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: 333-165147-11
JPMBB Commercial Mortgage Securities Trust 2013-C15
(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
Barclays Bank PLC
KeyBank National Association
Starwood Mortgage Funding II LLC
(exact names of the sponsors as specified in their charters)
New York 38-3918440
(State or other jurisdiction of 38-3918441
incorporation or organization) 38-7109072
(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 Veritas Multifamily Portfolio Mortgage Loan, which constituted
approximately 9.98% 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 Veritas Multifamily Portfolio Mortgage Loan
and one other pari passu loan, which is not an asset of the issuing entity.
The 1615 L Street Mortgage Loan, which constituted approximately 8.4% 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 1615 L
Street Mortgage Loan and one other pari passu loan, which is not an asset of
the issuing entity. The Hulen Mall Mortgage Loan, which constituted
approximately 7.5% 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 Hulen Mall Mortgage Loan and one other pari passu loan, which is
not an asset of the issuing entity. These three loan combinations, including,
respectively, the Veritas Multifamily Portfolio Mortgage Loan, the 1615 L
Street Mortgage Loan and the Hulen Mall 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 Miracle Mile
Shops Mortgage Loan, which constituted approximately 9.2% 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-CCRE11 Mortgage Trust transaction, Commission File Number 333-184376-08
(the "COMM 2013-CCRE11 Transaction"), and another pari passu portion of this
loan combination was later 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, was serviced and administered pursuant to the pooling and
servicing agreement for the COMM 2013-CCRE11 Transaction, which is
incorporated by reference as Exhibit 4.2 to this Annual Report on Form 10-K,
prior to the closing of the COMM 2013-CCRE12 Transaction. Upon and after the
closing of the COMM 2013-CCRE12 Transaction on November 7, 2013, this loan
combination, including the Miracle Mile Shops Mortgage Loan, was and will
continue to be 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.
With respect to the Miracle Mile Shops Mortgage Loan, which constituted
approximately 9.2% of the asset pool of the issuing entity as of its cut-off
date, Situs Holdings LLC ("Situs") was the special servicer under the
pooling and servicing agreement for the COMM 2013-CCRE11 Transaction prior
to November 7, 2013, the date as of which the servicing of the Miracle Mile
Shops Mortgage Loan became governed by the pooling and servicing agreement
for the COMM 2013-CCRE12 Transaction. In accordance with the Manual of
Publicly Available Telephone Interpretations, Section 17.02, Situs's
servicing percentage must be reduced pro rata to reflect that Situs was
participating in a servicing function with respect to the asset pool of the
issuing entity only from October 29, 2013 to November 7, 2013. As a result,
Situs falls below the de minimis requirements in Item 1122 of Regulation AB
and no assessment of compliance with applicable servicing criteria or
accountant's attestation report on assessment of compliance with applicable
servicing criteria is required.
Deutsche Bank Trust Company Americas ("DBTCA") was the certificate
administrator and custodian for the Miracle Mile Shops Mortgage Loan under
the pooling and servicing agreement for the COMM 2013-CCRE11 Transaction
prior to November 7, 2013, the date as of which the servicing of the Miracle
Mile Shops Mortgage Loan became governed by the pooling and servicing
agreement for the COMM 2013-CCRE12 Transaction. In accordance with the Manual
of Publicly Available Telephone Interpretations, Section 17.02, DBTCA's
servicing percentage must be reduced pro rata to reflect that DBTCA was
participating in a servicing function with respect to the asset pool of the
issuing entity only from October 29, 2013 to November 7, 2013. As a result,
DBTCA falls below the de minimis requirements in Items 1122 and 1123 of
Regulation AB and no assessment of compliance with applicable servicing
criteria, accountant's attestation report on assessment of compliance with
applicable servicing criteria or annual compliance statement is required.
Midland Loan Services, a Division of PNC Bank, National Association
("Midland") was the primary servicer for the Miracle Mile Shops Mortgage
Loan under the pooling and servicing agreement for the COMM 2013-CCRE11
Transaction prior to November 7, 2013 and is also the primary servicer for
the Miracle Mile Shops Mortgage Loan (except with respect to the obligation
to make property protection and mortgage payment advances) under the pooling
and servicing agreement for the COMM 2013-CCRE12 Transaction on and after
November 7, 2013. The portion of the Miracle Mile Shops Mortgage Loan included
in the issuing entity constitutes more than 5%, but less than 10%, of the pool
assets of the issuing entity. Therefore, the registrant included in this
Annual Report on Form 10-K an assessment of compliance with applicable
servicing criteria and an accountant's attestation report for Midland pursuant
to Item 1122 of Regulation AB because Midland is servicing more than 5% of the
pool assets. However, the registrant is not required to include in this Annual
Report on Form 10-K a servicer compliance statement pursuant to Item 1123 of
Regulation AB for Midland because Midland is an unaffiliated servicer
servicing less than 10% of pool assets.
Park Bridge Lender Services LLC ("Park Bridge") was the operating advisor
for the Miracle Mile Shops Mortgage Loan under the pooling and servicing
agreement for the COMM 2013-CCRE11 Transaction prior to November 7, 2013 and
is also the operating advisor for the Miracle Mile Shops Mortgage Loan under
the pooling and servicing agreement for the COMM 2013-CCRE12 Transaction on
and after November 7, 2013. The portion of the Miracle Mile Shops Mortgage
Loan included in the issuing entity constitutes more than 5% of the pool
assets of the issuing entity. Therefore, the registrant included in this
Annual Report on Form 10-K an assessment of compliance with applicable
servicing criteria and an accountant's attestation report for Park Bridge
pursuant to Item 1122 of Regulation AB.
U.S. Bank National Association ("U.S. Bank") is the trustee for the mortgage
loans serviced under the Pooling and Servicing Agreement, was the trustee
for the Miracle Mile Shops Mortgage Loan under the pooling and servicing
agreement for the COMM 2013-CCRE11 Transaction prior to November 7, 2013 and
is also the trustee for the Miracle Mile Shops Mortgage Loan under the
pooling and servicing agreement for the COMM 2013-CCRE12 Transaction on and
after November 7, 2013. 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 and, with respect to the Miracle
Mile Shops Mortgage Loan under the pooling and servicing agreement for the
COMM 2013-CCRE12 Transaction on and after November 7, 2013, the primary
servicer (with respect to the obligation to make property protection and
mortgage payment advances) and the certificate administrator. 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 Bank in
these capacities 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 under the Pooling and
Servicing Agreement and the primary servicer (with respect to the obligation
to make property protection and mortgage payment advances) for the Miracle
Shops Mortgage Loan under the COMM 2013-CCRE12 pooling and servicing
agreement 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.
No single obligor represents 10% or more of the pool assets held by the issuing
entity.
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 October 29,
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 Miracle Mile Shops Mortgage Loan, which is being
serviced and administered pursuant to the pooling and servicing agreement for
the COMM 2013-CCRE11 Transaction, and with respect to the period prior to
November 7, 2013, are attached as Exhibits 33.12, 33.19, 33.29, 34.12, 34.19,
and 34.29 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, and with respect to the period from and after
November 7, 2013, are attached as Exhibits 33.4, 33.11, 33.13, 33.17, 33.20,
33.30, 33.36, 33.40, 33.44, 34.4, 34.11, 34.13, 34.17, 34.20, 34.30, 34.36,
34.40, and 34.44 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 KeyBank National Association (the "2013 KeyBank Assessment") for its
commercial real estate mortgage loans platform, discloses that material
instances of noncompliance occurred with respect to the servicing criteria
described in Items 1122(d)(4)(i) and 1122(d)(4)(x)(c) of Regulation AB. The 2013
KeyBank Assessment is attached to this Form 10-K as Exhibit 33.6. The material
instances of noncompliance disclosed in the 2013 KeyBank Assessment are as
follows:
1) KeyBank National Association ("KeyBank") has identified the following
material instances of noncompliance with servicing criteria 1122(d)(4)(i) and
1122(d)(4)(x)(c)applicable to the commercial loans securitized during the year
ended December 31, 2013, as follows:
i) 1122(d)(4)(i) Collateral or security on pool assets is maintained as
required by the transaction agreements or related pool asset documents.
ii) 1122(d)(4)(x)(c)-Regarding any funds held in trust for an obligor (such as
escrow accounts): such funds are returned to the obligor within 30 calendar days
of full repayment of the related pool asset, or such other number of days
specified in the transaction agreements.
2) KeyBank has implemented the following remediation procedures:
i) 1122(d)(4)(i)- Regarding UCC filings, it was discovered, upon transfer of the
servicing to KeyBank from the previous servicer, that two loans did not have
appropriate UCC filings originally filed or continued. The loans have since been
corrected, and KeyBank determined that no liens were filed in front of the UCC
filing. All loans, for which servicing was transferred to KeyBank during 2013,
have been reviewed, and, the filings are being maintained in accordance
with the transaction agreements.
ii) 1122(d)(4)(x)(c)- Escrow funds were not returned to the obligor within 30
calendar days of repayment. Appropriate steps have been taken, including monthly
status meetings, meeting minutes, and revised procedures to insure that the
refund of escrows occurs within 30 calendar days of full repayment.
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 33.14. 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 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 and incorporated by
reference herein)
(4.2) Pooling and Servicing Agreement, dated as of October 1, 2013, by
and among Deutsche Mortgage & Asset Receiving Corporation, as
depositor, Midland Loan Services, a Division of PNC Bank, National
Association, as master servicer, Situs Holdings, LLC, as special
servicer, U.S. Bank National Association, as trustee, Deutsche Bank
Trust Company Americas, as certificate administrator and custodian,
and Park Bridge Lender Services LLC, as operating advisor (filed as
Exhibit 4.1 to Deutsche Mortgage & Asset Receiving Corporation's
Current Report on Form 8-K/A, filed on October 30, 2013 in connection
with the COMM 2013-CCRE11 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 7, 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 Hulen Mall Mortgage Loan (see Exhibit 33.1)
33.4 CoreLogic Commercial Real Estate Services, Inc., as Servicing Function Participant
for the Miracle Mile Shops Mortgage Loan on and after November 7, 2013 (see Exhibit 33.1)
33.5 CoreLogic Commercial Real Estate Services, Inc., as Servicing Function Participant
for the Veritas Multifamily Portfolio Mortgage Loan (see Exhibit 33.1)
33.6 KeyBank National Association, as Primary Servicer under the Pooling and Servicing Agreement
33.7 LNR Partners, LLC, as Special Servicer
33.8 LNR Partners, LLC, as Special Servicer for the 1615 L Street Mortgage Loan (see
Exhibit 33.7)
33.9 LNR Partners, LLC, as Special Servicer for the Hulen Mall Mortgage Loan (see
Exhibit 33.7)
33.10 LNR Partners, LLC, as Special Servicer for the Veritas Multifamily Portfolio
Mortgage Loan (see Exhibit 33.7)
33.11 LNR Partners, LLC, as Special Servicer for the Miracle Mile Shops Mortgage Loan on
and after November 7, 2013 (see Exhibit 33.7)
33.12 Midland Loan Services, A Division of PNC Bank, National Association, as Primary
Servicer for the Miracle Mile Shops Mortgage Loan prior to November 7, 2013
33.13 Midland Loan Services as Primary Servicer for the Miracle Mile Shops Mortgage Loan
(except with respect to the obligation to make property protection and mortgage payment
advances) on and after November 7, 2013 (see Exhibit 33.12)
33.14 National Tax Search, LLC, as Servicing Function Participant
33.15 National Tax Search, LLC, as Servicing Function Participant for the 1615 L Street
Mortgage Loan (see Exhibit 33.14)
33.16 National Tax Search, LLC, as Servicing Function Participant for the Hulen Mall
Mortgage Loan (see Exhibit 33.14)
33.17 National Tax Search, LLC, as Servicing Function Participant for the Miracle Mile
Shops Mortgage Loan on and after November 7, 2013 (see Exhibit 33.14)
33.18 National Tax Search, LLC, as Servicing Function Participant for the Veritas
Multifamily Portfolio Mortgage Loan (see Exhibit 33.14)
33.19 Park Bridge Lender Services LLC, as Operating Advisor for the Miracle Mile Shops
Mortgage Loan prior to November 7, 2013
33.20 Park Bridge Lender Services LLC, as Operating Advisor for the Miracle Mile Shops
Mortgage Loan on and after November 7, 2013 (see Exhbit 33.19)
33.21 Pentalpha Surveillance, LLC, as Senior Trust Advisor
33.22 Pentalpha Surveillance, LLC, as Senior Trust Advisor for the 1615 L Street (see
Exhibit 33.21)
33.23 Pentalpha Surveillance, LLC, as Senior Trust Advisor for the Hulen Mall Mortgage
Loan (see Exhibit 33.21)
33.24 Pentalpha Surveillance, LLC, as Senior Trust Advisor for the Veritas Multifamily
Portfolio Mortgage Loan (see Exhibit 33.21)
33.25 U.S. Bank National Association, as Trustee
33.26 U.S. Bank National Association, as Trustee for the 1615 L Street Mortgage Loan
(see Exhibit 33.25)
33.27 U.S. Bank National Association, as Trustee for the Hulen Mall Mortgage Loan (see
Exhibit 33.25)
33.28 U.S. Bank National Association, as Trustee for the Veritas Multifamily Portfolio
Mortgage Loan (see Exhibit 33.25)
33.29 U.S. Bank, National Association, as Trustee for the Miracle Mile Shops Mortgage
Loan prior to November 7, 2013 (see Exhibit 33.25)
33.30 U.S. Bank, National Association, as Trustee for the Miracle Mile Shops Mortgage
Loan on and after November 7, 2013 (see Exhibit 33.25)
33.31 Wells Fargo Bank, National Association, as Master Servicer
33.32 Wells Fargo Bank, National Association, as Certificate Administrator
33.33 Wells Fargo Bank, National Association, as Custodian
33.34 Wells Fargo Bank, National Association, as Certificate Administrator for the 1615
L Street Mortgage Loan (see Exhibit 33.32)
33.35 Wells Fargo Bank, National Association, as Certificate Administrator for the Hulen
Mall Mortgage Loan (see Exhibit 33.32)
33.36 Wells Fargo Bank, National Association, as Certificate Administrator for the
Miracle Mile Shops Mortgage Loan on and after November 7, 2013 (see Exhibit 33.32)
33.37 Wells Fargo Bank, National Association, as Certificate Administrator for the
Veritas Multifamily Portfolio Mortgage Loan (see Exhibit 33.32)
33.38 Wells Fargo Bank, National Association, as Custodian for the 1615 L Street (see
Exhibit 33.33)
33.39 Wells Fargo Bank, National Association, as Custodian for the Hulen Mall Mortgage
Loan (see Exhibit 33.33)
33.40 Wells Fargo Bank, National Association, as Custodian for the Miracle Mile Shops
Mortgage Loan on and after November 7, 2013 (see Exhibit 33.33)
33.41 Wells Fargo Bank, National Association, as Custodian for the Veritas Multifamily
Portfolio Mortgage Loan (see Exhibit 33.33)
33.42 Wells Fargo Bank, National Association, as Primary Servicer for the 1615 L Street
Mortgage Loan (see Exhibit 33.31)
33.43 Wells Fargo Bank, National Association, as Primary Servicer for the Hulen Mall
Mortgage Loan (see Exhibit 33.31)
33.44 Wells Fargo Bank, National Association, as Primary Servicer for the Miracle Mile
Shops Mortgage Loan on and after November 7, 2013 (with respect to the obligation to
make property protection and mortgage payment advances) (see Exhibit 33.31)
33.45 Wells Fargo Bank, National Association, as Primary Servicer for the Veritas
Multifamily Portfolio Mortgage Loan (see Exhibit 33.31)
(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 Hulen Mall Mortgage Loan (see Exhibit 34.1)
34.4 CoreLogic Commercial Real Estate Services, Inc., as Servicing Function Participant
for the Miracle Mile Shops Mortgage Loan on and after November 7, 2013 (see Exhibit 34.
1)
34.5 CoreLogic Commercial Real Estate Services, Inc., as Servicing Function Participant
for the Veritas Multifamily Portfolio Mortgage Loan (see Exhibit 34.1)
34.6 KeyBank National Association, as Primary Servicer under the Pooling and Servicing Agreement
34.7 LNR Partners, LLC, as Special Servicer
34.8 LNR Partners, LLC, as Special Servicer for the 1615 L Street Mortgage Loan (see
Exhibit 34.7)
34.9 LNR Partners, LLC, as Special Servicer for the Hulen Mall Mortgage Loan (see
Exhibit 34.7)
34.10 LNR Partners, LLC, as Special Servicer for the Veritas Multifamily Portfolio
Mortgage Loan (see Exhibit 34.7)
34.11 LNR Partners, LLC, as Special Servicer for the Miracle Mile Shops Mortgage Loan
on and after November 7, 2013 (see Exhibit 34.7)
34.12 Midland Loan Services, A Division of PNC Bank, National Association, as Primary
Servicer for the Miracle Mile Shops Mortgage Loan prior to November 7, 2013
34.13 Midland Loan Services as Primary Servicer for the Miracle Mile Shops Mortgage
Loan (except with respect to the obligation to make property protection and mortgage
payment advances) on and after November 7, 2013 (see Exhibit 34.12)
34.14 National Tax Search, LLC, as Servicing Function Participant
34.15 National Tax Search, LLC, as Servicing Function Participant for the 1615 L Street
Mortgage Loan (see Exhibit 34.14)
34.16 National Tax Search, LLC, as Servicing Function Participant for the Hulen Mall
Mortgage Loan (see Exhibit 34.14)
34.17 National Tax Search, LLC, as Servicing Function Participant for the Miracle Mile
Shops Mortgage Loan on and after November 7, 2013 (see Exhibit 34.14)
34.18 National Tax Search, LLC, as Servicing Function Participant for the Veritas
Multifamily Portfolio Mortgage Loan (see Exhibit 34.14)
34.19 Park Bridge Lender Services LLC, as Operating Advisor for the Miracle Mile Shops
Mortgage Loan prior to November 7, 2013
34.20 Park Bridge Lender Services LLC, as Operating Advisor for the Miracle Mile Shops
Mortgage Loan on and after November 7, 2013 (see Exhbit 34.19)
34.21 Pentalpha Surveillance, LLC, as Senior Trust Advisor
34.22 Pentalpha Surveillance, LLC, as Senior Trust Advisor for the 1615 L Street (see
Exhibit 34.21)
34.23 Pentalpha Surveillance, LLC, as Senior Trust Advisor for the Hulen Mall Mortgage
Loan (see Exhibit 34.21)
34.24 Pentalpha Surveillance, LLC, as Senior Trust Advisor for the Veritas Multifamily
Portfolio Mortgage Loan (see Exhibit 34.21)
34.25 U.S. Bank National Association, as Trustee
34.26 U.S. Bank National Association, as Trustee for the 1615 L Street Mortgage Loan
(see Exhibit 34.25)
34.27 U.S. Bank National Association, as Trustee for the Hulen Mall Mortgage Loan (see
Exhibit 34.25)
34.28 U.S. Bank National Association, as Trustee for the Veritas Multifamily Portfolio
Mortgage Loan (see Exhibit 34.25)
34.29 U.S. Bank, National Association, as Trustee for the Miracle Mile Shops Mortgage
Loan prior to November 7, 2013 (see Exhibit 34.25)
34.30 U.S. Bank, National Association, as Trustee for the Miracle Mile Shops Mortgage
Loan on and after November 7, 2013 (see Exhibit 34.25)
34.31 Wells Fargo Bank, National Association, as Master Servicer
34.32 Wells Fargo Bank, National Association, as Certificate Administrator
34.33 Wells Fargo Bank, National Association, as Custodian
34.34 Wells Fargo Bank, National Association, as Certificate Administrator for the 1615
L Street Mortgage Loan (see Exhibit 34.32)
34.35 Wells Fargo Bank, National Association, as Certificate Administrator for the
Hulen Mall Mortgage Loan (see Exhibit 34.32)
34.36 Wells Fargo Bank, National Association, as Certificate Administrator for the
Miracle Mile Shops Mortgage Loan on and after November 7, 2013 (see Exhibit 34.32)
34.37 Wells Fargo Bank, National Association, as Certificate Administrator for the
Veritas Multifamily Portfolio Mortgage Loan (see Exhibit 34.32)
34.38 Wells Fargo Bank, National Association, as Custodian for the 1615 L Street (see
Exhibit 34.33)
34.39 Wells Fargo Bank, National Association, as Custodian for the Hulen Mall Mortgage
Loan (see Exhibit 34.33)
34.40 Wells Fargo Bank, National Association, as Custodian for the Miracle Mile Shops
Mortgage Loan on and after November 7, 2013 (see Exhibit 34.33)
34.41 Wells Fargo Bank, National Association, as Custodian for the Veritas Multifamily
Portfolio Mortgage Loan (see Exhibit 34.33)
34.42 Wells Fargo Bank, National Association, as Primary Servicer for the 1615 L Street
Mortgage Loan (see Exhibit 34.31)
34.43 Wells Fargo Bank, National Association, as Primary Servicer for the Hulen Mall
Mortgage Loan (see Exhibit 34.31)
34.44 Wells Fargo Bank, National Association, as Primary Servicer for the Miracle Mile
Shops Mortgage Loan on and after November 7, 2013 (with respect to the obligation to
make property protection and mortgage payment advances) (see Exhibit 34.31)
34.45 Wells Fargo Bank, National Association, as Primary Servicer for the Veritas
Multifamily Portfolio Mortgage Loan (see Exhibit 34.31)
(35) Servicer compliance statement.
35.1 KeyBank National Association, as Primary Servicer under the Pooling and Servicing Agreement
35.2 LNR Partners, LLC, as Special Servicer
35.3 LNR Partners, LLC, as Special Servicer for the 1615 L Street Mortgage Loan (see
Exhibit 35.2)
35.4 LNR Partners, LLC, as Special Servicer for the Hulen Mall Mortgage Loan (see
Exhibit 35.2)
35.5 LNR Partners, LLC, as Special Servicer for the Veritas Multifamily Portfolio
Mortgage Loan (see Exhibit 35.2)
35.6 LNR Partners, LLC, as Special Servicer for the Miracle Mile Shops Mortgage Loan on
and after November 7, 2013
35.7 Wells Fargo Bank, National Association, as Master Servicer
35.8 Wells Fargo Bank, National Association, as Certificate Administrator
35.9 Wells Fargo Bank, National Association, as Certificate Administrator for the 1615
L Street Mortgage Loan (see Exhibit 35.8)
35.10 Wells Fargo Bank, National Association, as Certificate Administrator for the Hulen
Mall Mortgage Loan (see Exhibit 35.8)
35.11 Wells Fargo Bank, National Association, as Certificate Administrator for the
Miracle Mile Shops Mortgage Loan on and after November 7, 2013
35.12 Wells Fargo Bank, National Association, as Certificate Administrator for the
Veritas Multifamily Portfolio Mortgage Loan (see Exhibit 35.8)
35.13 Wells Fargo Bank, National Association, as Primary Servicer for the 1615 L Street
Mortgage Loan (see Exhibit 35.7)
35.14 Wells Fargo Bank, National Association, as Primary Servicer for the Hulen Mall
Mortgage Loan (see Exhibit 35.7)
35.15 Wells Fargo Bank, National Association, as Primary Servicer for the Miracle Mile
Shops Mortgage Loan on and after November 7, 2013 (with respect to the obligation to
make property protection and mortgage payment advances)
35.16 Wells Fargo Bank, National Association, as Primary Servicer for the Veritas
Multifamily Portfolio Mortgage Loan (see Exhibit 35.7)
(99.1) Mortgage Loan Purchase Agreement, dated as of October 29, 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 October 29, 2013 and incorporated by reference
herein)
(99.2) Mortgage Loan Purchase Agreement, dated as of October 29, 2013,
between J.P. Morgan Chase Commercial Mortgage Securities Corp. and
Barclays Bank PLC, relating to the mortgage loans sold to the
depositor by Barclays Bank PLC (filed as Exhibit 99.2 to the
registrant's Current Report on Form 8-K, filed on October 29, 2013 and
incorporated by reference herein)
(99.3) Mortgage Loan Purchase Agreement, dated as of October 29, 2013,
between J.P. Morgan Chase Commercial Mortgage Securities Corp. and
Starwood Mortgage Funding II LLC, relating to the mortgage loans sold
to the depositor by Starwood Mortgage Funding II LLC (filed as Exhibit
99.3 to the registrant's Current Report on Form 8-K, filed on October
29, 2013 and incorporated by reference herein)
(99.4) Mortgage Loan Purchase Agreement, dated as of October 29, 2013,
between J.P. Morgan Chase Commercial Mortgage Securities Corp. and
KeyBank National Association, relating to the mortgage loans sold to
the depositor by KeyBank National Association (filed as Exhibit 99.4
to the registrant's Current Report on Form 8-K, filed on October 29,
2013 and incorporated by reference herein)
(99.5) Primary Servicing Agreement, dated as of October 1, 2013,
between Wells Fargo Bank, National Association, as Master Servicer,
and KeyBank National Association, as Primary Servicer, (filed as
Exhibit 99.5 to the registrant's Current Report on Form 8-K, filed on
October 29, 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 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 and
incorporated by reference herein)
(4.2) Pooling and Servicing Agreement, dated as of October 1, 2013, by and
among Deutsche Mortgage & Asset Receiving Corporation, as depositor,
Midland Loan Services, a Division of PNC Bank, National Association, as
master servicer, Situs Holdings, LLC, as special servicer, U.S. Bank
National Association, as trustee, Deutsche Bank Trust Company Americas, as
certificate administrator and custodian, and Park Bridge Lender Services
LLC, as operating advisor (filed as Exhibit 4.1 to Deutsche Mortgage &
Asset Receiving Corporation's Current Report on Form 8-K/A, filed on
October 30, 2013 in connection with the COMM 2013-CCRE11 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 7, 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 Hulen Mall Mortgage Loan (see Exhibit 33.1)
33.4 CoreLogic Commercial Real Estate Services, Inc., as Servicing Function Participant
for the Miracle Mile Shops Mortgage Loan on and after November 7, 2013 (see Exhibit 33.1)
33.5 CoreLogic Commercial Real Estate Services, Inc., as Servicing Function Participant
for the Veritas Multifamily Portfolio Mortgage Loan (see Exhibit 33.1)
33.6 KeyBank National Association, as Primary Servicer under the Pooling and Servicing Agreement
33.7 LNR Partners, LLC, as Special Servicer
33.8 LNR Partners, LLC, as Special Servicer for the 1615 L Street Mortgage Loan (see
Exhibit 33.7)
33.9 LNR Partners, LLC, as Special Servicer for the Hulen Mall Mortgage Loan (see
Exhibit 33.7)
33.10 LNR Partners, LLC, as Special Servicer for the Veritas Multifamily Portfolio
Mortgage Loan (see Exhibit 33.7)
33.11 LNR Partners, LLC, as Special Servicer for the Miracle Mile Shops Mortgage Loan on
and after November 7, 2013 (see Exhibit 33.7)
33.12 Midland Loan Services, A Division of PNC Bank, National Association, as Primary
Servicer for the Miracle Mile Shops Mortgage Loan prior to November 7, 2013
33.13 Midland Loan Services as Primary Servicer for the Miracle Mile Shops Mortgage Loan
(except with respect to the obligation to make property protection and mortgage payment
advances) on and after November 7, 2013 (see Exhibit 33.12)
33.14 National Tax Search, LLC, as Servicing Function Participant
33.15 National Tax Search, LLC, as Servicing Function Participant for the 1615 L Street
Mortgage Loan (see Exhibit 33.14)
33.16 National Tax Search, LLC, as Servicing Function Participant for the Hulen Mall
Mortgage Loan (see Exhibit 33.14)
33.17 National Tax Search, LLC, as Servicing Function Participant for the Miracle Mile
Shops Mortgage Loan on and after November 7, 2013 (see Exhibit 33.14)
33.18 National Tax Search, LLC, as Servicing Function Participant for the Veritas
Multifamily Portfolio Mortgage Loan (see Exhibit 33.14)
33.19 Park Bridge Lender Services LLC, as Operating Advisor for the Miracle Mile Shops
Mortgage Loan prior to November 7, 2013
33.20 Park Bridge Lender Services LLC, as Operating Advisor for the Miracle Mile Shops
Mortgage Loan on and after November 7, 2013 (see Exhbit 33.19)
33.21 Pentalpha Surveillance, LLC, as Senior Trust Advisor
33.22 Pentalpha Surveillance, LLC, as Senior Trust Advisor for the 1615 L Street (see
Exhibit 33.21)
33.23 Pentalpha Surveillance, LLC, as Senior Trust Advisor for the Hulen Mall Mortgage
Loan (see Exhibit 33.21)
33.24 Pentalpha Surveillance, LLC, as Senior Trust Advisor for the Veritas Multifamily
Portfolio Mortgage Loan (see Exhibit 33.21)
33.25 U.S. Bank National Association, as Trustee
33.26 U.S. Bank National Association, as Trustee for the 1615 L Street Mortgage Loan
(see Exhibit 33.25)
33.27 U.S. Bank National Association, as Trustee for the Hulen Mall Mortgage Loan (see
Exhibit 33.25)
33.28 U.S. Bank National Association, as Trustee for the Veritas Multifamily Portfolio
Mortgage Loan (see Exhibit 33.25)
33.29 U.S. Bank, National Association, as Trustee for the Miracle Mile Shops Mortgage
Loan prior to November 7, 2013 (see Exhibit 33.25)
33.30 U.S. Bank, National Association, as Trustee for the Miracle Mile Shops Mortgage
Loan on and after November 7, 2013 (see Exhibit 33.25)
33.31 Wells Fargo Bank, National Association, as Master Servicer
33.32 Wells Fargo Bank, National Association, as Certificate Administrator
33.33 Wells Fargo Bank, National Association, as Custodian
33.34 Wells Fargo Bank, National Association, as Certificate Administrator for the 1615
L Street Mortgage Loan (see Exhibit 33.32)
33.35 Wells Fargo Bank, National Association, as Certificate Administrator for the Hulen
Mall Mortgage Loan (see Exhibit 33.32)
33.36 Wells Fargo Bank, National Association, as Certificate Administrator for the
Miracle Mile Shops Mortgage Loan on and after November 7, 2013 (see Exhibit 33.32)
33.37 Wells Fargo Bank, National Association, as Certificate Administrator for the
Veritas Multifamily Portfolio Mortgage Loan (see Exhibit 33.32)
33.38 Wells Fargo Bank, National Association, as Custodian for the 1615 L Street (see
Exhibit 33.33)
33.39 Wells Fargo Bank, National Association, as Custodian for the Hulen Mall Mortgage
Loan (see Exhibit 33.33)
33.40 Wells Fargo Bank, National Association, as Custodian for the Miracle Mile Shops
Mortgage Loan on and after November 7, 2013 (see Exhibit 33.33)
33.41 Wells Fargo Bank, National Association, as Custodian for the Veritas Multifamily
Portfolio Mortgage Loan (see Exhibit 33.33)
33.42 Wells Fargo Bank, National Association, as Primary Servicer for the 1615 L Street
Mortgage Loan (see Exhibit 33.31)
33.43 Wells Fargo Bank, National Association, as Primary Servicer for the Hulen Mall
Mortgage Loan (see Exhibit 33.31)
33.44 Wells Fargo Bank, National Association, as Primary Servicer for the Miracle Mile
Shops Mortgage Loan on and after November 7, 2013 (with respect to the obligation to
make property protection and mortgage payment advances) (see Exhibit 33.31)
33.45 Wells Fargo Bank, National Association, as Primary Servicer for the Veritas
Multifamily Portfolio Mortgage Loan (see Exhibit 33.31)
(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 Hulen Mall Mortgage Loan (see Exhibit 34.1)
34.4 CoreLogic Commercial Real Estate Services, Inc., as Servicing Function Participant
for the Miracle Mile Shops Mortgage Loan on and after November 7, 2013 (see Exhibit 34.1)
34.5 CoreLogic Commercial Real Estate Services, Inc., as Servicing Function Participant
for the Veritas Multifamily Portfolio Mortgage Loan (see Exhibit 34.1)
34.6 KeyBank National Association, as Primary Servicer under the Pooling and Servicing Agreement
34.7 LNR Partners, LLC, as Special Servicer
34.8 LNR Partners, LLC, as Special Servicer for the 1615 L Street Mortgage Loan (see
Exhibit 34.7)
34.9 LNR Partners, LLC, as Special Servicer for the Hulen Mall Mortgage Loan (see
Exhibit 34.7)
34.10 LNR Partners, LLC, as Special Servicer for the Veritas Multifamily Portfolio
Mortgage Loan (see Exhibit 34.7)
34.11 LNR Partners, LLC, as Special Servicer for the Miracle Mile Shops Mortgage Loan on
and after November 7, 2013 (see Exhibit 34.7)
34.12 Midland Loan Services, A Division of PNC Bank, National Association, as Primary
Servicer for the Miracle Mile Shops Mortgage Loan prior to November 7, 2013
34.13 Midland Loan Services as Primary Servicer for the Miracle Mile Shops Mortgage Loan
(except with respect to the obligation to make property protection and mortgage payment
advances) on and after November 7, 2013 (see Exhibit 34.12)
34.14 National Tax Search, LLC, as Servicing Function Participant
34.15 National Tax Search, LLC, as Servicing Function Participant for the 1615 L Street
Mortgage Loan (see Exhibit 34.14)
34.16 National Tax Search, LLC, as Servicing Function Participant for the Hulen Mall
Mortgage Loan (see Exhibit 34.14)
34.17 National Tax Search, LLC, as Servicing Function Participant for the Miracle Mile
Shops Mortgage Loan on and after November 7, 2013 (see Exhibit 34.14)
34.18 National Tax Search, LLC, as Servicing Function Participant for the Veritas
Multifamily Portfolio Mortgage Loan (see Exhibit 34.14)
34.19 Park Bridge Lender Services LLC, as Operating Advisor for the Miracle Mile Shops
Mortgage Loan prior to November 7, 2013
34.20 Park Bridge Lender Services LLC, as Operating Advisor for the Miracle Mile Shops
Mortgage Loan on and after November 7, 2013 (see Exhbit 34.19)
34.21 Pentalpha Surveillance, LLC, as Senior Trust Advisor
34.22 Pentalpha Surveillance, LLC, as Senior Trust Advisor for the 1615 L Street (see
Exhibit 34.21)
34.23 Pentalpha Surveillance, LLC, as Senior Trust Advisor for the Hulen Mall Mortgage
Loan (see Exhibit 34.21)
34.24 Pentalpha Surveillance, LLC, as Senior Trust Advisor for the Veritas Multifamily
Portfolio Mortgage Loan (see Exhibit 34.21)
34.25 U.S. Bank National Association, as Trustee
34.26 U.S. Bank National Association, as Trustee for the 1615 L Street Mortgage Loan
(see Exhibit 34.25)
34.27 U.S. Bank National Association, as Trustee for the Hulen Mall Mortgage Loan (see
Exhibit 34.25)
34.28 U.S. Bank National Association, as Trustee for the Veritas Multifamily Portfolio
Mortgage Loan (see Exhibit 34.25)
34.29 U.S. Bank, National Association, as Trustee for the Miracle Mile Shops Mortgage
Loan prior to November 7, 2013 (see Exhibit 34.25)
34.30 U.S. Bank, National Association, as Trustee for the Miracle Mile Shops Mortgage
Loan on and after November 7, 2013 (see Exhibit 34.25)
34.31 Wells Fargo Bank, National Association, as Master Servicer
34.32 Wells Fargo Bank, National Association, as Certificate Administrator
34.33 Wells Fargo Bank, National Association, as Custodian
34.34 Wells Fargo Bank, National Association, as Certificate Administrator for the 1615
L Street Mortgage Loan (see Exhibit 34.32)
34.35 Wells Fargo Bank, National Association, as Certificate Administrator for the Hulen
Mall Mortgage Loan (see Exhibit 34.32)
34.36 Wells Fargo Bank, National Association, as Certificate Administrator for the
Miracle Mile Shops Mortgage Loan on and after November 7, 2013 (see Exhibit 34.32)
34.37 Wells Fargo Bank, National Association, as Certificate Administrator for the
Veritas Multifamily Portfolio Mortgage Loan (see Exhibit 34.32)
34.38 Wells Fargo Bank, National Association, as Custodian for the 1615 L Street (see
Exhibit 34.33)
34.39 Wells Fargo Bank, National Association, as Custodian for the Hulen Mall Mortgage
Loan (see Exhibit 34.33)
34.40 Wells Fargo Bank, National Association, as Custodian for the Miracle Mile Shops
Mortgage Loan on and after November 7, 2013 (see Exhibit 34.33)
34.41 Wells Fargo Bank, National Association, as Custodian for the Veritas Multifamily
Portfolio Mortgage Loan (see Exhibit 34.33)
34.42 Wells Fargo Bank, National Association, as Primary Servicer for the 1615 L Street
Mortgage Loan (see Exhibit 34.31)
34.43 Wells Fargo Bank, National Association, as Primary Servicer for the Hulen Mall
Mortgage Loan (see Exhibit 34.31)
34.44 Wells Fargo Bank, National Association, as Primary Servicer for the Miracle Mile
Shops Mortgage Loan on and after November 7, 2013 (with respect to the obligation to
make property protection and mortgage payment advances) (see Exhibit 34.31)
34.45 Wells Fargo Bank, National Association, as Primary Servicer for the Veritas
Multifamily Portfolio Mortgage Loan (see Exhibit 34.31)
(35) Servicer compliance statement.
35.1 KeyBank National Association, as Primary Servicer under the Pooling and Servicing Agreement
35.2 LNR Partners, LLC, as Special Servicer
35.3 LNR Partners, LLC, as Special Servicer for the 1615 L Street Mortgage Loan (see
Exhibit 35.2)
35.4 LNR Partners, LLC, as Special Servicer for the Hulen Mall Mortgage Loan (see
Exhibit 35.2)
35.5 LNR Partners, LLC, as Special Servicer for the Veritas Multifamily Portfolio
Mortgage Loan (see Exhibit 35.2)
35.6 LNR Partners, LLC, as Special Servicer for the Miracle Mile Shops Mortgage Loan on
and after November 7, 2013
35.7 Wells Fargo Bank, National Association, as Master Servicer
35.8 Wells Fargo Bank, National Association, as Certificate Administrator
35.9 Wells Fargo Bank, National Association, as Certificate Administrator for the 1615
L Street Mortgage Loan (see Exhibit 35.8)
35.10 Wells Fargo Bank, National Association, as Certificate Administrator for the Hulen
Mall Mortgage Loan (see Exhibit 35.8)
35.11 Wells Fargo Bank, National Association, as Certificate Administrator for the
Miracle Mile Shops Mortgage Loan on and after November 7, 2013
35.12 Wells Fargo Bank, National Association, as Certificate Administrator for the
Veritas Multifamily Portfolio Mortgage Loan (see Exhibit 35.8)
35.13 Wells Fargo Bank, National Association, as Primary Servicer for the 1615 L Street
Mortgage Loan (see Exhibit 35.7)
35.14 Wells Fargo Bank, National Association, as Primary Servicer for the Hulen Mall
Mortgage Loan (see Exhibit 35.7)
35.15 Wells Fargo Bank, National Association, as Primary Servicer for the Miracle Mile
Shops Mortgage Loan on and after November 7, 2013 (with respect to the obligation to
make property protection and mortgage payment advances)
35.16 Wells Fargo Bank, National Association, as Primary Servicer for the Veritas
Multifamily Portfolio Mortgage Loan (see Exhibit 35.7)
(99.1) Mortgage Loan Purchase Agreement, dated as of October 29, 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
October 29, 2013 and incorporated by reference herein)
(99.2) Mortgage Loan Purchase Agreement, dated as of October 29, 2013,
between J.P. Morgan Chase Commercial Mortgage Securities Corp. and Barclays
Bank PLC, relating to the mortgage loans sold to the depositor by Barclays
Bank PLC (filed as Exhibit 99.2 to the registrant's Current Report on Form
8-K, filed on October 29, 2013 and incorporated by reference herein)
(99.3) Mortgage Loan Purchase Agreement, dated as of October 29, 2013,
between J.P. Morgan Chase Commercial Mortgage Securities Corp. and Starwood
Mortgage Funding II LLC, relating to the mortgage loans sold to the
depositor by Starwood Mortgage Funding II LLC (filed as Exhibit 99.3 to the
registrant's Current Report on Form 8-K, filed on October 29, 2013 and
incorporated by reference herein)
(99.4) Mortgage Loan Purchase Agreement, dated as of October 29, 2013,
between J.P. Morgan Chase Commercial Mortgage Securities Corp. and KeyBank
National Association, relating to the mortgage loans sold to the depositor
by KeyBank National Association (filed as Exhibit 99.4 to the registrant's
Current Report on Form 8-K, filed on October 29, 2013 and incorporated by
reference herein)
(99.5) Primary Servicing Agreement, dated as of October 1, 2013, between
Wells Fargo Bank, National Association, as Master Servicer, and KeyBank
National Association, as Primary Servicer, (filed as Exhibit 99.5 to the
registrant's Current Report on Form 8-K, filed on October 29, 2013 and
incorporated by reference herein)
