Attached files
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K
(Mark one)
/X/ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2013
OR
/ / TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from ____________ to ____________
Commission file number: 333-190246-01
J.P. Morgan Chase Commercial Mortgage Securities Trust 2013-C16
(exact name of issuing entity as specified in its charter)
J.P. Morgan Chase Commercial Mortgage Securities Corp.
(exact name of the depositor as specified in its charter)
JPMorgan Chase Bank, National Association
General Electric Capital Corporation
Ladder Capital Finance LLC
Redwood Commercial Mortgage Corporation
(exact names of the sponsors as specified in their charters)
New York 38-3918812
(State or other jurisdiction of 38-3918813
incorporation or organization) 38-7109053
(I.R.S. Employer
Identification No.)
c/o Wells Fargo Bank, N.A.
9062 Old Annapolis Road
Columbia, MD 21045
(Address of principal executive (Zip Code)
offices)
Registrant's telephone number, including area code: (212) 272-6858
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
Note - Checking the box above will not relieve any registrant required to
file reports pursuant to Section 13 or 15(d) of the Exchange Act from their
obligations under those Sections.
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 Web site, 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 the definitions of "large accelerated filer", "accelerated
filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act.
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 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 Aire Mortgage Loan, which constituted approximately 11.9% of the asset
pool of the issuing entity as of its cut-off date, is an asset of the
issuing entity and is part of a loan combination that includes the Aire
Mortgage Loan and one other pari passu loan, which is not an asset of the
issuing entity. The Centura Tower Mortgage Loan, which constituted
approximately 4.4% of the asset pool of the issuing entity as of its cut-off
date, is an asset of the issuing entity and is part of a loan combination
that includes the Centura Tower Mortgage Loan and one other pari passu loan,
which is not an asset of the issuing entity. These two loan combinations,
including, respectively, the Aire Mortgage Loan and the Centura Tower
Mortgage Loan, are being serviced and administered pursuant to the Pooling
and Servicing Agreement, which is incorporated by reference as Exhibit 4.1
to this Annual Report on Form 10-K.
The Exhibit Index describes exhibits provided by certain parties (in their
capacities indicated on the Exhibit Index) with respect to the Veritas
Multifamily Portfolio Mortgage Loan, the Hulen Mall Mortgage Loan and the
1615 L Street Mortgage Loan, which constituted approximately 8.1%, 3.5% and
3.0%, respectively, of the asset pool of the issuing entity as of its
cut-off date. The Veritas Multifamily Portfolio Mortgage Loan, the Hulen
Mall Mortgage Loan and the 1615 L Street Mortgage Loan are each an asset of
the issuing entity and are each part of a respective loan combination that
includes the Veritas Multifamily Portfolio Mortgage Loan, the Hulen Mall
Mortgage Loan or the 1615 L Street Mortgage Loan and one other pari passu
loan, which is not an asset of the issuing entity. The other pari passu
portion of each loan combination was securitized in the JPMBB Commercial
Mortgage Securities Trust 2013-C15 transaction, Commission File Number
333-165147-11 (the "JPMBB 2013-C15 Transaction"). These loan combinations,
including the Veritas Multifamily Portfolio Mortgage Loan, the Hulen Mall
Mortgage Loan and the 1615 L Street Mortgage Loan, respectively, are each
being serviced and administered pursuant to the pooling and servicing
agreement for the JPMBB 2013-C15 Transaction, which is incorporated by
reference as Exhibit 4.2 to this Annual Report on Form 10-K.
The Exhibit Index describes exhibits provided by certain parties (in their
capacities indicated on the Exhibit Index) with respect to the Miracle Mile
Shops Mortgage Loan, which constituted approximately 3.1% of the asset pool
of the issuing entity as of its cut-off date. The Miracle Mile Shops
Mortgage Loan is an asset of the issuing entity and is part of a loan
combination that includes the Miracle Mile Shops Mortgage Loan and five
other pari passu loans, which are not assets of the issuing entity. A pari
passu portion of this loan combination was securitized in the COMM
2013-CCRE12 Mortgage Trust transaction, Commission File Number 333-184376-09
(the "COMM 2013-CCRE12 Transaction"). This loan combination, including the
Miracle Mile Shops Mortgage Loan, is being serviced and administered
pursuant to the pooling and servicing agreement for the COMM 2013-CCRE12
Transaction, which is incorporated by reference as Exhibit 4.3 to this
Annual Report on Form 10-K.
LNR Partners, LLC ("LNR") is the special servicer for the Veritas
Multifamily Portfolio Mortgage Loan, the Hulen Mall Mortgage Loan, the 1615
L Street Mortgage Loan and the Miracle Mile Shops Mortgage Loan. These
mortgage loans, in the aggregate, constituted approximately 17.7% of the
asset pool of the issuing entity as of its cut-off date. Thus, LNR is a
"servicer," as defined in Item 1108(a)(iii) of Regulation AB, with respect
to the Veritas Multifamily Portfolio Mortgage Loan, the Hulen Mall Mortgage
Loan, the 1615 L Street Mortgage Loan and the Miracle Mile Shops Mortgage
Loan because it is servicing mortgage loans which constituted 10% or more of
the assets of the issuing entity as of its cut-off date. The assessments of
compliance with applicable servicing criteria, accountants' attestation
reports and servicer compliance statements delivered by LNR in the
capacities described above are listed in the Exhibit Index.
Midland Loan Services, a Division of PNC Bank, National Association
("Midland") is the special servicer for the mortgage loans serviced under
the Pooling and Servicing Agreement and the primary servicer for the Miracle
Mile Shops Mortgage Loan (except with respect to the obligation to make
property protection and mortgage payment advances). These mortgage loans, in
the aggregate, constituted more than 10% of the asset pool of the issuing
entity as of its cut-off date. Thus, Midland is a "servicer," as defined in
Item 1108(a)(iii) of Regulation AB, with respect to these mortgage loans.
The assessments of compliance with applicable servicing criteria,
accountants' attestation reports and servicer compliance statements
delivered by Midland in the capacities described above are listed in the
Exhibit Index.
U.S. Bank National Association ("U.S. Bank") is the trustee for the mortgage
loans serviced under the Pooling and Servicing Agreement and the trustee for
the Veritas Multifamily Portfolio Mortgage Loan, the Hulen Mall Mortgage
Loan, the 1615 L Street Mortgage Loan and the Miracle Mile Shops Mortgage
Loan. These mortgage loans, in the aggregate, constituted more than 5% of
the asset pool of the issuing entity as of its cut-off date. Thus, U.S. Bank
is a servicing function participant with respect to these mortgage loans.
The assessments of compliance with applicable servicing criteria and
accountants' attestation reports delivered by U.S. Bank in the capacities
described above are listed in the Exhibit Index.
Wells Fargo Bank, National Association ("Wells Fargo Bank") is the master
servicer and the certificate administrator for the mortgage loans serviced
under the Pooling and Servicing Agreement; the primary servicer for the
Veritas Multifamily Portfolio Mortgage Loan, the Hulen Mall Mortgage Loan,
the 1615 L Street Mortgage Loan and (with respect to the obligation to make
property protection and mortgage payment advances) the Miracle Mile Mortgage
Loan; and the certificate administrator for the Veritas Multifamily Portfolio
Mortgage Loan, the Hulen Mall Mortgage Loan, the 1615 L Street Mortgage Loan
and the Miracle Mile Shops Mortgage Loan. These mortgage loans,in the
aggregate, constituted more than 10% of the asset pool of the issuing entity
as of its cut-off date. Thus, Wells Fargo Bank, in the capacities described
above, is a "servicer," as defined in Item 1108(a)(iii) of Regulation AB, with
respect to these mortgage loans. The assessments of compliance with applicable
servicing criteria, accountants' attestation reports and servicer compliance
statements delivered by Wells Fargo in these capacities are listed in the
Exhibit Index.
Wells Fargo Bank is the custodian for the mortgage loans serviced under the
Pooling and Servicing Agreement and the custodian for the Veritas
Multifamily Portfolio Mortgage Loan, the Hulen Mall Mortgage Loan, the 1615
L Street Mortgage Loan and the Miracle Mile Shops Mortgage Loan. These
mortgage loans, in the aggregate, constituted more than 5% of the asset pool
of the issuing entity as of its cut-off date. Thus, Wells Fargo Bank, in the
capacities described above, is a servicing function participant with respect
to these mortgage loans. The assessments of compliance with applicable
servicing criteria and accountants' attestation reports delivered by Wells
Fargo in these capacities are listed in the Exhibit Index.
Pentalpha Surveillance LLC ("Pentalpha") is the senior trust advisor for the
mortgage loans serviced under the Pooling and Servicing Agreement and the
senior trust advisor for the Veritas Multifamily Portfolio Mortgage Loan, the
Hulen Mall Mortgage Loan and the 1615 L Street Mortgage Loan. These mortgage
loans, in the aggregate, constituted more than 5% of the asset pool of the
issuing entity as of its cut-off date. Thus, Pentalpha is a servicing
function participant with respect to these mortgage loans. The assessments of
compliance with applicable servicing criteria and accountants' attestation
reports delivered by Pentalpha in the capacities described above are listed
in the Exhibit Index.
CoreLogic Commercial Real Estate Services, Inc. ("CoreLogic") is a servicing
function participant for the mortgage loans serviced under the Pooling and
Servicing Agreement and a servicing function participant for the Veritas
Multifamily Portfolio Mortgage Loan, the Hulen Mall Mortgage Loan, the 1615
L Street Mortgage Loan and the Miracle Mile Shops Mortgage Loan. These
mortgage loans, in the aggregate, constituted more than 5% of the asset pool
of the issuing entity as of its cut-off date. Thus, CoreLogic is a servicing
function participant with respect to these mortgage loans. The assessments
of compliance with applicable servicing criteria and accountants'
attestation reports delivered by CoreLogic in the capacities described above
are listed in the Exhibit Index.
National Tax Search, LLC is a servicing function participant for the
mortgage loans serviced under the Pooling and Servicing Agreement and a
servicing function participant for the Veritas Multifamily Portfolio
Mortgage Loan, the Hulen Mall Mortgage Loan, the 1615 L Street Mortgage Loan
and the Miracle Mile Shops Mortgage Loan. These mortgage loans, in the
aggregate, constituted more than 5% of the asset pool of the issuing entity
as of its cut-off date. Thus, National Tax Search, LLC is a servicing
function participant with respect to these mortgage loans. The assessments
of compliance with applicable servicing criteria and accountants'
attestation reports delivered by National Tax Search, LLC in the capacities
described above are listed in the Exhibit Index.
This Annual Report on Form 10-K includes assessments of compliance with
applicable servicing criteria and accountants' attestation reports from
CoreLogic Commercial Real Estate Services, Inc. and National Tax Search, LLC.
These entities were engaged by the master servicer and the primary servicer
with respect to the Veritas Multifamily Portfolio Mortgage Loan, the Hulen
Mall Mortgage Loan, the 1615 L Street Mortgage Loan and the Miracle Mile
Shops Mortgage Loan to remit tax payments received from the escrow accounts
of borrowers to local taxing authorities, to report tax amounts due, to
verify tax parcel information, and to verify non-escrow tax payments. These
services are included within the servicing criteria set forth in Items
1122(d)(4)(xi) and 1122(d)(4)(xii). Therefore, under the principles-based
definition of "servicer" set forth in Item 1101(j), these vendors are
"servicers" for the purposes of Item 1122. See Manual of Publicly Available
Telephone Interpretations, Section 3, Item 1101(j).
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 Aire Mortgage Loan (loan #1 on Annex A-1 to the Prospectus Supplement of the
registrant relating to the issuing entity filed on November 20, 2013)
constitutes a significant obligor within the meaning of Item 1101(k)(2) of
Regulation AB as disclosed in the Prospectus Supplement. In accordance with Item
1112(b) of Regulation AB, the most recent unaudited net operating income of the
significant obligor was $14,049,999.00 for the twelve-month period ended
December 31, 2013.
Item 1114(b)(2) of Regulation AB, Significant Enhancement Provider Financial
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 Derivatives Instruments (Financial
Information).
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 proceedings involving the
Trust and all parties related to such 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 November
20, 2013 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 Exhibit AA to the
Pooling and Servicing Agreement incorporated by reference as Exhibit 4.1 to this
Annual Report on Form 10-K is a chart identifying the entities participating in
a servicing function for the transaction responsible for each applicable
servicing criterion set forth in Item 1122(d).
The reports on assessments of compliance with the servicing criteria for
asset-backed securities and related attestation reports on such assessments of
compliance with respect to the Veritas Multifamily Portfolio Mortgage Loan, the
Hulen Mall Mortgage Loan and the 1615 L Street Mortgage Loan, which are being
serviced and administered pursuant to the pooling and servicing agreement for
the JPMBB 2013-C15 Transaction, are attached as Exhibits 33.2, 33.4, 33.6,
33.8-33.10, 33.17, 33.19, 33.21, 33.24, 33.26-33.27, 33.30, 33.32-33.33, 33.39,
33.41, 33.43-33.44, 33.46, 33.48-33.49, 33.51, 33.53, 34.2, 34.4, 34.6, 34.8-
34.10, 34.17, 34.19, 34.21, 34.24, 34.26-34.27, 34.30, 34.32-34.33, 34.39,
34.41, 34.43-34.44, 34.46, 34.48-34.49, 34.51, and 34.53 to this Annual Report
on Form 10-K. Attached as Exhibit AA to the pooling and servicing agreement
incorporated by reference as Exhibit 4.2 to this Annual Report on Form 10-K is a
chart identifying the entities participating in a servicing function for the
transaction responsible for each applicable servicing criterion set forth in
Item 1122(d).
The reports on assessments of compliance with the servicing criteria for
asset-backed securities and related attestation reports on such assessments of
compliance with respect to the Miracle Mile Shops Mortgage Loan, which is being
serviced and administered pursuant to the pooling and servicing agreement for
the COMM 2013-CCRE12 Transaction, are attached as Exhibits 33.5, 33.11-33.12,
33.20, 33.35, 33.42, 33.47, 33.52, 34.5, 34.11-34.12, 34.20, 34.35, 34.42,
34.47, and 34.52 to this Annual Report on Form 10-K. Attached as Exhibit AA to
the pooling and servicing agreement incorporated by reference as Exhibit 4.3 to
this Annual Report on Form 10-K is a chart identifying the entities
participating in a servicing function for the transaction responsible for each
applicable servicing criterion set forth in Item 1122(d).
The assessment of compliance with applicable servicing criteria for the twelve
months ended December 31, 2013, furnished pursuant to Item 1122 of Regulation AB
by National Tax Search, LLC (the "2013 NTS Assessment") for its commercial real
estate mortgage loans platform, discloses that material instances of
noncompliance occurred with respect to the servicing criterion described in Item
1122(d)(2)(vii) of Regulation AB. The 2013 NTS Assessment is attached to this
Form 10-K as Exhibit 33.16. The material instances of noncompliance disclosed in
the 2013 NTS Assessment are as follows:
Material Instances of Noncompliance by National Tax Search, LLC
1122(d)(2)(vii): Reconciliations are prepared on a monthly basis for all
asset-backed securities related to bank accounts, including custodial accounts
and related clearing accounts. These reconciliations (B) Are prepared within 30
calendar days after the bank statement cutoff date, or such other number of days
Specificied (sic) in the transaction agreement and (D) Contain explanations for
reconciling items. These reconciling items are resolved within 90 calendar days
of their original identification, or such other number of days specificied (sic)
in transaction agreements.
Noncompliance
During the reporting period, certain reconciliations were not completed within
30 calendar days after the bank statement cutoff date. Certain reconciling items
lacked proper explanations and were not resolved within 90 day (sic) calendar
days of their original identification.
Remediation
Management corrected the timeliness of reconciliations within the Period and
Plante Moran auditors have reviewed, under an agreed-upon procedures engagement,
the compliance with the servicing criteria of section 1122(d)(2)(vii),
attributes B & D, as defined above, as of January 31, 2014, noting no matters of
concern.
In the first quarter of 2014 Management will also complete installation of a
Treasury Workstation system, which allows for the automation of daily
reconciliation allowing for review and research throughout the month instead of
the days after a bank statement cutoff date. This daily reconciliation will be
accompanied by proper explanation of all reconciling items. Management will
review any items that require resolution and reporting will provide aging of
items at 30, 45 and 60 day levels to prevent exceeding the 90 calendar day
requirement.
Item 1123 of Regulation AB, Servicer Compliance Statement.
The servicer compliance statements are attached as Exhibits to this Annual
Report on Form 10-K.
Part IV
Item 15. Exhibits, Financial Statement Schedules.
(a) The following is a list of documents filed as part of this Annual Report
on Form 10-K.
(1) Not applicable.
(2) Not applicable.
(3) See below.
(4.1) Pooling and Servicing Agreement, dated as of November 1, 2013,
among J.P. Morgan Chase Commercial Mortgage Securities Corp., as
depositor, Wells Fargo Bank, National Association, as master servicer,
Midland Loan Services, a Division of PNC Bank, National Association,
as special servicer, Wells Fargo Bank, National Association, as
certificate administrator, U.S. Bank National Association, as trustee,
and Pentalpha Surveillance LLC, as senior trust advisor (filed as
Exhibit 4.1 to the registrant's Current Report on Form 8-K, filed on
November 21, 2013 and incorporated by reference herein)
(4.2) Pooling and Servicing Agreement, dated as of October 1, 2013,
among J.P. Morgan Chase Commercial Mortgage Securities Corp., as
depositor, Wells Fargo Bank, National Association, as master servicer,
LNR Partners, LLC, as special servicer, Wells Fargo Bank, National
Association, as certificate administrator, U.S. Bank National
Association, as trustee, and Pentalpha Surveillance LLC, as senior
trust advisor (filed as Exhibit 4.1 to the registrant's Current Report
on Form 8-K/A, filed on November 13, 2013 in connection with the
JPMBB 2013-C15 Transaction and incorporated by reference herein)
(4.3) Pooling and Servicing Agreement, dated as of November 1, 2013,
by and among Deutsche Mortgage & Asset Receiving Corporation, as
depositor, Wells Fargo Bank, National Association, as master servicer,
LNR Partners, LLC, as special servicer, U.S. Bank National
Association, as trustee, Wells Fargo Bank, National Association, as
certificate administrator and custodian, and Park Bridge Lender
Services LLC, as operating advisor (filed as Exhibit 4 to Deutsche
Mortgage & Asset Receiving Corporation's Current Report on Form 8-K,
filed on November 6, 2013 in connection with the COMM 2013-CCRE12
Transaction and 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 CoreLogic Commercial Real Estate Services, Inc., as Servicing Function Participant
33.2 CoreLogic Commercial Real Estate Services, Inc., as Servicing Function Participant
for the 1615 L Street Mortgage Loan (see Exhibit 33.1)
33.3 CoreLogic Commercial Real Estate Services, Inc., as Servicing Function Participant
for the Aire Mortgage Loan (see Exhibit 33.1)
33.4 CoreLogic Commercial Real Estate Services, Inc., as Servicing Function Participant
for the Hulen Mall Mortgage Loan (see Exhibit 33.1)
33.5 CoreLogic Commercial Real Estate Services, Inc., as Servicing Function Participant
for the Miracle Mile Shops Mortgage Loan (see Exhibit 33.1)
33.6 CoreLogic Commercial Real Estate Services, Inc., as Servicing Function Participant
for the Veritas Multifamily Portfolio Mortgage Loan (see Exhibit 33.1)
33.7 CoreLogic Commercial Real Estate Services, Inc., as Servicing Function Participant
for the Centura Tower Mortgage Loan (see Exhibit 33.1)
33.8 LNR Partners, LLC, as Special Servicer for the 1615 L Street Mortgage Loan
33.9 LNR Partners, LLC, as Special Servicer for the Hulen Mall Mortgage Loan (See
Exhibit 33.8)
33.10 LNR Partners, LLC, as Special Servicer for the Veritas Multifamily Portfolio Mortgage
Loan (See Exhibit 33.8)
33.11 LNR Partners, LLC, as Special Servicer for the Miracle Mile Shops Mortgage Loan
(see Exhibit 33.8)
33.12 Midland Loan Services, a Division of PNC Bank, National Association, as Primary
Servicer for the Miracle Mile Shops Mortgage Loan (except with respect to the obligation
to make property protection and mortgage payment advances) (see Exhibit 33.13)
33.13 Midland Loan Services, a Division of PNC Bank, National Association, as Special
Servicer
33.14 Midland Loan Services, a Division of PNC Bank, National Association, as Special
Servicer for the Aire Mortgage Loan (see Exhibit 33.13)
33.15 Midland Loan Services, a Division of PNC Bank, National Association, as Special
Servicer for the Centura Tower Mortgage Loan (see Exhibit 33.13)
33.16 National Tax Search, LLC, as Servicing Function Participant
33.17 National Tax Search, LLC, as Servicing Function Participant for the 1615 L Street
Mortgage Loan (see Exhibit 33.16)
33.18 National Tax Search, LLC, as Servicing Function Participant for the Aire Mortgage
Loan (see Exhibit 33.16)
33.19 National Tax Search, LLC, as Servicing Function Participant for the Hulen Mall
Mortgage Loan (see Exhibit 33.16)
33.20 National Tax Search, LLC, as Servicing Function Participant for the Miracle Mile
Shops Mortgage Loan (see Exhibit 33.16)
33.21 National Tax Search, LLC, as Servicing Function Participant for the Veritas Multifamily
Portfolio Mortgage Loan (see Exhibit 33.16)
33.22 National Tax Search, LLC, as Servicing Function Participant for the Centura Tower
Mortgage Loan (see Exhibit 33.16)
33.23 Pentalpha Surveillance, LLC, as Senior Trust Advisor
33.24 Pentalpha Surveillance, LLC, as Senior Trust Advisor for the 1615 L Street
Mortgage Loan (see Exhibit 33.23)
33.25 Pentalpha Surveillance, LLC, as Senior Trust Advisor for the Aire Mortgage Loan
(see Exhibit 33.23)
33.26 Pentalpha Surveillance, LLC, as Senior Trust Advisor for the Hulen Mall Mortgage
Loan (see Exhibit 33.23)
33.27 Pentalpha Surveillance, LLC, as Senior Trust Advisor for the Veritas Multifamily
Portfolio, Mortgage Loan (see Exhibit 33.23)
33.28 Pentalpha Surveillance, LLC, as Senior Trust Advisor for the Centura Tower
Mortgage Loan (see Exhibit 33.23)
33.29 U.S. Bank National Association, as Trustee
33.30 U.S. Bank National Association, as Trustee for the 1615 L Street Mortgage Loan
(see Exhibit 33.29)
33.31 U.S. Bank National Association, as Trustee for the Aire Mortgage Loan (see Exhibit
33.29)
33.32 U.S. Bank National Association, as Trustee for the Hulen Mall Mortgage Loan (see
Exhibit 33.29)
33.33 U.S. Bank National Association, as Trustee for the Veritas Multifamily Portfolio
Mortgage Loan (see Exhibit 33.29)
33.34 U.S. Bank National Association, as Trustee for the Centura Tower Mortgage Loan
(see Exhibit 33.29)
33.35 U.S. Bank National Association, as Trustee for the Miracle Mile Shops Mortgage
Loan (see Exhibit 33.29)
33.36 Wells Fargo Bank, National Association, as Master Servicer
33.37 Wells Fargo Bank, National Association, as Certificate Administrator
33.38 Wells Fargo Bank, National Association, as Custodian
33.39 Wells Fargo Bank, National Association, as Certificate Administrator for the 1615
L Street Mortgage Loan (see Exhibit 33.37)
33.40 Wells Fargo Bank, National Association, as Certificate Administrator for the Aire
Mortgage Loan (see Exhibit 33.37)
33.41 Wells Fargo Bank, National Association, as Certificate Administrator for the Hulen
Mall Mortgage Loan (see Exhibit 33.37)
33.42 Wells Fargo Bank, National Association, as Certificate Administrator for the
Miracle Mile Shops Mortgage Loan (see Exhibit 33.37)
33.43 Wells Fargo Bank, National Association, as Certificate Administrator for the
Veritas Multifamily Portfolio Mortgage Loan (see Exhibit 33.37)
33.44 Wells Fargo Bank, National Association, as Custodian for the 1615 L Street
Mortgage Loan (see Exhibit 33.38)
33.45 Wells Fargo Bank, National Association, as Custodian for the Aire Mortgage Loan
(see Exhibit 33.38)
33.46 Wells Fargo Bank, National Association, as Custodian for the Hulen Mall Mortgage
Loan (see Exhibit 33.38)
33.47 Wells Fargo Bank, National Association, as Custodian for the Miracle Mile Shops
Mortgage Loan (see Exhibit 33.38)
33.48 Wells Fargo Bank, National Association, as Custodian for the Veritas Multifamily
Portfolio Mortgage Loan (see Exhibit 33.38)
33.49 Wells Fargo Bank, National Association, as Primary Servicer for the 1615 L Street
Mortgage Loan (see Exhibit 33.36)
33.50 Wells Fargo Bank, National Association, as Primary Servicer for the Aire Mortgage
Loan (see Exhibit 33.36)
33.51 Wells Fargo Bank, National Association, as Primary Servicer for the Hulen Mall
Mortgage Loan (see Exhibit 33.36)
33.52 Wells Fargo Bank, National Association, as Primary Servicer for the Miracle Mile
Shops Mortgage Loan (with respect to the obligation to make property protection and
mortgage payment advances) (see Exhibit 33.36)
33.53 Wells Fargo Bank, National Association, as Primary Servicer for the Veritas Multifamily
Portfolio Mortgage Loan (see Exhibit 33.36)
33.54 Wells Fargo Bank, National Association, as Certificate Administrator for the
Centura Tower Mortgage Loan (see Exhibit 33.37)
33.55 Wells Fargo Bank, National Association, as Custodian for the Centura Tower
Mortgage Loan (see Exhibit 33.38)
33.56 Wells Fargo Bank, National Association, as Primary Servicer for the Centura Tower
Mortgage Loan (see Exhibit 33.36)
(34) Attestation reports on assessment of compliance with servicing
criteria for asset-backed securities.
34.1 CoreLogic Commercial Real Estate Services, Inc., as Servicing Function Participant
34.2 CoreLogic Commercial Real Estate Services, Inc., as Servicing Function Participant
for the 1615 L Street Mortgage Loan (see Exhibit 34.1)
34.3 CoreLogic Commercial Real Estate Services, Inc., as Servicing Function Participant
for the Aire Mortgage Loan (see Exhibit 34.1)
34.4 CoreLogic Commercial Real Estate Services, Inc., as Servicing Function Participant
for the Hulen Mall Mortgage Loan (see Exhibit 34.1)
34.5 CoreLogic Commercial Real Estate Services, Inc., as Servicing Function Participant
for the Miracle Mile Shops Mortgage Loan (see Exhibit 34.1)
34.6 CoreLogic Commercial Real Estate Services, Inc., as Servicing Function Participant
for the Veritas Multifamily Portfolio Mortgage Loan (see Exhibit 34.1)
34.7 CoreLogic Commercial Real Estate Services, Inc., as Servicing Function Participant
for the Centura Tower Mortgage Loan (see Exhibit 34.1)
34.8 LNR Partners, LLC, as Special Servicer for the 1615 L Street Mortgage Loan
34.9 LNR Partners, LLC, as Special Servicer for the Hulen Mall Mortgage Loan (See
Exhibit 34.8)
34.10 LNR Partners, LLC, as Special Servicer for the Veritas Multifamily Portfolio Mortgage
Loan (See Exhibit 34.8)
34.11 LNR Partners, LLC, as Special Servicer for the Miracle Mile Shops Mortgage Loan
(see Exhibit 34.8)
34.12 Midland Loan Services, a Division of PNC Bank, National Association, as Primary
Servicer for the Miracle Mile Shops Mortgage Loan (except with respect to the
obligation to make property protection and mortgage payment advances) (see Exhibit 34.13)
34.13 Midland Loan Services, a Division of PNC Bank, National Association, as Special
Servicer
34.14 Midland Loan Services, a Division of PNC Bank, National Association, as Special
Servicer for the Aire Mortgage Loan (see Exhibit 34.13)
34.15 Midland Loan Services, a Division of PNC Bank, National Association, as Special
Servicer for the Centura Tower Mortgage Loan (see Exhibit 34.13)
34.16 National Tax Search, LLC, as Servicing Function Participant
34.17 National Tax Search, LLC, as Servicing Function Participant for the 1615 L Street
Mortgage Loan (see Exhibit 34.16)
34.18 National Tax Search, LLC, as Servicing Function Participant for the Aire Mortgage
Loan (see Exhibit 34.16)
34.19 National Tax Search, LLC, as Servicing Function Participant for the Hulen Mall
Mortgage Loan (see Exhibit 34.16)
34.20 National Tax Search, LLC, as Servicing Function Participant for the Miracle Mile
Shops Mortgage Loan (see Exhibit 34.16)
34.21 National Tax Search, LLC, as Servicing Function Participant for the Veritas
Family Portfolio Mortgage Loan (see Exhibit 34.16)
34.22 National Tax Search, LLC, as Servicing Function Participant for the Centura Tower
Mortgage Loan (see Exhibit 34.16)
34.23 Pentalpha Surveillance, LLC, as Senior Trust Advisor
34.24 Pentalpha Surveillance, LLC, as Senior Trust Advisor for the 1615 L Street
Mortgage Loan (see Exhibit 34.23)
34.25 Pentalpha Surveillance, LLC, as Senior Trust Advisor for the Aire Mortgage Loan
(see Exhibit 34.23)
34.26 Pentalpha Surveillance, LLC, as Senior Trust Advisor for the Hulen Mall Mortgage
Loan (see Exhibit 34.23)
34.27 Pentalpha Surveillance, LLC, as Senior Trust Advisor for the Veritas Multifamily
Portfolio, Mortgage Loan (see Exhibit 34.23)
34.28 Pentalpha Surveillance, LLC, as Senior Trust Advisor for the Centura Tower
Mortgage Loan (see Exhibit 34.23)
34.29 U.S. Bank National Association, as Trustee
34.30 U.S. Bank National Association, as Trustee for the 1615 L Street Mortgage Loan
(see Exhibit 34.29)
34.31 U.S. Bank National Association, as Trustee for the Aire Mortgage Loan (see
Exhibit 34.29)
34.32 U.S. Bank National Association, as Trustee for the Hulen Mall Mortgage Loan (see
Exhibit 34.29)
34.33 U.S. Bank National Association, as Trustee for the Veritas Multifamily Portfolio
Mortgage Loan (see Exhibit 34.29)
34.34 U.S. Bank National Association, as Trustee for the Centura Tower Mortgage Loan
(see Exhibit 34.29)
34.35 U.S. Bank National Association, as Trustee for the Miracle Mile Shops Mortgage
Loan (see Exhibit 34.29)
34.36 Wells Fargo Bank, National Association, as Master Servicer
34.37 Wells Fargo Bank, National Association, as Certificate Administrator
34.38 Wells Fargo Bank, National Association, as Custodian
34.39 Wells Fargo Bank, National Association, as Certificate Administrator for the 1615
L Street Mortgage Loan (see Exhibit 34.37)
34.40 Wells Fargo Bank, National Association, as Certificate Administrator for the Aire
Mortgage Loan (see Exhibit 34.37)
34.41 Wells Fargo Bank, National Association, as Certificate Administrator for the
Hulen Mall Mortgage Loan (see Exhibit 34.37)
34.42 Wells Fargo Bank, National Association, as Certificate Administrator for the
Miracle Mile Shops Mortgage Loan (see Exhibit 34.37)
34.43 Wells Fargo Bank, National Association, as Certificate Administrator for the
Veritas Multifamily Portfolio Mortgage Loan (see Exhibit 34.37)
34.44 Wells Fargo Bank, National Association, as Custodian for the 1615 L Street
Mortgage Loan (see Exhibit 34.38)
34.45 Wells Fargo Bank, National Association, as Custodian for the Aire Mortgage Loan
(see Exhibit 34.38)
34.46 Wells Fargo Bank, National Association, as Custodian for the Hulen Mall Mortgage
Loan (see Exhibit 34.38)
34.47 Wells Fargo Bank, National Association, as Custodian for the Miracle Mile Shops
Mortgage Loan (see Exhibit 34.38)
34.48 Wells Fargo Bank, National Association, as Custodian for the Veritas Multifamily
Portfolio Mortgage Loan (see Exhibit 34.38)
34.49 Wells Fargo Bank, National Association, as Primary Servicer for the 1615 L Street
Mortgage Loan (see Exhibit 34.36)
34.50 Wells Fargo Bank, National Association, as Primary Servicer for the Aire Mortgage
Loan (see Exhibit 34.36)
34.51 Wells Fargo Bank, National Association, as Primary Servicer for the Hulen Mall
Mortgage Loan (see Exhibit 34.36)
34.52 Wells Fargo Bank, National Association, as Primary Servicer for the Miracle Mile
Shops Mortgage Loan (with respect to the obligation to make property protection and
mortgage payment advances) (see Exhibit 34.36)
34.53 Wells Fargo Bank, National Association, as Primary Servicer for the Veritas
Family Portfolio Mortgage Loan (see Exhibit 34.36)
34.54 Wells Fargo Bank, National Association, as Certificate Administrator for the
Centura Tower Mortgage Loan (see Exhibit 34.37)
34.55 Wells Fargo Bank, National Association, as Custodian for the Centura Tower
Mortgage Loan (see Exhibit 34.38)
34.56 Wells Fargo Bank, National Association, as Primary Servicer for the Centura Tower
Mortgage Loan (see Exhibit 34.36)
(35) Servicer compliance statement.
35.1 LNR Partners, LLC, as Special Servicer for the 1615 L Street Mortgage Loan
35.2 LNR Partners, LLC, as Special Servicer for the Hulen Mall Mortgage Loan (See
Exhibit 35.1)
35.3 LNR Partners, LLC, as Special Servicer for the Veritas Multifamily Portfolio Mortgage
Loan (See Exhibit 35.1)
35.4 LNR Partners, LLC, as Special Servicer for the Miracle Mile Shops Mortgage Loan
35.5 Midland Loan Services, a Division of PNC Bank, National Association, as Primary
Servicer for the Miracle Mile Shops Mortgage Loan (except with respect to the obligation
to make property protection and mortgage payment advances) (see Exhibit 35.6)
35.6 Midland Loan Services, a Division of PNC Bank, National Association, as Special
Servicer
35.7 Midland Loan Services, a Division of PNC Bank, National Association, as Special
Servicer for the Aire Mortgage Loan (see Exhibit 35.6)
35.8 Midland Loan Services, a Division of PNC Bank, National Association, as Special
Servicer for the Centura Tower Mortgage Loan (see Exhibit 35.6)
35.9 Wells Fargo Bank, National Association, as Master Servicer
35.10 Wells Fargo Bank, National Association, as Certificate Administrator
35.11 Wells Fargo Bank, National Association, as Certificate Administrator for the 1615
L Street Mortgage Loan
35.12 Wells Fargo Bank, National Association, as Certificate Administrator for the Aire
Mortgage Loan (see Exhibit 35.10)
35.13 Wells Fargo Bank, National Association, as Certificate Administrator for the Hulen
Mall Mortgage Loan
35.14 Wells Fargo Bank, National Association, as Certificate Administrator for the
Miracle Mile Shops Mortgage Loan
35.15 Wells Fargo Bank, National Association, as Certificate Administrator for the
Veritas Multifamily Portfolio Mortgage Loan
35.16 Wells Fargo Bank, National Association, as Primary Servicer for the 1615 L Street
Mortgage Loan
35.17 Wells Fargo Bank, National Association, as Primary Servicer for the Aire Mortgage
Loan (see Exhibit 35.9)
35.18 Wells Fargo Bank, National Association, as Primary Servicer for the Hulen Mall
Mortgage Loan (see Exhibit 35.16)
35.19 Wells Fargo Bank, National Association, as Primary Servicer for the Miracle Mile
Shops Mortgage Loan (with respect to the obligation to make property protection and
mortgage payment advances)
35.20 Wells Fargo Bank, National Association, as Primary Servicer for the Veritas Multifamily
Portfolio Mortgage Loan (see Exhibit 35.16)
35.21 Wells Fargo Bank, National Association, as Certificate Administrator for the
Centura Tower Mortgage Loan (see Exhibit 35.10)
35.22 Wells Fargo Bank, National Association, as Primary Servicer for the Centura Tower
Mortgage Loan (see Exhibit 35.9)
(99.1) Mortgage Loan Purchase Agreement, dated as of November 21,
2013, between JPMorgan Chase Bank, National Association and J.P.
Morgan Chase Commercial Mortgage Securities Corp., relating to the
mortgage loans sold to the depositor by JPMorgan Chase Bank, National
Association (filed as Exhibit 99.1 to the registrant's Current Report
on Form 8-K, filed on November 21, 2013 and incorporated by reference
herein)
(99.2) Mortgage Loan Purchase Agreement, dated as of November 21,
2013, between J.P. Morgan Chase Commercial Mortgage Securities Corp.
and General Electric Capital Corporation, relating to the mortgage
loans sold to the depositor by General Electric Capital Corporation
(filed as Exhibit 99.2 to the registrant's Current Report on Form 8-K,
filed on November 21, 2013 and incorporated by reference herein)
(99.3) Mortgage Loan Purchase Agreement, dated as of November 21,
2013, among J.P. Morgan Chase Commercial Mortgage Securities Corp.,
Redwood Commercial Mortgage Corporation and Redwood Trust, Inc.,
relating to the mortgage loans sold to the depositor by Redwood
Commercial Mortgage Corporation (filed as Exhibit 99.3 to the
registrant's Current Report on Form 8-K, filed on November 21, 2013
and incorporated by reference herein)
(99.4) Mortgage Loan Purchase Agreement, dated as of November 21,
2013, among J.P. Morgan Chase Commercial Mortgage Securities Corp.,
Ladder Capital Finance LLC and Ladder Capital Finance Holdings LLLP,
relating to the mortgage loans sold to the depositor by Ladder Capital
Finance LLC (filed as Exhibit 99.4 to the registrant's Current Report
on Form 8-K, filed on November 21, 2013 and incorporated by reference
herein)
(b) Not applicable.
(c) Omitted.
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.
J.P. Morgan Chase Commercial Mortgage Securities Corp.
(Depositor)
/s/ Brian Baker
Brian Baker, President and Chief Executive Officer
(senior officer in charge of securitization of the depositor)
Date: March 28, 2014
Exhibit Index
Exhibit No.
(4.1) Pooling and Servicing Agreement, dated as of November 1, 2013, among
J.P. Morgan Chase Commercial Mortgage Securities Corp., as depositor, Wells
Fargo Bank, National Association, as master servicer, Midland Loan Services,
a Division of PNC Bank, National Association, as special servicer, Wells
Fargo Bank, National Association, as certificate administrator, U.S. Bank
National Association, as trustee, and Pentalpha Surveillance LLC, as senior
trust advisor (filed as Exhibit 4.1 to the registrant's Current Report on
Form 8-K, filed on November 21, 2013 and incorporated by reference herein)
(4.2) Pooling and Servicing Agreement, dated as of October 1, 2013, among
J.P. Morgan Chase Commercial Mortgage Securities Corp., as depositor, Wells
Fargo Bank, National Association, as master servicer, LNR Partners, LLC, as
special servicer, Wells Fargo Bank, National Association, as certificate
administrator, U.S. Bank National Association, as trustee, and Pentalpha
Surveillance LLC, as senior trust advisor (filed as Exhibit 4.1 to the
registrant's Current Report on Form 8-K/A, filed on November 13, 2013 in
connection with the JPMBB 2013-C15 Transaction and incorporated by
reference herein)
(4.3) Pooling and Servicing Agreement, dated as of November 1, 2013, by and
among Deutsche Mortgage & Asset Receiving Corporation, as depositor, Wells
Fargo Bank, National Association, as master servicer, LNR Partners, LLC, as
special servicer, U.S. Bank National Association, as trustee, Wells Fargo
Bank, National Association, as certificate administrator and custodian, and
Park Bridge Lender Services LLC, as operating advisor (filed as Exhibit 4
to Deutsche Mortgage & Asset Receiving Corporation's Current Report on Form
8-K, filed on November 6, 2013 in connection with the COMM 2013-CCRE12
Transaction and 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 CoreLogic Commercial Real Estate Services, Inc., as Servicing Function Participant
33.2 CoreLogic Commercial Real Estate Services, Inc., as Servicing Function Participant
for the 1615 L Street Mortgage Loan (see Exhibit 33.1)
33.3 CoreLogic Commercial Real Estate Services, Inc., as Servicing Function Participant
for the Aire Mortgage Loan (see Exhibit 33.1)
33.4 CoreLogic Commercial Real Estate Services, Inc., as Servicing Function Participant
for the Hulen Mall Mortgage Loan (see Exhibit 33.1)
33.5 CoreLogic Commercial Real Estate Services, Inc., as Servicing Function Participant
for the Miracle Mile Shops Mortgage Loan (see Exhibit 33.1)
33.6 CoreLogic Commercial Real Estate Services, Inc., as Servicing Function Participant
for the Veritas Multifamily Portfolio Mortgage Loan (see Exhibit 33.1)
33.7 CoreLogic Commercial Real Estate Services, Inc., as Servicing Function Participant
for the Centura Tower Mortgage Loan (see Exhibit 33.1)
33.8 LNR Partners, LLC, as Special Servicer for the 1615 L Street Mortgage Loan
33.9 LNR Partners, LLC, as Special Servicer for the Hulen Mall Mortgage Loan (See
Exhibit 33.8)
33.10 LNR Partners, LLC, as Special Servicer for the Veritas Multifamily Portfolio Mortgage
Loan (See Exhibit 33.8)
33.11 LNR Partners, LLC, as Special Servicer for the Miracle Mile Shops Mortgage Loan
(see Exhibit 33.8)
33.12 Midland Loan Services, a Division of PNC Bank, National Association, as Primary
Servicer for the Miracle Mile Shops Mortgage Loan (except with respect to the obligation
to make property protection and mortgage payment advances) (see Exhibit 33.13)
33.13 Midland Loan Services, a Division of PNC Bank, National Association, as Special
Servicer
33.14 Midland Loan Services, a Division of PNC Bank, National Association, as Special
Servicer for the Aire Mortgage Loan (see Exhibit 33.13)
33.15 Midland Loan Services, a Division of PNC Bank, National Association, as Special
Servicer for the Centura Tower Mortgage Loan (see Exhibit 33.13)
33.16 National Tax Search, LLC, as Servicing Function Participant
33.17 National Tax Search, LLC, as Servicing Function Participant for the 1615 L Street
Mortgage Loan (see Exhibit 33.16)
33.18 National Tax Search, LLC, as Servicing Function Participant for the Aire Mortgage
Loan (see Exhibit 33.16)
33.19 National Tax Search, LLC, as Servicing Function Participant for the Hulen Mall
Mortgage Loan (see Exhibit 33.16)
33.20 National Tax Search, LLC, as Servicing Function Participant for the Miracle Mile
Shops Mortgage Loan (see Exhibit 33.16)
33.21 National Tax Search, LLC, as Servicing Function Participant for the Veritas Multifamily
Portfolio Mortgage Loan (see Exhibit 33.16)
33.22 National Tax Search, LLC, as Servicing Function Participant for the Centura Tower
Mortgage Loan (see Exhibit 33.16)
33.23 Pentalpha Surveillance, LLC, as Senior Trust Advisor
33.24 Pentalpha Surveillance, LLC, as Senior Trust Advisor for the 1615 L Street
Mortgage Loan (see Exhibit 33.23)
33.25 Pentalpha Surveillance, LLC, as Senior Trust Advisor for the Aire Mortgage Loan
(see Exhibit 33.23)
33.26 Pentalpha Surveillance, LLC, as Senior Trust Advisor for the Hulen Mall Mortgage
Loan (see Exhibit 33.23)
33.27 Pentalpha Surveillance, LLC, as Senior Trust Advisor for the Veritas Multifamily
Portfolio, Mortgage Loan (see Exhibit 33.23)
33.28 Pentalpha Surveillance, LLC, as Senior Trust Advisor for the Centura Tower
Mortgage Loan (see Exhibit 33.23)
33.29 U.S. Bank National Association, as Trustee
33.30 U.S. Bank National Association, as Trustee for the 1615 L Street Mortgage Loan
(see Exhibit 33.29)
33.31 U.S. Bank National Association, as Trustee for the Aire Mortgage Loan (see Exhibit
33.29)
33.32 U.S. Bank National Association, as Trustee for the Hulen Mall Mortgage Loan (see
Exhibit 33.29)
33.33 U.S. Bank National Association, as Trustee for the Veritas Multifamily Portfolio
Mortgage Loan (see Exhibit 33.29)
33.34 U.S. Bank National Association, as Trustee for the Centura Tower Mortgage Loan
(see Exhibit 33.29)
33.35 U.S. Bank National Association, as Trustee for the Miracle Mile Shops Mortgage
Loan (see Exhibit 33.29)
33.36 Wells Fargo Bank, National Association, as Master Servicer
33.37 Wells Fargo Bank, National Association, as Certificate Administrator
33.38 Wells Fargo Bank, National Association, as Custodian
33.39 Wells Fargo Bank, National Association, as Certificate Administrator for the 1615
L Street Mortgage Loan (see Exhibit 33.37)
33.40 Wells Fargo Bank, National Association, as Certificate Administrator for the Aire
Mortgage Loan (see Exhibit 33.37)
33.41 Wells Fargo Bank, National Association, as Certificate Administrator for the Hulen
Mall Mortgage Loan (see Exhibit 33.37)
33.42 Wells Fargo Bank, National Association, as Certificate Administrator for the
Miracle Mile Shops Mortgage Loan (see Exhibit 33.37)
33.43 Wells Fargo Bank, National Association, as Certificate Administrator for the
Veritas Multifamily Portfolio Mortgage Loan (see Exhibit 33.37)
33.44 Wells Fargo Bank, National Association, as Custodian for the 1615 L Street
Mortgage Loan (see Exhibit 33.38)
33.45 Wells Fargo Bank, National Association, as Custodian for the Aire Mortgage Loan
(see Exhibit 33.38)
33.46 Wells Fargo Bank, National Association, as Custodian for the Hulen Mall Mortgage
Loan (see Exhibit 33.38)
33.47 Wells Fargo Bank, National Association, as Custodian for the Miracle Mile Shops
Mortgage Loan (see Exhibit 33.38)
33.48 Wells Fargo Bank, National Association, as Custodian for the Veritas Multifamily
Portfolio Mortgage Loan (see Exhibit 33.38)
33.49 Wells Fargo Bank, National Association, as Primary Servicer for the 1615 L Street
Mortgage Loan (see Exhibit 33.36)
33.50 Wells Fargo Bank, National Association, as Primary Servicer for the Aire Mortgage
Loan (see Exhibit 33.36)
33.51 Wells Fargo Bank, National Association, as Primary Servicer for the Hulen Mall
Mortgage Loan (see Exhibit 33.36)
33.52 Wells Fargo Bank, National Association, as Primary Servicer for the Miracle Mile
Shops Mortgage Loan (with respect to the obligation to make property protection and
mortgage payment advances) (see Exhibit 33.36)
33.53 Wells Fargo Bank, National Association, as Primary Servicer for the Veritas Multifamily
Portfolio Mortgage Loan (see Exhibit 33.36)
33.54 Wells Fargo Bank, National Association, as Certificate Administrator for the
Centura Tower Mortgage Loan (see Exhibit 33.37)
33.55 Wells Fargo Bank, National Association, as Custodian for the Centura Tower
Mortgage Loan (see Exhibit 33.38)
33.56 Wells Fargo Bank, National Association, as Primary Servicer for the Centura Tower
Mortgage Loan (see Exhibit 33.36)
(34) Attestation reports on assessment of compliance with servicing
criteria for asset-backed securities.
34.1 CoreLogic Commercial Real Estate Services, Inc., as Servicing Function Participant
34.2 CoreLogic Commercial Real Estate Services, Inc., as Servicing Function Participant
for the 1615 L Street Mortgage Loan (see Exhibit 34.1)
34.3 CoreLogic Commercial Real Estate Services, Inc., as Servicing Function Participant
for the Aire Mortgage Loan (see Exhibit 34.1)
34.4 CoreLogic Commercial Real Estate Services, Inc., as Servicing Function Participant
for the Hulen Mall Mortgage Loan (see Exhibit 34.1)
34.5 CoreLogic Commercial Real Estate Services, Inc., as Servicing Function Participant
for the Miracle Mile Shops Mortgage Loan (see Exhibit 34.1)
34.6 CoreLogic Commercial Real Estate Services, Inc., as Servicing Function Participant
for the Veritas Multifamily Portfolio Mortgage Loan (see Exhibit 34.1)
34.7 CoreLogic Commercial Real Estate Services, Inc., as Servicing Function Participant
for the Centura Tower Mortgage Loan (see Exhibit 34.1)
34.8 LNR Partners, LLC, as Special Servicer for the 1615 L Street Mortgage Loan
34.9 LNR Partners, LLC, as Special Servicer for the Hulen Mall Mortgage Loan (See
Exhibit 34.8)
34.10 LNR Partners, LLC, as Special Servicer for the Veritas Multifamily Portfolio Mortgage
Loan (See Exhibit 34.8)
34.11 LNR Partners, LLC, as Special Servicer for the Miracle Mile Shops Mortgage Loan
(see Exhibit 34.8)
34.12 Midland Loan Services, a Division of PNC Bank, National Association, as Primary
Servicer for the Miracle Mile Shops Mortgage Loan (except with respect to the obligation
to make property protection and mortgage payment advances) (see Exhibit 34.13)
34.13 Midland Loan Services, a Division of PNC Bank, National Association, as Special
Servicer
34.14 Midland Loan Services, a Division of PNC Bank, National Association, as Special
Servicer for the Aire Mortgage Loan (see Exhibit 34.13)
34.15 Midland Loan Services, a Division of PNC Bank, National Association, as Special
Servicer for the Centura Tower Mortgage Loan (see Exhibit 34.13)
34.16 National Tax Search, LLC, as Servicing Function Participant
34.17 National Tax Search, LLC, as Servicing Function Participant for the 1615 L Street
Mortgage Loan (see Exhibit 34.16)
34.18 National Tax Search, LLC, as Servicing Function Participant for the Aire Mortgage
Loan (see Exhibit 34.16)
34.19 National Tax Search, LLC, as Servicing Function Participant for the Hulen Mall
Mortgage Loan (see Exhibit 34.16)
34.20 National Tax Search, LLC, as Servicing Function Participant for the Miracle Mile
Shops Mortgage Loan (see Exhibit 34.16)
34.21 National Tax Search, LLC, as Servicing Function Participant for the Veritas Multifamily
Portfolio Mortgage Loan (see Exhibit 34.16)
34.22 National Tax Search, LLC, as Servicing Function Participant for the Centura Tower
Mortgage Loan (see Exhibit 34.16)
34.23 Pentalpha Surveillance, LLC, as Senior Trust Advisor
34.24 Pentalpha Surveillance, LLC, as Senior Trust Advisor for the 1615 L Street
Mortgage Loan (see Exhibit 34.23)
34.25 Pentalpha Surveillance, LLC, as Senior Trust Advisor for the Aire Mortgage Loan
(see Exhibit 34.23)
34.26 Pentalpha Surveillance, LLC, as Senior Trust Advisor for the Hulen Mall Mortgage
Loan (see Exhibit 34.23)
34.27 Pentalpha Surveillance, LLC, as Senior Trust Advisor for the Veritas Multifamily
Portfolio, Mortgage Loan (see Exhibit 34.23)
34.28 Pentalpha Surveillance, LLC, as Senior Trust Advisor for the Centura Tower
Mortgage Loan (see Exhibit 34.23)
34.29 U.S. Bank National Association, as Trustee
34.30 U.S. Bank National Association, as Trustee for the 1615 L Street Mortgage Loan
(see Exhibit 34.29)
34.31 U.S. Bank National Association, as Trustee for the Aire Mortgage Loan (see Exhibit
34.29)
34.32 U.S. Bank National Association, as Trustee for the Hulen Mall Mortgage Loan (see
Exhibit 34.29)
34.33 U.S. Bank National Association, as Trustee for the Veritas Multifamily Portfolio
Mortgage Loan (see Exhibit 34.29)
34.34 U.S. Bank National Association, as Trustee for the Centura Tower Mortgage Loan
(see Exhibit 34.29)
34.35 U.S. Bank National Association, as Trustee for the Miracle Mile Shops Mortgage
Loan (see Exhibit 34.29)
34.36 Wells Fargo Bank, National Association, as Master Servicer
34.37 Wells Fargo Bank, National Association, as Certificate Administrator
34.38 Wells Fargo Bank, National Association, as Custodian
34.39 Wells Fargo Bank, National Association, as Certificate Administrator for the 1615
L Street Mortgage Loan (see Exhibit 34.37)
34.40 Wells Fargo Bank, National Association, as Certificate Administrator for the Aire
Mortgage Loan (see Exhibit 34.37)
34.41 Wells Fargo Bank, National Association, as Certificate Administrator for the Hulen
Mall Mortgage Loan (see Exhibit 34.37)
34.42 Wells Fargo Bank, National Association, as Certificate Administrator for the
Miracle Mile Shops Mortgage Loan (see Exhibit 34.37)
34.43 Wells Fargo Bank, National Association, as Certificate Administrator for the
Veritas Multifamily Portfolio Mortgage Loan (see Exhibit 34.37)
34.44 Wells Fargo Bank, National Association, as Custodian for the 1615 L Street
Mortgage Loan (see Exhibit 34.38)
34.45 Wells Fargo Bank, National Association, as Custodian for the Aire Mortgage Loan
(see Exhibit 34.38)
34.46 Wells Fargo Bank, National Association, as Custodian for the Hulen Mall Mortgage
Loan (see Exhibit 34.38)
34.47 Wells Fargo Bank, National Association, as Custodian for the Miracle Mile Shops
Mortgage Loan (see Exhibit 34.38)
34.48 Wells Fargo Bank, National Association, as Custodian for the Veritas Multifamily
Portfolio Mortgage Loan (see Exhibit 34.38)
34.49 Wells Fargo Bank, National Association, as Primary Servicer for the 1615 L Street
Mortgage Loan (see Exhibit 34.36)
34.50 Wells Fargo Bank, National Association, as Primary Servicer for the Aire Mortgage
Loan (see Exhibit 34.36)
34.51 Wells Fargo Bank, National Association, as Primary Servicer for the Hulen Mall
Mortgage Loan (see Exhibit 34.36)
34.52 Wells Fargo Bank, National Association, as Primary Servicer for the Miracle Mile
Shops Mortgage Loan (with respect to the obligation to make property protection and
mortgage payment advances) (see Exhibit 34.36)
34.53 Wells Fargo Bank, National Association, as Primary Servicer for the Veritas Multifamily
Portfolio Mortgage Loan (see Exhibit 34.36)
34.54 Wells Fargo Bank, National Association, as Certificate Administrator for the
Centura Tower Mortgage Loan (see Exhibit 34.37)
34.55 Wells Fargo Bank, National Association, as Custodian for the Centura Tower
Mortgage Loan (see Exhibit 34.38)
34.56 Wells Fargo Bank, National Association, as Primary Servicer for the Centura Tower
Mortgage Loan (see Exhibit 34.36)
(35) Servicer compliance statement.
35.1 LNR Partners, LLC, as Special Servicer for the 1615 L Street Mortgage Loan
35.2 LNR Partners, LLC, as Special Servicer for the Hulen Mall Mortgage Loan (See
Exhibit 35.1)
35.3 LNR Partners, LLC, as Special Servicer for the Veritas Multifamily Portfolio Mortgage
Loan (See Exhibit 35.1)
35.4 LNR Partners, LLC, as Special Servicer for the Miracle Mile Shops Mortgage Loan
35.5 Midland Loan Services, a Division of PNC Bank, National Association, as Primary
Servicer for the Miracle Mile Shops Mortgage Loan (except with respect to the
obligation to make property protection and mortgage payment advances) (see Exhibit 35.6)
35.6 Midland Loan Services, a Division of PNC Bank, National Association, as Special
Servicer
35.7 Midland Loan Services, a Division of PNC Bank, National Association, as Special
Servicer for the Aire Mortgage Loan (see Exhibit 35.6)
35.8 Midland Loan Services, a Division of PNC Bank, National Association, as Special
Servicer for the Centura Tower Mortgage Loan (see Exhibit 35.6)
35.9 Wells Fargo Bank, National Association, as Master Servicer
35.10 Wells Fargo Bank, National Association, as Certificate Administrator
35.11 Wells Fargo Bank, National Association, as Certificate Administrator for the 1615
L Street Mortgage Loan
35.12 Wells Fargo Bank, National Association, as Certificate Administrator for the Aire
Mortgage Loan (see Exhibit 35.10)
35.13 Wells Fargo Bank, National Association, as Certificate Administrator for the
Hulen Mall Mortgage Loan
35.14 Wells Fargo Bank, National Association, as Certificate Administrator for the
Miracle Mile Shops Mortgage Loan
35.15 Wells Fargo Bank, National Association, as Certificate Administrator for the
Veritas Multifamily Portfolio Mortgage Loan
35.16 Wells Fargo Bank, National Association, as Primary Servicer for the 1615 L Street
Mortgage Loan
35.17 Wells Fargo Bank, National Association, as Primary Servicer for the Aire Mortgage
Loan (see Exhibit 35.9)
35.18 Wells Fargo Bank, National Association, as Primary Servicer for the Hulen Mall
Mortgage Loan (see Exhibit 35.16)
35.19 Wells Fargo Bank, National Association, as Primary Servicer for the Miracle Mile
Shops Mortgage Loan (with respect to the obligation to make property protection and
mortgage payment advances)
35.20 Wells Fargo Bank, National Association, as Primary Servicer for the Veritas
Family Portfolio Mortgage Loan (see Exhibit 35.16)
35.21 Wells Fargo Bank, National Association, as Certificate Administrator for the
Centura Tower Mortgage Loan (see Exhibit 35.10)
35.22 Wells Fargo Bank, National Association, as Primary Servicer for the Centura Tower
Mortgage Loan (see Exhibit 35.9)
(99.1) Mortgage Loan Purchase Agreement, dated as of November 21, 2013,
between JPMorgan Chase Bank, National Association and J.P. Morgan Chase
Commercial Mortgage Securities Corp., relating to the mortgage loans sold
to the depositor by JPMorgan Chase Bank, National Association (filed as
Exhibit 99.1 to the registrant's Current Report on Form 8-K, filed on
November 21, 2013 and incorporated by reference herein)
(99.2) Mortgage Loan Purchase Agreement, dated as of November 21, 2013,
between J.P. Morgan Chase Commercial Mortgage Securities Corp. and General
Electric Capital Corporation, relating to the mortgage loans sold to the
depositor by General Electric Capital Corporation (filed as Exhibit 99.2 to
the registrant's Current Report on Form 8-K, filed on November 21, 2013 and
incorporated by reference herein)
(99.3) Mortgage Loan Purchase Agreement, dated as of November 21, 2013,
among J.P. Morgan Chase Commercial Mortgage Securities Corp., Redwood
Commercial Mortgage Corporation and Redwood Trust, Inc., relating to the
mortgage loans sold to the depositor by Redwood Commercial Mortgage
Corporation (filed as Exhibit 99.3 to the registrant's Current Report on Form
8-K, filed on November 21, 2013 and incorporated by reference herein)
(99.4) Mortgage Loan Purchase Agreement, dated as of November 21, 2013,
among J.P. Morgan Chase Commercial Mortgage Securities Corp., Ladder
Capital Finance LLC and Ladder Capital Finance Holdings LLLP, relating to the
mortgage loans sold to the depositor by Ladder Capital Finance LLC (filed as
Exhibit 99.4 to the registrant's Current Report on Form 8-K, filed on
November 21, 2013 and incorporated by reference herein)
