UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON,Washington, D.C. 20549
FORM 10‑K/A10-K
(Amendment No. 1)Mark One)
(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, 20152016ORor
// / TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from _____ to
_____
Commission file number of the issuing entity:333-172366-03
Central Index Key Number of the issuing entity:0001553817
WFRBS Commercial Mortgage Trust 2012-C8
(exact name of the issuing entity as specified in its charter)
Central Index Key Number of the depositor: 0000850779
Wells Fargo Commercial Mortgage Securities, Inc.
(exact name of the depositor 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: 0000729153
The Royal Bank of Scotland plc
(exact name of the sponsor as specified in its charter)
Central Index Key Number of the sponsor: 0001555501
Liberty Island Group I LLC
(exact name of the sponsor as specified in its charter)
Central Index Key Number of the sponsor: 0001541214
C-III Commercial Mortgage LLC
(exact name of the sponsor as specified in its charter)
Central Index Key Number of the sponsor: 0001542105
Basis Real Estate Capital II, LLC
(exact name of the sponsor as specified in its charter)
Central Index Key Number of the sponsor: 0001541615
RBS Financial Products Inc.
(exact name of the sponsor as specified in its charter)
New York the issuing entity) | 38-3880099 38-3880100 38-3880101 38-7047698 (I.R.S. Employer Identification Numbers) |
c/o Wells Fargo Bank, National Association
as Certificate Administrator
9062 Old Annapolis Road
Columbia, MD
(Address of principal executive offices of the issuing entity)
21045
21045
(Zip Code)
Registrant’s telephone number, including area code:
(704) 374-6161
Securities registered pursuant to Section 12(b) of the Act: None.
Securities registered pursuant to Section 12(g) of the Act: None.
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. / / Yes /X/ /X/ No
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. / / Yes /X/ /X/ No
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. /X/ /X/ Yes / /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 definitions of “large accelerated filer”, “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer / / Accelerated filer / /
Non-accelerated filer /X/ (Do not check if a smaller reporting company) Smaller reporting company / /
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). / / Yes /X/ /X/ No
State the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was last sold, or the average bid and asked price of such common equity, as of the last business day of the registrant’s most recently completed second fiscal quarter.
Not applicable.
Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Section 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. / / Yes / /No
Not applicable.
Indicate the number of shares outstanding of each of the registrant’s classes of common stock, as of the latest practicable date.
Not applicable.
DOCUMENTS INCORPORATED BY REFERENCE
List hereunder the following documents if incorporated by reference and the Part of the Form 10-K (e.g., Part I, Part II, etc.) into which the document is incorporated: (1)Any annual report to security holders; (2) Any proxy or information statement; and (3)Any prospectus filed pursuant to Rule 424(b) or (c) under the Securities Act of 1933. The listed documents should be clearly described for identification purposes (e.g., annual report to security holders for fiscal year ended December 24, 1980).
Not applicable.
EXPLANATORY NOTE
The purpose100 Church Street Mortgage Loan, which constituted approximately 11.5% of the asset pool of the issuing entity as of its cut-off date, is an asset of the issuing entity and is part of a loan combination that includes the 100 Church Street Mortgage Loan which is an asset of the issuing entity and one other pari passu loan, which is not an asset of the issuing entity. This loan combination, including the 100 Church Street Mortgage Loan, is being serviced and administered pursuant to the Pooling and Servicing Agreement, which is incorporated by reference as Exhibit 4.1 to this Amendment No. 1Annual Report on Form 10-K. Wells Fargo Bank, National Association is the master servicer under the Pooling and Servicing Agreement. The responsibilities of Wells Fargo Bank, National Association, as primary servicer of the loan combination with respect to the issuing entity, are subsumed within its responsibilities as master servicer under the Pooling and Servicing Agreement. Thus, the servicer compliance statement provided by Wells Fargo Bank, National Association, as master servicer under the Pooling and Servicing Agreement, encompasses its roles as both master servicer and primary servicer with respect to the loan combination.
The Exhibit Index describes exhibits provided by certain parties (in their capacities indicated on the Exhibit Index) with respect to the Northridge Fashion Center Mortgage Loan and the Town Center at Cobb Mortgage Loan, which constituted approximately 6.9% and 5.4%, respectively, of the asset pool of the issuing entity as of its cut-off date. The Northridge Fashion Center Mortgage Loan and the Town Center at Cobb Mortgage Loan are each an asset of the issuing entity and are each part of a loan combination that includes the Northridge Fashion Center Mortgage Loan or the Town Center at Cobb Mortgage Loan and one other pari passu loan, which is not an asset of the issuing entity. The other pari passu portion of each loan combination was securitized in the WFRBS Commercial Mortgage Trust 2012-C7 transaction, Commission File Number 333-177891-01 (the “Amendment”“WFRBS 2012-C7 Transaction”). These loan combinations, including the Northridge Fashion Center Mortgage Loan and the Town Center at Cobb Mortgage Loan, are being serviced and administered pursuant to ourthe pooling and servicing agreement for the WFRBS 2012-C7 Transaction, which is incorporated by reference as Exhibit 4.2 to this Annual Report on Form 10-K. Wells Fargo Bank, National Association is the master servicer under the pooling and servicing agreement for the WFRBS 2012-C7 Transaction. The responsibilities of Wells Fargo Bank, National Association, as primary servicer of these loan combinations with respect to the issuing entity, are subsumed within its responsibilities as master servicer under the pooling and servicing agreement for the WFRBS 2012-C7 Transaction. Thus, the servicer compliance statement provided by Wells Fargo Bank, National Association, as master servicer under such pooling and servicing agreement, encompasses its roles as both master servicer and primary servicer with respect to these loan combinations.
Wells Fargo Bank, National Association is the master servicer and the certificate administrator of the mortgage loans serviced under the Pooling and Servicing Agreement and the primary servicer and certificate administrator of the Northridge Fashion Center Mortgage Loan and the Town Center at Cobb Mortgage Loan. These mortgage loans, in the aggregate, constituted more than 10% of the asset pool of the issuing entity as of its cut‑off date. Thus, Wells Fargo Bank, National Association, in the capacities described above, is a “servicer,” as defined in Item 1108(a)(2)(iii) of Regulation AB, with respect to these mortgage loans. The assessments of compliance with applicable servicing criteria, accountants’ attestation reports and servicer compliance statements delivered by Wells Fargo, National Association in the capacities described above are listed in the Exhibit Index.
Torchlight Loan Services, LLC is the special servicer of the Northridge Fashion Center Mortgage Loan and the Town Center at Cobb Mortgage Loan. As a result, Torchlight Loan Services, LLC is a “servicer” as defined in Item 1108(a)(2)(iii) of Regulation AB, in the capacities described above, because it is servicing mortgage loans that constituted 10% or more of the assets of the issuing entity as of its cut-off date. The assessments of compliance with applicable servicing criteria, accountants’ attestation reports and servicer compliance statements delivered by Torchlight Loan Services, LLC in the capacities described above are listed in the Exhibit Index.
This Annual Report on Form 10-K for the fiscal year ended December 31, 2015 filedincludes assessments of compliance with the Securitiesapplicable servicing criteria and Exchange Commission on March 25, 2016 (the “Original Form 10-K”) is to file an amended Report on Assessment of Compliance foraccountants’ attestation reports from CoreLogic Commercial Real Estate Services, Inc., as and National Tax Search, LLC. These entities were engaged by the master servicer under the Pooling and Servicing Function Participant, dated February 4, 2016 as a replacement to the Report on Assessment of Compliance filed as Exhibit 33.7 of the Exhibits, Financial Statement Schedules under Item 15 to the Original Form 10-K, and to update the disclosureAgreement (except with respect to Deutsche Bank Trust Company Americas filedthose mortgage loans for which Prudential Asset Resources, Inc. is the primary servicer) and the primary servicer of the Northridge Fashion Center Mortgage Loan and the primary servicer of the Town Center at Cobb Mortgage Loan to remit tax payments received from the escrow accounts of borrowers to local taxing authorities, to report tax amounts due, to verify tax parcel information, and to verify non-escrow tax payments. These servicing functions are included within the servicing criteria set forth in Items 1122(d)(4)(xi) and 1122(d)(4)(xii) of Regulation AB. Therefore, under the principles-based definition of “servicer” set forth in Item 11171101(j) of Regulation AB that looks to the Original Form 10-K to accountfunctions that an entity performs, these vendors are “servicers” for eventsthe purposes of Item 1122 of Regulation AB. See Compliance and Disclosure Interpretations, Section 301.01 (Item 1101(j)).
PART I
Item 1. Business.
Omitted.
Item 1A. Risk Factors.
Omitted.
Item 1B. Unresolved Staff Comments.
None.
Item 2. Properties.
Omitted.
Item 3. Legal Proceedings.
Omitted.
Item 4. Mine Safety Disclosures.
Not applicable.
PART II
Item 5. Market for which notice was received subsequent to the filingRegistrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of the Original Form 10-K. Due to an errorEquity 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 table formatting, Appendix Aand 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 Exhibit 33.7 to the Original Form 10-K did not clearly identify which servicing criteria were applicable or inapplicable. The amended Exhibit 33.7 included in this Amendment clearly identifies which servicing criteria are applicableCertain Beneficial Owners and which are inapplicable.Management and Related Stockholder Matters.
Omitted.
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Item 13. Certain Relationships and Related Transactions, and Director Independence.
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Omitted.
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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 100 Church Street Mortgage Loan (Mortgage Loan Number 1 on Annex A-1 of the prospectus supplement of the registrant relating to the issuing entity filed on July 31, 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) of Regulation AB, the most recent unaudited net operating income of the significant obligor was $24,177,389.00$24,146,088.00 for the twelve- month period ended December 31, 2015.2016.
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 proceeding involving the trust or any party related to the trust, other than routine litigation incidental to the duties of those respective parties, and the following with respect to Deutsche Bank Trust Company Americas as trustee,Trustee and Wells Fargo Bank, National Association as certificate administratorCertificate Administrator and custodian:as Custodian.
Deutsche Bank Trust Company Americas (“DBTCA”) and Deutsche Bank National Trust Company (“DBNTC”) have been sued by investors in civil litigation concerning their role as trustees of certain RMBS trusts.
On June 18, 2014, a group of investors, including funds managed by Blackrock Advisors, LLC, PIMCO-Advisors, L.P., and others, filed a derivative action against Deutsche Bank Trust Company Americas (“DBTCA”)DBNTC and Deutsche Bank National Trust Company (“DBNTC”)DBTCA in New York State Supreme Court purportedly on behalf of and for the benefit of 544 private-label RMBS trusts asserting claims for alleged violations of the U.S. Trust Indenture Act of 1939 (TIA), breach of contract, breach of fiduciary duty and negligence based on DBNTC and DBTCA’s alleged failure to perform their duties as trustees for the trusts. Plaintiffs subsequently dismissed their state court complaint and filed a derivative and class action complaint in the U.S. District Court for the Southern District of New York on behalf of and for the benefit of 564 private-label RMBS trusts, which substantially overlapped with the trusts at issue in the state court action. The complaint alleges that the trusts at issue have suffered total realized collateral losses of U.S. $89.4 billion, but the complaint does not include a demand for money damages in a sum certain. DBNTC and DBTCA filed a motion to dismiss, and on January 19, 2016, the court partially granted the motion on procedural grounds: as to the 500 trusts that are governed by Pooling and Servicing Agreements, the court declined to exercise jurisdiction. The court did not rule on substantive defenses asserted in the motion to dismiss as to the 64 trusts formed under indentures for which it retained jurisdiction. Instead, the court ordered plaintiffs to file an amended complaint as to those indenture trusts.dismiss. On February 23,March 22, 2016, plaintiffs filed an amended complaint as toin federal court. In the amended complaint, in connection with 62 trusts governed by indenture agreements, plaintiffs assert claims for breach of contract, violation of the 64 indentureTIA, breach of fiduciary duty, and breach of duty to avoid conflicts of interest. The amended complaint alleges that the trusts includedat issue have suffered total realized collateral losses of U.S. $9.8 billion, but the complaint does not include a demand for money damages in the original U.S. District Court complaint.a sum certain. On July 15, 2016, DBNTC and DBTCA will have an opportunityfiled a motion to file new defensive motionsdismiss the amended complaint. On January 23, 2017, the court granted in part and denied in part DBNTC and DBTCA’s motion to dismiss. The court granted the motion to dismiss with respect to this amended complaint.
plaintiffs’ conflict-of-interest claim, thereby dismissing it, and denied the motion to dismiss with respect to plaintiffs’ breach of contract claim (except as noted below) and claim for violation of the TIA, thereby allowing those claims to proceed. On January 26, 2017, the parties filed a joint stipulation and proposed order dismissing plaintiffs’ claim for breach of fiduciary duty. On January 27, 2017, the court entered the parties’ joint stipulation and ordered that plaintiffs’ claim for breach of fiduciary duty be dismissed. On February 3, 2017, following a hearing concerning DBNTC and DBTCA’s motion to dismiss on February 2, 2017, the court issued a short form order dismissing (i) plaintiffs’ representation and warranty claims as to 21 trusts whose originators and/or sponsors had entered bankruptcy and the deadline for asserting claims against such originators and/or sponsors had passed as of 2009 and (ii) plaintiffs’ claims to the extent they were premised upon any alleged pre-Event of Default duty to terminate servicers. Discovery is ongoing.
On March 25, 2016, the BlackRock plaintiffs filed a new state court complaint in Californiaaction against DBTCA in the Superior Court of California, Orange County with respect to 513 trusts. On May 18, 2016, plaintiffs filed an amended complaint with respect to 465 trusts, and included DBNTC as an additional defendant. The amended complaint asserts three causes of action: breach of contract; breach of fiduciary duty; and breach of the duty to avoid conflicts of interest. Plaintiffs purport to bring the action on behalf of themselves and all other current owners of certificates in the 465 trusts. The amended complaint alleges that the trusts at issue have suffered total realized collateral losses of U.S. $75.7 billion, but does not include a demand for money damages in a sum certain. On August 22, 2016, DBNTC and DBTCA filed a demurrer as to 513 trusts governed by PoolingPlaintiffs’ breach of fiduciary duty cause of action and Servicing Agreements, most of which had been dismissed from the U.S. District Court action. (Plaintiffs removed 19breach of the original 500duty to avoid conflicts of interest cause of action and have added 32 new trusts.)motion to strike as to Plaintiffs’ breach of contract cause of action. On October 18, 2016, the court granted DBNTC and DBTCA’s demurrer, providing Plaintiffs with thirty days’ leave to amend, and denied DBNTC and DBTCA’s motion to strike. Plaintiffs did not further amend their complaint and, on December 19, 2016, DBNTC and DBTCA serves as trustee on only one of these 513 trusts.
filed an answer to the amended complaint. Discovery is ongoing.
On December 30, 2015, IKB International, S.A. in Liquidation and IKB Deutsche Industriebank A.G. (collectively, “IKB”), as an investor in 37 RMBS trusts, filed a Summons With Noticesummons with notice in the Supreme Court of the State of New York, state court naming as defendantsNew York County, against DBNTC and DBTCA as trustees of 37 RMBS trusts (the “IKB Action”). Thethe trusts. On May 27, 2016, IKB served its complaint asserting claims in the IKB Action appearfor breach of contract, breach of fiduciary duty, breach of duty to be substantively similar to the SDNY Action. The IKB Action is not styled as a putative class action, but may attempt to bring derivative claims on behalfavoid conflicts of interest, violation of New York’s Streit Act, violation of the named RMBS Trusts.Trust Indenture Act, violation of Regulation AB, and violation of Section 9 of the Uniform Commercial Code. IKB alleges that DBNTC and DBTCA intendsare liable for over U.S. $268 million in damages. On October 5, 2016, DBNTC and DBTCA, together with several other trustees defending lawsuits by IKB, filed a joint motion to vigorously defenddismiss. On January 6, 2017, IKB filed a notice of discontinuance, voluntarily dismissing with prejudice all claims as to three trusts. As of January 17, 2017, DBNTC and DBTCA’s motion to dismiss has been briefed and is awaiting decision by the IKB Action.court. Certain limited discovery is permitted to go forward while the motion to dismiss is pending.
DBTCAIt is DBTCA’s belief that it has no pending legal proceedings (including, based on DBTCA'sDBTCA’s present evaluation, the litigation disclosed in the foregoing paragraphs) that would materially affect its ability to perform its duties as Trusteetrustee under the Poolingapplicable pooling and Servicing Agreement for this transaction.
servicing agreement.
On June 18, 2014, a group of institutional investors filed a civil complaint in the Supreme Court of the State of New York, New York County, against Wells Fargo Bank, N.A. (“Wells Fargo Bank”), in its capacity as trustee under 276 residential mortgage backed securities (“RMBS”) trusts, which was later amended on July 18, 2014, to increase the number of trusts to 284 RMBS trusts. On November 24, 2014, the plaintiffs filed a motion to voluntarily dismiss the state court action without prejudice. That same day, a group of institutional investors filed a civilputative class action complaint in the United States District Court for the Southern District of New York (the “District Court”) against Wells Fargo Bank, alleging claims against the bank in its capacity as trustee for 274 RMBS trusts (the “Complaint”“Federal Court Complaint”). In December 2014, the plaintiffs’ motion to voluntarily dismiss their original state court action was granted. As with the prior state court action, the Federal Court Complaint is one of six similar complaints filed contemporaneously against RMBS trustees (Deutsche Bank, Citibank, HSBC, Bank of New York Mellon and US Bank) by a group of institutional investor plaintiffs. The Federal Court Complaint against Wells Fargo Bank alleges that the trustee caused losses to investors and asserts causes of action based upon, among other things, the trustee's alleged failure toto: (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, purportedly caused by breaches by mortgage loan servicers, and (iii) abide by appropriate standards of care following alleged events of default. Relief sought includes money damages in an unspecified amount, reimbursement of expenses, and equitable relief. Other cases (collectively, the “Additional Complaints”) alleging similar causes of action have been filed against Wells Fargo Bank and other trustees in the same courtDistrict Court by RMBS investors in these and other transactions, and these cases have been consolidatedagainst Wells Fargo Bank are proceeding before the same District Court judge. A similar complaint was also filed May 27, 2016 in New York state court by a different plaintiff investor. On January 19, 2016, an order was entered in connection with the Federal Court Complaint in which the District Court declined to exercise jurisdiction over 261 trusts at issue in the Federal Court Complaint; the District Court also allowed Plaintiffsplaintiffs to file amended complaints as to the remaining, non-dismissed trusts, if they so chose, and three amended complaints have been filed. On December 17, 2016, the investor plaintiffs in the 261 trusts dismissed from the Federal Court Complaint filed a new complaint in New York state court (the “State Court Complaint”). Motions to dismiss all of the actions are pending except for the recently filed State Court Complaint. There can be no assurances as to the outcome of the litigation,litigations, or the possible impact of the litigationlitigations on the trustee or the RMBS trusts. However, Wells Fargo Bank denies liability and believes that it has performed its obligations under the RMBS trusts in good faith, that its actions were not the cause of any losses to investors, and that it has meritorious defenses, and it intends to contest the plaintiffs’ claims vigorously.
Item 1119 of Regulation AB, Affiliations and Certain Relationships and Related Transactions.
The information regarding this Item has been previously provided in a prospectus supplement of the Registrant relating to the issuing entity filed on July 31, 2012 pursuant to Rule 424(b)(5).
Item 1122 of Regulation AB, Compliance with Applicable Servicing Criteria.
The reports on assessments of compliance with the servicing criteria for asset-backed securities and related attestation reports on such assessments of compliance with respect to the mortgage loans are attached hereto under Item 15 to this Annual Report on Form 10-K. Attached as Schedule III to the Pooling and Servicing Agreement incorporated by reference as Exhibit 4.1 to this Annual Report on Form 10-K is a chart identifying the entities participating in a servicing function for the transaction responsible for each applicable servicing criteria set forth in Item 1122(d).
The reports on assessments of compliance with the servicing criteria for asset-backed securities and related attestation reports on such assessments of compliance with respect to the Northridge Fashion Center Mortgage Loan and the Town Center at Cobb Mortgage Loan, which are being serviced and administered pursuant to the pooling and servicing agreement for the WFRBS 2012-C7 Transaction, are attached hereto under Item 15 to this Annual Report on Form 10-K. Attached as Schedule III to the pooling and servicing agreement for the WFRBS 2012-C7 Transaction incorporated by reference as Exhibit 4.2 to this Annual Report on Form 10-K is a chart identifying the entities participating in a servicing function for the WFRBS 2012-C7 Transaction responsible for each applicable servicing criteria set forth in Item 1122(d).
Item 1123 of Regulation AB, Servicer Compliance Statement.
The servicer compliance statements are attached as Exhibits to this Annual Report on Form 10-K.
PART IV
Item 15. Exhibits, Financial Statement Schedules
(a) The following is a list of documents filed as part of this Annual Report on Form 10-K:
(1) Not applicable
(2) Not applicable
(3) See below
4.1 Pooling and Servicing Agreement, dated as of August 1, 2012, by and among Wells Fargo Commercial Mortgage Securities, Inc., as Depositor, Wells Fargo Bank, National Association, as Master Servicer, Rialto Capital Advisors, LLC, as Special Servicer, Pentalpha Surveillance LLC, as Trust Advisor, Wells Fargo Bank, National Association, as Certificate Administrator, as Tax Administrator and as Custodian, and Deutsche Bank Trust Company Americas, as Trustee (filed as Exhibit 4.1 to the registrant’s Current Report on Form 8-K filed on August 7, 2012 under Commission File No. 333-172366-03 and incorporated by reference herein).
4.2 Pooling and Servicing Agreement, dated as of June 1, 2012, by and among RBS Commercial Funding Inc., as Depositor, Wells Fargo Bank, National Association, as Master Servicer, Torchlight Loan Services, LLC, as Special Servicer, TriMont Real Estate Advisors, Inc., as Trust Advisor, Wells Fargo Bank, National Association, as Certificate Administrator, as Tax Administrator and as Custodian, and Deutsche Bank Trust Company Americas, as Trustee (filed as Exhibit 1.1 to the registrant’s Current Report on Form 8-K filed on February 18, 2014 under Commission File No. 333-172366-03 and incorporated by reference herein).
31 Rule 13a-14(d)/15d-14(d) Certifications.
33 Reports on assessment of compliance with servicing criteria for asset-backed securities.
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34 Attestation reports on assessment of compliance with servicing criteria for asset-backed securities.
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35 Servicer compliance statements.
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99.1 Mortgage Loan Purchase Agreement, dated as of July 20, 2012, between Wells Fargo Commercial Mortgage Securities, Inc. and Wells Fargo Bank, National Association (filed as Exhibit 99.1 to the registrant’s Current Report on Form 8-K filed on August 7, 2012 under Commission File No. 333-172366-03 and incorporated by reference herein)
99.2 Mortgage Loan Purchase Agreement, dated as of July 20, 2012, between Wells Fargo Commercial Mortgage Securities, Inc. and The Royal Bank of Scotland plc (filed as Exhibit 99.2 to the registrant’s Current Report on Form 8-K filed on August 7, 2012 under Commission File No. 333-172366-03 and incorporated by reference herein)
99.3 Mortgage Loan Purchase Agreement, dated as of July 20, 2012, among Wells Fargo Commercial Mortgage Securities, Inc., Liberty Island Group I LLC and Liberty Island Group LLC (filed as Exhibit 99.3 to the registrant’s Current Report on Form 8-K filed on August 7, 2012 under Commission File No. 333-172366-03 and incorporated by reference herein)
99.4 Mortgage Loan Purchase Agreement, dated as of July 20, 2012, between Wells Fargo Commercial Mortgage Securities, Inc. and C-III Commercial Mortgage LLC (filed as Exhibit 99.4 to the registrant’s Current Report on Form 8-K filed on August 7, 2012 under Commission File No. 333-172366-03 and incorporated by reference herein)
99.5 Mortgage Loan Purchase Agreement, dated as of July 20, 2012, among Wells Fargo Commercial Mortgage Securities, Inc., Basis Real Estate Capital II, LLC and Basis Investment Group LLC (filed as Exhibit 99.5 to the registrant’s Current Report on Form 8-K filed on August 7, 2012 under Commission File No. 333-172366-03 and incorporated by reference herein)
99.6 Mortgage Loan Purchase Agreement, dated as of July 20, 2012, between Wells Fargo Commercial Mortgage Securities, Inc. and RBS Financial Products Inc. (filed as Exhibit 99.6 to the registrant’s Current Report on Form 8-K filed on August 7, 2012 under Commission File No. 333-172366-03 and incorporated by reference herein)
99.7 Primary Servicing Agreement, dated as of August 1, 2012, between Wells Fargo Bank, National Association and Prudential Asset Resources, Inc. (filed as Exhibit 99.7 to the registrant’s Current Report on Form 8-K/A filed on August 29, 2014 under Commission File No. 333-172366-02 and incorporated by reference herein)
(b) The exhibits required to be filed by the Registrant pursuant to Item 601 of Regulation S-K are listed above and in the Exhibit Index that immediately follows the signature page hereof.
(c) Not Applicable.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Wells Fargo Commercial Mortgage Securities, Inc.
(Depositor)
/s/ Anthony Sfarra
Anthony Sfarra, President
(senior officer in charge of securitization of the depositor)
Date: April 4, 2016
Exhibit Index
Exhibit No.
4.1 Pooling and Servicing Agreement, dated as of August 1, 2012, by and among Wells Fargo Commercial Mortgage Securities, Inc., as Depositor, Wells Fargo Bank, National Association, as Master Servicer, Rialto Capital Advisors, LLC, as Special Servicer, Pentalpha Surveillance LLC, as Trust Advisor, Wells Fargo Bank, National Association, as Certificate Administrator, as Tax Administrator and as Custodian, and Deutsche Bank Trust Company Americas, as Trustee (filed as Exhibit 4.1 to the registrant’s Current Report on Form 8-K filed on August 7, 2012 under Commission File No. 333-172366-03 and incorporated by reference herein).
4.2 Pooling and Servicing Agreement, dated as of June 1, 2012, by and among RBS Commercial Funding Inc., as Depositor, Wells Fargo Bank, National Association, as Master Servicer, Torchlight Loan Services, LLC, as Special Servicer, TriMont Real Estate Advisors, Inc., as Trust Advisor, Wells Fargo Bank, National Association, as Certificate Administrator, as Tax Administrator and as Custodian, and Deutsche Bank Trust Company Americas , as Trustee (filed as Exhibit 1.1 to the registrant’s Current Report on Form 8-K filed on February 18, 2014 under Commission File No. 333-172366-03 and incorporated by reference herein).
31 Rule 13a-14(d)/15d-14(d) Certifications.
33 Reports on assessment of compliance with servicing criteria for asset-backed securities.
33.1 Wells Fargo Bank, National Association, as Master Servicer | |
33.2 Rialto Capital Advisors, LLC, as Special Servicer | |
33.3 Deutsche Bank Trust Company Americas, as Trustee | |
33.4 Wells Fargo Bank, National Association, as Certificate Administrator | |
33.5 Wells Fargo Bank, National Association, as Custodian | |
33.6 Pentalpha Surveillance LLC, as Trust Advisor | |
33.7 CoreLogic Commercial Real Estate Services, Inc., as Servicing Function Participant | |
33.8 National Tax Search, LLC, as Servicing Function Participant | |
33.9 Prudential Asset Resources, Inc., as Primary Servicer | |
33.10 Wells Fargo Bank, National Association, as Primary Servicer of the 100 Church Street Mortgage Loan | |
33.11 Rialto Capital Advisors, LLC, as Special Servicer of the 100 Church Street Mortgage Loan | |
33.12 Deutsche Bank Trust Company Americas, as Trustee of the 100 Church Street Mortgage Loan | |
33.13 Wells Fargo Bank, National Association, as Certificate Administrator of the 100 Church Street Mortgage Loan | |
33.14 Wells Fargo Bank, National Association, as Custodian of the 100 Church Street Mortgage Loan | |
33.15 Pentalpha Surveillance LLC, as Trust Advisor of the 100 Church Street Mortgage Loan | |
33.16 CoreLogic Commercial Real Estate Services, Inc., as Servicing Function Participant of the 100 Church Street Mortgage Loan (see Exhibit 33.7) | |
33.17 National Tax Search, LLC, as Servicing Function Participant of the 100 Church Street Mortgage Loan | |
33.18 Wells Fargo Bank, National Association, as Primary Servicer of the Northridge Fashion Center Mortgage Loan | |
33.19 Torchlight Loan Services, LLC, as Special Servicer of the Northridge Fashion Center Mortgage Loan | |
33.20 Deutsche Bank Trust Company Americas, as Trustee of the Northridge Fashion Center Mortgage Loan | |
33.21 Wells Fargo Bank, National Association, as Certificate Administrator of the Northridge Fashion Center Mortgage Loan | |
33.22 Wells Fargo Bank, National Association, as Custodian of the Northridge Fashion Center Mortgage Loan | |
33.23 TriMont Real Estate Advisors, Inc., as Trust Advisor of the Northridge Fashion Center Mortgage Loan | |
33.24 CoreLogic Commercial Real Estate Services, Inc., as Servicing Function Participant of the Northridge Fashion Center Mortgage Loan (see Exhibit 33.7) | |
33.25 National Tax Search, LLC, as Servicing Function Participant of the Northridge Fashion Center Mortgage Loan | |
33.26 Wells Fargo Bank, National Association, as Primary Servicer of the Town Center at Cobb Mortgage Loan | |
33.27 Torchlight Loan Services, LLC, as Special Servicer of the Town Center at Cobb Mortgage Loan | |
33.28 Deutsche Bank Trust Company Americas, as Trustee of the Town Center at Cobb Mortgage Loan | |
33.29 Wells Fargo Bank, National Association, as Certificate Administrator of the Town Center at Cobb Mortgage Loan | |
33.30 Wells Fargo Bank, National Association, as Custodian of the Town Center at Cobb Mortgage Loan | |
33.31 TriMont Real Estate Advisors, Inc., as Trust Advisor of the Town Center at Cobb Mortgage Loan | |
33.32 CoreLogic Commercial Real Estate Services, Inc., as Servicing Function Participant of the Town Center at Cobb Mortgage Loan (see Exhibit 33.7) | |
33.33 National Tax Search, LLC, as Servicing Function Participant of the Town Center at Cobb Mortgage Loan | |
34 Attestation reports on assessment of compliance with servicing criteria for asset-backed securities.
34.1 Wells Fargo Bank, National Association, as Master Servicer | |
34.2 Rialto Capital Advisors, LLC, as Special Servicer | |
34.3 Deutsche Bank Trust Company Americas, as Trustee | |
34.4 Wells Fargo Bank, National Association, as Certificate Administrator | |
34.5 Wells Fargo Bank, National Association, as Custodian | |
34.6 Pentalpha Surveillance LLC, as Trust Advisor | |
34.7 CoreLogic Commercial Real Estate Services, Inc., as Servicing Function Participant | |
34.8 National Tax Search, LLC, as Servicing Function Participant | |
34.9 Prudential Asset Resources, Inc., as Primary Servicer | |
34.10 Wells Fargo Bank, National Association, as Primary Servicer of the 100 Church Street Mortgage Loan | |
34.11 Rialto Capital Advisors, LLC, as Special Servicer of the 100 Church Street Mortgage Loan | |
34.12 Deutsche Bank Trust Company Americas, as Trustee of the 100 Church Street Mortgage Loan | |
34.13 Wells Fargo Bank, National Association, as Certificate Administrator of the 100 Church Street Mortgage Loan | |
34.14 Wells Fargo Bank, National Association, as Custodian of the 100 Church Street Mortgage Loan | |
34.15 Pentalpha Surveillance LLC, as Trust Advisor of the 100 Church Street Mortgage Loan | |
34.16 CoreLogic Commercial Real Estate Services, Inc., as Servicing Function Participant of the 100 Church Street Mortgage Loan | |
34.17 National Tax Search, LLC, as Servicing Function Participant of the 100 Church Street Mortgage Loan | |
34.18 Wells Fargo Bank, National Association, as Primary Servicer of the Northridge Fashion Center Mortgage Loan | |
34.19 Torchlight Loan Services, LLC, as Special Servicer of the Northridge Fashion Center Mortgage Loan | |
34.20 Deutsche Bank Trust Company Americas, as Trustee of the Northridge Fashion Center Mortgage Loan | |
34.21 Wells Fargo Bank, National Association, as Certificate Administrator of the Northridge Fashion Center Mortgage Loan | |
34.22 Wells Fargo Bank, National Association, as Custodian of the Northridge Fashion Center Mortgage Loan | |
34.23 TriMont Real Estate Advisors, Inc., as Trust Advisor of the Northridge Fashion Center Mortgage Loan | |
34.24 CoreLogic Commercial Real Estate Services, Inc., as Servicing Function Participant of the Northridge Fashion Center Mortgage Loan | |
34.25 National Tax Search, LLC, as Servicing Function Participant of the Northridge Fashion Center Mortgage Loan | |
34.26 Wells Fargo Bank, National Association, as Primary Servicer of the Town Center at Cobb Mortgage Loan | |
34.27 Torchlight Loan Services, LLC, as Special Servicer of the Town Center at Cobb Mortgage Loan | |
34.28 Deutsche Bank Trust Company Americas, as Trustee of the Town Center at Cobb Mortgage Loan | |
34.29 Wells Fargo Bank, National Association, as Certificate Administrator of the Town Center at Cobb Mortgage Loan | |
34.30 Wells Fargo Bank, National Association, as Custodian of the Town Center at Cobb Mortgage Loan | |
34.31 TriMont Real Estate Advisors, Inc., as Trust Advisor of the Town Center at Cobb Mortgage Loan | |
34.32 CoreLogic Commercial Real Estate Services, Inc., as Servicing Function Participant of the Town Center at Cobb Mortgage Loan | |
34.33 National Tax Search, LLC, as Servicing Function Participant of the Town Center at Cobb Mortgage Loan | |
|
35 Servicer compliance statements.
35.1 Wells Fargo Bank, National Association, as Master Servicer | |
35.2 Rialto Capital Advisors, LLC, as Special Servicer | |
35.3 Wells Fargo Bank, National Association, as Certificate Administrator | |
35.4 Prudential Asset Resources, Inc., as Primary Servicer | |
35.5 Wells Fargo Bank, National Association, as Primary Servicer of the 100 Church Street Mortgage Loan | |
35.6 Rialto Capital Advisors, LLC, as Special Servicer of the 100 Church Street Mortgage Loan | |
35.7 Wells Fargo Bank, National Association, as Certificate Administrator of the 100 Church Street Mortgage Loan | |
35.8 Wells Fargo Bank, National Association, as Primary Servicer of the Northridge Fashion Center Mortgage Loan | |
35.9 Torchlight Loan Services, LLC, as Special Servicer of the Northridge Fashion Center Mortgage Loan | |
35.10 Wells Fargo Bank, National Association, as Certificate Administrator of the Northridge Fashion Center Mortgage Loan | |
35.11 Wells Fargo Bank, National Association, as Primary Servicer of the Town Center at Cobb Mortgage Loan | |
35.12 Torchlight Loan Services, LLC, as Special Servicer of the Town Center at Cobb Mortgage Loan | |
35.13 Wells Fargo Bank, National Association, as Certificate Administrator of the Town Center at Cobb Mortgage Loan | |
99.1 Mortgage Loan Purchase Agreement, dated as of July 20, 2012, between Wells Fargo Commercial Mortgage Securities, Inc. and Wells Fargo Bank, National Association (filed as Exhibit 99.1 to the registrant’s Current Report on Form 8-K filed on August 7, 2012 under Commission File No. 333-172366-03 and incorporated by reference herein)
99.2 Mortgage Loan Purchase Agreement, dated as of July 20, 2012, between Wells Fargo Commercial Mortgage Securities, Inc. and The Royal Bank of Scotland plc (filed as Exhibit 99.2 to the registrant’s Current Report on Form 8-K filed on August 7, 2012 under Commission File No. 333-172366-03 and incorporated by reference herein)
99.3 Mortgage Loan Purchase Agreement, dated as of July 20, 2012, among Wells Fargo Commercial Mortgage Securities, Inc., Liberty Island Group I LLC and Liberty Island Group LLC (filed as Exhibit 99.3 to the registrant’s Current Report on Form 8-K filed on August 7, 2012 under Commission File No. 333-172366-03 and incorporated by reference herein)
99.4 Mortgage Loan Purchase Agreement, dated as of July 20, 2012, between Wells Fargo Commercial Mortgage Securities, Inc. and C-III Commercial Mortgage LLC (filed as Exhibit 99.4 to the registrant’s Current Report on Form 8-K filed on August 7, 2012 under Commission File No. 333-172366-03 and incorporated by reference herein)
99.5 Mortgage Loan Purchase Agreement, dated as of July 20, 2012, among Wells Fargo Commercial Mortgage Securities, Inc., Basis Real Estate Capital II, LLC and Basis Investment Group LLC (filed as Exhibit 99.5 to the registrant’s Current Report on Form 8-K filed on August 7, 2012 under Commission File No. 333-172366-03 and incorporated by reference herein)
99.6 Mortgage Loan Purchase Agreement, dated as of July 20, 2012, between Wells Fargo Commercial Mortgage Securities, Inc. and RBS Financial Products Inc. (filed as Exhibit 99.6 to the registrant’s Current Report on Form 8-K filed on August 7, 2012 under Commission File No. 333-172366-03 and incorporated by reference herein)
99.7 Primary Servicing Agreement, dated as of August 1, 2012, between Wells Fargo Bank, National Association and Prudential Asset Resources, Inc. (filed as Exhibit 99.7 to the registrant’s Current Report on Form 8-K/A filed on August 29, 2014 under Commission File No. 333-172366-02333-172366-03 and incorporated by reference herein)
(b) The exhibits required to be filed by the Registrant pursuant to Item 601 of Regulation S-K are listed above and in the Exhibit Index that immediately follows the signature page hereof.
(c) Not Applicable.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Wells Fargo Commercial Mortgage Securities, Inc.
(Depositor)
/s/ Anthony Sfarra
Anthony Sfarra, President
(senior officer in charge of securitization of the depositor)
Date: March 23, 2017
Exhibit Index
Exhibit No.
4.1 Pooling and Servicing Agreement, dated as of August 1, 2012, by and among Wells Fargo Commercial Mortgage Securities, Inc., as Depositor, Wells Fargo Bank, National Association, as Master Servicer, Rialto Capital Advisors, LLC, as Special Servicer, Pentalpha Surveillance LLC, as Trust Advisor, Wells Fargo Bank, National Association, as Certificate Administrator, as Tax Administrator and as Custodian, and Deutsche Bank Trust Company Americas, as Trustee (filed as Exhibit 4.1 to the registrant’s Current Report on Form 8-K filed on August 7, 2012 under Commission File No. 333-172366-03 and incorporated by reference herein).
4.2 Pooling and Servicing Agreement, dated as of June 1, 2012, by and among RBS Commercial Funding Inc., as Depositor, Wells Fargo Bank, National Association, as Master Servicer, Torchlight Loan Services, LLC, as Special Servicer, TriMont Real Estate Advisors, Inc., as Trust Advisor, Wells Fargo Bank, National Association, as Certificate Administrator, as Tax Administrator and as Custodian, and Deutsche Bank Trust Company Americas , as Trustee (filed as Exhibit 1.1 to the registrant’s Current Report on Form 8-K filed on February 18, 2014 under Commission File No. 333-172366-03 and incorporated by reference herein).
31 Rule 13a-14(d)/15d-14(d) Certifications.
33 Reports on assessment of compliance with servicing criteria for asset-backed securities.
33.1 Wells Fargo Bank, National Association, as Master Servicer |
33.2 Rialto Capital Advisors, LLC, as Special Servicer |
33.3 Deutsche Bank Trust Company Americas, as Trustee |
33.4 Wells Fargo Bank, National Association, as Certificate Administrator |
33.5 Wells Fargo Bank, National Association, as Custodian |
33.6 Pentalpha Surveillance LLC, as Trust Advisor |
33.7 CoreLogic Commercial Real Estate Services, Inc., as Servicing Function Participant |
33.8 National Tax Search, LLC, as Servicing Function Participant |
33.9 Prudential Asset Resources, Inc., as Primary Servicer |
33.10 Wells Fargo Bank, National Association, as Primary Servicer of the 100 Church Street Mortgage Loan (see Exhibit 33.1) |
33.11 Rialto Capital Advisors, LLC, as Special Servicer of the 100 Church Street Mortgage Loan (see Exhibit 33.2) |
33.12 Deutsche Bank Trust Company Americas, as Trustee of the 100 Church Street Mortgage Loan (see Exhibit 33.3) |
33.13 Wells Fargo Bank, National Association, as Certificate Administrator of the 100 Church Street Mortgage Loan (see Exhibit 33.4) |
33.14 Wells Fargo Bank, National Association, as Custodian of the 100 Church Street Mortgage Loan (see Exhibit 33.5) |
33.15 Pentalpha Surveillance LLC, as Trust Advisor of the 100 Church Street Mortgage Loan (see Exhibit 33.6) |
33.16 CoreLogic Commercial Real Estate Services, Inc., as Servicing Function Participant of the 100 Church Street Mortgage Loan (see Exhibit 33.7) |
33.17 National Tax Search, LLC, as Servicing Function Participant of the 100 Church Street Mortgage Loan (see Exhibit 33.8) |
33.18 Wells Fargo Bank, National Association, as Primary Servicer of the Northridge Fashion Center Mortgage Loan (see Exhibit 33.1) |
33.19 Torchlight Loan Services, LLC, as Special Servicer of the Northridge Fashion Center Mortgage Loan |
33.20 Deutsche Bank Trust Company Americas, as Trustee of the Northridge Fashion Center Mortgage Loan (see Exhibit 33.3) |
33.21 Wells Fargo Bank, National Association, as Certificate Administrator of the Northridge Fashion Center Mortgage Loan (see Exhibit 33.4) |
33.22 Wells Fargo Bank, National Association, as Custodian of the Northridge Fashion Center Mortgage Loan (see Exhibit 33.5) |
33.23 TriMont Real Estate Advisors, Inc., as Trust Advisor of the Northridge Fashion Center Mortgage Loan |
33.24 CoreLogic Commercial Real Estate Services, Inc., as Servicing Function Participant of the Northridge Fashion Center Mortgage Loan (see Exhibit 33.7) |
33.25 National Tax Search, LLC, as Servicing Function Participant of the Northridge Fashion Center Mortgage Loan (see Exhibit 33.8) |
33.26 Wells Fargo Bank, National Association, as Primary Servicer of the Town Center at Cobb Mortgage Loan (see Exhibit 33.1) |
33.27 Torchlight Loan Services, LLC, as Special Servicer of the Town Center at Cobb Mortgage Loan (see Exhibit 33.19) |
33.28 Deutsche Bank Trust Company Americas, as Trustee of the Town Center at Cobb Mortgage Loan (see Exhibit 33.3) |
33.29 Wells Fargo Bank, National Association, as Certificate Administrator of the Town Center at Cobb Mortgage Loan (see Exhibit 33.4) |
33.30 Wells Fargo Bank, National Association, as Custodian of the Town Center at Cobb Mortgage Loan (see Exhibit 33.5) |
33.31 TriMont Real Estate Advisors, Inc., as Trust Advisor of the Town Center at Cobb Mortgage Loan (see Exhibit 33.23) |
33.32 CoreLogic Commercial Real Estate Services, Inc., as Servicing Function Participant of the Town Center at Cobb Mortgage Loan (see Exhibit 33.7) |
33.33 National Tax Search, LLC, as Servicing Function Participant of the Town Center at Cobb Mortgage Loan (see Exhibit 33.8) |
34 Attestation reports on assessment of compliance with servicing criteria for asset-backed securities.
34.1 Wells Fargo Bank, National Association, as Master Servicer | |
34.2 Rialto Capital Advisors, LLC, as Special Servicer | |
34.3 Deutsche Bank Trust Company Americas, as Trustee | |
34.4 Wells Fargo Bank, National Association, as Certificate Administrator | |
34.5 Wells Fargo Bank, National Association, as Custodian | |
34.6 Pentalpha Surveillance LLC, as Trust Advisor | |
34.7 CoreLogic Commercial Real Estate Services, Inc., as Servicing Function Participant | |
34.8 National Tax Search, LLC, as Servicing Function Participant | |
34.9 Prudential Asset Resources, Inc., as Primary Servicer | |
34.10 Wells Fargo Bank, National Association, as Primary Servicer of the 100 Church Street Mortgage Loan (see Exhibit 34.1) | |
34.11 Rialto Capital Advisors, LLC, as Special Servicer of the 100 Church Street Mortgage Loan (see Exhibit 34.2) | |
34.12 Deutsche Bank Trust Company Americas, as Trustee of the 100 Church Street Mortgage Loan (see Exhibit 34.3) | |
34.13 Wells Fargo Bank, National Association, as Certificate Administrator of the 100 Church Street Mortgage Loan (see Exhibit 34.4) | |
34.14 Wells Fargo Bank, National Association, as Custodian of the 100 Church Street Mortgage Loan (see Exhibit 34.5) | |
34.15 Pentalpha Surveillance LLC, as Trust Advisor of the 100 Church Street Mortgage Loan (see Exhibit 34.6) | |
34.16 CoreLogic Commercial Real Estate Services, Inc., as Servicing Function Participant of the 100 Church Street Mortgage Loan (see Exhibit 34.7) | |
34.17 National Tax Search, LLC, as Servicing Function Participant of the 100 Church Street Mortgage Loan (see Exhibit 34.8) | |
34.18 Wells Fargo Bank, National Association, as Primary Servicer of the Northridge Fashion Center Mortgage Loan (see Exhibit 34.1) | |
34.19 Torchlight Loan Services, LLC, as Special Servicer of the Northridge Fashion Center Mortgage Loan | |
34.20 Deutsche Bank Trust Company Americas, as Trustee of the Northridge Fashion Center Mortgage Loan (see Exhibit 34.3) | |
34.21 Wells Fargo Bank, National Association, as Certificate Administrator of the Northridge Fashion Center Mortgage Loan (see Exhibit 34.4) | |
34.22 Wells Fargo Bank, National Association, as Custodian of the Northridge Fashion Center Mortgage Loan (see Exhibit 34.5) | |
34.23 TriMont Real Estate Advisors, Inc., as Trust Advisor of the Northridge Fashion Center Mortgage Loan | |
34.24 CoreLogic Commercial Real Estate Services, Inc., as Servicing Function Participant of the Northridge Fashion Center Mortgage Loan (see Exhibit 34.7) | |
34.25 National Tax Search, LLC, as Servicing Function Participant of the Northridge Fashion Center Mortgage Loan (see Exhibit 34.8) | |
34.26 Wells Fargo Bank, National Association, as Primary Servicer of the Town Center at Cobb Mortgage Loan (see Exhibit 34.1) | |
34.27 Torchlight Loan Services, LLC, as Special Servicer of the Town Center at Cobb Mortgage Loan (see Exhibit 34.19) | |
34.28 Deutsche Bank Trust Company Americas, as Trustee of the Town Center at Cobb Mortgage Loan (see Exhibit 34.3) | |
34.29 Wells Fargo Bank, National Association, as Certificate Administrator of the Town Center at Cobb Mortgage Loan (see Exhibit 34.4) | |
34.30 Wells Fargo Bank, National Association, as Custodian of the Town Center at Cobb Mortgage Loan (see Exhibit 34.5) | |
34.31 TriMont Real Estate Advisors, Inc., as Trust Advisor of the Town Center at Cobb Mortgage Loan (see Exhibit 34.23) | |
34.32 CoreLogic Commercial Real Estate Services, Inc., as Servicing Function Participant of the Town Center at Cobb Mortgage Loan (see Exhibit 34.7) | |
34.33 National Tax Search, LLC, as Servicing Function Participant of the Town Center at Cobb Mortgage Loan (see Exhibit 34.8) | |
35 Servicer compliance statements.
35.1 Wells Fargo Bank, National Association, as Master Servicer | |
35.2 Rialto Capital Advisors, LLC, as Special Servicer | |
35.3 Wells Fargo Bank, National Association, as Certificate Administrator | |
35.4 Prudential Asset Resources, Inc., as Primary Servicer | |
35.5 Wells Fargo Bank, National Association, as Primary Servicer of the 100 Church Street Mortgage Loan (see Exhibit 35.1) | |
35.6 Rialto Capital Advisors, LLC, as Special Servicer of the 100 Church Street Mortgage Loan (see Exhibit 35.2) | |
35.7 Wells Fargo Bank, National Association, as Certificate Administrator of the 100 Church Street Mortgage Loan (see Exhibit 35.3) | |
35.8 Wells Fargo Bank, National Association, as Primary Servicer of the Northridge Fashion Center Mortgage Loan | |
35.9 Torchlight Loan Services, LLC, as Special Servicer of the Northridge Fashion Center Mortgage Loan | |
35.10 Wells Fargo Bank, National Association, as Certificate Administrator of the Northridge Fashion Center Mortgage Loan | |
35.11 Wells Fargo Bank, National Association, as Primary Servicer of the Town Center at Cobb Mortgage Loan (see Exhibit 35.8) | |
35.12 Torchlight Loan Services, LLC, as Special Servicer of the Town Center at Cobb Mortgage Loan (see Exhibit 35.9) | |
35.13 Wells Fargo Bank, National Association, as Certificate Administrator of the Town Center at Cobb Mortgage Loan (see Exhibit 35.10) | |
99.1 Mortgage Loan Purchase Agreement, dated as of July 20, 2012, between Wells Fargo Commercial Mortgage Securities, Inc. and Wells Fargo Bank, National Association (filed as Exhibit 99.1 to the registrant’s Current Report on Form 8-K filed on August 7, 2012 under Commission File No. 333-172366-03 and incorporated by reference herein)
99.2 Mortgage Loan Purchase Agreement, dated as of July 20, 2012, between Wells Fargo Commercial Mortgage Securities, Inc. and The Royal Bank of Scotland plc (filed as Exhibit 99.2 to the registrant’s Current Report on Form 8-K filed on August 7, 2012 under Commission File No. 333-172366-03 and incorporated by reference herein)
99.3 Mortgage Loan Purchase Agreement, dated as of July 20, 2012, among Wells Fargo Commercial Mortgage Securities, Inc., Liberty Island Group I LLC and Liberty Island Group LLC (filed as Exhibit 99.3 to the registrant’s Current Report on Form 8-K filed on August 7, 2012 under Commission File No. 333-172366-03 and incorporated by reference herein)
99.4 Mortgage Loan Purchase Agreement, dated as of July 20, 2012, between Wells Fargo Commercial Mortgage Securities, Inc. and C-III Commercial Mortgage LLC (filed as Exhibit 99.4 to the registrant’s Current Report on Form 8-K filed on August 7, 2012 under Commission File No. 333-172366-03 and incorporated by reference herein)
99.5 Mortgage Loan Purchase Agreement, dated as of July 20, 2012, among Wells Fargo Commercial Mortgage Securities, Inc., Basis Real Estate Capital II, LLC and Basis Investment Group LLC (filed as Exhibit 99.5 to the registrant’s Current Report on Form 8-K filed on August 7, 2012 under Commission File No. 333-172366-03 and incorporated by reference herein)
99.6 Mortgage Loan Purchase Agreement, dated as of July 20, 2012, between Wells Fargo Commercial Mortgage Securities, Inc. and RBS Financial Products Inc. (filed as Exhibit 99.6 to the registrant’s Current Report on Form 8-K filed on August 7, 2012 under Commission File No. 333-172366-03 and incorporated by reference herein)
99.7 Primary Servicing Agreement, dated as of August 1, 2012, between Wells Fargo Bank, National Association and Prudential Asset Resources, Inc. (filed as Exhibit 99.7 to the registrant’s Current Report on Form 8-K/A filed on August 29, 2014 under Commission File No. 333-172366-03 and incorporated by reference herein)