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, 2020
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: 333-227446-10
Central Index Key Number of the issuing entity:
0001803308
BANK 2020-BNK26
(exact name of issuing entity as specified in its
charter)
Central Index Key Number of the depositor:0001547361
Morgan Stanley Capital I Inc.
(exact name of the depositor as specified in its
charter)
Central Index Key Number of the sponsor: 0001541557
Morgan Stanley Mortgage
Capital Holdings LLC
(exact name of the sponsor as specified in its charter)
Central Index Key Number of the sponsor: 0001102113
Bank of America, National Association
(exact name of the sponsor as specified in its charter)
Central Index Key Number of the sponsor: 0000740906
Wells Fargo Bank, National
Association
(exact name of the sponsor as specified in its charter)
Central
Index Key Number of the sponsor: 0001577313
National Cooperative Bank,
N.A.
(exact name of the sponsor as specified in its charter)
New York
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38-4139243
38-4139244
38-7235681
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(State or other jurisdiction of incorporation or
organization)
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(I.R.S. Employer Identification Numbers)
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c/o Wells Fargo Bank, N.A.
9062 Old Annapolis Road
Columbia, MD
(Address of principal executive offices)
21045
(Zip Code)
Telephone number, including area code:
(410) 884‑2000
Securities
registered pursuant to Section 12(b) of the Act:
Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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None
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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 every
Interactive Data File required to be submitted 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 such
files).
Not
applicable.
Indicate
by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer, a smaller reporting company, or
emerging growth company. See the definitions of "large accelerated
filer", "accelerated filer," "smaller reporting
company," and “emerging growth 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 ___
Emerging
growth company ___
If
an emerging growth company, indicate by check mark if the registrant has
elected not to use the extended transition period for complying with any new or
revised financial accounting standards provided pursuant to Section 13(a) of
the Exchange Act.
Not
applicable.
Indicate
by check mark whether the registrant has filed a report on and attestation to
its management’s assessment of the effectiveness of its internal control over
financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C.
7262(b)) by the registered public accounting firm that prepared or issued its
audit report.
Not applicable.
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 NOTES
The BANK 2020-BNK26 mortgage pool includes
the following mortgage loans, each of which is serviced pursuant to a separate
pooling and servicing agreement (each, an “Outside Pooling and Servicing
Agreement”):
• the Bravern Office Commons
mortgage loan, which is serviced pursuant to the BAMLL 2020-BOC trust and
servicing agreement attached hereto as Exhibit 4.2;
• the 560 Mission Street
mortgage loan, which is serviced pursuant to the Benchmark 2020-B16 pooling and
servicing agreement attached hereto as Exhibit 4.3;
• the 545 Washington Boulevard
mortgage loan, which is serviced pursuant to the BANK 2020-BNK25 pooling and
servicing agreement attached hereto as Exhibit 4.4;
• the 55 Hudson Yards mortgage loan,
which is serviced pursuant to the Hudson Yards 2019-55HY trust and servicing
agreement attached hereto as Exhibit 4.5;
• the 1633 Broadway mortgage
loan, which is serviced pursuant to the BWAY 2019-1633 trust and servicing
agreement attached hereto as Exhibit 4.6;
• the Bellagio Hotel and Casino
mortgage loan, which is serviced pursuant to the BX 2019-OC11 trust and
servicing agreement attached hereto as Exhibit 4.7; and
• the Giant Anchored Portfolio
mortgage loan, which is serviced pursuant to the CGCMT 2019-C7 pooling and
servicing agreement attached hereto as Exhibit 4.8.
Except as set forth below, each of the
parties to each pooling and servicing agreement listed in the Exhibit Index
both (1) participates in the servicing function for purposes of Item 1122 of
Regulation AB and (2) constitutes a servicer that meets the criteria in Item
1108(a)(2)(i) through (iii) of Regulation AB for purposes of Item 1123 of
Regulation AB:
• The trustee under a pooling
and servicing agreement has a nominal role with respect to the mortgage pool
securitized pursuant to such pooling and servicing agreement. The
trustee’s only servicing function is the contingent obligation to make certain
advances if the master servicer under such pooling and servicing agreement
fails to do so, while all other servicing functions are performed by other
parties. The trustee under each of the pooling and servicing agreements
listed in the Exhibit Index has confirmed to the registrant that it has not
made any such contingent advances during the reporting period, and
consequently, each such trustee does not participate in the servicing function
for purposes of Item 1122 of Regulation AB, nor does it perform the functions
of a servicer for purposes of the definition of “servicer” under Item 1101 of
Regulation AB or for purposes of Item 1123 of Regulation AB.
• The certificate administrator
under a pooling and servicing agreement performs various payment administration
functions solely for the securitization governed by such pooling and servicing
agreement and the mortgage pool securitized pursuant to such pooling and
servicing agreement and does not have any obligations with respect to any other
transaction. Consequently, the certificate administrator under an Outside
Pooling and Servicing Agreement does not participate in the servicing function
for purposes of Item 1122 of Regulation AB, nor does it perform the functions
of a servicer for purposes of the definition of “servicer” under Item 1101 of
Regulation AB or for purposes of Item 1123 of Regulation AB.
• The operating advisor under a
pooling and servicing agreement represents the interests of senior
certificateholders in the transaction governed by such pooling and servicing
agreement and is responsible for monitoring the performance of the special
servicer under such pooling and servicing agreement and producing certain
reports to certificateholders relating to the resolution of the mortgage pool
securitized pursuant to such pooling and servicing agreement. The
operating advisor under a pooling and servicing agreement does not have any
obligations with respect to any other transaction and is solely obligated to
perform loan reporting functions with respect to the securitization governed by
such pooling and servicing agreement. Consequently, the operating advisor
under an Outside Pooling and Servicing Agreement neither participates in the
servicing function for purposes of Item 1122 of Regulation AB nor performs the
functions of a servicer for purposes of the definition of “servicer” under Item
1101 of Regulation AB or for purposes of Item 1123 of Regulation AB. In
addition, while the operating advisor under a pooling and servicing agreement
has certain reporting obligations in respect of the related mortgage pool, it
has no obligation to collect or disburse funds in respect of the mortgage pool
or to administer any of the underlying mortgage loans. Consequently, the
operating advisor under a pooling and servicing agreement participates in the
servicing function for purposes of Item 1122 of Regulation AB, but is not
responsible for the “management or collection of the pool assets or making
allocations or distributions to holders of the asset-backed securities” within
the meaning of “servicer” under Item 1101 of Regulation AB and does not perform
the functions of a servicer for purposes of Item 1123 of Regulation AB.
• The asset representations
reviewer under a pooling and servicing agreement has a limited obligation to
review certain delinquent mortgage loans after a specified delinquency
threshold has been met and the required percentage of certificateholders vote
to direct a review of such delinquent mortgage loans, and has no obligation to
collect or disburse funds in respect of the mortgage pool, to administer any of
the underlying mortgage loans or to perform any servicing function.
Consequently, the asset representations reviewer under a pooling and servicing
agreement does not participate in the servicing function for purposes of Item
1122 of Regulation AB, is not responsible for the “management or collection of
the pool assets or making allocations or distributions to holders of the
asset-backed securities” within the meaning of “servicer” under Item 1101 of
Regulation AB and does not perform the functions of a servicer for purposes of
Item 1123 of Regulation AB.
• NCB, N.A. as NCB master
servicer and NCB special servicer under the BANK 2020-BNK25 pooling and
servicing agreement, only has obligations in respect of certain mortgage loans
sold to the BANK 2020-BNK25 securitization trust by NCB, N.A. Such party has no
obligations with respect to the any mortgage loan included in the BANK
2020-BNK26 mortgage pool and therefore in such capacity does not constitute a
reporting “servicing function participant” for purposes of Item 1122 of
Regulation AB, as specified in the Instruction 3 to Item 1122, and does not
constitute a reporting “servicer” for purposes of Item 1123 of Regulation AB,
as specified in the Instruction to Item 1123.
• Midland Loan Services, a Division of PNC Bank, National
Association is the master servicer under the Benchmark 2020-B16 pooling
and servicing agreement, pursuant to which the 560 Mission Street mortgage loan
is serviced. Because Midland Loan
Services, a Division of PNC Bank, National Association is
not the BANK 2020-BNK26 master servicer, is not affiliated with any sponsor and
services only the 560 Mission Street mortgage loan, which constitutes more than
5% but less than 10% of the mortgage pool, Midland Loan Services, a
Division of PNC Bank, National Association, as
Benchmark 2020-B16 master servicer, constitutes a reporting “servicing function
participant” for purposes of Item 1122 of Regulation AB, as specified in the
Instruction 3 to Item 1122, but does not constitute a reporting “servicer” for
purposes of Item 1123 of Regulation AB, as specified in the Instruction to Item
1123.
• KeyBank National Association
is the servicer under the BWAY 2019-1633 trust and servicing agreement,
pursuant to which the 1633 Broadway mortgage loan is serviced, and the servicer
under the BX 2019-OC11 trust and servicing agreement, pursuant to which the
Bellagio Hotel and Casino mortgage loan is serviced. Because KeyBank
National Association is not the BANK 2020-BNK26
master servicer, is not affiliated with any sponsor and services only the 1633
Broadway mortgage loan and the Bellagio Hotel and Casino mortgage loan, which
collectively constitute more than 5% but less than 10% of the mortgage pool, KeyBank
National Association, as BWAY 2019-1633 servicer and
BX 2019-OC11 servicer, constitutes a reporting “servicing function participant”
for purposes of Item 1122 of Regulation AB, as specified in the Instruction 3
to Item 1122, but does not constitute a reporting “servicer” for purposes of
Item 1123 of Regulation AB, as specified in the Instruction to Item 1123.
• CWCapital Asset Management
LLC is the special servicer under the Hudson Yards 2019-55HY trust and
servicing agreement, pursuant to which the 55 Hudson Yards mortgage loan is
serviced. Because CWCapital Asset Management LLC is not the BANK
2020-BNK26 special servicer, is not affiliated with any sponsor and services
only the 55 Hudson Yards mortgage loan, which constitutes less than 5% of the
mortgage pool, CWCapital Asset Management LLC, as Hudson Yards 2019-55HY
special servicer, does not constitute a reporting “servicing function
participant” for purposes of Item 1122 of Regulation AB, as specified in the
Instruction 3 to Item 1122, and does not constitute a reporting “servicer” for
purposes of Item 1123 of Regulation AB, as specified in the Instruction to Item
1123.
• Situs Holdings, LLC is the special
servicer under the BWAY 2019-1633 trust and servicing agreement, pursuant to
which the 1633 Broadway mortgage loan is serviced, and the special servicer
under the BX 2019-OC11 trust and servicing agreement, pursuant to which the
Bellagio Hotel and Casino mortgage loan is serviced. Because Situs
Holdings, LLC is not the BANK 2020-BNK26 special servicer, is not affiliated
with any sponsor and services only the 1633 Broadway mortgage loan and the
Bellagio Hotel and Casino mortgage loan, which collectively constitute more
than 5% but less than 10% of the mortgage pool, Situs Holdings, LLC, as BWAY
2019-1633 special servicer and BX 2019-OC11 special servicer, constitutes a
reporting “servicing function participant” for purposes of Item 1122 of
Regulation AB, as specified in the Instruction 3 to Item 1122, but does not
constitute a reporting “servicer” for purposes of Item 1123 of Regulation AB,
as specified in the Instruction to Item 1123.
• Citibank, N.A., as
certificate administrator under the CGCMT 2019-C7 pooling and servicing
agreement, pursuant to which the Giant Anchored Portfolio mortgage loan is
serviced, engaged U.S. Bank National Association to perform the related
custodial services with respect to such mortgage loan, and U.S. Bank National
Association performed all such custodial services pursuant to the related
pooling and servicing agreement. Because U.S. Bank National Association is not
the BANK 2020-BNK26 custodian, is not affiliated with any sponsor and only
serviced the Giant Anchored Portfolio mortgage loan, which constitutes less
than 5% of the mortgage pool, U.S. Bank National Association, as a CGCMT
2019-C7 servicing function participant, does not constitute a reporting
“servicing function participant” for purposes of Item 1122 of Regulation AB, as
specified in the Instruction 3 to Item 1122, and does not constitute a
reporting “servicer” for purposes of Item 1123 of Regulation AB, as specified
in the Instruction to Item 1123.
In addition, each of the following parties
engaged the services of certain servicing function participants and
sub-servicers for the reporting period, as set forth below:
• Wells Fargo Bank, National Association,
as master servicer, engaged the services of CoreLogic Commercial Real Estate
Services, Inc. and National Tax Search, LLC, in each case as a servicing
function participant in respect of the entire mortgage pool for the reporting
period.
• Wells Fargo Bank, National
Association, as servicer under the BAMLL 2020-BOC trust and servicing
agreement, pursuant to which the Bravern Office Commons mortgage loan is
serviced, engaged the services of CoreLogic Commercial Real Estate Services,
Inc. and National Tax Search, LLC, in each case as a servicing function
participant in respect of the Bravern Office Commons mortgage loan for the
reporting period.
• Wells Fargo Bank, National
Association, as master servicer under the BANK 2020-BNK25 pooling and servicing
agreement, pursuant to which the 545 Washington Boulevard mortgage loan is
serviced, engaged the services of CoreLogic Commercial Real Estate Services,
Inc. and National Tax Search, LLC, in each case as a servicing function
participant in respect of the 545 Washington Boulevard mortgage loan for the
reporting period.
• Wells Fargo Bank, National
Association, as servicer under the Hudson Yards 2019-55HY trust and servicing
agreement, pursuant to which the 55 Hudson Yards mortgage loan is serviced,
engaged the services of CoreLogic Commercial Real Estate Services, Inc. and
National Tax Search, LLC, in each case as a servicing function participant in
respect of the 55 Hudson Yards mortgage loan for the reporting period.
• Wells Fargo Bank, National
Association, as master servicer under the CGCMT 2019-C7 pooling and servicing
agreement, pursuant to which the Giant Anchored Portfolio mortgage loan is
serviced, engaged the services of CoreLogic Commercial Real Estate Services,
Inc. and National Tax Search, LLC, in each case as a servicing function
participant in respect of the Giant Anchored Portfolio mortgage loan for the
reporting period.
• Wells Fargo Bank, National
Association, as special servicer under the BAMLL 2020-BOC trust and servicing
agreement, pursuant to which the Bravern Office Commons mortgage loan is
serviced, engaged the services of CoreLogic Commercial Real Estate Services,
Inc. and National Tax Search, LLC, in each case as a servicing function
participant in respect of the Bravern Office Commons mortgage loan for the
reporting period.
PART I
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Item 1.
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Business.
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Omitted.
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Item 1A.
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Risk Factors.
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Omitted.
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Item 1B.
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Unresolved Staff
Comments.
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None.
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Item 2.
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Properties.
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Omitted.
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Item 3.
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Legal Proceedings.
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Omitted.
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Item 4.
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Mine Safety Disclosures.
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Omitted.
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PART II
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Item 5.
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Market for Registrant's
Common Equity, Related Stockholder Matters and Issuer Purchases of Equity
Securities.
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Omitted.
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Item 6.
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Selected Financial Data.
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Omitted.
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Item 7.
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Management's Discussion
and Analysis of Financial Condition and Results of Operations.
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Omitted.
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Item 7A.
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Quantitative and
Qualitative Disclosures About Market Risk.
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Omitted.
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Item 8.
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Financial Statements and
Supplementary Data.
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Omitted.
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Item 9.
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Changes in and
Disagreements With Accountants on Accounting and Financial Disclosure.
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Omitted.
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Item 9A.
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Controls and Procedures.
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Omitted.
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Item 9B.
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Other Information.
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None.
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PART III
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Item 10.
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Directors, Executive
Officers and Corporate Governance.
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Omitted.
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Item 11.
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Executive Compensation.
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Omitted.
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Item 12.
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Security Ownership of
Certain Beneficial Owners and Management and Related Stockholder Matters.
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Omitted.
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Item 13.
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Certain Relationships and
Related Transactions, and Director Independence.
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Omitted.
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Item 14.
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Principal Accountant Fees
and Services.
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Omitted.
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ADDITIONAL
DISCLOSURE ITEMS FOR REGULATION AB
Item
1112(b) of Regulation AB, Significant Obligor Financial Information.
Not
applicable.
Item
1114(b)(2) of Regulation AB, Significant Enhancement Provider Financial
Information.
No
entity or group of affiliated entities provides any enhancement or other
support for the certificates 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 for
the certificates as described under Item 1115 of Regulation AB.
Item
1117 of Regulation AB, Legal Proceedings.
The
registrant knows of no legal proceeding pending against the sponsors,
depositor, trustee, issuing entity, servicer contemplated by Item 1108(a)(3) of
Regulation AB, originator contemplated by Item 1110(b) of Regulation AB, or
other party contemplated by Item 1100(d)(1) of Regulation AB, or of which any
property of the foregoing is the subject, that is material to security holders,
other than as follows:
Beginning
on June 18, 2014, a group of institutional investors filed civil complaints in
the Supreme Court of the State of New York, New York County, and later the U.S.
District Court for the Southern District of New York, against Wells Fargo Bank,
N.A., (“Wells Fargo Bank”) in its capacity as trustee for certain residential
mortgage backed securities (“RMBS”) trusts. The complaints against Wells
Fargo Bank alleged that the trustee caused losses to investors and asserted
causes of action based upon, among other things, the trustee's alleged failure
to: (i) notify and enforce repurchase obligations of mortgage loan sellers for
purported breaches of representations and warranties, (ii) notify investors of
alleged events of default, and (iii) abide by appropriate standards of care
following alleged events of default. Relief sought included money damages in an
unspecified amount, reimbursement of expenses, and equitable relief. In
November 2018, Wells Fargo Bank reached an agreement, in which it denied any
wrongdoing, to resolve such claims on a classwide basis for the 271 RMBS trusts
at issue. On May 6, 2019, the court entered an order approving the
settlement agreement. Separate lawsuits against Wells Fargo Bank making
similar allegations filed by certain other institutional investors concerning
several RMBS trusts in New York federal and state court are not covered by the
settlement agreement. In addition to the foregoing cases, in August 2014
and August 2015 Nomura Credit & Capital Inc. (“Nomura”) and Natixis Real
Estate Holdings, LLC (“Natixis”) filed a total of seven third-party complaints
against Wells Fargo Bank in New York state court. In the underlying first-party
actions, Nomura and Natixis have been sued for alleged breaches of
representations and warranties made in connection with residential mortgage-backed
securities sponsored by them. In the third-party actions, Nomura and Natixis
allege that Wells Fargo Bank, as master servicer, primary servicer or
securities administrator, failed to notify Nomura and Natixis of their own
breaches, failed to properly oversee the primary servicers, and failed to
adhere to accepted servicing practices. Natixis additionally alleges that Wells
Fargo Bank failed to perform default oversight duties. Wells Fargo Bank has
asserted counterclaims alleging that Nomura and Natixis failed to provide Wells
Fargo Bank notice of their representation and warranty breaches. With
respect to each of the foregoing litigations, Wells Fargo Bank believes
plaintiffs' claims are without merit and intends to contest the claims
vigorously, but there can be no assurances as to the outcome of the litigations
or the possible impact of the litigations on Wells Fargo Bank or the related
RMBS trusts.
Item
1119 of Regulation AB, Affiliations and Certain Relationships and Related
Transactions.
The
information regarding this Item has been provided previously in an annual
report on Form 10-K of the issuing entity or in the prospectus of the issuing
entity filed in a 424(b)(2) filing dated March 12, 2020.
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.
Item
1123 of Regulation AB, Servicer Compliance Statement.
The
servicer compliance statements are attached hereto under Item 15.
PART IV
Item
15. Exhibits, Financial Statement Schedules.
(a) Exhibits.
(4.1)
Pooling
and Servicing Agreement, dated as of March 1, 2020, between Morgan Stanley
Capital I Inc., as depositor, Wells Fargo Bank, National Association, as
general master servicer, LNR Partners, LLC, as general special servicer,
National Cooperative Bank, N.A., as NCB master servicer and as NCB special
servicer, Wells Fargo Bank, National Association, as certificate administrator,
Wilmington Trust, National Association, as trustee, and Park Bridge Lender
Services LLC, as operating advisor and as asset representations reviewer (filed
as Exhibit 4.1 to the registrant's Current Report on Form 8-K/A filed on July
2, 2020 under SEC File No. 333-227446-10 and incorporated by reference herein).
(4.2)
Trust
and Servicing Agreement, dated as of February 27, 2020, among Banc of America
Merrill Lynch Large Loan, Inc., as depositor, Wells Fargo Bank, National
Association, as servicer, Wells Fargo Bank, National Association, as special
servicer, Wilmington Trust, National Association, as trustee, and Wells Fargo
Bank, National Association, as certificate administrator, relating to the BAMLL
2020-BOC securitization transaction, pursuant to which the Bravern Office
Commons Mortgage Loan is serviced (filed as Exhibit 4.2 to the registrant's
Current Report on Form 8-K filed on March 12, 2020 under SEC File No.
333-227446-10 and incorporated by reference herein).
(4.3)
Pooling
and Servicing Agreement, dated as of February 1, 2020, between Deutsche
Mortgage & Asset Receiving Corporation, as depositor, Midland Loan
Services, a Division of PNC Bank, National Association, as master servicer,
KeyBank National Association, as special servicer, Wells Fargo Bank, National
Association, as certificate administrator, paying agent and custodian, Wells
Fargo Bank, National Association, as trustee, and Park Bridge Lender Services
LLC, as operating advisor and asset representations reviewer, relating to the
Benchmark 2020-B16 securitization transaction, pursuant to which the 560 Mission
Street Mortgage Loan is serviced (filed as Exhibit 4.3 to the registrant's
Current Report on Form 8-K filed on March 12, 2020 under SEC File No.
333-227446-10 and incorporated by reference herein).
(4.4)
Pooling
and Servicing Agreement, dated and effective as of February 1, 2020, among
Wells Fargo Commercial Mortgage Securities, Inc., as depositor, Wells Fargo
Bank, National Association, as general master servicer, KeyBank National
Association, as general special servicer, National Cooperative Bank, N.A., as
NCB Master Servicer and as NCB Special Servicer, Wells Fargo Bank, National
Association, as certificate administrator, Wilmington Trust, National
Association, as trustee, and Pentalpha Surveillance LLC, as operating advisor
and as asset representations reviewer, relating to the BANK 2020-BNK25
securitization transaction, pursuant to which the 545 Washington Boulevard
Mortgage Loan is serviced (filed as Exhibit 4.4 to the registrant's Current
Report on Form 8-K filed on March 12, 2020 under SEC File No. 333-227446-10 and
incorporated by reference herein).
(4.5)
Trust
and Servicing Agreement, dated as of December 6, 2019, between Wells Fargo
Commercial Mortgage Securities, Inc., as depositor, Wells Fargo Bank, National
Association, as master servicer, CWCapital Asset Management LLC, as special
servicer, Wilmington Trust, National Association, as trustee, and Wells Fargo
Bank, National Association, as certificate administrator, as paying agent and
as custodian, relating to the HY 2019-55HY securitization transaction, pursuant
to which the 55 Hudson Yards Mortgage Loan is serviced (filed as Exhibit 4.5 to
the registrant's Current Report on Form 8-K filed on March 12, 2020 under SEC
File No. 333-227446-10 and incorporated by reference herein).
(4.6)
Trust
and Servicing Agreement, dated as of December 20, 2019, among GS Mortgage
Securities Corporation II, as depositor, KeyBank National Association, as
servicer, Situs Holdings, LLC, as special servicer, Wells Fargo Bank, National
Association, as trustee, certificate administrator and custodian, and Pentalpha
Surveillance LLC, as operating advisor, relating to the BWAY 2019-1633 securitization
transaction, pursuant to which the 1633 Broadway Mortgage Loan is serviced
(filed as Exhibit 4.6 to the registrant's Current Report on Form 8-K filed on
March 12, 2020 under SEC File No. 333-227446-10 and incorporated by reference
herein).
(4.7)
Trust
and Servicing Agreement, dated as of December 1, 2019, between Morgan Stanley
Capital I Inc., as depositor, KeyBank National Association, as servicer, Situs
Holdings, LLC, as special servicer, Wells Fargo Bank, National Association, as
certificate administrator, custodian and trustee, and Park Bridge Lender
Services LLC, as operating advisor, relating to the BX 2019-OC11 securitization
transaction, pursuant to which the Bellagio Hotel and Casino Mortgage Loan is
serviced (filed as Exhibit 4.7 to the registrant's Current Report on Form 8-K
filed on March 12, 2020 under SEC File No. 333-227446-10 and incorporated by
reference herein).
(4.8)
Pooling
and Servicing Agreement, dated as of December 1, 2019, among Citigroup
Commercial Mortgage Securities Inc., as depositor, Wells Fargo Bank, National
Association, as master servicer, LNR Partners, LLC, as special servicer,
Pentalpha Surveillance LLC, as operating advisor, Pentalpha Surveillance LLC,
as asset representations reviewer, Citibank, N.A., as certificate
administrator, and Wilmington Trust, National Association, as trustee, relating
to the CGCMT 2019-C7 securitization transaction, pursuant to which the Giant
Anchored Portfolio Mortgage Loan is serviced (filed as Exhibit 4.8 to the
registrant's Current Report on Form 8-K filed on March 12, 2020 under SEC File
No. 333-227446-10 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
Certificate Administrator
33.2
Wells Fargo Bank, National Association, as
Custodian
33.3
Wells Fargo Bank, National Association, as
Master Servicer
33.4
National Cooperative Bank, N.A., as NCB
Master Servicer
33.5
LNR Partners, LLC, as Special Servicer
33.6
National Cooperative Bank, N.A., as NCB
Special Servicer (see Exhibit 33.4)
33.7
Park Bridge Lender Services LLC, as Operating
Advisor
33.8
CoreLogic Commercial Real Estate Services,
Inc., as Servicing Function Participant
33.9
National Tax Search, LLC, as Servicing
Function Participant
33.10
Wells Fargo Bank, National Association, as Master
Servicer under the BAMLL 2020-BOC securitization, pursuant to which the
following mortgage loans were serviced by such party: Bravern Office Commons
(from 3/12/20 to 12/31/20) (see Exhibit 33.3)
33.11
CoreLogic Commercial Real Estate Services, Inc., as
Servicing Function Participant under the BAMLL 2020-BOC securitization,
pursuant to which the following mortgage loans were serviced by such party:
Bravern Office Commons (from 3/12/20 to 12/31/20) (see Exhibit 33.8)
33.12
National Tax Search, LLC, as Servicing Function
Participant under the BAMLL 2020-BOC securitization, pursuant to which the
following mortgage loans were serviced by such party: Bravern Office Commons
(from 3/12/20 to 12/31/20) (see Exhibit 33.9)
33.13
Midland Loan Services, a Division of PNC Bank,
National Association, as Master Servicer under the Benchmark 2020-B16
securitization, pursuant to which the following mortgage loans were serviced by
such party: 560 Mission Street (from 3/12/20 to 12/31/20)
33.14
Wells Fargo Bank, National Association, as Master
Servicer under the BANK 2020-BNK25 securitization, pursuant to which the
following mortgage loans were serviced by such party: 545 Washington Boulevard
(from 3/12/20 to 12/31/20) (see Exhibit 33.3)
33.15
CoreLogic Commercial Real Estate Services, Inc., as
Servicing Function Participant under the BANK 2020-BNK25 securitization,
pursuant to which the following mortgage loans were serviced by such party: 545
Washington Boulevard (from 3/12/20 to 12/31/20) (see Exhibit 33.8)
33.16
National Tax Search, LLC, as Servicing Function
Participant under the BANK 2020-BNK25 securitization, pursuant to which the
following mortgage loans were serviced by such party: 545 Washington Boulevard
(from 3/12/20 to 12/31/20) (see Exhibit 33.9)
33.17
Wells Fargo Bank, National Association, as Master
Servicer under the Hudson Yards 2019-55HY securitization, pursuant to which the
following mortgage loans were serviced by such party: 55 Hudson Yards (from
3/12/20 to 12/31/20) (see Exhibit 33.3)
33.18
CoreLogic Commercial Real Estate Services, Inc., as
Servicing Function Participant under the Hudson Yards 2019-55HY securitization,
pursuant to which the following mortgage loans were serviced by such party: 55
Hudson Yards (from 3/12/20 to 12/31/20) (see Exhibit 33.8)
33.19
National Tax Search, LLC, as Servicing Function
Participant under the Hudson Yards 2019-55HY securitization, pursuant to which
the following mortgage loans were serviced by such party: 55 Hudson Yards (from
3/12/20 to 12/31/20) (see Exhibit 33.9)
33.20
KeyBank National Association, as Master Servicer
under the BWAY 2019-1633 securitization, pursuant to which the following
mortgage loans were serviced by such party: 1633 Broadway (from 3/12/20 to
12/31/20)
33.21
KeyBank National Association, as Master Servicer
under the BX 2019-OC11 securitization, pursuant to which the following mortgage
loans were serviced by such party: Bellagio Hotel and Casino (from 3/12/20 to
12/31/20) (see Exhibit 33.20)
33.22
Wells Fargo Bank, National Association, as Master
Servicer under the CGCMT 2019-C7 securitization, pursuant to which the
following mortgage loans were serviced by such party: Giant Anchored Portfolio
(from 3/12/20 to 12/31/20) (see Exhibit 33.3)
33.23
CoreLogic Commercial Real Estate Services, Inc., as
Servicing Function Participant under the CGCMT 2019-C7 securitization, pursuant
to which the following mortgage loans were serviced by such party: Giant
Anchored Portfolio (from 3/12/20 to 12/31/20) (see Exhibit 33.8)
33.24
National Tax Search, LLC, as Servicing Function
Participant under the CGCMT 2019-C7 securitization, pursuant to which the
following mortgage loans were serviced by such party: Giant Anchored Portfolio
(from 3/12/20 to 12/31/20) (see Exhibit 33.9)
33.25
Wells Fargo Bank, National Association, as Special
Servicer under the BAMLL 2020-BOC securitization, pursuant to which the
following mortgage loans were serviced by such party: Bravern Office Commons
(from 3/12/20 to 12/31/20) (see Exhibit 33.3)
33.26
CoreLogic Commercial Real Estate Services, Inc., as
Servicing Function Participant under the BAMLL 2020-BOC securitization,
pursuant to which the following mortgage loans were serviced by such party:
Bravern Office Commons (from 3/12/20 to 12/31/20) (see Exhibit 33.8)
33.27
National Tax Search, LLC, as Servicing Function
Participant under the BAMLL 2020-BOC securitization, pursuant to which the
following mortgage loans were serviced by such party: Bravern Office Commons
(from 3/12/20 to 12/31/20) (see Exhibit 33.9)
33.28
KeyBank National Association, as Special Servicer
under the Benchmark 2020-B16 securitization, pursuant to which the following
mortgage loans were serviced by such party: 560 Mission Street (from 3/12/20 to
12/31/20) (see Exhibit 33.20)
33.29
KeyBank National Association, as Special Servicer
under the BANK 2020-BNK25 securitization, pursuant to which the following
mortgage loans were serviced by such party: 545 Washington Boulevard (from
3/12/20 to 12/31/20) (see Exhibit 33.20)
33.30
Situs Holdings, LLC, as Special Servicer under the
BWAY 2019-1633 securitization, pursuant to which the following mortgage loans
were serviced by such party: 1633 Broadway (from 3/12/20 to 12/31/20)
33.31
Situs Holdings, LLC, as Special Servicer under the
BX 2019-OC11 securitization, pursuant to which the following mortgage loans
were serviced by such party: Bellagio Hotel and Casino (from 3/12/20 to
12/31/20) (see Exhibit 33.30)
33.32
LNR Partners, LLC, as Special Servicer under the
CGCMT 2019-C7 securitization, pursuant to which the following mortgage loans
were serviced by such party: Giant Anchored Portfolio (from 3/12/20 to
12/31/20) (see Exhibit 33.5)
33.33
Wells Fargo Bank, National Association, as
Custodian under the BAMLL 2020-BOC securitization, pursuant to which the
following mortgage loans were serviced by such party: Bravern Office Commons
(from 3/12/20 to 12/31/20) (see Exhibit 33.2)
33.34
Wells Fargo Bank, National Association, as
Custodian under the Benchmark 2020-B16 securitization, pursuant to which the
following mortgage loans were serviced by such party: 560 Mission Street (from
3/12/20 to 12/31/20) (see Exhibit 33.2)
33.35
Wells Fargo Bank, National Association, as
Custodian under the BANK 2020-BNK25 securitization, pursuant to which the
following mortgage loans were serviced by such party: 545 Washington Boulevard
(from 3/12/20 to 12/31/20) (see Exhibit 33.2)
33.36
Wells Fargo Bank, National Association, as
Custodian under the Hudson Yards 2019-55HY securitization, pursuant to which
the following mortgage loans were serviced by such party: 55 Hudson Yards (from
3/12/20 to 12/31/20) (see Exhibit 33.2)
33.37
Wells Fargo Bank, National Association, as
Custodian under the BWAY 2019-1633 securitization, pursuant to which the following
mortgage loans were serviced by such party: 1633 Broadway (from 3/12/20 to
12/31/20) (see Exhibit 33.2)
33.38
Wells Fargo Bank, National Association, as
Custodian under the BX 2019-OC11 securitization, pursuant to which the
following mortgage loans were serviced by such party: Bellagio Hotel and Casino
(from 3/12/20 to 12/31/20) (see Exhibit 33.2)
(34).
Attestation reports on assessment of compliance with servicing criteria for
asset-backed securities.
34.1
Wells Fargo Bank, National Association, as
Certificate Administrator
34.2
Wells Fargo Bank, National Association, as
Custodian
34.3
Wells Fargo Bank, National Association, as
Master Servicer
34.4
National Cooperative Bank, N.A., as NCB
Master Servicer
34.5
LNR Partners, LLC, as Special Servicer
34.6
National Cooperative Bank, N.A., as NCB
Special Servicer (see Exhibit 34.4)
34.7 Park Bridge Lender Services LLC, as Operating Advisor
34.8
CoreLogic Commercial Real Estate Services,
Inc., as Servicing Function Participant
34.9
National Tax Search, LLC, as Servicing
Function Participant
34.10
Wells Fargo Bank, National Association, as Master
Servicer under the BAMLL 2020-BOC securitization, pursuant to which the
following mortgage loans were serviced by such party: Bravern Office Commons
(from 3/12/20 to 12/31/20) (see Exhibit 34.3)
34.11
CoreLogic Commercial Real Estate Services, Inc., as
Servicing Function Participant under the BAMLL 2020-BOC securitization,
pursuant to which the following mortgage loans were serviced by such party:
Bravern Office Commons (from 3/12/20 to 12/31/20) (see Exhibit 34.8)
34.12
National Tax Search, LLC, as Servicing Function
Participant under the BAMLL 2020-BOC securitization, pursuant to which the
following mortgage loans were serviced by such party: Bravern Office Commons
(from 3/12/20 to 12/31/20) (see Exhibit 34.9)
34.13
Midland Loan Services, a Division of PNC Bank,
National Association, as Master Servicer under the Benchmark 2020-B16
securitization, pursuant to which the following mortgage loans were serviced by
such party: 560 Mission Street (from 3/12/20 to 12/31/20)
34.14
Wells Fargo Bank, National Association, as Master
Servicer under the BANK 2020-BNK25 securitization, pursuant to which the
following mortgage loans were serviced by such party: 545 Washington Boulevard
(from 3/12/20 to 12/31/20) (see Exhibit 34.3)
34.15
CoreLogic Commercial Real Estate Services, Inc., as
Servicing Function Participant under the BANK 2020-BNK25 securitization,
pursuant to which the following mortgage loans were serviced by such party: 545
Washington Boulevard (from 3/12/20 to 12/31/20) (see Exhibit 34.8)
34.16
National Tax Search, LLC, as Servicing Function
Participant under the BANK 2020-BNK25 securitization, pursuant to which the
following mortgage loans were serviced by such party: 545 Washington Boulevard
(from 3/12/20 to 12/31/20) (see Exhibit 34.9)
34.17
Wells Fargo Bank, National Association, as Master
Servicer under the Hudson Yards 2019-55HY securitization, pursuant to which the
following mortgage loans were serviced by such party: 55 Hudson Yards (from
3/12/20 to 12/31/20) (see Exhibit 34.3)
34.18
CoreLogic Commercial Real Estate Services, Inc., as
Servicing Function Participant under the Hudson Yards 2019-55HY securitization,
pursuant to which the following mortgage loans were serviced by such party: 55
Hudson Yards (from 3/12/20 to 12/31/20) (see Exhibit 34.8)
34.19
National Tax Search, LLC, as Servicing Function
Participant under the Hudson Yards 2019-55HY securitization, pursuant to which
the following mortgage loans were serviced by such party: 55 Hudson Yards (from
3/12/20 to 12/31/20) (see Exhibit 34.9)
34.20
KeyBank National Association, as Master Servicer
under the BWAY 2019-1633 securitization, pursuant to which the following
mortgage loans were serviced by such party: 1633 Broadway (from 3/12/20 to
12/31/20)
34.21
KeyBank National Association, as Master Servicer
under the BX 2019-OC11 securitization, pursuant to which the following mortgage
loans were serviced by such party: Bellagio Hotel and Casino (from 3/12/20 to
12/31/20) (see Exhibit 34.20)
34.22
Wells Fargo Bank, National Association, as Master
Servicer under the CGCMT 2019-C7 securitization, pursuant to which the
following mortgage loans were serviced by such party: Giant Anchored Portfolio
(from 3/12/20 to 12/31/20) (see Exhibit 34.3)
34.23
CoreLogic Commercial Real Estate Services, Inc., as
Servicing Function Participant under the CGCMT 2019-C7 securitization, pursuant
to which the following mortgage loans were serviced by such party: Giant
Anchored Portfolio (from 3/12/20 to 12/31/20) (see Exhibit 34.8)
34.24
National Tax Search, LLC, as Servicing Function
Participant under the CGCMT 2019-C7 securitization, pursuant to which the
following mortgage loans were serviced by such party: Giant Anchored Portfolio
(from 3/12/20 to 12/31/20) (see Exhibit 34.9)
34.25
Wells Fargo Bank, National Association, as Special
Servicer under the BAMLL 2020-BOC securitization, pursuant to which the
following mortgage loans were serviced by such party: Bravern Office Commons
(from 3/12/20 to 12/31/20) (see Exhibit 34.3)
34.26
CoreLogic Commercial Real Estate Services, Inc., as
Servicing Function Participant under the BAMLL 2020-BOC securitization,
pursuant to which the following mortgage loans were serviced by such party:
Bravern Office Commons (from 3/12/20 to 12/31/20) (see Exhibit 34.8)
34.27
National Tax Search, LLC, as Servicing Function
Participant under the BAMLL 2020-BOC securitization, pursuant to which the
following mortgage loans were serviced by such party: Bravern Office Commons
(from 3/12/20 to 12/31/20) (see Exhibit 34.9)
34.28
KeyBank National Association, as Special Servicer
under the Benchmark 2020-B16 securitization, pursuant to which the following
mortgage loans were serviced by such party: 560 Mission Street (from 3/12/20 to
12/31/20) (see Exhibit 34.20)
34.29
KeyBank National Association, as Special Servicer
under the BANK 2020-BNK25 securitization, pursuant to which the following
mortgage loans were serviced by such party: 545 Washington Boulevard (from
3/12/20 to 12/31/20) (see Exhibit 34.20)
34.30
Situs Holdings, LLC, as Special Servicer under the
BWAY 2019-1633 securitization, pursuant to which the following mortgage loans
were serviced by such party: 1633 Broadway (from 3/12/20 to 12/31/20)
34.31
Situs Holdings, LLC, as Special Servicer under the
BX 2019-OC11 securitization, pursuant to which the following mortgage loans
were serviced by such party: Bellagio Hotel and Casino (from 3/12/20 to
12/31/20) (see Exhibit 34.30)
34.32
LNR Partners, LLC, as Special Servicer under the
CGCMT 2019-C7 securitization, pursuant to which the following mortgage loans
were serviced by such party: Giant Anchored Portfolio (from 3/12/20 to
12/31/20) (see Exhibit 34.5)
34.33
Wells Fargo Bank, National Association, as
Custodian under the BAMLL 2020-BOC securitization, pursuant to which the
following mortgage loans were serviced by such party: Bravern Office Commons
(from 3/12/20 to 12/31/20) (see Exhibit 34.2)
34.34
Wells Fargo Bank, National Association, as
Custodian under the Benchmark 2020-B16 securitization, pursuant to which the
following mortgage loans were serviced by such party: 560 Mission Street (from
3/12/20 to 12/31/20) (see Exhibit 34.2)
34.35
Wells Fargo Bank, National Association, as
Custodian under the BANK 2020-BNK25 securitization, pursuant to which the
following mortgage loans were serviced by such party: 545 Washington Boulevard
(from 3/12/20 to 12/31/20) (see Exhibit 34.2)
34.36
Wells Fargo Bank, National Association, as
Custodian under the Hudson Yards 2019-55HY securitization, pursuant to which
the following mortgage loans were serviced by such party: 55 Hudson Yards (from
3/12/20 to 12/31/20) (see Exhibit 34.2)
34.37
Wells Fargo Bank, National Association, as
Custodian under the BWAY 2019-1633 securitization, pursuant to which the
following mortgage loans were serviced by such party: 1633 Broadway (from
3/12/20 to 12/31/20) (see Exhibit 34.2)
34.38
Wells Fargo Bank, National Association, as Custodian
under the BX 2019-OC11 securitization, pursuant to which the following mortgage
loans were serviced by such party: Bellagio Hotel and Casino (from 3/12/20 to
12/31/20) (see Exhibit 34.2)
(35). Servicer
compliance statement.
35.1
Wells Fargo Bank, National Association, as
Certificate Administrator
35.2
Wells Fargo Bank, National Association, as
Custodian
35.3 Wells Fargo Bank, National Association, as Master
Servicer
35.4
National Cooperative Bank, N.A., as NCB Master
Servicer
35.5
LNR Partners, LLC, as Special Servicer
35.6
National Cooperative Bank, N.A., as NCB Special
Servicer (see Exhibit 35.4)
35.7
Wells Fargo Bank, National Association, as Master
Servicer under the BAMLL 2020-BOC securitization, pursuant to which the
following mortgage loans were serviced by such party: Bravern Office Commons
(from 3/12/20 to 12/31/20) (see Exhibit 35.3)
35.8
Wells Fargo Bank, National Association, as Master
Servicer under the BANK 2020-BNK25 securitization, pursuant to which the
following mortgage loans were serviced by such party: 545 Washington Boulevard
(from 3/12/20 to 12/31/20) (see Exhibit 35.3)
35.9
Wells Fargo Bank, National Association, as Master Servicer
under the Hudson Yards 2019-55HY securitization, pursuant to which the
following mortgage loans were serviced by such party: 55 Hudson Yards (from
3/12/20 to 12/31/20) (see Exhibit 35.3)
35.10
Wells Fargo Bank, National Association, as Master
Servicer under the CGCMT 2019-C7 securitization, pursuant to which the
following mortgage loans were serviced by such party: Giant Anchored Portfolio
(from 3/12/20 to 12/31/20) (see Exhibit 35.3)
35.11
Wells Fargo Bank, National Association, as Special
Servicer under the BAMLL 2020-BOC securitization, pursuant to which the
following mortgage loans were serviced by such party: Bravern Office Commons
(from 3/12/20 to 12/31/20) (see Exhibit 35.3)
35.12
KeyBank National Association, as Special Servicer
under the Benchmark 2020-B16 securitization, pursuant to which the following
mortgage loans were serviced by such party: 560 Mission Street (from 3/12/20 to
12/31/20)
35.13
KeyBank National Association, as Special Servicer
under the BANK 2020-BNK25 securitization, pursuant to which the following
mortgage loans were serviced by such party: 545 Washington Boulevard (from 3/12/20
to 12/31/20) (see Exhibit 35.12)
35.14
LNR Partners, LLC, as Special Servicer under the
CGCMT 2019-C7 securitization, pursuant to which the following mortgage loans
were serviced by such party: Giant Anchored Portfolio (from 3/12/20 to
12/31/20) (see Exhibit 35.5)
35.15
Wells Fargo Bank, National Association, as
Custodian under the BAMLL 2020-BOC securitization, pursuant to which the
following mortgage loans were serviced by such party: Bravern Office Commons
(from 3/12/20 to 12/31/20) (see Exhibit 35.2)
35.16
Wells Fargo Bank, National Association, as
Custodian under the Benchmark 2020-B16 securitization, pursuant to which the
following mortgage loans were serviced by such party: 560 Mission Street (from
3/12/20 to 12/31/20) (see Exhibit 35.2)
35.17
Wells Fargo Bank, National Association, as
Custodian under the BANK 2020-BNK25 securitization, pursuant to which the
following mortgage loans were serviced by such party: 545 Washington Boulevard
(from 3/12/20 to 12/31/20) (see Exhibit 35.2)
35.18
Wells Fargo Bank, National Association, as
Custodian under the Hudson Yards 2019-55HY securitization, pursuant to which
the following mortgage loans were serviced by such party: 55 Hudson Yards (from
3/12/20 to 12/31/20) (see Exhibit 35.2)
35.19
Wells Fargo Bank, National Association, as
Custodian under the BWAY 2019-1633 securitization, pursuant to which the
following mortgage loans were serviced by such party: 1633 Broadway (from
3/12/20 to 12/31/20) (see Exhibit 35.2)
35.20
Wells Fargo Bank, National Association, as
Custodian under the BX 2019-OC11 securitization, pursuant to which the
following mortgage loans were serviced by such party: Bellagio Hotel and Casino
(from 3/12/20 to 12/31/20) (see Exhibit 35.2)
(99.1)
Mortgage
Loan Purchase Agreement, dated as of March 2, 2020, Morgan Stanley Capital I
Inc. and Morgan Stanley Mortgage Capital Holdings LLC (filed as Exhibit 99.1 to
the registrant's Current Report on Form 8-K filed on March 12, 2020 under SEC
File No. 333-227446-10 and incorporated by reference herein).
(99.2)
Mortgage
Loan Purchase Agreement, dated as of March 2, 2020, between Morgan Stanley
Capital I Inc. and Bank of America, National Association (filed as Exhibit 99.2
to the registrant's Current Report on Form 8-K filed on March 12, 2020 under
SEC File No. 333-227446-10 and incorporated by reference herein).
(99.3)
Mortgage
Loan Purchase Agreement, dated as of March 2, 2020, between Morgan Stanley Capital
I Inc. and Wells Fargo Bank, National Association (filed as Exhibit 99.3 to the
registrant's Current Report on Form 8-K filed on March 12, 2020 under SEC File
No. 333-227446-10 and incorporated by reference herein).
(99.4)
Mortgage
Loan Purchase Agreement, dated as of March 2, 2020, Morgan Stanley Capital I
Inc. and National Cooperative Bank, N.A. (filed as Exhibit 99.4 to the
registrant's Current Report on Form 8-K filed on March 12, 2020 under SEC File
No. 333-227446-10 and incorporated by reference herein).
(99.5)
Agreement
Between Note Holders, dated as of December 19, 2019, by and between Bank of
America, N.A., as initial note holder of note A-1, Bank of America, N.A., as
initial note holder of note A-2, Bank of America, N.A., as initial note holder
of note A-3, and Bank of America, N.A., as initial note holder of note B,
relating to the Bravern Office Commons loan combination (filed as Exhibit 99.5
to the registrant's Current Report on Form 8-K filed on March 12, 2020 under
SEC File No. 333-227446-10 and incorporated by reference herein).
(99.6)
Agreement
Between Noteholders, dated as of January 30, 2020, by and between DBR
Investments Co. Limited, as initial note A-1-1 holder, DBR Investments Co.
Limited, as initial note A-1-2-A holder, DBR Investments Co. Limited, as
initial note A-1-2-B holder, DBR Investments Co. Limited, as initial note A-1-3
holder, DBR Investments Co. Limited, as initial note A-1-4 holder, Bank of
America, N.A. as initial note A-2-A holder, and Bank of America, N.A. as
initial note A-2-B holder, relating to the 560 Mission Street loan combination
(filed as Exhibit 99.6 to the registrant's Current Report on Form 8-K filed on
March 12, 2020 under SEC File No. 333-227446-10 and incorporated by reference
herein).
(99.7)
Agreement
Between Note Holders, dated as of March 12, 2020, by and between Morgan Stanley
Bank, N.A., as initial note A-1 holder, Morgan Stanley Bank, N.A., as initial
note A-2 holder, and Morgan Stanley Mortgage Capital Holdings LLC, as initial
agent, relating to the 200 West 57th Street loan combination (filed as Exhibit
99.7 to the registrant's Current Report on Form 8-K filed on March 12, 2020
under SEC File No. 333-227446-10 and incorporated by reference herein).
(99.8)
Agreement
Between Note Holders, dated as of January 23, 2020, by and between Morgan
Stanley Bank, N.A., as initial note A-1 holder, Morgan Stanley Bank, N.A., as
initial note A-2 holder, Morgan Stanley Bank, N.A., as initial note A-3 holder,
Barclays Capital Real Estate Inc., as initial note A-4 holder, and Morgan
Stanley Mortgage Capital Holdings LLC, as initial agent, relating to the 545
Washington Boulevard loan combination (filed as Exhibit 99.8 to the
registrant's Current Report on Form 8-K filed on March 12, 2020 under SEC File
No. 333-227446-10 and incorporated by reference herein).
(99.9)
Co-Lender
Agreement, dated as of November 21, 2019, by and between Wells Fargo Bank,
National Association, as an initial note A holder, DBR Investments Co. Limited,
as an initial note A holder, Morgan Stanley Bank, National Association, as an
initial note A holder, Wells Fargo Bank, National Association, as initial note
B-1 holder, DBR Investments Co. Limited, as initial B-2 holder, and Morgan
Stanley Bank, National Association, as initial note B-3 holder, relating to the
55 Hudson Yards loan combination (filed as Exhibit 99.9 to the registrant's
Current Report on Form 8-K filed on March 12, 2020 under SEC File No.
333-227446-10 and incorporated by reference herein).
(99.10)
Co-Lender
Agreement, dated as of December 20, 2019, by and among Goldman Sachs Bank USA,
as initial note A-1-S-1 holder, initial note A-1-C-1 - A-1-C-7 holder and
initial note B-1 holder, DBR Investments Co. Limited, as initial note A-2-S-1
holder, initial note A-2-C-1 - A-2-C-7 holder and initial note B-2 holder,
JPMorgan Chase Bank, National Association, as initial note A-3-S-1 holder,
initial note A-3-C-1 - A-3-C-7 holder and initial note B-3 holder, and Wells
Fargo Bank, National Association, as initial note A-4-S-1 holder, initial note
A-4-C-1 - A-4-C-7 holder and initial note B-4 holder, relating to the 1633
Broadway loan combination (filed as Exhibit 99.10 to the registrant's Current
Report on Form 8-K filed on March 12, 2020 under SEC File No. 333-227446-10 and
incorporated by reference herein).
(99.11)
Agreement
Between Note Holders, dated as of December 9, 2019, by and between Morgan
Stanley Bank, N.A., as initial note A-1-S1 holder, initial note A-1-S2 holder,
initial note A-1-RL holder, initial note A-1-C1 holder, initial note A-1-C2
holder, initial note A-1-C3 holder, initial note A-1-C4 holder, initial note
A-1-C5 holder, initial note B-1-S1 holder, initial note B-1-RL holder and
initial note C-1-S holder, Citi Real Estate Funding, Inc., as initial note
A-2-S1 holder, initial note A-2-S2 holder, initial note A-2-RL holder, initial
note A-2-C1 holder, initial note A-2-C2 holder, initial note A-2-C3 holder,
initial note A-2-C4 holder, initial note A-2-C5 holder, initial note B-2-S
holder, initial note B-2-RL holder and initial note C-2-S holder, and JPMorgan
Chase Bank, National Association, as initial note A-3-S1 holder, initial note
A-3-S2 holder, initial note A-3-RL holder, initial note A-3-C1 holder, initial
note A-3-C2 holder, initial note A-3-C3 holder, initial note A-3-C4 holder,
initial note A-3-C5 holder, initial note B-3-S holder, initial note B-3-RL
holder and initial note C-3-S holder, relating to the Bellagio Hotel and Casino
loan combination (filed as Exhibit 99.11 to the registrant's Current Report on
Form 8-K filed on March 12, 2020 under SEC File No. 333-227446-10 and
incorporated by reference herein).
(99.12)
Agreement
Between Note Holders, dated as of November 26, 2019, by and between Citi Real
Estate Funding Inc., as initial note A-1-A holder, Citi Real Estate Funding
Inc., as initial note A-1-B holder, Wells Fargo Bank, National Association, as
initial A-2-A holder, and Wells Fargo Bank, National Association, as initial
A-2-B holder, relating to the Giant Anchored Portfolio loan combination (filed
as Exhibit 99.12 to the registrant's Current Report on Form 8-K filed on March
12, 2020 under SEC File No. 333-227446-10 and incorporated by reference
herein).
(b)
See (a) above.
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.
Morgan
Stanley Capital I Inc.
By:
/s/ Jane Lam
Jane
Lam, Director and President
(senior
officer in charge of securitization of the depositor)