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, 2014
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 of the issuing entity: 333-172143-03
Central Index Key Number of the issuing entity: 0001543042
COMM 2012-LC4 Mortgage Trust
(exact name of the issuing entity as specified in its charter)
Central Index Key Number of the depositor: 0001013454
Deutsche Mortgage & Asset Receiving Corporation
(exact name of the depositor as specified in its charter)
Central Index Key Number of the sponsor: 0001541294
German American Capital Corporation
(exact name of the sponsor as specified in its charter)
Central Index Key Number of the sponsor: 0001541468
Ladder Capital Finance LLC
(exact name of the sponsor as specified in its charter)
Central Index Key Number of the sponsor: 0001547562
Guggenheim Life and Annuity Company
(exact name of the sponsor as specified in its charter)
45-4704011
New York 45-5035640
(State or other jurisdiction of 45-5035612
incorporation or organization 45-6874157
of the issuing entity) (I.R.S. Employer
Identification Numbers)
c/o Deutsche Bank Trust Company Americas
as Certificate Administrator
1761 East St. Andrew Place
Santa Ana, CA
(Address of principal executive offices of the issuing entity)
92705
(Zip Code)
Registrant's telephone number, including area code:
(212) 250-2500
Securities registered pursuant to Section 12(b) of the Act: None.
Securities registered pursuant to Section 12(g) of the Act: None.
Indicate by check mark if the registrant is a well-known seasoned issuer, as
defined in Rule 405 of the Securities Act. [ ]Yes [X]No
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 [X]No
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. [X]Yes [ ]No
Indicate by check mark whether the registrant has submitted electronically and
posted on its corporate Website, if any, every Interactive Data File required
to be submitted and posted pursuant to Rule 405 of Regulation S-T (Section
232.405 of this chapter) during the preceding 12 months (or for such shorter
period that the registrant was required to submit and post such files).
Not applicable.
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K (Section 229.405 of this chapter) is not contained herein,
and will not be contained, to the best of registrant's knowledge, in
definitive proxy or information statements incorporated by reference in Part
III of this Form 10-K or any amendment to this Form 10-K.
Not applicable.
Indicate by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer, or a smaller reporting company.
See 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 [X]No
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. [ ]Yes [ ]No
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 NOTES
Wells Fargo Bank, National Association, as Master Servicer of the subject
transaction did not provide an assessment of compliance with respect to Item
1122(d)(3)(iii). At the time the pooling and servicing agreement was entered
into, it was intended that either the master servicer or the certificate
administrator would perform this servicing function. In fact,
Item 1122(d)(3)(iii) of Regulation AB was performed by the certificate
administrator, and is included in the assessment of compliance with applicable
servicing criteria and accountants' attestation report of the certificate
administrator for the subject transaction.
CWCapital Asset Management LLC ("CWCapital") acted as special servicer of
loans serviced under the Pooling and Servicing Agreement prior to October 6,
2014, the date as of which CWCapital was removed as special servicer and
replaced by Rialto Capital Advisors, LLC ("Rialto") for the mortgage loans,
except with respect to the Hartman Portfolio Mortgage Loan. Included in this
Form 10-K under Item 15 to this Annual Report on Form 10-K are an assessment
of compliance with applicable servicing criteria, an accountants' attestation
report on assessment of compliance with applicable servicing criteria and an
annual compliance statement for the reporting period January 1, 2014 to
October 5, 2014 for CWCapital, and, with respect to the Hartman Portfolio
Mortgage Loan, for the reporting period January 1, 2014 to December 31, 2014.
Included in this Form 10-K under Item 15 to this Annual Report on Form 10-K
are an assessment of compliance with applicable servicing criteria, an
accountants' attestation report on assessment of compliance with applicable
servicing criteria and an annual compliance statement for the reporting
period October 6, 2014 to December 31, 2014 for Rialto.
U. S. Bank National Association acts as trustee of the issuing entity.
Pursuant to the Pooling and Servicing Agreement, the trustee is required
to provide an assessment of compliance with applicable servicing criteria
solely with respect to Item 1122(d)(2)(iii) of Regulation AB (regarding
advances of funds or guarantees regarding collections, cash flows or
distributions, and any interest or other fees charged for such advances,
are made, reviewed and approved as specified in the transaction agreements).
However, the trustee is not required to deliver such assessment of
compliance with applicable servicing criteria with respect to any reporting
period during which there was no servicing criteria applicable to the trustee,
as was the case during the reporting period covered by this Annual Report on
Form 10-K. As a result, this Annual Report on Form 10-K does not include an
assessment of compliance with applicable servicing criteria of the trustee.
The assessment of compliance with applicable servicing criteria of the master
servicer covers Item 1122(d)(2)(iii) of Regulation AB.
This Annual Report on Form 10-K includes assessments of compliance with
applicable servicing criteria and accountant's attestation reports from
CoreLogic Commercial Real Estate Services, Inc. and National Tax Search,
LLC. These entities were engaged by the master servicer 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) that looks
to the functions that an entity performs, these vendors are "servicers" for the
purposes of Item 1122. See Compliance and Disclosure Interpretations, Section
301.01 (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 Square One Mall Mortgage Loan (Loan Number 1 on Annex A-1 of the prospectus
supplement of the Registrant relating to the issuing entity filed on March 19,
2012 pursuant to Rule 424(b)(5)) constitutes a significant obligor within the
meaning of Item 1101(k)(2) of Regulation AB. In accordance with Item 1112(b)
of Regulation AB, the most recent unaudited net operating income of the
significant obligor was $15,486,870.00 for the twelve-month period ended
December 31, 2014.
Item 1114(b)(2) of Regulation AB, Significant Enhancement Provider
Information.
No entity or group of affiliated entities provides any external credit
enhancement or other support for the certificates within this transaction as
described under Item 1114 (a) of Regulation AB.
Item 1115(b) of Regulation AB, Certain 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 proceeding involving the
trust or any party related to the trust, other than routine litigation
incidental to the duties of those respective parties, and the following,
with respect to U.S. Bank National Association , as trustee, and Deutsche
Bank Trust Company Americas, a certificate administrator:
In June 2014, a civil complaint was filed in the Supreme Court of the State
of New York, New York County, by a group of institutional investors against
U.S. Bank National Association ("U.S. Bank"), in its capacity as trustee or
successor trustee (as the case may be) under certain residential mortgage
backed securities ("RMBS") trusts. The plaintiffs are investment funds formed
by nine investment advisors (AEGON, BlackRock, Brookfield, DZ Bank, Kore,
PIMCO, Prudential, Sealink and TIAA) that purport to be bringing suit
derivatively on behalf of 841 RMBS trusts that issued $771 billion in
original principal amount of securities between 2004 and 2008. According to
the plaintiffs, cumulative losses for these RMBS trusts equal $92.4 billion
as of the date of the complaint. The complaint is one of six similar
complaints filed against RMBS trustees (Deutsche Bank, Citibank, HSBC, Bank
of New York Mellon and Wells Fargo) by certain of these plaintiffs. The
complaint against U.S. Bank alleges the trustee caused losses to investors
as a result of alleged failures by the sponsors, mortgage loan sellers and
servicers for these RMBS trusts and asserts causes of action based upon the
trustee's purported failure to enforce repurchase obligations of mortgage
loan sellers for alleged breaches of representations and warranties
concerning loan quality. The complaint also asserts that the trustee failed
to notify securityholders of purported events of default allegedly caused by
breaches by mortgage loan servicers and that the trustee purportedly failed
to abide by appropriate standards of care following events of default.
Relief sought includes money damages in an unspecified amount and equitable
relief. In November 2014, the plaintiffs sought leave to voluntarily dismiss
their original state court complaint and filed a substantially similar
complaint in the United States District Court for the Southern District of
New York. The federal civil complaint added a class action allegation and a
change in the total number of named trusts to 843 RMBS trusts. In December
2014, the plaintiffs' motion to voluntarily dismiss their original state
court complaint was granted. Other cases alleging similar causes of action
have previously been filed against U.S. Bank and other trustees by RMBS
investors in other transactions.
There can be no assurances as to the outcome of the litigation, or the
possible impact of the litigation on the trustee or the RMBS trusts.
However, U.S. Bank denies liability and believes that it has performed its
obligations under the RMBS trusts in good faith, that its actions were not
the cause of losses to investors and that it has meritorious defenses, and
it intends to contest the plaintiffs' claims vigorously.
Deutsche Bank Trust Company Americas ("DBTCA") has been named as a defendant
in civil litigation concerning its role as trustee of certain residential
mortgage backed securities ("RMBS") trusts. On June 18, 2014, a group of
investors ("Plaintiff Investors") filed a civil action against DBTCA and
Deutsche Bank National Trust Company ("DBNTC") in New York State Supreme
Court purportedly on behalf of and for the benefit of 544 private-label
RMBS trusts asserting claims for alleged violations of the Trust Indenture
Act of 1939, breach of contract, breach of fiduciary duty and negligence
based on DBTCA's and DBNTC's alleged failure to perform their obligations
as trustees for the trusts (the "NY Derivative Action"). An amended
complaint was filed on July 16, 2014, adding Plaintiff Investors and RMBS
trusts to the NY Derivative Action. On November 24, 2014, the Plaintiff
Investors moved to voluntarily dismiss the NY Derivative Action without
prejudice. Also on November 24, 2014, substantially the same group of
Plaintiff Investors filed a civil action against DBTCA and DBNTC in the
United States District Court for the Southern District of New York (the
"SDNY Action"), making substantially the same allegations as the New York
Derivative Action with respect to 564 RMBS trusts (542 of which were at
issue in the NY Derivative Action). The SDNY Action is styled both as a
derivative action on behalf of the named RMBS Trusts and, in the
alternative, as a putative class action on behalf of holders of RMBS
representing interests in those RMBS trusts. DBTCA is vigorously defending
the SDNY Action. DBTCA has no pending legal proceedings (including, based
on DBTCA's present evaluation, the litigation disclosed in this paragraph)
that would materially affect its ability to perform its duties as Trustee
on behalf of the Certificateholders.
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 March 19, 2012 pursuant to Rule 424(b)(5).
Item 1122 of Regulation AB, Compliance with Applicable Servicing Criteria.
The reports on assessments of compliance with the servicing criteria for asset-
backed securities and related attestation reports on such assessments of
compliance are attached hereto under Item 15 to this Annual Report on
Form 10-K. Attached as Schedule II to the Pooling and Servicing Agreement
incorporated by reference as Exhibit 4 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 criteria set
forth in Item 1122(d).
The assessment of compliance with applicable servicing criteria furnished
pursuant to Item 1122 of Regulation AB by CWCapital Asset Management LLC
("CWAM") attached to this Annual Report on Form 10-K as Exhibit 33.2 discloses
that a material instance of noncompliance occurred, as described below:
Material Instance of Noncompliance by CWAM
CWAM's assessment of compliance with the Applicable Servicing Criteria set
forth by the Securities and Exchange Commission in paragraph (d) of Item 1122
of Regulation AB as of December 31, 2014 and for the Reporting Period,
disclosed a material instance of noncompliance that occurred with respect to
the servicing criterion set forth in Item 1122(d)(1)(i), as follows:
*With respect to compliance with servicing criterion 1122(d)(1)(i), CWAM's
policies and procedures were not properly instituted to monitor loan
performance or other triggers and events of defaults in accordance with the
transaction agreements.
Management's Discussion on Material Instance of Noncompliance by CWAM
1122(d)(1)(i): Policies and procedures are instituted to monitor any
performance or other triggers and events of default in accordance of the
transaction agreements. Timely reporting results of monitoring loan performance
to the trusts, in accordance with the transaction agreements.
Noncompliance:
The instance of material noncompliance, for the Reporting Period included a
failure to deliver required asset status reports ("ASRs") to the transaction
parties in a timely manner with respect to certain agreements for the
securitization transactions described in the table below (which do not include
the securitization transaction to which this Annual Report on Form 10-K
relates). The preparation and delivery of ASRs to the transaction parties are
a component of CWAM's requirements under section 1122(d)(1)(i) of Regulation
AB. The typical delivery timeframe ranges from 30 to 90 days and is dependent
upon the related transaction agreements. Certain securitizations require ASRs
upon transfer of a loan to CWAM. During the reporting period, CWAM prepared
the required ASRs, but failed to deliver the ASRs within the timeframes
specified in the transaction agreements. The ASRs for a total of 34 loans
related to 17 securitizations were not delivered on time. CWAM remedied the
issue in December 2014 by delivering all of the delinquent reports.
# Securitization Number of loans impacted
1 BACM 2006-3 1
2 BACM 2008-1 3
3 CD 2007-CD4 5
4 CGCMT 2007-C6 4
5 GSMS 2012-GCJ7 1
6 JPMC 2006-CIBC17 3
7 JPMC 2006-LDP9 3
8 JPMC 2007-LDP11 2
9 JPMCC 2006-CIBC14 1
10 JPMCC 2008-C2 1
11 MLCFC 2006-1 1
12 MLCFC 2007-5 2
13 MLCFC 2007-6 1
14 MLMT 2006-C1 1
15 WBCMT 2006-C25 1
16 WBCMT 2006-C26 2
17 WBCMT 2006-C28 2
Total 34
Remediation:
In response to the procedural and system control weaknesses, CWAM's Compliance
Committee conducted a process analysis and implemented various measures to
prevent recurrence. The measures included additional task-specific training and
development of a workflow chart with responsible parties including assignment
of a senior manager responsible for the ASR process.
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 Pooling and Servicing Agreement, dated as of March 1, 2012, by and
among Deutsche Mortgage & Asset Receiving Corporation, as Depositor,
Wells Fargo Bank, National Association, as Master Servicer, CWCapital
Asset Management LLC, as Special Servicer, U.S. Bank National
Association, as Trustee, Deutsche Bank Trust Company Americas, as
Certificate Administrator, Paying Agent and Custodian, and Park Bridge
Lender Services LLC, as Operating Advisor (filed as Exhibit 4.1 to the
registrant's Current Report on Form 8-K filed on August 14, 2012 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 Wells Fargo Bank, National Association, as Master Servicer
33.2 CWCapital Asset Management LLC, as Special Servicer for all of the
mortgage loans prior to October 6, 2014 and as Special Servicer solely
with respect to the Hartman Portfolio Mortgage Loan thereafter
33.3 Rialto Capital Advisors, LLC, as Special Servicer on and after
October 6, 2014, except with respect to the Hartman Portfolio Mortgage
Loan
33.4 Deutsche Bank Trust Company Americas, as Certificate Administrator
and Custodian
33.5 Park Bridge Lender Services LLC, as Operating Advisor
33.6 CoreLogic Commercial Real Estate Services, Inc., as Servicing
Function Participant
33.7 National Tax Search, LLC, as Servicing Function Participant
34 Attestation reports on assessment of compliance with servicing criteria
for asset-backed securities.
34.1 Wells Fargo Bank, National Association, as Master Servicer
34.2 CWCapital Asset Management LLC, as Special Servicer for all of the
mortgage loans prior to October 6, 2014 and as Special Servicer with
respect to the Hartman Portfolio Mortgage Loan thereafter
34.3 Rialto Capital Advisors, LLC, as Special Servicer on and after
October 6, 2014, except with respect to the Hartman Portfolio Mortgage
Loan
34.4 Deutsche Bank Trust Company Americas, as Certificate Administrator
and Custodian
34.5 Park Bridge Lender Services LLC, as Operating Advisor
34.6 CoreLogic Commercial Real Estate Services, Inc., as Servicing Function
Participant
34.7 National Tax Search, LLC, as Servicing Function Participant
35 Servicer compliance statements.
35.1 Wells Fargo Bank, National Association, as Master Servicer
35.2 CWCapital Asset Management LLC, as Special Servicer for all of the
mortgage loans prior to October 6, 2014 and as Special Servicer solely
with respect to the Harman Portfolio Mortgage Loan thereafter
35.3 Rialto Capital Advisors, LLC, as Special Servicer on and after
October 6, 2014, except with respect to the Hartman Portfolio Mortgage
Loan
35.4 Deutsche Bank Trust Company Americas, as Certificate Administrator
99.1 Mortgage Loan Purchase Agreement, dated as of March 20, 2012, between
Deutsche Mortgage & Asset Receiving Corporation and German American
Capital Corporation (filed as Exhibit 99.1 to the registrant's Current
Report on Form 8-K filed on August 14, 2012 and incorporated by
reference herein).
99.2 Mortgage Loan Purchase Agreement, dated as of March 20, 2012, between
Deutsche Mortgage & Asset Receiving Corporation and Guggenheim Life and
Annuity Company (filed as Exhibit 99.3 to the registrant's Current
Report on Form 8-K filed on August 14, 2012 and incorporated by
reference herein).
99.3 Mortgage Loan Purchase Agreement, dated as of March 20, 2012, between
Deutsche Mortgage & Asset Receiving Corporation, Ladder Capital Finance
LLC and Ladder Capital Finance Holdings LLLP (filed as Exhibit 99.2 to
the registrant's Current Report on Form 8-K filed on August 14, 2012 and
incorporated by reference herein).
(b) The exhibits required to be filed by the Registrant pursuant to Item 601
of Regulation S-K are listed above and in the Exhibit Index that
immediately follows the signature page hereof.
(c) Not Applicable.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange
Act of 1934, the registrant has duly caused this report to be signed on its
behalf by the undersigned, thereunto duly authorized.
Deutsche Mortgage & Asset Receiving Corporation
(Depositor)
/s/ Helaine M. Kaplan
____________________________
Helaine M. Kaplan, President
(senior officer in charge of securitization of the depositor)
Date: March 26, 2015
/s/ Natalie Grainger
____________________________
Natalie Grainger, Vice President
Date: March 26, 2015
EXHIBIT INDEX
Exhibit No.
4 Pooling and Servicing Agreement, dated as of March 1, 2012, by and
among Deutsche Mortgage & Asset Receiving Corporation, as Depositor,
Wells Fargo Bank, National Association, as Master Servicer, CWCapital
Asset Management LLC, as Special Servicer, U.S. Bank National
Association, as Trustee, Deutsche Bank Trust Company Americas, as
Certificate Administrator, Paying Agent and Custodian, and Park Bridge
Lender Services LLC, as Operating Advisor (filed as Exhibit 4.1 to the
registrant's Current Report on Form 8-K filed on August 14, 2012 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 Wells Fargo Bank, National Association, as Master Servicer
33.2 CWCapital Asset Management LLC, as Special Servicer for all of the
mortgage loans prior to October 6, 2014 and as Special Servicer solely
with respect to the Hartman Portfolio Mortgage Loan thereafter
33.3 Rialto Capital Advisors, LLC, as Special Servicer on and after
October 6, 2014, except with respect to the Hartman Portfolio Mortgage
Loan
33.4 Deutsche Bank Trust Company Americas, as Certificate Administrator
and Custodian
33.5 Park Bridge Lender Services LLC, as Operating Advisor
33.6 CoreLogic Commercial Real Estate Services, Inc., as Servicing
Function Participant
33.7 National Tax Search, LLC, as Servicing Function Participant
34 Attestation reports on assessment of compliance with servicing criteria
for asset-backed securities.
34.1 Wells Fargo Bank, National Association, as Master Servicer
34.2 CWCapital Asset Management LLC, as Special Servicer for all of the
mortgage loans prior to October 6, 2014 and as Special Servicer with
respect to the Hartman Portfolio Mortgage Loan thereafter
34.3 Rialto Capital Advisors, LLC, as Special Servicer on and after
October 6, 2014, except with respect to the Hartman Portfolio Mortgage
Loan
34.4 Deutsche Bank Trust Company Americas, as Certificate Administrator
and Custodian
34.5 Park Bridge Lender Services LLC, as Operating Advisor
34.6 CoreLogic Commercial Real Estate Services, Inc., as Servicing Function
Participant
34.7 National Tax Search, LLC, as Servicing Function Participant
35 Servicer compliance statements.
35.1 Wells Fargo Bank, National Association, as Master Servicer
35.2 CWCapital Asset Management LLC, as Special Servicer for all of the
mortgage loans prior to October 6, 2014 and as Special Servicer solely
with respect to the Harman Portfolio Mortgage Loan thereafter
35.3 Rialto Capital Advisors, LLC, as Special Servicer on and after
October 6, 2014, except with respect to the Hartman Portfolio Mortgage
Loan
35.4 Deutsche Bank Trust Company Americas, as Certificate Administrator
99.1 Mortgage Loan Purchase Agreement, dated as of March 20, 2012, between
Deutsche Mortgage & Asset Receiving Corporation and German American
Capital Corporation (filed as Exhibit 99.1 to the registrant's Current
Report on Form 8-K filed on August 14, 2012 and incorporated by
reference herein).
99.2 Mortgage Loan Purchase Agreement, dated as of March 20, 2012, between
Deutsche Mortgage & Asset Receiving Corporation and Guggenheim Life and
Annuity Company (filed as Exhibit 99.3 to the registrant's Current
Report on Form 8-K filed on August 14, 2012 and incorporated by
reference herein).
99.3 Mortgage Loan Purchase Agreement, dated as of March 20, 2012, between
Deutsche Mortgage & Asset Receiving Corporation, Ladder Capital Finance
LLC and Ladder Capital Finance Holdings LLLP (filed as Exhibit 99.2 to
the registrant's Current Report on Form 8-K filed on August 14, 2012 and
incorporated by reference herein)
