UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K/A
(Amendment No. 1)
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, 2012
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: 333-165147-05
J.P. Morgan Chase Commercial Mortgage Securities Trust 2012-LC9
(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
Ladder Capital Finance LLC
(exact namenames of the sponsorsponsors as specified in its charter)
their charters) New York 38-3895993
(State or other jurisdiction of 38-3895994
incorporation or organization) 38-7064544
(I.R.S. Employer
Identification No.)
c/o Wells Fargo Bank, National Association
N.A. 9062 Old Annapolis Road
Columbia, MD 21045
(Address of principal executive (Zip Code)
offices)
   Telephone Registrant's telephone number, including area code: (410) 884-2000
(212) 272-6858 Securities registered pursuant to Section 12(b) of the Act:
    NONE.
None. Securities registered pursuant to Section 12(g) of the Act:
    NONE.
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 purposeWest County Center Mortgage Loan, which constituted approximately 12.1% of this Amendment No. 1the 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 West County Center Mortgage Loan and one other pari passu loan, which is not an asset of the issuing entity. This loan combination, including the West County Center Mortgage Loan, is being serviced and administered pursuant to ourthe Pooling and Servicing Agreement, which is incorporated by reference as Exhibit 4 to this Annual Report on Form 10-K for the fiscal year ended December 31, 2012 as filed with the Securities and Exchange Commission on March 28, 2013 (the “Original Form 10-K”) is (i) to file a revised Report of Assessment of Compliance with Servicing Criteria for Wells Fargo Bank, National Association, as Custodian, dated August 12, 2013, as a replacement to the Report of Assessment of Compliance with Servicing Criteria filed as Exhibit 33.6 to the Original Form 10-K, and (ii) to file a revised Attestation Report on Assessment of Compliance with Servicing Criteria for Wells Fargo Bank, National Association, as Custodian, as a replacement to the Attestation Report on Assessment of Compliance with Servicing Criteria filed as Exhibit 34.6 to the Original Form 10-K, each such replacement being made as a result of receipt by the depositor of a letter, dated August 13, 2013, from the Corporate Trust Services Division of Wells Fargo Bank, National Association, a copy of which is filed as Exhibit 99.3 hereto, notifying the depositor of the revised reports and providing certain explanatory information related to those reports and certain reports previously delivered by Wells Fargo Bank, National Association, as Custodian.
10-K. 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 West County Center mortgage loan (loanMortgage Loan (Loan #1 on Annex A-1 to the Prospectus Supplement of the registrant relating to the issuing entity filed on December 18, 2012)2012 pursuant to Rule 424(b)(5)) constitutes a significant obligor within the meaning of Item 1101(k)(2) of Regulation AB, as disclosed in the Prospectus Supplement. In accordance with Item 1112(b)(1) of Regulation AB, the most recent unaudited net operating income of the significant obligor was $22,394,337.74 for the 2012 calendar year is $22,698,023.67.
twelve-month period ended December 31, 2013. Item 1114(b)(2) of Regulation AB, Significant Enhancement Provider Financial Information.
No entity or group of affiliated entities provides any external credit enhancement or other support for the certificates within this transaction as described under Item 1114 (a) of Regulation AB.
Item 1115(b) of Regulation AB, Certain Derivatives Instruments (Financial Information).
No entity or group of affiliated entities provides any derivative instruments or other support for the certificates within this transaction as described under Item 1115 of Regulation AB.
Item 1117 of Regulation AB, Legal Proceedings.
The registrant knows of no material pending legal proceedings involving the Trust and all parties related to such Trust, that are materialother than routine litigation incidental to security holders.
the duties of those respective parties. Item 1119 of Regulation AB, Affiliations and Certain Relationships and Related Transactions.
The information regarding this Itemitem has been previously filedprovided in a 424(b)(5) filing datedProspectus Supplement of the registrant relating to the issuing entity filed on December 18, 2012.
2012 pursuant to Rule 424(b)(5). Item 1122 of Regulation AB, Compliance with Applicable Servicing Criteria.
The reports on assessment of compliance with the servicing criteria for asset-backed securities and the related attestation reports on such assessments of compliance are attached hereto under Item 15. Attached as Exhibit AA to the Pooling and Servicing Agreement incorporated by reference as Exhibit 4.14 to this reportAnnual 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 following material instances of noncompliance were reported by the Corporate Trust Services Division of Wells Fargo Bank, National Association (“Wells Fargo Bank”) in its reports attached hereto as Exhibit 33.4 and Exhibit 33.5 under Item 15:
The assessment of compliance with applicable servicing criteria for the twelve months ended December 31, 2012, furnished pursuant to Item 1122 of Regulation AB by the Corporate Trust Services Division of Wells Fargo Bank for its platform, discloses that material instances of noncompliance occurred with respect to the servicing criteria described in Items 1122(d)(3)(i)(B) and 1122(d)(3)(ii) of Regulation AB.
There were no instances of noncompliance for the transaction to which this Form 10-K relates that led to Wells Fargo Bank’s determination that there were material instances of noncompliance at the platform level.
Schedule A
Material Instances of Noncompliance by Wells Fargo Bank
Wells Fargo Bank’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, 2012 and for the Period, disclosed that material instances of noncompliance occurred with respect to the servicing criteria set forth in both of Items 1122(d)(3)(i)(B) and 1122(d)(3)(ii), as follows:
* With respect to servicing criterion 1122(d)(3)(i)(B), certain reports to investors did not provide information calculated in accordance with the terms specified in the transaction agreements.
* With respect to servicing criterion 1122(d)(3)(ii), certain amounts due to investors were not allocated and remitted in accordance with timeframes, distribution priority and other terms set forth in the transaction agreements.
Schedule B
Wells Fargo Bank’s Discussion of Material Instances of Noncompliance by Wells Fargo Bank
Disclosure: During the Period, Wells Fargo Bank identified Payment Errors (as defined below) and Reporting Errors (as defined below) on certain residential mortgage-backed securities ("RMBS") transactions in the Platform. Although no individually identified error, in and of itself, was found to be material to the Platform, when the errors were considered in the aggregate, Management determined that, for Platform purposes, there were material instances of noncompliance with respect to both Items 1122(d)(3)(i)(B) and 1122(d)(3)(ii) of Regulation AB.
For purposes of this Schedule B, the term "Payment Errors" means the identified payment errors that occurred during the Period and that, when considered in the aggregate, led to Wells Fargo Bank’s determination that there was a material instance of noncompliance for the Platform with respect to Item 1122(d)(3)(i)(B) of Regulation AB. For purposes of this Schedule B, the term "Reporting Errors" means the identified reporting errors that occurred during the Period and that, when considered in the aggregate, led to Wells Fargo Bank’s determination that there was a material instance of noncompliance for the Platform with respect to Item 1122(d)(3)(ii) of Regulation AB.
The identified Payment Errors and Reporting Errors on such RMBS transactions were attributable to certain failures in processes relating to waterfall calculations and reporting that, although adapted over time, still insufficiently addressed the impact of the unprecedented levels of collateral degradation in RMBS transactions on the calculation of principal and interest
payments and losses and associated investor reporting.
Scope of the Material Instances of Noncompliance: The identified Payment Errors and Reporting Errors that led to Wells Fargo Bank’s determination that material instances of noncompliance with respect to the Platform had occurred were limited to certain RMBS transactions in the Platform. There were no identified Payment Errors or Reporting Errors for non-RMBS transactions in the Platform which contributed to Wells Fargo Bank’s determination that there were material instances of noncompliance for the Platform. In some instances, the identified Payment Errors which contributed to Wells Fargo Bank’s determination that there were material instances of noncompliance for the Platform were also considered material to the transactions on which they occurred. None of the identified Reporting Errors which contributed to Wells Fargo Bank’s determination that there were material instances of noncompliance for the Platform were considered material for a particular transaction. For all transactions in the Platform (including RMBS transactions with identified Payment Errors and Reporting Errors), Wells Fargo Bank delivered an Item 1123 certification to the extent it was required to do so pursuant to the requirements of the applicable transaction documents and Regulation AB. Where there was an identified Payment Error that was considered material for an individual transaction, the Item 1123 certification included a description of the nature and scope of such error.
Remediation: Appropriate actions have been taken or are in the process of being taken to remediate the identified Payment Errors and Reporting Errors that led to Wells Fargo Bank’s determination that material instances of noncompliance with respect to the Platform had occurred. Further, adjustments have been or will be made to the waterfall calculations and other operational processes and quality control measures applied to the RMBS transactions in the Platform to minimize the risk of future payment and reporting errors.
Item 1123 of Regulation AB, Servicer Compliance Statement.
The servicer compliance statements are attached hereto under Item 15.
as Exhibits to this Annual Report on Form 10-K. Part IV
Item 15. Exhibits, Financial Statement Schedules.
(a) Exhibits.
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 December 1, 2012, among J.P. Morgan Chase Commercial Mortgage Securities Corp., as depositor, Midland Loan Services, a Division of PNC Bank, National Association, as master servicer, Rialto Capital Advisors, LLC, as special servicer, Wells Fargo Bank, National Association, as certificate administrator and as trustee, and Pentalpha Surveillance LLC, as senior trust advisor (filed as Exhibit 4.1 to the registrant's Current Report on Form 8-K, filed on December 21, 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 Midland Loan Services, a Division of PNC Bank, National Association as Master Servicer (filed as Exhibit 33.1 to the Original Form 10-K and incorporated by reference herein)
          33.2 Pentalpha Surveillance LLC as Senior Trust Advisor (filed as Exhibit 33.2 to the Original Form 10-K and incorporated by reference herein)
          33.3 Rialto Capital Advisors, LLC as Special Servicer (filed as Exhibit 33.3 to the Original Form 10-K and incorporated by reference herein)
          33.4 Wells Fargo Bank, National Association as Trustee (filed as Exhibit 33.4 to the Original Form 10-K and incorporated by reference herein)
          33.5 Wells Fargo Bank, National Association as Certificate Administrator (filed as Exhibit 33.5 to the Original Form 10-K and incorporated by reference herein)
          33.6 Wells Fargo Bank, National Association as Custodian
33.1 Midland Loan Services, a Division of PNC Bank, National Association, as Primary Servicer for the West County Center Mortgage Loan (see Exhibit 33.2) 33.2 Midland Loan Services, a Division of PNC Bank, National Association, as Master Servicer 33.3 Pentalpha Surveillance LLC, as Senior Trust Advisor 33.4 Pentalpha Surveillance LLC, as Senior Trust Advisor for the West County Center Mortgage Loan (see Exhibit 33.3) 33.5 Rialto Capital Advisors, as Special Servicer 33.6 Rialto Capital Advisors, as Special Servicer for the West County Center Mortgage Loan (see Exhibit 33.5) 33.7 Wells Fargo Bank, National Association, as Trustee and Certificate Administrator 33.8 Wells Fargo Bank, National Association, as Custodian 33.9 Wells Fargo Bank, National Association, as Custodian for the West County Center Mortgage Loan (see Exhibit 33.8) 33.10 Wells Fargo Bank, National Association, as Trustee and Certificate Administrator for the West County Center Mortgage Loan (see Exhibit 33.7)
(34) Attestation reports on assessment of compliance with servicing criteria for asset-backed securities.
          34.1 Midland Loan Services, a Division of PNC Bank, National Association as Master Servicer (filed as Exhibit 34.1 to the Original Form 10-K and incorporated by reference herein)
          34.2 Pentalpha Surveillance LLC as Senior Trust Advisor (filed as Exhibit 34.2 to the Original Form 10-K and incorporated by reference herein)
          34.3 Rialto Capital Advisors, LLC as Special Servicer (filed as Exhibit 34.3 to the Original Form 10-K and incorporated by reference herein)
          34.4 Wells Fargo Bank, National Association as Trustee (filed as Exhibit 34.4 to the Original Form 10-K and incorporated by reference herein)
          34.5 Wells Fargo Bank, National Association as Certificate Administrator (filed as Exhibit 34.5 to the Original Form 10-K and incorporated by reference herein)
          34.6 Wells Fargo Bank, National Association as Custodian
34.1 Midland Loan Services, a Division of PNC Bank, National Association, as Primary Servicer for the West County Center Mortgage Loan (see Exhibit 34.2) 34.2 Midland Loan Services, a Division of PNC Bank, National Association, as Master Servicer 34.3 Pentalpha Surveillance LLC, as Senior Trust Advisor 34.4 Pentalpha Surveillance LLC, as Senior Trust Advisor for the West County Center Mortgage Loan (see Exhibit 34.3) 34.5 Rialto Capital Advisors, as Special Servicer 34.6 Rialto Capital Advisors, as Special Servicer for the West County Center Mortgage Loan (see Exhibit 34.5) 34.7 Wells Fargo Bank, National Association, as Trustee and Certificate Administrator 34.8 Wells Fargo Bank, National Association, as Custodian 34.9 Wells Fargo Bank, National Association, as Custodian for the West County Center Mortgage Loan (see Exhibit 34.8) 34.10 Wells Fargo Bank, National Association, as Trustee and Certificate Administrator for the West County Center Mortgage Loan (see Exhibit 34.7)
(35) Servicer compliance statement.
          35.1 Midland Loan Services, a Division of PNC Bank, National Association as Master Servicer (filed as Exhibit 35.1 to the Original Form 10-K and incorporated by reference herein)
          35.2 Rialto Capital Advisors, LLC as Special Servicer (filed as Exhibit 35.2 to the Original Form 10-K and incorporated by reference herein)
          35.3 Wells Fargo Bank, National Association as Trustee (filed as Exhibit 35.3 to the Original Form 10-K and incorporated by reference herein)
          35.4 Wells Fargo Bank, National Association as Certificate Administrator (filed as Exhibit 35.4 to the Original Form 10-K and incorporated by reference herein)
35.1 Midland Loan Services, a Division of PNC Bank, National Association, as Primary Servicer for the West County Center Mortgage Loan (see Exhibit 35.2) 35.2 Midland Loan Services, a Division of PNC Bank, National Association, as Master Servicer 35.3 Rialto Capital Advisors, as Special Servicer 35.4 Rialto Capital Advisors, as Special Servicer for the West County Center Mortgage Loan (see Exhibit 35.3) 35.5 Wells Fargo Bank, National Association, as Certificate Administrator 35.6 Wells Fargo Bank, National Association, as Certificate Administrator for the West County Center Mortgage Loan (see Exhibit 35.5)
(99.1) Mortgage Loan Purchase Agreement, dated as of December 21, 2012, 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 Form 8-K filed on December 21, 2012 and incorporated by reference herein).
(99.2) Mortgage Loan Purchase Agreement, dated as of December 21, 2012, betweenamong Ladder Capital Finance LLC, Ladder Capital Finance Holdings LLLP and J.P. Morgan Chase Commercial Mortgage Securities Corp., relating to the mortgage loans sold to the depositor by JPMorgan Chase Bank, National AssociationLadder Capital Finance LLC (filed as Exhibit 99.2 to Form 8-K filed on December 21, 2012 and incorporated by reference herein).
          (99.3) Letter dated August 13, 2013 from the Corporate Trust Services Division of Wells Fargo Bank, National Association as Custodian to the depositor regarding Compliance with Applicable Servicing Criteria for Asset-backed Securities by Wells Fargo Bank, National Association as Custodian.
(b) See Item 15(a) above.
(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/ /s/ Brian Baker
Brian Baker, President and Chief Executive Officer
(senior (senior officer in charge of securitization of the depositor)
Date: September 9, 2013
March 28, 2014 Exhibit Index
Exhibit No.
(4) Pooling and Servicing Agreement, dated as of December 1, 2012, among J.P. Morgan Chase Commercial Mortgage Securities Corp., as depositor, Midland Loan Services, a Division of PNC Bank, National Association, as master servicer, Rialto Capital Advisors, LLC, as special servicer, Wells Fargo Bank, National Association, as certificate administrator and as trustee, and Pentalpha Surveillance LLC, as senior trust advisor (filed as Exhibit 4.1 to the registrant's Current Report on Form 8-K, filed on December 21, 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 Midland Loan Services, a Division of PNC Bank, National Association as Master Servicer (filed as Exhibit 33.1 to the Original Form 10-K and incorporated by reference herein)
          33.2 Pentalpha Surveillance LLC as Senior Trust Advisor (filed as Exhibit 33.2 to the Original Form 10-K and incorporated by reference herein)
          33.3 Rialto Capital Advisors, LLC as Special Servicer (filed as Exhibit 33.3 to the Original Form 10-K and incorporated by reference herein)
          33.4 Wells Fargo Bank, National Association as Trustee (filed as Exhibit 33.4 to the Original Form 10-K and incorporated by reference herein)
          33.5 Wells Fargo Bank, National Association as Certificate Administrator (filed as Exhibit 33.5 to the Original Form 10-K and incorporated by reference herein)
          33.6 Wells Fargo Bank, National Association as Custodian
33.1 Midland Loan Services, a Division of PNC Bank, National Association, as Primary Servicer for the West County Center Mortgage Loan (see Exhibit 33.2) 33.2 Midland Loan Services, a Division of PNC Bank, National Association, as Master Servicer 33.3 Pentalpha Surveillance LLC, as Senior Trust Advisor 33.4 Pentalpha Surveillance LLC, as Senior Trust Advisor for the West County Center Mortgage Loan (see Exhibit 33.3) 33.5 Rialto Capital Advisors, as Special Servicer 33.6 Rialto Capital Advisors, as Special Servicer for the West County Center Mortgage Loan (see Exhibit 33.5) 33.7 Wells Fargo Bank, National Association, as Trustee and Certificate Administrator 33.8 Wells Fargo Bank, National Association, as Custodian 33.9 Wells Fargo Bank, National Association, as Custodian for the West County Center Mortgage Loan (see Exhibit 33.8) 33.10 Wells Fargo Bank, National Association, as Trustee and Certificate Administrator for the West County Center Mortgage Loan (see Exhibit 33.7)
(34) Attestation reports on assessment of compliance with servicing
criteria for asset-backed securities.
          34.1 Midland Loan Services, a Division of PNC Bank, National Association as Master Servicer (filed as Exhibit 34.1 to the Original Form 10-K and incorporated by reference herein)
          34.2 Pentalpha Surveillance LLC as Senior Trust Advisor (filed as Exhibit 34.2 to the Original Form 10-K and incorporated by reference herein)
          34.3 Rialto Capital Advisors, LLC as Special Servicer (filed as Exhibit 34.3 to the Original Form 10-K and incorporated by reference herein)
          34.4 Wells Fargo Bank, National Association as Trustee (filed as Exhibit 34.4 to the Original Form 10-K and incorporated by reference herein)
          34.5 Wells Fargo Bank, National Association as Certificate Administrator (filed as Exhibit 34.5 to the Original Form 10-K and incorporated by reference herein)
          34.6 Wells Fargo Bank, National Association as Custodian
34.1 Midland Loan Services, a Division of PNC Bank, National Association, as Primary Servicer for the West County Center Mortgage Loan (see Exhibit 34.2) 34.2 Midland Loan Services, a Division of PNC Bank, National Association, as Master Servicer 34.3 Pentalpha Surveillance LLC, as Senior Trust Advisor 34.4 Pentalpha Surveillance LLC, as Senior Trust Advisor for the West County Center Mortgage Loan (see Exhibit 34.3) 34.5 Rialto Capital Advisors, as Special Servicer 34.6 Rialto Capital Advisors, as Special Servicer for the West County Center Mortgage Loan (see Exhibit 34.5) 34.7 Wells Fargo Bank, National Association, as Trustee and Certificate Administrator 34.8 Wells Fargo Bank, National Association, as Custodian 34.9 Wells Fargo Bank, National Association, as Custodian for the West County Center Mortgage Loan (see Exhibit 34.8) 34.10 Wells Fargo Bank, National Association, as Trustee and Certificate Administrator for the West County Center Mortgage Loan (see Exhibit 34.7)
(35) Servicer compliance statement.
          35.1 Midland Loan Services, a Division of PNC Bank, National Association as Master Servicer (filed as Exhibit 35.1 to the Original Form 10-K and incorporated by reference herein)
          35.2 Rialto Capital Advisors, LLC as Special Servicer (filed as Exhibit 35.2 to the Original Form 10-K and incorporated by reference herein)
          35.3 Wells Fargo Bank, National Association as Trustee (filed as Exhibit 35.3 to the Original Form 10-K and incorporated by reference herein)
          35.4 Wells Fargo Bank, National Association as Certificate Administrator (filed as Exhibit 35.4 to the Original Form 10-K and incorporated by reference herein)
35.1 Midland Loan Services, a Division of PNC Bank, National Association, as Primary Servicer for the West County Center Mortgage Loan (see Exhibit 35.2) 35.2 Midland Loan Services, a Division of PNC Bank, National Association, as Master Servicer 35.3 Rialto Capital Advisors, as Special Servicer 35.4 Rialto Capital Advisors, as Special Servicer for the West County Center Mortgage Loan (see Exhibit 35.3) 35.5 Wells Fargo Bank, National Association, as Certificate Administrator 35.6 Wells Fargo Bank, National Association, as Certificate Administrator for the West County Center Mortgage Loan (see Exhibit 35.5)
(99.1) Mortgage Loan Purchase Agreement, dated as of December 21, 2012, 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 Form 8-K filed on December 21, 2012 and incorporated by reference herein).
(99.2) Mortgage Loan Purchase Agreement, dated as of December 21, 2012, betweenamong Ladder Capital Finance LLC, Ladder Capital Finance Holdings LLLP and J.P. Morgan Chase Commercial Mortgage Securities Corp., relating to the mortgage loans sold to the depositor by JPMorgan Chase Bank, National AssociationLadder Capital Finance LLC (filed as Exhibit 99.2 to Form 8-K filed on December 21, 2012 and incorporated by reference herein).
   (99.3) Letter dated August 13, 2013 from the Corporate Trust Services Division of Wells Fargo Bank, National Association as Custodian to the depositor regarding Compliance with Applicable Servicing Criteria for Asset-backed Securities by Wells Fargo Bank, National Association as Custodian.