affiliates computed by reference to the price at
which the common equity was last sold, or the average bid and asked
price of such common equity, as of the of the last business day of
the registrant's most recently completed second fiscal quarter.
Not Applicable.
Indicate by check mark whether the registrant has filed all documents and
reports required to be filed by Section 12, 13 or 15(d) of the Securities
Exchange Act of 1934 subsequent to the distribution of securities under a
plan confirmed by a court.
Not Applicable.
Indicate the number of shares outstanding of each of the registrant's
classes of common stock, as of the latest practicable date.
Not Applicable.
DOCUMENTS INCORPORATED BY REFERENCE
List hereunder the following documents if incorporated by reference and
the Part of the Form 10-K (e.g., Part I, Part II, etc.) into which the
document is incorporated: (1)Any annual report to security holders; (2)
Any proxy or information statement; and (3)Any prospectus filed pursuant
to Rule 424(b) or (c) under the Securities Act of 1933. The listed
documents should be clearly described for identification purposes (e.g.,
annual report to security holders for fiscal year ended December 24,
1980).
Not applicable.
EXPLANATORY NOTE
The purpose of this Amendment No. 1 to the registrant's Annual Report on
Form 10-K for the fiscal year ended December 31, 2012 as filed with the
Securities and Exchange Commission on March 29, 2013 (the "Original Form
10-K"), is to file (i) an amended Rule 13a-14(d)/15d-14(d) Certification
of the registrant, dated October 28, 2013 as a replacement to the Rule
13a-14(d)/15d-14(d) Certification filed as Exhibit 31 of the Exhibits,
Rule 13a-14(d)/15d-14(d) Certification under Item 15 to the Original Form
10-K, (ii) an amended and restated report on assessment of compliance with
servicing criteria for asset-backed securities for Wells Fargo Bank,
National Association, as Certificate Administrator for both the Crossgates
Mall Mortgage Loan and the Prince Building Mortgage Loan, dated
February 28, 2013, as an amendment to the report on assessment of
compliance with servicing criteria for asset-backed securities filed as
Exhibit 33.7 of the Exhibits, Reports on Assessment of Compliance with
Servicing Criteria for Asset-Backed Securities under Item 15 to the
Original Form 10-K, (iii) an amended report of assessment of compliance
with applicable servicing criteria for Wells Fargo Bank, National
Association ("Wells Fargo Bank"), as Custodian for both the Crossgates
Mall Mortgage Loan and the Prince Building Mortgage Loan, dated August 12,
2013, as Exhibit 33.10 of the Exhibits, Financial Statement Schedules
under Item 15, (iv) an amended and restated attestation report on
assessment of compliance with applicable servicing criteria for asset-
backed securities for Wells Fargo Bank, National Association, as
Certificate Administrator for both the Crossgates Mall Mortgage Loan and
the Prince Building Mortgage Loan, dated February 28, 2013, as an amendment
to the attestation report on assessment of compliance with servicing
criteria for asset-backed securities filed as Exhibit 34.7 of the Exhibits,
Attestation Reports on Assessment of Compliance with Servicing Criteria for
Asset-Backed Securities under Item 15 to the Original Form 10-K, (v) an
amended attestation report on assessment of compliance with applicable
servicing criteria for Wells Fargo Bank, as Custodian for both the
Crossgates Mall Mortgage Loan and the Prince Building Mortgage Loan,
dated August 12, 2013, as Exhibit 34.10 of the Exhibits, Financial Statement
Schedules under Item 15; the filings referred to in clause (iii) above and
this clause (v) reflect information received by the registrant in a letter,
dated August 13, 2013, from the Corporate Trust Services Division of Wells
Fargo Bank, a copy of which is filed as Exhibit 99.1 of the Exhibits,
Financial Statement Schedules under Item 15, notifying the registrant of
the revised reports and providing certain explanatory information related
to those reports and certain reports previously delivered by Wells Fargo
Bank, as Custodian, (vi) an amended Servicer Compliance Statement of Wells
Fargo Bank, as Certificate Administrator and Custodian for the Crossgate
Mall Mortgage Loan, dated October 24, 2013, as an amendment to the Servicer
Compliance Statement filed as Exhibit 35.5 of the Exhibits, Servicer
Compliance Statement under Item 15 to the Original Form 10-K, (vii) an
amended Servicer Compliance Statement of Wells Fargo Bank, as Certificate
Administrator and Custodian for the Prince Building Mortgage Loan, dated
October 24, 2013, as an amendment to the Servicer Compliance Statement
filed as Exhibit 35.5 of the Exhibits, Servicer Compliance Statement under
Item 15 to the Original Form 10-K, as Exhibit 35.7 of the Exhibits,
Servicer Compliance Statement under Item 15, (viii) the Pooling and
Servicing Agreement, dated as of August 1, 2012, among Deutsche Mortgage
& Asset Receiving Corporation, as registrant, Wells Fargo Bank, National
Association, as master servicer, Midland Loan Services, a Division of PNC
Bank, National Association, as special servicer, U.S. Bank National
Association, as trustee, Park Bridge Lender Services LLC, as operating
advisor, and Wells Fargo Bank, National Association, as certificate
administrator, paying agent and custodian, relating to the COMM 2012-CCRE2
Mortgage Trust transaction (Commission File Number 333-172143-05) and (ix)
the Pooling and Servicing Agreement, dated as of November 1, 2012, among
Deutsche Mortgage & Asset Receiving Corporation, as registrant, Wells Fargo
Bank, National Association, as master servicer, Torchlight Loan Services,
LLC, as special servicer, U.S. Bank National Association, as trustee, Park
Bridge Lender Services LLC, as operating advisor, and Wells Fargo Bank,
National Association, as certificate administrator, paying agent and
custodian, relating to the COMM 2012-CCRE4 Mortgage Trust transaction
(Commission File Number 333-172143-07). The Crossgates Mall Mortgage Loan
included in the issuing entity and referred to in the Exhibit Index in the
Original Form 10-K is part of the pari passu Crossgates Mall loan
combination, which is primary serviced by Wells Fargo Bank, N.A., pursuant
to the Pooling and Servicing Agreement for the COMM 2012-CCRE2 Mortgage
Trust transaction. The Prince Building Mortgage Loan included in the
issuing entity and referred to in the Exhibit Index in the Original Form
10-K is part of the pari passu Prince Building loan combination, which is
primary serviced by Wells Fargo Bank, National Association, pursuant to
the Pooling and Servicing Agreement for the COMM 2012-CCRE4 Mortgage Trust
transaction.
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.
Not Applicable.
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.
ADDITIONAL DISCLOSURE ITEMS FOR REGULATION AB
Item 1112(b) of Regulation AB, Significant Obligor Financial Information.
The 260 and 261 Madison Avenue mortgaged property (ID number 1 on Annex A-1
of the prospectus supplement of the Registrant relating to the issuing entity
filed on October 15, 2012 pursuant to Rule 424(b)(5)) constitutes a
significant obligor within the meaning of 1101(k)(2) of Regulation AB. In
accordance with Item 1112(b) of Regulation AB, the most recent unaudited Net
Operating Income for the 2012 Fiscal Year End is $19,532,780.00.
Item 1114(b)(2) of Regulation AB, Significant Enhancement Provider
Information.
No entity or group of affiliated entities provides any external credit
enhancement or other support for the certificates within this transaction
as described under Item 1114 (a) of Regulation AB.
Item 1115(b) of Regulation AB, Certain Derivative Instruments
(Financial Incorporation).
No entity or group of affiliated entities provides any derivative instruments
or other support for the certificates within this transaction as described
under Item 1115 of Regulation AB.
Item 1117 of Regulation AB, Legal Proceedings.
The registrant knows of no material pending legal proceeding involving the
trust or any party related to the trust, other than routine litigation
incidental to the duties of those respective parties.
Item 1119 of Regulation AB, Affiliations and Certain Relationships and
Related Transactions.
The information regarding this Item has been previously provided in a
prospectus supplement of the Registrant relating to the issuing entity filed
on October 15, 2012 pursuant to Rule 424(b)(5).
Item 1122 of Regulation AB, Compliance with Applicable Servicing Criteria.
The reports on assessment of compliance with the servicing criteria for
asset-backed securities and the related attestation reports on such
assessments of compliance are attached hereto under Item 15. Attached
as Schedule II to the Pooling and Servicing Agreement incorporated
by reference as Exhibit 4 to this report is a chart identifying the entities
participating in a servicing function for the transaction responsible for
each applicable servicing criteria set forth in Item 1122(d).
Item 1123 of Regulation AB, Servicer Compliance Statement.
The servicer compliance statements are attached hereto under Item 15.
PART IV
ITEM 15. Exhibits, Financial Statement Schedules.
(a) The following is a list of documents filed as a part of this annual
report on Form 10-K:
(1) Not Applicable.
(2) Not Applicable.
(3)
4.1 Pooling and Servicing Agreement, dated as of October 1, 2012, by and
among Deutsche Mortgage & Asset Receiving Corporation, as Depositor,
Wells Fargo Bank, National Association, as Master Servicer, Midland
Loan Services, a Division of PNC Bank, National Association, as Special
Servicer, U.S. Bank National Association, as Trustee, Deutsche Bank
Trust Company Americas, as Certificate Administrator, Paying Agent
and Custodian, and Situs Holdings, LLC, as Operating Advisor (filed as
Exhibit 4.1 to the registrant's Current Report on Form 8-K/A filed on
November 21, 2012 and incorporated by reference herein.)
4.2 Pooling and Servicing Agreement, dated as of August 1, 2012, among
Deutsche Mortgage & Asset Receiving Corporation, as depositor, Wells
Fargo Bank, National Association, as master servicer, Midland Loan
Services, a Division of PNC Bank, National Association, as special
servicer, U.S. Bank National Association, as trustee, Park Bridge Lender
Services LLC, as operating advisor, and Wells Fargo Bank, National
Association, as certificate administrator, paying agent and custodian,
relating to the COMM 2012-CCRE2 Mortgage Trust transaction, pursuant to
which the Crossgates Mall Mortgage Loan is being serviced (filed as
Exhibit 4 to the registrant's Current Report on Form 8-K filed on
August 22, 2012 and incorporated by reference herein).
4.3 Pooling and Servicing Agreement, dated as of November 1, 2012, among
Deutsche Mortgage & Asset Receiving Corporation, as depositor, Wells
Fargo Bank, National Association, as master servicer, Torchlight Loan
Services, LLC, as special servicer, U.S. Bank National Association, as
trustee, Park Bridge Lender Services LLC, as operating advisor, and
Wells Fargo Bank, National Association, as certificate administrator,
paying agent and custodian, relating to the COMM 2012-CCRE4 Mortgage
Trust transaction, pursuant to which the Prince Building Mortgage Loan
is being serviced (filed as Exhibit 4.1 to the registrant's Current
Report on Form 8-K filed on November 13, 2012 and incorporated by
reference herein).
10.1 Mortgage Loan Purchase Agreement, dated as of October 3, 2012 between
German American Capital Corporation, as seller, and Deutsche Mortgage
& Asset Receiving Corporation, as purchaser (filed as Exhibit 99.1 to
the registrant's Current Report on Form 8-K filed by the registrant
on October 12, 2012, which is incorporated by reference herein).
10.2 Mortgage Loan Purchase Agreement, dated as of October 3, 2012 between
Cantor Commercial Real Estate Lending, L.P., as seller, and Deutsche
Mortgage & Asset Receiving Corporation, as purchaser (filed as Exhibit
99.2 to the registrant's Current Report on Form 8-K filed by the
registrant on October 12, 2012, which is incorporated by reference
herein).
10.3 Mortgage Loan Purchase Agreement, dated as of October 3, 2012 between
Ladder Capital Finance LLC, as seller, and Deutsche Mortgage & Asset
Receiving Corporation, as purchaser (filed as Exhibit 99.3 to the
registrant's Current Report on Form 8-K filed by the registrant on
October 12, 2012, which is incorporated by reference herein).
31 Rule 13a-14(d)/15d-14(d) Certification.
33 Reports on assessment of compliance with servicing criteria for
asset-backed securities.
33.1 Wells Fargo Bank, National Association as Master Servicer
incorporated by reference to Exhibit 33.1 of the Annual Report
on Form 10-K filed by the issuing entity on March 29, 2013
(File No. 333-172143-06).
33.2 Midland Loan Services, a Division of PNC Bank, National
Association as Special Servicer incorporated by reference to
Exhibit 33.2 of the Annual Report on Form 10-K filed by the
issuing entity on March 29, 2013 (File No. 333-172143-06).
33.3 Deutsche Bank Trust Company Americas as Certificate Administrator
and Custodian incorporated by reference to Exhibit 33.3 of the
Annual Report on Form 10-K filed by the issuing entity on
March 29, 2013 (File No. 333-172143-06).
33.4 CoreLogic Commercial Real Estate Services, Inc. as Servicing
Function Participant incorporated by reference to Exhibit 33.4
of the Annual Report on Form 10-K filed by the issuing entity
on March 29, 2013 (File No. 333-172143-06).
33.5 National Tax Search, LLC as Servicing Function Participant
incorporated by reference to Exhibit 33.5 of the Annual Report
on Form 10-K filed by the issuing entity on March 29, 2013
(File No. 333-172143-06).
33.6 Situs Holdings, LLC as Operating Advisor incorporated by
reference to Exhibit 33.6 of the Annual Report on Form 10-K
filed by the issuing entity on March 29, 2013
(File No. 333-172143-06).
33.7 Wells Fargo Bank, National Association as Certificate
Administrator for both the Crossgate Mall Mortgage Loan and the
Prince Building Mortgage Loan.
33.8 Park Bridge Lender Services LLC as Operating Advisor for both the
Crossgate Mall Mortgage Loan and the Prince Building Mortgage
Loan incorporated by reference to Exhibit 33.8 of the Annual
Report on Form 10-K filed by the issuing entity on March 29,
2013 (File No. 333-172143-06).
33.9 Torchlight Loan Services, LLC as Special Servicer for the Prince
Building Mortgage Loan incorporated by reference to Exhibit 33.9
of the Annual Report on Form 10-K filed by the issuing entity on
March 29, 2013 (File No. 333-172143-06).
33.10 Wells Fargo Bank, National Association as Custodian for both the
Crossgate Mall Mortgage Loan and the Prince Building Mortgage
Loan.
34 Attestation reports on assessment of compliance with servicing criteria
for asset-backed securities.
34.1 Wells Fargo Bank, National Association as Master Servicer
incorporated by reference to Exhibit 34.1 of the Annual Report on
Form 10-K filed by the issuing entity on March 29, 2013
(File No. 333-172143-06).
34.2 Midland Loan Services, a Division of PNC Bank, National
Association as Special Servicer incorporated by reference to
Exhibit 34.2 of the Annual Report on Form 10-K filed by the
issuing entity on March 29, 2013 (File No. 333-172143-06).
34.3 Deutsche Bank Trust Company Americas as Certificate Administrator
and Custodian incorporated by reference to Exhibit 34.3 of the
Annual Report on Form 10-K filed by the issuing entity on
March 29, 2013 (File No. 333-172143-06).
34.4 CoreLogic Commercial Real Estate Services, Inc. as Servicing
Function Participant incorporated by reference to Exhibit 34.4
of the Annual Report on Form 10-K filed by the issuing entity on
March 29, 2013 (File No. 333-172143-06).
34.5 National Tax Search, LLC as Servicing Function Participant
incorporated by reference to Exhibit 34.5 of the Annual Report on
Form 10-K filed by the issuing entity on March 29, 2013
(File No. 333-172143-06).
34.6 Situs Holdings, LLC as Operating Advisor incorporated by
reference to Exhibit 34.6 of the Annual Report on Form 10-K filed
by the issuing entity on March 29, 2013 (File No. 333-172143-06).
34.7 Wells Fargo Bank, National Association as Certificate
Administrator for both the Crossgate Mall Mortgage Loan and the
Prince Building Mortgage Loan.
34.8 Park Bridge Lender Services LLC as Operating Advisor for both the
Crossgate Mall Mortgage Loan and the Prince Building Mortgage
Loan incorporated by reference to Exhibit 34.8 of the Annual
Report on Form 10-K filed by the issuing entity on March 29, 2013
(File No. 333-172143-06).
34.9 Torchlight Loan Services, LLC as Special Servicer for the Prince
Building Mortgage Loan incorporated by reference to Exhibit 34.9
of the Annual Report on Form 10-K filed by the issuing entity on
March 29, 2013 (File No. 333-172143-06).
34.10 Wells Fargo Bank, National Association as Custodian for both the
Crossgate Mall Mortgage Loan and the Prince Building Mortgage
Loan.
35 Servicer compliance statement.
35.1 Wells Fargo Bank, National Association as Master Servicer
incorporated by reference to Exhibit 35.1 of the Annual Report on
Form 10-K filed by the issuing entity on March 29, 2013
(File No. 333-172143-06).
35.2 Midland Loan Services, a Division of PNC Bank, National
Association as Special Servicer incorporated by reference to
Exhibit 35.2 of the Annual Report on Form 10-K filed by the
issuing entity on March 29, 2013 (File No. 333-172143-06).
35.3 Deutsche Bank Trust Company Americas as Certificate Administrator
incorporated by reference to Exhibit 35.3 of the Annual Report on
Form 10-K filed by the issuing entity on March 29, 2013
(File No. 333-172143-06).
35.4 Deutsche Bank Trust Company Americas as Custodian incorporated by
reference to Exhibit 35.4 of the Annual Report on Form 10-K filed
by the issuing entity on March 29, 2013 (File No. 333-172143-06).
35.5 Wells Fargo Bank, National Association as Certificate
Administrator and Custodian for the Crossgate Mall Mortgage Loan.
35.6 Torchlight Loan Services, LLC as Special Servicer for the Prince
Building Mortgage Loan incorporated by reference to Exhibit 35.6
of the Annual Report on Form 10-K filed by the issuing entity on
March 29, 2013 (File No. 333-172143-06).
35.7 Wells Fargo Bank, National Association as Certificate
Administrator and Custodian for the Prince Building Mortgage Loan.
99.1 Letter, dated August 13, 2013, from the Corporate Trust Services
division of Wells Fargo Bank, National Association, as Custodian to the
depositor regarding Compliance with Applicable Servicing Criteria for
Asset-backed Securities by Wells Fargo Bank, National Association, as
Custodian
(b) The exhibits required to be filed by the Registrant pursuant to Item 601
of Regulation S-K are listed above and in the Exhibit Index that
immediately follows the signature page hereof.
(c) Not Applicable.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the
Securities Exchange Act of 1934, the registrant has duly caused
this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
Deutsche Mortgage & Asset Receiving Corporation
(Depositor)
/s/ Helaine M. Kaplan
_____________________________
Helaine M. Kaplan, President
(senior officer in charge of securitization of the depositor)
Date: October 28, 2013
/s/ Matt Smith
______________________________
Matt Smith, Vice President
Date: October 28, 2013
EXHIBIT INDEX
Exhibit No.
4.1 Pooling and Servicing Agreement, dated as of October 1, 2012, by and
among Deutsche Mortgage & Asset Receiving Corporation, as Depositor,
Wells Fargo Bank, National Association, as Master Servicer, Midland
Loan Services, a Division of PNC Bank, National Association, as Special
Servicer, U.S. Bank National Association, as Trustee, Deutsche Bank
Trust Company Americas, as Certificate Administrator, Paying Agent
and Custodian, and Situs Holdings, LLC, as Operating Advisor (filed as
Exhibit 4.1 to the registrant's Current Report on Form 8-K/A filed on
November 21, 2012 and incorporated by reference herein.)
4.2 Pooling and Servicing Agreement, dated as of August 1, 2012, among
Deutsche Mortgage & Asset Receiving Corporation, as depositor, Wells
Fargo Bank, National Association, as master servicer, Midland Loan
Services, a Division of PNC Bank, National Association, as special
servicer, U.S. Bank National Association, as trustee, Park Bridge Lender
Services LLC, as operating advisor, and Wells Fargo Bank, National
Association, as certificate administrator, paying agent and custodian,
relating to the COMM 2012-CCRE2 Mortgage Trust transaction, pursuant to
which the Crossgates Mall Mortgage Loan is being serviced (filed as
Exhibit 4 to the registrant's Current Report on Form 8-K filed on
August 22, 2012 and incorporated by reference herein).
4.3 Pooling and Servicing Agreement, dated as of November 1, 2012, among
Deutsche Mortgage & Asset Receiving Corporation, as depositor, Wells
Fargo Bank, National Association, as master servicer, Torchlight Loan
Services, LLC, as special servicer, U.S. Bank National Association, as
trustee, Park Bridge Lender Services LLC, as operating advisor, and
Wells Fargo Bank, National Association, as certificate administrator,
paying agent and custodian, relating to the COMM 2012-CCRE4 Mortgage
Trust transaction, pursuant to which the Prince Building Mortgage Loan
is being serviced (filed as Exhibit 4.1 to the registrant's Current
Report on Form 8-K filed on November 13, 2012 and incorporated by
reference herein).
10.1 Mortgage Loan Purchase Agreement, dated as of October 3, 2012 between
German American Capital Corporation, as seller, and Deutsche Mortgage
& Asset Receiving Corporation, as purchaser (filed as Exhibit 99.1 to
the registrant's Current Report on Form 8-K filed by the registrant
on October 12, 2012, which is incorporated by reference herein).
10.2 Mortgage Loan Purchase Agreement, dated as of October 3, 2012 between
Cantor Commercial Real Estate Lending, L.P., as seller, and Deutsche
Mortgage & Asset Receiving Corporation, as purchaser (filed as Exhibit
99.2 to the registrant's Current Report on Form 8-K filed by the
registrant on October 12, 2012, which is incorporated by reference
herein).
10.3 Mortgage Loan Purchase Agreement, dated as of October 3, 2012 between
Ladder Capital Finance LLC, as seller, and Deutsche Mortgage & Asset
Receiving Corporation, as purchaser (filed as Exhibit 99.3 to the
registrant's Current Report on Form 8-K filed by the registrant on
October 12, 2012, which is incorporated by reference herein).
31 Rule 13a-14(d)/15d-14(d) Certification.
33 Reports on assessment of compliance with servicing criteria for
asset-backed securities.
33.1 Wells Fargo Bank, National Association as Master Servicer
incorporated by reference to Exhibit 33.1 of the Annual Report
on Form 10-K filed by the issuing entity on March 29, 2013
(File No. 333-172143-06).
33.2 Midland Loan Services, a Division of PNC Bank, National
Association as Special Servicer incorporated by reference to
Exhibit 33.2 of the Annual Report on Form 10-K filed by the
issuing entity on March 29, 2013 (File No. 333-172143-06).
33.3 Deutsche Bank Trust Company Americas as Certificate Administrator
and Custodian incorporated by reference to Exhibit 33.3 of the
Annual Report on Form 10-K filed by the issuing entity on
March 29, 2013 (File No. 333-172143-06).
33.4 CoreLogic Commercial Real Estate Services, Inc. as Servicing
Function Participant incorporated by reference to Exhibit 33.4
of the Annual Report on Form 10-K filed by the issuing entity
on March 29, 2013 (File No. 333-172143-06).
33.5 National Tax Search, LLC as Servicing Function Participant
incorporated by reference to Exhibit 33.5 of the Annual Report
on Form 10-K filed by the issuing entity on March 29, 2013
(File No. 333-172143-06).
33.6 Situs Holdings, LLC as Operating Advisor incorporated by
reference to Exhibit 33.6 of the Annual Report on Form 10-K
filed by the issuing entity on March 29, 2013
(File No. 333-172143-06).
33.7 Wells Fargo Bank, National Association as Certificate
Administrator for both the Crossgate Mall Mortgage Loan and the
Prince Building Mortgage Loan.
33.8 Park Bridge Lender Services LLC as Operating Advisor for both the
Crossgate Mall Mortgage Loan and the Prince Building Mortgage
Loan incorporated by reference to Exhibit 33.8 of the Annual
Report on Form 10-K filed by the issuing entity on March 29,
2013 (File No. 333-172143-06).
33.9 Torchlight Loan Services, LLC as Special Servicer for the Prince
Building Mortgage Loan incorporated by reference to Exhibit 33.9
of the Annual Report on Form 10-K filed by the issuing entity on
March 29, 2013 (File No. 333-172143-06).
33.10 Wells Fargo Bank, National Association as Custodian for both the
Crossgate Mall Mortgage Loan and the Prince Building Mortgage
Loan.
34 Attestation reports on assessment of compliance with servicing criteria
for asset-backed securities.
34.1 Wells Fargo Bank, National Association as Master Servicer
incorporated by reference to Exhibit 34.1 of the Annual Report on
Form 10-K filed by the issuing entity on March 29, 2013
(File No. 333-172143-06).
34.2 Midland Loan Services, a Division of PNC Bank, National
Association as Special Servicer incorporated by reference to
Exhibit 34.2 of the Annual Report on Form 10-K filed by the
issuing entity on March 29, 2013 (File No. 333-172143-06).
34.3 Deutsche Bank Trust Company Americas as Certificate Administrator
and Custodian incorporated by reference to Exhibit 34.3 of the
Annual Report on Form 10-K filed by the issuing entity on
March 29, 2013 (File No. 333-172143-06).
34.4 CoreLogic Commercial Real Estate Services, Inc. as Servicing
Function Participant incorporated by reference to Exhibit 34.4
of the Annual Report on Form 10-K filed by the issuing entity on
March 29, 2013 (File No. 333-172143-06).
34.5 National Tax Search, LLC as Servicing Function Participant
incorporated by reference to Exhibit 34.5 of the Annual Report on
Form 10-K filed by the issuing entity on March 29, 2013
(File No. 333-172143-06).
34.6 Situs Holdings, LLC as Operating Advisor incorporated by
reference to Exhibit 34.6 of the Annual Report on Form 10-K filed
by the issuing entity on March 29, 2013 (File No. 333-172143-06).
34.7 Wells Fargo Bank, National Association as Certificate
Administrator for both the Crossgate Mall Mortgage Loan and the
Prince Building Mortgage Loan.
34.8 Park Bridge Lender Services LLC as Operating Advisor for both the
Crossgate Mall Mortgage Loan and the Prince Building Mortgage
Loan incorporated by reference to Exhibit 34.8 of the Annual
Report on Form 10-K filed by the issuing entity on March 29, 2013
(File No. 333-172143-06).
34.9 Torchlight Loan Services, LLC as Special Servicer for the Prince
Building Mortgage Loan incorporated by reference to Exhibit 34.9
of the Annual Report on Form 10-K filed by the issuing entity on
March 29, 2013 (File No. 333-172143-06).
34.10 Wells Fargo Bank, National Association as Custodian for both the
Crossgate Mall Mortgage Loan and the Prince Building Mortgage
Loan.
35 Servicer compliance statement.
35.1 Wells Fargo Bank, National Association as Master Servicer
incorporated by reference to Exhibit 35.1 of the Annual Report on
Form 10-K filed by the issuing entity on March 29, 2013
(File No. 333-172143-06).
35.2 Midland Loan Services, a Division of PNC Bank, National
Association as Special Servicer incorporated by reference to
Exhibit 35.2 of the Annual Report on Form 10-K filed by the
issuing entity on March 29, 2013 (File No. 333-172143-06).
35.3 Deutsche Bank Trust Company Americas as Certificate Administrator
incorporated by reference to Exhibit 35.3 of the Annual Report on
Form 10-K filed by the issuing entity on March 29, 2013
(File No. 333-172143-06).
35.4 Deutsche Bank Trust Company Americas as Custodian incorporated by
reference to Exhibit 35.4 of the Annual Report on Form 10-K filed
by the issuing entity on March 29, 2013 (File No. 333-172143-06).
35.5 Wells Fargo Bank, National Association as Certificate
Administrator and Custodian for the Crossgate Mall Mortgage Loan.
35.6 Torchlight Loan Services, LLC as Special Servicer for the Prince
Building Mortgage Loan incorporated by reference to Exhibit 35.6
of the Annual Report on Form 10-K filed by the issuing entity on
March 29, 2013 (File No. 333-172143-06).
35.7 Wells Fargo Bank, National Association as Certificate
Administrator and Custodian for the Prince Building Mortgage Loan.
99.1 Letter, dated August 13, 2013, from the Corporate Trust Services
division of Wells Fargo Bank, National Association, as Custodian to the
depositor regarding Compliance with Applicable Servicing Criteria for
Asset-backed Securities by Wells Fargo Bank, National Association, as
Custodia
