0001056404-14-000329.txt : 20140328 0001056404-14-000329.hdr.sgml : 20140328 20140328144604 ACCESSION NUMBER: 0001056404-14-000329 CONFORMED SUBMISSION TYPE: 10-K PUBLIC DOCUMENT COUNT: 16 CONFORMED PERIOD OF REPORT: 20140328 0001013611 0000835271 FILED AS OF DATE: 20140328 DATE AS OF CHANGE: 20140328 Commercial mortgages FILER: COMPANY DATA: COMPANY CONFORMED NAME: J.P. Morgan Chase Commercial Mortgage Securities Trust 2013-LC11 CENTRAL INDEX KEY: 0001574219 STANDARD INDUSTRIAL CLASSIFICATION: ASSET-BACKED SECURITIES [6189] STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-K SEC ACT: 1934 Act SEC FILE NUMBER: 333-165147-07 FILM NUMBER: 14725118 BUSINESS ADDRESS: STREET 1: C/O STATE STREET BANK & TRUST CO STREET 2: TWO INTERNATIONAL PLACE 5TH FLOOR CITY: BOSTON STATE: MA ZIP: 02110 BUSINESS PHONE: 2126483063 MAIL ADDRESS: STREET 1: 60 WALL STREET CITY: NEW YORK STATE: NY ZIP: 10260-0066 10-K 1 jpc13l11_10k-2013.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark one) /X/ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2013 OR / / TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ____________ to ____________ Commission file number: 333-165147-07 J.P. Morgan Chase Commercial Mortgage Securities Trust 2013-LC11 (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 names of the sponsors as specified in their charters) New York 38-3906828 (State or other jurisdiction of 38-3906829 incorporation or organization) 38-7092972 (I.R.S. Employer Identification No.) c/o Wells Fargo Bank, N.A. 9062 Old Annapolis Road Columbia, MD 21045 (Address of principal executive (Zip Code) offices) Registrant's telephone number, including area code: (212) 272-6858 Securities registered pursuant to Section 12(b) of the Act: None. Securities registered pursuant to Section 12(g) of the Act: None. Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ___ No X Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ___ No X Note - Checking the box above will not relieve any registrant required to file reports pursuant to Section 13 or 15(d) of the Exchange Act from their obligations under those Sections. Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No ___ Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (Section 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Not applicable. Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (Section 229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. Not applicable. Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of "large accelerated filer", "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act. Large accelerated filer ___ Accelerated filer ___ Non-accelerated filer X (Do not check if a smaller reporting company) Smaller reporting company ___ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes ___ No X State the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was last sold, or the average bid and asked price of such common equity, as of the last business day of the registrant's most recently completed second fiscal quarter. Not applicable. Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Section 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. Not applicable. Indicate the number of shares outstanding of each of the registrant's classes of common stock, as of the latest practicable date. Not applicable. DOCUMENTS INCORPORATED BY REFERENCE List hereunder the following documents if incorporated by reference and the Part of the Form 10-K (e.g., Part I, Part II, etc.) into which the document is incorporated: (1)Any annual report to security holders; (2) Any proxy or information statement; and (3)Any prospectus filed pursuant to Rule 424(b) or (c) under the Securities Act of 1933. The listed documents should be clearly described for identification purposes (e.g., annual report to security holders for fiscal year ended December 24, 1980). Not applicable. EXPLANATORY NOTE The Exhibit Index describes exhibits provided by certain parties (in their capacities indicated on the Exhibit Index) with respect to the Legacy Place Mortgage Loan, which constituted approximately 5.7% of the asset pool of the issuing entity as of its cut-off date. The Legacy Place Mortgage Loan is an asset of the issuing entity and is part of a loan combination that includes the Legacy Place Mortgage Loan and one other pari passu loan that is not an asset of the issuing entity. This loan combination, including the Legacy Place Mortgage Loan, was serviced under the Pooling and Servicing Agreement for the issuing entity prior to the closing of the securitization of the other pari passu portion of the Legacy Place loan combination in the JPMBB Commercial Mortgage Securities Trust 2013-C12 transaction, Commission File Number 333-165147-08 (the "JPMBB 2013-C12 Transaction"). After the closing of the JPMBB 2013-C12 Transaction on June 25, 2013, this loan combination, including the Legacy Place Mortgage Loan was, and will continue to be, serviced and administered pursuant to the pooling and servicing agreement with respect to the JPMBB 2013-C12 Transaction, which is incorporated by reference as Exhibit 4.2 to this Annual Report on Form 10-K. Midland Loan Services, a Division of PNC Bank, National Association ("Midland") is the master servicer for the mortgage loans serviced under the Pooling and Servicing Agreement and the primary servicer for the Legacy Place 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, Midland is a "servicer," as defined in Item 1108(a)(iii) of Regulation AB, with respect to these mortgage loans. The assessments of compliance with applicable servicing criteria, accountants' attestation reports and servicer compliance statements delivered by Midland in the capacities described above are listed in the Exhibit Index. Wells Fargo Bank, National Association ("Wells Fargo Bank") is the certificate administrator for the mortgage loans serviced under the Pooling and Servicing Agreement and the certificate administrator for the Legacy Place 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 in the capacities described above is a "servicer," as defined in Item 1108(a)(iii) of Regulation AB, with respect to these mortgage loans. The assessments of compliance with applicable servicing criteria, accountants' attestation reports and servicer compliance statements delivered by Wells Fargo Bank in these capacities are listed in the Exhibit Index. With respect to the Legacy Place Mortgage Loan, which constituted approximately 5.7% of the asset pool of the issuing entity as of its cut-off date, CWCapital Asset Management LLC was the special servicer under the Pooling and Servicing Agreement for the issuing entity prior to the closing of the securitization of the other pari passu portion of the Legacy Place loan combination in the JPMBB 2013-C12 Transaction. On and after the closing of the JPMBB 2013-C12 Transaction on June 25, 2013, LNR Partners, LLC ("LNR") was and will continue to be the special servicer of the loan combination that includes the Legacy Place Mortgage Loan pursuant to the pooling and servicing agreement with respect to the JPMBB 2013-C12 Transaction. In accordance with the Manual of Publicly Available Telephone Interpretations, Section 17.02, LNR's servicing percentage must be reduced pro rata to reflect that LNR was participating in a servicing function with respect to the asset pool of the issuing entity only from June 25, 2013 to December 31, 2013. As a result, LNR falls below the de minimis requirements in Items 1122 and 1123 of Regulation AB and no assessment of compliance with applicable servicing criteria, accountant's attestation report on assessment of compliance with applicable servicing criteria or annual compliance statement is required. PART I Item 1. Business. Omitted. Item 1A. Risk Factors. Omitted. Item 1B. Unresolved Staff Comments. None. Item 2. Properties. Omitted. Item 3. Legal Proceedings. Omitted. Item 4. Mine Safety Disclosures. Not applicable. PART II Item 5. Market for registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities. Omitted. Item 6. Selected Financial Data. Omitted. Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations. Omitted. Item 7A. Quantitative and Qualitative Disclosures About Market Risk. Omitted. Item 8. Financial Statements and Supplementary Data. Omitted. Item 9. Changes in and Disagreements With Accountants on Accounting and Financial Disclosure. Omitted. Item 9A. Controls and Procedures. Omitted. Item 9B. Other Information. None. PART III Item 10. Directors, Executive Officers and Corporate Governance. Omitted. Item 11. Executive Compensation. Omitted. Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters. Omitted. Item 13. Certain Relationships and Related Transactions, and Director Independence. Omitted. Item 14. Principal Accounting Fees and Services. Omitted. ADDITIONAL DISCLOSURE ITEMS FOR REGULATION AB Item 1112(b) of Regulation AB, Significant Obligor Financial Information. No single obligor represents 10% or more of the pool assets held by the issuing entity. Item 1114(b)(2) of Regulation AB, Significant Enhancement Provider Financial Information. No entity or group of affiliated entities provides any external credit enhancement or other support for the certificates within this transaction as described under Item 1114 (a) of Regulation AB. Item 1115(b) of Regulation AB, Certain Derivatives Instruments (Financial Information). No entity or group of affiliated entities provides any derivative instruments or other support for the certificates within this transaction as described under Item 1115 of Regulation AB. Item 1117 of Regulation AB, Legal Proceedings. The registrant knows of no material pending legal proceedings involving the Trust and all parties related to such Trust, other than routine litigation incidental to the duties of those respective parties. Item 1119 of Regulation AB, Affiliations and Certain Relationships and Related Transactions. The information regarding this item has been previously provided in a Prospectus Supplement of the registrant relating to the issuing entity filed on May 9, 2013 pursuant to Rule 424(b)(5). Item 1122 of Regulation AB, Compliance with Applicable Servicing Criteria. The reports on assessment of compliance with the servicing criteria for asset-backed securities and the related attestation reports on such assessments of compliance are attached hereto under Item 15. Attached as Exhibit AA to the Pooling and Servicing Agreement incorporated by reference as Exhibit 4.1 to this Annual Report on Form 10-K is a chart identifying the entities participating in a servicing function for the transaction responsible for each applicable servicing criterion set forth in Item 1122(d). The reports on assessments of compliance with the servicing criteria for asset- backed securities and related attestation reports on such assessments of compliance with respect to the Legacy Place Mortgage Loan, which is being serviced and administered pursuant to the pooling and servicing agreement for the JPMBB 2013-C12 Transaction, are attached as Exhibits 33.5, 33.7, 33.12, 33.13, 34.5, 34.7, 34.12 and 34.13 to this Annual Report on Form 10-K. Attached as Exhibit AA to the pooling and servicing agreement incorporated by reference as Exhibit 4.2 to this Annual Report on Form 10-K is a chart identifying the entities participating in a servicing function for the transaction responsible for each applicable servicing criterion set forth in Item 1122(d). The assessment of compliance with applicable servicing criteria furnished pursuant to Item 1122 of Regulation AB by CWCapital Asset Management LLC ("CWAM") attached to this Annual Report on Form 10-K as Exhibit 33.2 discloses that a material instance of noncompliance occurred, as described below: Material Instance of Noncompliance by CWAM CWAM's assessment of compliance with the Applicable Servicing Criteria set forth by the Securities and Exchange Commission in paragraph (d) of Item 1122 of Regulation AB as of December 31, 2013 and for the Reporting Period, disclosed that a material instance of noncompliance occurred with respect to the servicing criterion set forth in Item 1122(d)(4)(vii), as follows: * With respect to servicing criterion 1122(d)(4)(vii), certain loss mitigation or recovery actions (e.g., forbearance plans, modifications and deeds in lieu of foreclosure, foreclosures and repossessions, as applicable) were not initiated, conducted and concluded in accordance with the timeframes or other requirements established by the transaction agreements. Management's Discussion on Material Instance of Noncompliance by CWAM 1122(d)(4)(vii): Loss mitigation or recovery actions (e.g., forbearance plans, modifications and deeds in lieu of foreclosure, foreclosures and repossessions, as applicable) are initiated, conducted and concluded in accordance with the time frames or other requirements established by the transaction agreements. Noncompliance: CWAM has identified a material instance of non-compliance as of December 31, 2013 and for the Reporting Period as a result of misappropriations of funds from certain securitization transactions included in the Platform by a single CWAM employee (the "Misappropriations"). The Misappropriations started in 2012 and were detected and ceased in September 2013, and included an aggregate amount of approximately $6,000,000. The Misappropriations were limited to certain securitization transactions in the Platform. Remediation: Promptly upon discovery of the Misappropriations in September 2013, CWAM terminated the offending employee and filed a civil action to recover the misappropriated funds . As of December 31, 2013, all of the affected securitization transactions in the Platform have been fully reimbursed. CWAM has also promptly notified rating agencies and criminal authorities of the Misappropriations and the former employee was arrested on October 2, 2013. Adjustments have been made to CWAM's policies and procedures to minimize the risk of future misappropriation or errors. CWAM has advised counsel to the registrant that the reported material instance of noncompliance did not affect this issuing entity. 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 May 1, 2013, among J.P. Morgan Chase Commercial Mortgage Securities Corp., as depositor, Midland Loan Services, a Division of PNC Bank, National Association, as master servicer, CWCapital Asset Management 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/A, filed on June 20, 2013 and incorporated by reference herein) (4.2) Pooling and Servicing Agreement, dated as of December 1, 2013, among J.P. Morgan Chase Commercial Mortgage Securities Corp., as depositor, Midland Loan Services, a Division of PNC Bank, National Association, as master servicer, LNR Partners, 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 June 25, 2013 in connection with the JPMBB 2013-C12 Transaction and incorporated by reference herein) (31) Rule 13a-14(d)/15d-14(d) Certification. (33) Reports on assessment of compliance with servicing criteria for asset-backed securities. 33.1 CWCapital Asset Management LLC, as Special Servicer for the Legacy Place Mortgage Loan prior to June 25, 2013 (see Exhibit 33.2) 33.2 CWCapital Asset Management LLC, as Special Servicer 33.3 Midland Loan Services, A Division of PNC Bank, National Association, as Master Servicer 33.4 Midland Loan Services, A Division of PNC Bank, National Association, as Primary Servicer for the Legacy Place Mortgage Loan prior to June 25, 2013 (see Exhibit 33.3) 33.5 Midland Loan Services, A Division of PNC Bank, National Association, as Primary Servicer for the Legacy Place Mortgage Loan on and after June 25, 2013 (see Exhibit 33.3) 33.6 Pentalpha Surveillance LLC, as Senior Trust Advisor 33.7 Pentalpha Surveillance LLC, as Senior Trust Advisor for the Legacy Place Mortgage Loan on and after June 25, 2013 (see Exhibit 33.6) 33.8 Wells Fargo Bank, National Association, as Trustee and Certificate Administrator 33.9 Wells Fargo Bank, National Association, as Custodian 33.10 Wells Fargo Bank, National Association, as Trustee and Certificate Administrator for the Legacy Place Mortgage Loan prior to June 25, 2013 (see Exhibit 33.8) 33.11 Wells Fargo Bank, National Association, as Custodian for the Legacy Place Mortgage Loan prior to June 25, 2013 (see Exhibit 33.9) 33.12 Wells Fargo Bank, National Association, as Custodian for the Legacy Place Mortgage Loan on and after June 25, 2013 (see Exhibit 33.9) 33.13 Wells Fargo Bank, National Association, as Trustee and Certificate Administrator for the Legacy Place Mortgage Loan on and after June 25, 2013 (see Exhibit 33.8)
(34) Attestation reports on assessment of compliance with servicing criteria for asset-backed securities. 34.1 CWCapital Asset Management LLC, as Special Servicer for the Legacy Place Mortgage Loan prior to June 25, 2013 (see Exhibit 34.2) 34.2 CWCapital Asset Management LLC, as Special Servicer 34.3 Midland Loan Services, A Division of PNC Bank, National Association, as Master Servicer 34.4 Midland Loan Services, A Division of PNC Bank, National Association, as Primary Servicer for the Legacy Place Mortgage Loan prior to June 25, 2013 (see Exhibit 34.3) 34.5 Midland Loan Services, A Division of PNC Bank, National Association, as Primary Servicer for the Legacy Place Mortgage Loan on and after June 25, 2013 (see Exhibit 34.3) 34.6 Pentalpha Surveillance LLC, as Senior Trust Advisor 34.7 Pentalpha Surveillance LLC, as Senior Trust Advisor for the Legacy Place Mortgage Loan on and after June 25, 2013 (see Exhibit 34.6) 34.8 Wells Fargo Bank, National Association, as Trustee and Certificate Administrator 34.9 Wells Fargo Bank, National Association, as Custodian 34.10 Wells Fargo Bank, National Association, as Trustee and Certificate Administrator for the Legacy Place Mortgage Loan prior to June 25, 2013 (see Exhibit 34.8) 34.11 Wells Fargo Bank, National Association, as Custodian for the Legacy Place Mortgage Loan prior to June 25, 2013 (see Exhibit 34.9) 34.12 Wells Fargo Bank, National Association, as Custodian for the Legacy Place Mortgage Loan on and after June 25, 2013 (see Exhibit 34.9) 34.13 Wells Fargo Bank, National Association, as Trustee and Certificate Administrator for the Legacy Place Mortgage Loan on and after June 25, 2013 (see Exhibit 34.8)
(35) Servicer compliance statement. 35.1 CWCapital Asset Management LLC, as Special Servicer for the Legacy Place Mortgage Loan prior to June 25, 2013 (see Exhibit 35.2) 35.2 CWCapital Asset Management LLC, as Special Servicer 35.3 Midland Loan Services, A Division of PNC Bank, National Association, as Master Servicer 35.4 Midland Loan Services, A Division of PNC Bank, National Association, as Primary Servicer for the Legacy Place Mortgage Loan prior to June 25, 2013 (see Exhibit 35.3) 35.5 Midland Loan Services, A Division of PNC Bank, National Association, as Primary Servicer for the Legacy Place Mortgage Loan on and after June 25, 2013 (see Exhibit 35.3) 35.6 Wells Fargo Bank, National Association, as Certificate Administrator 35.7 Wells Fargo Bank, National Association, as Certificate Administrator for the Legacy Place Mortgage Loan prior to June 25, 2013 (see Exhibit 35.6) 35.8 Wells Fargo Bank, National Association, as Certificate Administrator for the Legacy Place Mortgage Loan on and after June 25, 2013
(99.1) Mortgage Loan Purchase Agreement, dated as of May 14, 2013, between JPMorgan Chase Bank, National Association and J.P. Morgan Chase Commercial Mortgage Securities Corp., relating to the mortgage loans sold to the depositor by JPMorgan Chase Bank, National Association (filed as Exhibit 99.1 to Form 8-K filed on May 14, 2013 and incorporated by reference herein). (99.2) Mortgage Loan Purchase Agreement, dated as of May 14, 2013, among J.P. Morgan Chase Commercial Mortgage Securities Corp., Ladder Capital Finance LLC and Ladder Capital Finance Holdings LLLP relating to the mortgage loans sold to the depositor by Ladder Capital Finance LLC (filed as Exhibit 99.2 to Form 8-K filed on May 14, 2013 and incorporated by reference herein). (b) Not applicable. (c) Omitted. SIGNATURES Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. J.P. Morgan Chase Commercial Mortgage Securities Corp. (Depositor) /s/ Brian Baker Brian Baker, President and Chief Executive Officer (senior officer in charge of securitization of the depositor) Date: March 28, 2014 Exhibit Index Exhibit No. (4.1) Pooling and Servicing Agreement, dated as of May 1, 2013, among J.P. Morgan Chase Commercial Mortgage Securities Corp., as depositor, Midland Loan Services, a Division of PNC Bank, National Association, as master servicer, CWCapital Asset Management 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/A, filed on June 20, 2013 and incorporated by reference herein) (4.2) Pooling and Servicing Agreement, dated as of December 1, 2013, among J.P. Morgan Chase Commercial Mortgage Securities Corp., as depositor, Midland Loan Services, a Division of PNC Bank, National Association, as master servicer, LNR Partners, 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 June 25, 2013 in connection with the JPMBB 2013-C12 Transaction and incorporated by reference herein) (31) Rule 13a-14(d)/15d-14(d) Certification. (33) Reports on assessment of compliance with servicing criteria for asset-backed securities. 33.1 CWCapital Asset Management LLC, as Special Servicer for the Legacy Place Mortgage Loan prior to June 25, 2013 (see Exhibit 33.2) 33.2 CWCapital Asset Management LLC, as Special Servicer 33.3 Midland Loan Services, A Division of PNC Bank, National Association, as Master Servicer 33.4 Midland Loan Services, A Division of PNC Bank, National Association, as Primary Servicer for the Legacy Place Mortgage Loan prior to June 25, 2013 (see Exhibit 33.3) 33.5 Midland Loan Services, A Division of PNC Bank, National Association, as Primary Servicer for the Legacy Place Mortgage Loan on and after June 25, 2013 (see Exhibit 33.3) 33.6 Pentalpha Surveillance LLC, as Senior Trust Advisor 33.7 Pentalpha Surveillance LLC, as Senior Trust Advisor for the Legacy Place Mortgage Loan on and after June 25, 2013 (see Exhibit 33.6) 33.8 Wells Fargo Bank, National Association, as Trustee and Certificate Administrator 33.9 Wells Fargo Bank, National Association, as Custodian 33.10 Wells Fargo Bank, National Association, as Trustee and Certificate Administrator for the Legacy Place Mortgage Loan prior to June 25, 2013 (see Exhibit 33.8) 33.11 Wells Fargo Bank, National Association, as Custodian for the Legacy Place Mortgage Loan prior to June 25, 2013 (see Exhibit 33.9) 33.12 Wells Fargo Bank, National Association, as Custodian for the Legacy Place Mortgage Loan on and after June 25, 2013 (see Exhibit 33.9) 33.13 Wells Fargo Bank, National Association, as Trustee and Certificate Administrator for the Legacy Place Mortgage Loan on and after June 25, 2013 (see Exhibit 33.8)
(34) Attestation reports on assessment of compliance with servicing criteria for asset-backed securities. 34.1 CWCapital Asset Management LLC, as Special Servicer for the Legacy Place Mortgage Loan prior to June 25, 2013 (see Exhibit 34.2) 34.2 CWCapital Asset Management LLC, as Special Servicer 34.3 Midland Loan Services, A Division of PNC Bank, National Association, as Master Servicer 34.4 Midland Loan Services, A Division of PNC Bank, National Association, as Primary Servicer for the Legacy Place Mortgage Loan prior to June 25, 2013 (see Exhibit 34.3) 34.5 Midland Loan Services, A Division of PNC Bank, National Association, as Primary Servicer for the Legacy Place Mortgage Loan on and after June 25, 2013 (see Exhibit 34.3) 34.6 Pentalpha Surveillance LLC, as Senior Trust Advisor 34.7 Pentalpha Surveillance LLC, as Senior Trust Advisor for the Legacy Place Mortgage Loan on and after June 25, 2013 (see Exhibit 34.6) 34.8 Wells Fargo Bank, National Association, as Trustee and Certificate Administrator 34.9 Wells Fargo Bank, National Association, as Custodian 34.10 Wells Fargo Bank, National Association, as Trustee and Certificate Administrator for the Legacy Place Mortgage Loan prior to June 25, 2013 (see Exhibit 34.8) 34.11 Wells Fargo Bank, National Association, as Custodian for the Legacy Place Mortgage Loan prior to June 25, 2013 (see Exhibit 34.9) 34.12 Wells Fargo Bank, National Association, as Custodian for the Legacy Place Mortgage Loan on and after June 25, 2013 (see Exhibit 34.9) 34.13 Wells Fargo Bank, National Association, as Trustee and Certificate Administrator for the Legacy Place Mortgage Loan on and after June 25, 2013 (see Exhibit 34.8)
(35) Servicer compliance statement. 35.1 CWCapital Asset Management LLC, as Special Servicer for the Legacy Place Mortgage Loan prior to June 25, 2013 (see Exhibit 35.2) 35.2 CWCapital Asset Management LLC, as Special Servicer 35.3 Midland Loan Services, A Division of PNC Bank, National Association, as Master Servicer 35.4 Midland Loan Services, A Division of PNC Bank, National Association, as Primary Servicer for the Legacy Place Mortgage Loan prior to June 25, 2013 (see Exhibit 35.3) 35.5 Midland Loan Services, A Division of PNC Bank, National Association, as Primary Servicer for the Legacy Place Mortgage Loan on and after June 25, 2013 (see Exhibit 35.3) 35.6 Wells Fargo Bank, National Association, as Certificate Administrator 35.7 Wells Fargo Bank, National Association, as Certificate Administrator for the Legacy Place Mortgage Loan prior to June 25, 2013 (see Exhibit 35.6) 35.8 Wells Fargo Bank, National Association, as Certificate Administrator for the Legacy Place Mortgage Loan on and after June 25, 2013
(99.1) Mortgage Loan Purchase Agreement, dated as of May 14, 2013, between JPMorgan Chase Bank, National Association and J.P. Morgan Chase Commercial Mortgage Securities Corp., relating to the mortgage loans sold to the depositor by JPMorgan Chase Bank, National Association (filed as Exhibit 99.1 to Form 8-K filed on May 14, 2013 and incorporated by reference herein). (99.2) Mortgage Loan Purchase Agreement, dated as of May 14, 2013, among J.P. Morgan Chase Commercial Mortgage Securities Corp., Ladder Capital Finance LLC and Ladder Capital Finance Holdings LLLP relating to the mortgage loans sold to the depositor by Ladder Capital Finance LLC (filed as Exhibit 99.2 to Form 8-K filed on May 14, 2013 and incorporated by reference herein).
EX-31 2 jpc13l11_31.txt EX-31 Rule 13a-14(d)/15d-14(d) Certification. I, Brian Baker, certify that: 1.I have reviewed this report on Form 10-K and all reports on Form 10-D required to be filed in respect of the period covered by this report on Form 10-K of the J.P. Morgan Chase Commercial Mortgage Securities Trust 2013-LC11 (the "Exchange Act periodic reports"); 2.Based on my knowledge, the Exchange Act periodic reports, taken as a whole, do not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; 3.Based on my knowledge, all of the distribution, servicing and other information required to be provided under Form 10-D for the period covered by this report is included in the Exchange Act periodic reports; 4.Based on my knowledge and the servicer compliance statements required in this report under Item 1123 of Regulation AB, and except as disclosed in the Exchange Act periodic reports, the servicers have fulfilled their obligations under the servicing agreements in all material respects; and 5.All of the reports on assessment of compliance with servicing criteria for asset-backed securities and their related attestation reports on assessment of compliance with servicing criteria for asset-backed securities required to be included in this report in accordance with Item 1122 of Regulation AB and Exchange Act Rules 13a-18 and 15d-18 have been included as an exhibit to this report, except as otherwise disclosed in this report. Any material instances of noncompliance described in such reports have been disclosed in this report on Form 10-K. In giving the certifications above, I have reasonably relied on information provided to me by the following unaffiliated parties: Midland Loan Services, A Division of PNC Bank, National Association, as Master Servicer, CWCapital Asset Management LLC, as Special Servicer, Wells Fargo Bank, National Association, as Trustee and Certificate Administrator, Wells Fargo Bank, National Association, as Custodian, Pentalpha Surveillance LLC, as Senior Trust Advisor, Midland Loan Services, A Division of PNC Bank, National Association, as Primary Servicer for the Legacy Place Mortgage Loan, LNR Partners, LLC, as Special Servicer for the Legacy Place Mortgage Loan, Wells Fargo Bank, National Association, as Trustee and Certificate Administrator for the Legacy Place Mortgage Loan, Wells Fargo Bank, National Association, as Custodian for the Legacy Place Mortgage Loan, and Pentalpha Surveillance LLC, as Senior Trust Advisor for the Legacy Place Mortgage Loan Dated: March 28, 2014 /s/ Brian Baker Signature President and Chief Executive Officer (senior officer in charge of securitization of the depositor) EX-33.2 3 jpc13l11_33-2.txt EX-33.2 (logo) CWCapital ASSET MANAGEMENT Management's Report on Assessment of Compliance with Regulation AB Servicing Criteria 1. CWCapital Asset Management LLC ("CWAM") is responsible for assessing compliance with applicable servicing criteria set forth in Item 1122 (d) of Regulation AB of the Securities and Exchange Commission for all commercial mortgage-backed securitization transactions publicly-issued pursuant to a registration statement under the Securities Act of 1933 on or after January 1, 2006 wherein CWAM provides special servicer activities (the Platform), except for servicing criteria 1122(d)(1)(iii), 1122(d)(3)(i)(b), 1122(d)(3)(i)(c), 1122(d)(3)(i)(d), 1122(d)(3)(ii), 1122(d)(3)(iii), 1122(d)(3)(iv), 1122(d)(4)(v), 1122(d)(4)(ix), 1122(d)(4)(x), 1122(d)(4)(xi), 1122(d)(4)(xii), 1122(d)(4)(xiii), 1122(d)(4)(xiv), and 1122(d)(4)(xv), which CWAM has determined are not applicable to the activities it performs with respect to the Platform, as of and for the twelve months ended December 31, 2013 (Applicable Servicing Criteria). With respect to Applicable Servicing Criteria 1122(d)(1)(ii), 1122(d)(2)(vi), 1122(d)(4)(i), 1122(d)(4)(iii), and 1122(d)(4)(iv), CWAM has determined that there were no activities performed during the twelve months ended December 31, 2013, with respect to the Platform, because there were no occurrences of events that would require CWAM to perform such activities. Appendix A to Management's Report on Assessment of Compliance with Regulation AB Servicing Criteria identifies the individual asset-backed transactions and securities defined by management as constituting the Platform. 2. CWAM has assessed its compliance with the Applicable Servicing Criteria as of December 31, 2013 and for the period from January 1, 2013 to December 31, 2013 (the "Reporting Period"). In making this assessment, management used the criteria set forth by the Securities and Exchange Commission in paragraph (d) of Item 1122 of Regulation AB. 3. Based on such assessment, as of December 31, 2013 and for Reporting Period, CWAM has complied in all material respects with the Applicable Servicing Criteria set forth in Item 1122 (d) with respect to the Platform, except for material instances of noncompliance described in Schedule A hereto. 4. Schedule B hereto includes Management's Discussion of the Material Instances of Noncompliance noted in Schedule A. KPMG LLP, an independent registered public accounting firm, has issued an attestation report on CWAM's compliance with the Applicable Servicing Criteria as of December 31, 2013 and for the Reporting Period. (SIGNATURES COMMENCE ON FOLLOWING PAGE) (page) (logo) CWCapital ASSET MANAGEMENT CWCapital Asset Management LLC By: /s/ David B. Iannarone Date: 2/28/14 David B. Iannarone President By: /s/ Ian Walker Date: 2/28/14 Ian Walker Senior Vice President (page) (logo) CWCapital ASSET MANAGEMENT Schedule A Material Instance of Noncompliance by CWAM CWAM's assessment of compliance with the Applicable Servicing Criteria set forth by the Securities and Exchange Commission in paragraph (d) of Item 1122 of Regulation AB as of December 31, 2013 and for the Reporting Period, disclosed that a material instance of noncompliance occurred with respect to the servicing criterion set forth in Item 1122(d)(4)(vii), as follows: * With respect to servicing criterion 1122(d)(4)(vii), certain loss mitigation or recovery actions (e.g., forbearance plans, modifications and deeds in lieu of foreclosure, foreclosures and repossessions, as applicable) were not initiated, conducted and concluded in accordance with the timeframes or other requirements established by the transaction agreements. (page) (logo) CWCapital ASSET MANAGEMENT Schedule B Management's Discussion on Material Instance of Noncompliance by CWAM 1122(d)(4)(vii): Loss mitigation or recovery actions (e.g., forbearance plans, modifications and deeds in lieu of foreclosure, foreclosures and repossessions, as applicable) are initiated, conducted and concluded in accordance with the timeframes or other requirements established by the transaction agreements. Noncompliance: CWAM has identified a material instance of non-compliance as of December 31, 2013 and for the Reporting Period as a result of misappropriations of funds from certain securitization transactions included in the Platform by a single CWAM employee (the "Misappropriations"). The Misappropriations started in 2012 and were detected and ceased in September 2013, and included an aggregate amount of approximately $6,000,000. The Misappropriations were limited to certain securitization transactions in the Platform. Remediation: Promptly upon discovery of the Misappropriations in September 2013, CWAM terminated the offending employee and filed a civil action to recover the misappropriated funds . As of December 31, 2013, all of the affected securitization transactions in the Platform have been fully reimbursed. CWAM has also promptly notified rating agencies and criminal authorities of the Misappropriations and the former employee was arrested on October 2, 2013. Adjustments have been made to CWAM's policies and procedures to minimize the risk of future misappropriation or errors. (page) (logo) CWCapital ASSET MANAGEMENT Appendix A BACM 2006-3 Banc of America Commercial Mortgage Inc., Commercial Mortgage Pass-Through Certificates, Series 2006-3 BACM 2006-6 Banc of America Commercial Mortgage Inc., Commercial Mortgage Pass-Through Certificates, Series 2006-6 BACM 2007-1 Banc of America Commercial Mortgage Inc., Commercial Mortgage Pass-Through Certificates, Series 2007-1 BACM 2008-1 Banc of America Commercial Mortgage Inc., Commercial Mortgage Pass-Through Certificates, Series 2008-1 CD 2007-CD4 CD 2007-CD4 Commercial Mortgage Trust, Commercial Mortgage Pass-Through Certificates, Series CD 2007-CD4 CGCMT 2007-C6 Citigroup Commercial Mortgage Trust 2007-C6, Commercial Mortgage Pass-Through Certificates, Series 2007-C6 CGCMT 2012-GC8 Citigroup Commercial Mortgage Trust 2012-GC8, Commercial Mortgage Pass-Through Certificates, Series 2012-GC8 COBALT 2006-C1 COBALT CMBS Commercial Mortgage Trust 2006-C1, Commercial Mortgage Pass-Through Certificates, Series 2006-C1 COBALT 2007-C2 COBALT CMBS Commercial Mortgage Trust 2007-C2, Commercial Mortgage Pass-Through Certificates, Series 2007-C2 COBALT 2007-C3 COBALT CMBS Commercial Mortgage Trust 2007-C3, Commercial Mortgage Pass-Through Certificates, Series 2007-C3 COMM 2006-C7 Deutsche Mortgage & Asset Receiving Corporation, COMM 2006-C7 Commercial Mortgage Pass-Through Certificates COMM 2012-LC4 Deutsche Mortgage & Asset Receiving Corporation, COMM 2012-LC4 Commercial Mortgage Pass-Through Certificates FREMF 2011-K702 FREMF 2011-K702, Multifamily Mortgage Pass-Through Certificates, Series 2011-K702 FREMF 2013-K30 FREMF 2013-K30, Multifamily Mortgage Pass-Through Certificates, Series 2011-K702 FREMF 2013-K502 FREMF 2013 K-502, Multifamily Mortgage Pass-Through Certificates, Series 2011-K702 GMAC 2006-C1 GMAC Commercial Mortgage Securities, Inc., Mortgage Pass-Through Certificates, Series 2006-C1 (page) (logo) CWCapital ASSET MANAGEMENT GSMS 2012-GC6 GS Mortgage Securities Corporation II, Commercial Mortgage Pass-Through Certificates, Series 2012-GC6 GSMSC 2006-GG8 GS Mortgage Securities Corporation II, Commercial Mortgage Pass-Through Certificates, Series 2006-GG8 and Companion Loan Noteholders GSMSC 2007-GG10 GS Mortgage Securities Corporation II, Commercial Mortgage Pass-Through Certificates, Series 2007-GG10 JPMC 2006-CIBC17 J.P. Morgan Chase Commercial Mortgage Securities Corp., Mortgage Pass-Through Certificates, Series 2006-CIBC17 JPMC 2006-LDP6 J.P. Morgan Chase Commercial Mortgage Securities Corp., Commercial Mortgage Pass-Through Certificates, Series 2006-LDP6 JPMC 2006-LDP9 J.P. Morgan Chase Commercial Mortgage Securities Trust 2006-LDP9, Commercial Mortgage Pass-Through Certificates, Series 2006-LDP9 JPMC 2007-LDP11 J.P. Morgan Chase Commercial Mortgage Securities Corp., Commercial Mortgage Pass-Through Certificates, Series 2007-LDP11 JPMC 2008-C2 J.P . Morgan Chase Commercial Mortgage Securities Trust 2008-C2, Commercial Mortgage Pass-Through Certificates, Series 2008-C2 JPMC 2013-LC11 J.P. Morgan Chase Commercial Mortgage Securities Trust 2013-LC11, Commercial Mortgage Pass-Through Certificates, Series 2013-LC11 JPMC 2013-C10 J.P. Morgan Chase Commercial Mortgage Securities Trust 2013-C10, Commercial Mortgage Pass-Through Certificates, Series 2013-C10 LBCMT 2007-3 LB Commercial Mortgage Trust 2007-C3, Commercial Mortgage Pass-Through Certificates, Series 2007-C3 LBUBS 2006-C4 LB-UBS Commercial Mortgage Trust 2006-C4, Commercial Mortgage Pass-Through Certificates, Series 2006-C4 LBUBS 2006-C7 LB-UBS Commercial Mortgage Trust 2006-C7, Commercial Mortgage Pass-Through Certificates, Series 2006-C7 LBUBS 2007-C1 LB-UBS Commercial Mortgage Trust 2007-C1 , Commercial Mortgage Pass-Through Certificates, Series 2007-C1 LBUBS 2008-C1 LB-UBS Commercial Mortgage Trust 2008-C1 , Commercial Mortgage Pass-Through Certificates, Series 2008-C1 ML-CFC 2006-1 ML-CFC Commercial Mortgage Trust 2006-1, Commercial Mortgage Pass-Through Certificates, Series 2006-1 (page) (logo) CWCapital ASSET MANAGEMENT ML-CFC 2006-2 ML-CFC Commercial Mortgage Trust 2006-2, Commercial Mortgage Pass-Through Certificates, Series 2006-2 ML-CFC 2007-5 ML-CFC Commercial Mortgage Trust 2007-5, Commercial Mortgage Pass-Through Certificates, Series 2007-5 ML-CFC 2007-6 ML-CFC Commercial Mortgage Trust 2007-6, Commercial Mortgage Pass-Through Certificates, Series 2007-6 MLMT 2006-C1 Merrill Lynch Mortgage Trust 2006-C1 , Commercial Mortgage Pass-Through Certificates, Series 2006-C1 MSCI 2007-HQ13 Morgan Stanley Capital I Inc., Commercial Mortgage Pass-Through Certificates, Series 2007-HQ13 UBS 2012-C2 UBS-Barclays Commercial Mortgage Trust 2012-C2 WBCMT 2006-C23 Wachovia Bank Commercial Mortgage Trust, Commercial Mortgage Pass-Through Certificates, Series 2006-C23 WBCMT 2006-C25 Wachovia Bank Commercial Mortgage Trust, Commercial Mortgage Pass-Through Certificates, Series 2006-C25 WBCMT 2006-C26 Wachovia Bank Commercial Mortgage Trust, Commercial Mortgage Pass-Through Certificates, Series 2006-C26 WBCMT 2006-C28 Wachovia Bank Commercial Mortgage Trust, Commercial Mortgage Pass-Through Certificates, Series 2006-C28 WBCMT 2007-C30 Wachovia Bank Commercial Mortgage Trust, Commercial Mortgage Pass-Through Certificates, Series 2007-C30 WBCMT 2007-C32 Wachovia Bank Commercial Mortgage Trust, Commercial Mortgage Pass-Through Certificates, Series 2007-C32 WBCMT 2007-C34 Wachovia Bank Commercial Mortgage Trust, Commercial Mortgage Pass-Through Certificates, Series 2007-C34 WFRBS 2013-C15 WFRBS Commercial Mortgage Trust, Commercial Mortgage Pass-Through Certificates, Series 2013-Cl5 WFRBS 2013-UBSl WFRBS Commercial Mortgage Trust, Commercial Mortgage Pass-Through Certificates, Series 2013-UBSl EX-33.3 4 jpc13l11_33-3.txt EX-33.3 (logo) MIDLAND (logo) PNC LOAN REAL ESTATE SERVICES Report on Assessment of Compliance with Regulation AB Servicing Criteria Midland Loan Services ("Midland"), a division of PNC Bank, National Association, is responsible for assessing compliance with the applicable servicing criteria set forth in Item 1122 (d) of Regulation AB of the Securities and Exchange Commission ("Regulation AB"), as set forth in Appendix A hereto, relating to its role in the servicing of commercial mortgage-backed securities transactions. Midland has assessed its compliance with the applicable servicing criteria as of and for the year ended December 31, 2013 (the "Reporting Period"). In making this assessment, Midland used the criteria set forth by the Securities and Exchange Commission ("SEC") in Item 1122(d) of Regulation AB. This report covers the commercial mortgage-backed securities transactions (the "Platform"). Midland engaged certain vendors, which are not servicers as defined in item 1101(j) of Regulation AB (the "Vendors"), to perform specific, limited or scripted activities related to portions of the servicing criteria as set forth in Appendix A. Midland elects to take responsibility for assessing compliance with the servicing criteria or portion of the servicing criteria applicable to such Vendors' activities as set forth in Appendix A. Midland has not identified and is not aware of any material instances of noncompliance by the Vendors with the applicable servicing criteria as of December 31, 2013 and for the Reporting Period with respect to the Platform taken as a whole, nor has it identified any material deficiencies in its policies and procedures to monitor the compliance by the Vendors with the applicable servicing criteria as of December 31, 2013 and for the Reporting Period with respect to the Platform taken as a whole. Based on this assessment, Midland believes that, as of and for the year ended December 31, 2013, Midland has complied in all material respects with the servicing criteria set forth in Item 1122(d) of Regulation AB relating to its role in the servicing of commercial mortgage-backed securities transactions. PricewaterhouseCoopers LLP, an independent registered public accounting firm, has issued an attestation report on Midland's assessment of compliance with the applicable servicing criteria as of and for the year ended December 31, 2013. MIDLAND LOAN SERVICES a division of PNC Bank, National Association /s/ Steven W. Smith Steven W. Smith Executive Vice President /s/ Bradley J. Hauger Bradley J. Hauger Senior Vice President Date: February 24, 2014 Member of The PNC Financial Services Group 10851 Mastin Boulevard Overland Park, Kansas 66210 800-327-8083 www.pnc.com/midland 1 (page) (logo) MIDLAND (logo) PNC LOAN REAL ESTATE SERVICES APPENDIX A
APPLICABLE SERVICING CRITERIA SERVICING CRITERIA Performed by Vendor(s) for which Midland is Performed the Directly by Responsible Reference Criteria Midland Party General Servicing Considerations 1122(d)(1)(i) Policies and procedures are instituted to monitor any X performance or other triggers and events of default in accordance with the transaction agreements. . 1122(d)(1)(ii) If any material servicing activities are outsourced to third X parties, policies and procedures are instituted to monitor the third party's performance and compliance with such servicing activities. 1122(d)(1)(iii) Any requirements in the transaction agreements to maintain a N/A^1 back-up servicer for the pool assets are maintained. 1122(d)(1)(iv) A fidelity bond and errors and omissions policy is in effect on X the party participating in the servicing function throughout the reporting period in the amount of coverage required by and otherwise in accordance with the terms the transaction agreements. Cash Collection and Administration 1122(d)(2)(i) Payments on pool assets are deposited into the appropriate X custodial bank accounts and related bank clearing accounts no more than two business days following receipt, or such other number of days specified in the transaction agreements. 1122(d)(2)(ii) Disbursements made via wire transfer on behalf of an obligor or X to an investor are made only by authorized personnel. 1122(d)(2)(iii) Advances of funds or guarantees regarding collections, cash X flows or distributions, and any interest or other fees charged for such advances, are made, reviewed and approved as specified in the transaction agreements. 1122(d)(2)(iv) The related accounts for the transaction, such as cash reserve X accounts or accounts established as a form of overcollateralization, are separately maintained (e.g., with respect to commingling of cash) as set forth in the transaction agreements. 1122(d)(2)(v) Each custodial account is maintained at a federally insured X depository institution as set forth in the transaction agreements. For purposes of this criterion, "federally insured depository institution" with respect to a foreign financial institution means a foreign financial institution that meets the requirements of Rule 13K-1(b)(1) of the Securities Exchange Act. 1122(d)(2)(vi) Unissued checks are safeguarded so as to prevent unauthorized X access. ^1 Midland has determined servicing criteria 1122(d)(1)(iii), 1122(d)(3)(i)(B), 1122(d)(3)(i)(C), 1122(d)(3)(i)(D), 1122(d)(3)(ii), 1122(d)(3)(iii), 1122(d)(3)(iv), and 1122(d)(4)(xv) to be inapplicable to the activities Midland performs with respect to the commercial mortgage-backed securities transactions being serviced.
2 (page) (logo) MIDLAND (logo) PNC LOAN REAL ESTATE SERVICES
APPLICABLE SERVICING CRITERIA SERVICING CRITERIA Performed by Vendor(s) for which Midland is Performed the Directly by Responsible Reference Criteria Midland Party Cash Collection and Administration (continued) 1122(d)(2)(vii) Reconciliations are prepared on a monthly basis for all asset- backed securities related bank accounts, including custodial accounts and related bank clearing accounts. These reconciliations: (A) Are mathematically accurate; X (B) Are prepared within 30 calendar days after the X bank statement cutoff date, or such other number of days specified in the transaction agreements; (C) Are reviewed and approved by someone other than X the person who prepared the reconciliation; and (D) Contain explanations for reconciling items. These X reconciling items are resolved within 90 calendar days of their original identification, or such other number of days specified in the transaction agreements. Investor Remittances and Reporting 1122(d)(3)(i) Reports to investors, including those to be filed with the Commission, are maintained in accordance with the transaction agreements and applicable Commission requirements. Specifically, such reports: (A) Are prepared in accordance with timeframes and X other terms set forth in the transaction agreements; (B) Provide information calculated in accordance with N/A^1 the terms specified in the transaction agreements; (C) Are filed with the Commission as required by its N/A^1 rules and regulations; and (D) Agree with the investor's or the trustee's records as to N/A^1 the total unpaid principal balance and number of pool assets serviced by the servicer. 1122(d)(3)(ii) Amounts due to investors are allocated and remitted in N/A^1 accordance with timeframes, distribution priority and other terms set forth in the transaction agreements. 1122(d)(3)(iii) Disbursements made to an investor are posted within two N/A^1 business days to the servicer's investor records, or such other number of days specified in the transaction agreements. 1122(d)(3)(iv) Amounts remitted to investors per the investor reports agree N/A^1 with cancelled checks, or other form of payment, or custodial bank statements. ^1 Midland has determined servicing criteria 1122(d)(1)(iii), 1122(d)(3)(i)(B), 1122(d)(3)(i)(C), 1122(d)(3)(i)(D), 1122(d)(3)(ii), 1122(d)(3)(iii), 1122(d)(3)(iv), and 1122(d)(4)(xv) to be inapplicable to the activities Midland performs with respect to the commercial mortgage-backed securities transactions being serviced.
3 (page) (logo) MIDLAND (logo) PNC LOAN REAL ESTATE SERVICES
APPLICABLE SERVICING CRITERIA SERVICING CRITERIA Performed by Vendor(s) for which Midland is Performed the Directly by Responsible Reference Criteria Midland Party Pool Asset Administration 1122(d)(4)(i) Collateral or security on pool assets is maintained as required by X X the transaction agreements or related mortgage loan documents. (only with respect to removal from pools) 1122(d)(4)(ii) Pool assets and related documents are safeguarded as required X by the transaction agreements. 1122(d)(4)(iii) Any additions, removals or substitutions to the asset pool are X X made, reviewed and approved in accordance with any conditions (only with or requirements in the transaction agreements. respect to removal from pools) 1122(d)(4)(iv) Payments on pool assets, including any payoffs, made in X accordance with the related pool asset documents are posted to the servicer's obligor records maintained no more than two business days after receipt, or such other number of days specified in the transaction agreements, and allocated to principal, interest or other items (e.g., escrow) in accordance with the related pool asset documents. 1122(d)(4)(v) The servicer's records regarding the pool assets agree with the X servicer's records with respect to an obligor's unpaid principal balance. 1122(d)(4)(vi) Changes with respect to the terms or status of an obligor's pool X X asset (e.g., loan modifications or re-agings) are made, reviewed (only with and approved by authorized personnel in accordance with the respect to transaction agreements and related pool asset documents. loan assumptions) 1122(d)(4)(vii) Loss mitigation or recovery actions (e.g., forbearance plans, X modifications and deeds in lieu of foreclosure, foreclosures and repossessions, as applicable) are initiated, conducted, and concluded in accordance with the timeframes or other requirements established by the transaction agreements. 1122(d)(4)(viii) Records documenting collection efforts are maintained during X the period a pool asset is delinquent in accordance with the transaction agreements. Such records are maintained on at least a monthly basis, or such other period specified in the transaction agreements, and describe the entity's activities in monitoring delinquent pool assets including, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment). 1122(d)(4)(ix) Adjustments to interest rates or rates of return for pool assets X with variable rates are computed based on the related pool asset documents. ^1 Midland has determined servicing criteria 1122(d)(1)(iii), 1122(d)(3)(i)(B), 1122(d)(3)(i)(C), 1122(d)(3)(i)(D), 1122(d)(3)(ii), 1122(d)(3)(iii), 1122(d)(3)(iv), and 1122(d)(4)(xv) to be inapplicable to the activities Midland performs with respect to the commercial mortgage-backed securities transactions being serviced.
4 (page) (logo) MIDLAND (logo) PNC LOAN REAL ESTATE SERVICES
APPLICABLE SERVICING CRITERIA SERVICING CRITERIA Performed by Vendor(s) for which Midland is Performed the Directly by Responsible Reference Criteria Midland Party Pool Asset Administration (continued) 1122(d)(4)(x) Regarding any funds held in trust for an obligor (such as escrow accounts): (A) Such funds are analyzed, in accordance with the X obligor's pool asset documents, on at least an annual basis, or such other period specified in the transaction agreements; (B) Interest on such funds is paid, or credited, to X obligors in accordance with applicable pool asset documents and state laws; and (C) Such funds are returned to the obligor within 30 X calendar days of full repayment of the related pool asset, or such other number of days specified in the transaction agreements. 1122(d)(4)(xi) Payments made on behalf of an obligor (such as tax or insurance X X payments) are made on or before the related penalty or (only with expiration dates, as indicated on the appropriate bills or notices respect to for such payments, provided that such support has been received tax-related by the servicer at least 30 calendar days prior to these dates, or activities) such other number of days specified in the transaction agreements. 1122(d)(4)(xii) Any late payment penalties in connection with any payment to X be made on behalf of an obligor are paid from the servicer's funds and not charged to the obligor, unless the late payment was due to the obligor's error or omission. 1122(d)(4)(xiii) Disbursements made on behalf of an obligor are posted within X two business days to the obligor's records maintained by the servicer, or such other number of days specified in the transaction agreements. 1122(d)(4)(xiv) Delinquencies, charge-offs and uncollectible accounts are X recognized and recorded in accordance with the transaction agreements. 1122(d)(4)(xv) Any external enhancement or other support, identified in Item N/A^1 1114(a)(1) through (3) or Item 1115 of this Regulation AB, is maintained as set forth in the transaction agreements. ^1 Midland has determined servicing criteria 1122(d)(1)(iii), 1122(d)(3)(i)(B), 1122(d)(3)(i)(C), 1122(d)(3)(i)(D), 1122(d)(3)(ii), 1122(d)(3)(iii), 1122(d)(3)(iv), and 1122(d)(4)(xv) to be inapplicable to the activities Midland performs with respect to the commercial mortgage-backed securities transactions being serviced.
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EX-33.6 5 jpc13l11_33-6.txt EX-33.6 (logo) PENTALPHA SURVEILLANCE March 4, 2014 Management's Report on Assessment of 2013 Compliance by Pentalpha Surveillance, LLC With Regulation AB Servicing Criteria Pentalpha Surveillance, LLC (the Asserting Party) is responsible for assessing its compliance, as of and for the year ended December 31, 2013, with the servicing criteria set forth in Title 17, Section 229.1122(d) of the Code of Federal Regulations. The assessment concerns the Asserting Party's servicing efforts for its servicing "Platform," which consists of its servicing activities encompassed by contractual obligations to perform Regulation AB reporting (see the Exhibit for a list of the Asserting Party's Platform of required reporting by the servicing agreements). The Asserting Party has assessed its compliance with the applicable servicing criteria as of and for the year ended December 31, 2013. The Asserting Party used the criteria in Paragraph (d) of Section 1122 of Regulation AB (17 C.F.R. 229.1122) to assess its compliance. Based on such assessment, the Asserting Party believes that as of and for the year ended December 31, 2013, the Asserting Party has complied in all material respects with the servicing criteria set forth in Item 1122(d) of Regulation AB relating to its operational advisor role in the servicing of the Platform, except for servicing criteria 1122(d)(1)(i-iv), 1122(d)(2)(i-vii), 1122(d)(3)(ii-iv), 1122(d)(4)(i-vi) and 1122(d)(4)(viii-xv), which the Asserting Party has determined as being inapplicable to the activities it performs with respect to the Platform being serviced (the "applicable servicing criteria"). McGladrey LLP, an independent registered public accounting firm, has issued an attestation report on the assessment of compliance with the applicable servicing criteria for the reporting period as set forth in this assertion. i (page) (logo) PENTALPHA SURVEILLANCE
Regulation AB Section 229.1122(d) Servicing Criteria Regulation AB Reference Servicing Criterion 1122(d)(1)(i) Policies and procedures are instituted to monitor any performance or other triggers and events of default in accordance with the transaction agreements. Applicability/Compliance: Not applicable. 1122(d)(1)(ii) If any material servicing activities are outsourced to third parties, policies and procedures are instituted to monitor the third party's performance and compliance with such servicing activities. Applicability/Compliance: Not applicable. 1122(d)(1)(iii) Any requirements in the transaction agreements to maintain a backup servicer for the mortgage loans are maintained. Applicability/Compliance: Not applicable. 1122(d)(1)(iv) A fidelity bond and errors and omissions policy is in effect on the party participating in the servicing function throughout the reporting period in the amount of coverage required by and otherwise in accordance with the terms of the transaction agreements. Applicability/Compliance: Not applicable. 1122(d)(2)(i) Payments on pool assets are deposited into the appropriate custodial bank accounts and related bank clearing accounts no more than two business days of receipt, or such other number of days specified in the transaction agreements. Applicability/Compliance: Not applicable. 1122(d)(2)(ii) Disbursements made via wire transfer on behalf of an obligor or to an investor are made only by authorized personnel. Applicability/Compliance: Not applicable. 1122(d)(2)(iii) Advances of funds or guarantees regarding collections, cash flows or distributions, and any interest or other fees charged for such advances are made, reviewed and approved as specified in the transaction documents. Applicability/Compliance: Not applicable. ii (page) (logo) PENTALPHA SURVEILLANCE Regulation AB Reference Servicing Criterion 1122(d)(2)(iv) The related accounts for the transaction, such as cash reserve accounts or accounts established as a form of overcollateralization, are separately maintained (e.g., with respect to commingling of cash) as set forth in the transaction agreements. Applicability/Compliance: Not applicable. 1122(d)(2)(v) Each custodial account is maintained at a federally insured depository institution as set forth in the transaction agreements. For purposes of this criterion, "federally insured depository institution" with respect to a foreign financial institution means a foreign financial institution that meets the requirements of Section 240.13k-1(b)(1) of this chapter. Applicability/Compliance: Not applicable. 1122(d)(2)(vi) Unissued checks were safeguarded so as to prevent unauthorized access. Applicability/Compliance: Not applicable. 1122(d)(2)(vii) Reconciliations are prepared on a monthly basis for all asset- backed securities-related bank accounts, including custodial accounts and related bank clearing accounts. These reconciliations: (A) are mathematically accurate; (B) are prepared within 30 calendar days after the bank statement cutoff date, or such other number of days specified in the transaction agreements; (C) are reviewed and approved by someone other than the person who prepared the reconciliation; and (D) contain explanations for reconciling items. These reconciling items are resolved within 90 calendar days of their original identification, or such other number of days specified in the transaction agreements. Applicability/Compliance: Not applicable. 1122(d)(3)(i)(A) Reports to investors, including those to be filed with the Commission, are maintained in accordance with the transaction agreements and applicable Commission requirements. Specifically, such reports are prepared in accordance with time frames and other terms set forth in the transaction agreements. Applicability/Compliance: Applicable. iii (page) (logo) PENTALPHA SURVEILLANCE Regulation AB Reference Servicing Criterion 1122(d)(3)(i)(B) Reports to investors, including those to be filed with the Commission, are maintained in accordance with the transaction agreements and applicable Commission requirements. Specifically, such reports provide information calculated in accordance with the terms specified in the transaction agreements. Applicability/Compliance: Applicable. 1122(d)(3)(i)(C) Reports to investors, including those to be filed with the Commission, are maintained in accordance with the transaction agreements and applicable Commission requirements. Specifically, such reports are filed with the Commission as required by its rules and regulations. Applicability/Compliance: Applicable. 1122(d)(3)(i)(D) Reports to investors, including those to be filed with the Commission, are maintained in accordance with the transaction agreements and applicable Commission requirements. Specifically, such reports agree with investors' or the trustee's records as to the total unpaid principal balance and number of pool assets serviced by the servicer. Applicability/Compliance: Applicable. 1122(d)(3)(ii) Amounts due to investors are allocated and remitted in accordance with time frames, distribution priority and other terms set forth in the transaction agreements. Applicability/Compliance: Not applicable. 1122(d)(3)(iii) Disbursements made to an investor are posted within two business days to the servicer's investor records, or such other number of days specified in the transaction agreements. Applicability/Compliance: Not applicable. 1122(d)(3)(iv) Amounts remitted to investors per the investor reports agree with canceled checks, or other form of payment, or custodial bank statements. Applicability/Compliance: Not applicable. iv (page) (logo) PENTALPHA SURVEILLANCE Regulation AB Reference Servicing Criterion 1122(d)(4)(i) Collateral or security on pool assets is maintained as required by the transaction agreements or related pool asset documents. Applicability/Compliance: Not applicable. 1122(d)(4)(ii) Pool assets and related documents are safeguarded as required by the transaction agreements. Applicability/Compliance: Not applicable. 1122(d)(4)(iii) Any additions, removals or substitutions to the asset pool are made, reviewed and approved in accordance with any conditions or requirements in the transaction agreements. Applicability/Compliance: Not applicable. 1122(d)(4)(iv) Payments on pool assets, including any payoffs, made in accordance with the related pool asset documents are posted to the applicable servicer's obligor records maintained no more than two business days after receipt, or such other number of days specified in the transaction agreements, and allocated to principal, interest or other items (e g., escrow) in accordance with the related pool asset documents. Applicability/Compliance: Not applicable. 1122(d)(4)(v) The servicer's records regarding the pool assets agree with the servicer's records with respect to an obligor's unpaid principal balance. Applicability/Compliance: Not applicable. 1122(d)(4)(vi) Changes with respect to the terms or status of an obligor's pool asset (e.g., loan modifications or re-agings) are made, reviewed and approved by authorized personnel in accordance with the transaction agreements and related pool asset documents. Applicability/Compliance: Not applicable. v (page) (logo) PENTALPHA SURVEILLANCE Regulation AB Reference Servicing Criterion 1122(d)(4)(vii) Loss mitigation or recovery actions (e.g., forbearance plans, modifications and deeds in lieu of foreclosure, foreclosures and repossessions, as applicable) are initiated, conducted and concluded in accordance with the time frames or other requirements established by the transaction agreements. Applicability/Compliance: Applicable. 1122(d)(4)(viii) Records documenting collection efforts are maintained during the period a pool asset is delinquent in accordance with the transaction agreements. Such records are maintained on at least a monthly basis, or such other period specified in the transaction agreements, and describe the entity's activities in monitoring delinquent pool assets including, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment). Applicability/Compliance: Not applicable. 1122(d)(4)(ix) Adjustments to interest rates or rates of return for pool assets with variable rates are computed based on the related pool asset documents. Applicability/Compliance: Not applicable. 1122(d)(4)(x) Regarding any funds held in trust for an obligor (such as escrow accounts): (A) such funds are analyzed, in accordance with the obligor's pool asset documents, on at least an annual basis, or such other period specified in the transaction agreements; (B) interest on such funds is paid, or credited, to obligors in accordance with applicable pool asset documents and state laws; and (C) such funds were returned to the obligor within 30 calendar days of full repayment of the related pool asset, or such other number of days specified in the transaction agreements. Applicability/Compliance: Not applicable. 1122(d)(4)(xi) Payments made on behalf of an obligor (such as tax or insurance payments) are made on or before the related penalty or expiration dates, as indicated on the appropriate bills or notices for such payments, provided that such support has been received by the servicer at least 30 calendar days prior to these dates, or such other number of days specified in the transaction agreements. Applicability/Compliance: Not applicable. vi (page) (logo) PENTALPHA SURVEILLANCE Regulation AB Reference Servicing Criterion 1122(d)(4)(xii) Any late payment penalties in connection with any payment to be made on behalf of an obligor are paid from the servicer's funds and not charged to the obligor, unless the late payment was due to the obligor's error or omission. Applicability/Compliance: Not applicable. 1122(d)(4)(xiii) Disbursements made on behalf of an obligor are posted within two business days to the obligor's records maintained by the servicer, or such other number of days specified in the transaction agreements. Applicability/Compliance: Not applicable. 1122(d)(4)(xiv) Delinquencies, charge-offs and uncollectible accounts are recognized and recorded in accordance with the transaction agreements. Applicability/Compliance: Not applicable. 1122(d)(4)(xv) Any external enhancement or other support, identified in Item 1114(a)(1) through (3) or Item 1115 of Regulation AB, is maintained as set forth in the transaction agreements. Applicability/Compliance: Not applicable.
March 4, 2014 /s/ James Callahan James Callahan, Executive Director /s/ Don Simon Don Simon, Chief Operating Officer vii (page) (logo) PENTALPHA SURVEILLANCE Exhibit: Asserting Party's 2013 Servicing Platform by Issuer and Master Servicer
Platform and Public Name of Issuer Securitization Master Servicer GS Mortgage Securities Commercial Mortgage Pass-Through Wells Fargo Bank, National Corporation II Certificates Series 2011-GC5 Association J.P. Morgan Chase J.P. Morgan Chase Commercial Midland Loan Services, a Commercial Mortgage Mortgage Securities Trust 2011-C5 division of PNC Bank, National Securities Corp. Association Wells Fargo Commercial Commercial Mortgage Pass-Through Wells Fargo Bank, National Mortgage Securities, Inc. Certificates Series 2012-C6 Association J.P. Morgan Chase J.P. Morgan Chase Commercial Wells Fargo Bank, National Commercial Mortgage Mortgage Securities Trust 2012-C6 Association Securities Corp. Commercial Mortgage Pass-Through Certificates, Series 2012-C-6 Deutsche Mortgage & Asset COMM 2012-CCRE1 Commercial Wells Fargo Bank, National Receiving Corporation Mortgage Pass-Through Certificates Association UBS Commercial Mortgage UBS-Barclays Commercial Mortgage Wells Fargo Bank, National Securitization Corp. Trust 2012-C2, Commercial Association Mortgage Pass-Through Certificates, Series 2012-C2 Wells Fargo Commercial Commercial Mortgage Pass-Through Wells Fargo Bank, National Mortgage Securities, Inc. Certificates Series 2012-C8 Association J.P. Morgan Chase J.P. Morgan Chase Commercial Keycorp Real Estate Capital Commercial Mortgage Mortgage Securities Trust 2012-C8 Markets, Inc. Securities Corp. Commercial Mortgage Pass-Through Certificates, Series 2012-C-8 GS Mortgage Securities Commercial Mortgage Pass-Through Wells Fargo Bank, National Corporation II Certificates Series 2012-GCJ9 Association Wells Fargo Commercial Commercial Mortgage Pass-Through Wells Fargo Bank, National Mortgage Securities, Inc. Certificates Series 2012-C10 Association J.P. Morgan Chase J.P. Morgan Chase Commercial Midland Loan Services, a Commercial Mortgage Mortgage Securities Trust 2012-LC9 division of PNC Bank, National Securities Corp. Commercial Mortgage Pass-Through Association Certificates, Series 2012-LC9 Wells Fargo Commercial Commercial Mortgage Pass-Through Wells Fargo Bank, National Mortgage Securities, Inc. Certificates, Series 2013-C12 Association Citigroup Commercial Commercial Mortgage Pass-Through Wells Fargo Bank, National Mortgage Securities, Inc. Certificates, Series 2013-GCJ11 Association viii (page) (logo) PENTALPHA SURVEILLANCE Exhibit: Asserting Party's 2013 Servicing Platform by Issuer and Master Servicer Platform and Public Name of Issuer Securitization Master Servicer Wells Fargo Commercial Commercial Mortgage Pass-Through Wells Fargo Bank, National Mortgage Securities, Inc. Certificates, Series 2013-C14 Association J.P. Morgan Chase J.P. Morgan Chase Commercial Midland Loan Services, a Commercial Mortgage Mortgage Securities Trust 2013- division of PNC Bank, National Securities Corp. LC11 Commercial Mortgage Pass- Association Through Certificates Series 2013- LC11 J.P. Morgan Chase JPMBB Commercial Mortgage Midland Loan Services, a Commercial Mortgage Securities Trust 2013-C12 division of PNC Bank, National Securities Corp. Commercial Mortgage Pass-Through Association Certificates, Series 2013-C12 J.P. Morgan Chase J.P. Morgan Chase Commercial Midland Loan Services, a Commercial Mortgage Mortgage Securities Trust 2013-C13 division of PNC Bank, National Securities Corp. Commercial Mortgage Pass-Through Association Certificates, Series 2013-C13 J.P. Morgan Chase JPMBB Commercial Mortgage Midland Loan Services, a Commercial Mortgage Securities Trust 2013-C14 division of PNC Bank, National Securities Corp. Commercial Mortgage Pass-Through Association Certificates, Series 2013-C14 GS Mortgage Securities Commercial Mortgage Pass-Through Wells Fargo Bank, National Corporation II Certificates Series 2013-GCJ14 Association Wells Fargo Commercial Commercial Mortgage Pass-Through Wells Fargo Bank, National Mortgage Securities, Inc. Certificates, Series 2013-C16 Association J.P. Morgan Chase JPMBB Commercial Mortgage Wells Fargo Bank, National Commercial Mortgage Securities Trust 2013-C15 Association Securities Corp. Commercial Mortgage Pass-Through Certificates, Series 2013-C15 J.P. Morgan Chase J.P. Morgan Chase Commercial Wells Fargo Bank, National Commercial Mortgage Mortgage Securities Trust 2013-C16 Association Securities Corp. Commercial Mortgage Pass-Through Certificates, Series 2013-C16 Citigroup Commercial Commercial Mortgage Pass-Through Wells Fargo Bank, National Mortgage Securities, Inc. Certificates, Series 2013-GCJ17 Association ix (page) (logo) PENTALPHA SURVEILLANCE Exhibit: Asserting Party's 2013 Servicing Platform by Issuer and Master Servicer Platform and Public Name of Issuer Securitization Master Servicer J.P. Morgan Chase JPMBB Commercial Mortgage Wells Fargo Bank, National Commercial Mortgage Securities Trust 2013-C17 Association Securities Corp. Commercial Mortgage Pass-Through Certificates, Series 2013-C17 Wells Fargo Commercial Commercial Mortgage Pass-Through Wells Fargo Bank, National Mortgage Securities, Inc. Certificates, Series 2013-C18 Association
x
EX-33.8 6 jpc13l11_33-8.txt EX-33.8 (logo) WELLS FARGO Corporate Trust Services MAC R1204-010 9062 Old Annapolis Road Columbia, MD 21045 Tel: 410 884 2000 Fax: 410 715 2380 ASSESSMENT OF COMPLIANCE WITH THE APPLICABLE SERVICING CRITERIA The management ("Management") of the Corporate Trust Services division of Wells Fargo Bank, National Association (the "Company") is responsible for assessing the Company's compliance with the applicable servicing criteria set forth in Item 1122(d) of Regulation AB of the Securities and Exchange Commission. Management has determined that the servicing criteria are applicable in regards to the servicing platform for the period as follows: Period: As of and for the twelve months ended December 31, 2013 (the "Period"). Platform: The platform consists of commercial mortgage-backed securities ("CMBS") transactions backed by pools of commercial mortgage loans and/or backed by CMBS for which the Company provides trustee, securities administration and/or paying agent services and where some or all of the offered securities for such CMBS transactions were either (a) publicly-issued pursuant to a registration statement delivered under the Securities Act of 1933, or (b) privately-issued pursuant to an exemption from registration where the Company has an obligation under the transaction agreements to deliver an assessment of compliance with the applicable servicing criteria under Item 1122(d) of Regulation AB; provided however that, the platform excludes any transactions (i) where the offered securities were issued, sponsored or guaranteed by any agency or instrumentality of the U.S. government or any government sponsored entity, and (ii) where the offered securities were issued pursuant to a transaction that closed prior to January 1, 2006 and for which the Company outsources all material servicing activities (as defined by Regulation AB) (the "CMBS Platform"). Appendix A identifies the individual transactions defined by Management as constituting the CMBS Platform for the Period. Applicable Servicing Criteria: All servicing criteria set forth in Item 1122(d), to the extent required in the related transaction agreements, in regards to the activities performed by the Company, except for the following servicing criteria: 1122(d)(4)(ii), 1122(d)(4)(iv), 1122(d)(4)(v), 1122(d)(4)(vi), 1122(d)(4)(vii), 1122(d)(4)(viii), 1122(d)(4)(ix), 1122(d)(4)(x), 1122(d)(4)(xi), 1122(d)(4)(xii), 1122(d)(4)(xiii) and 1122(d)(4)(xiv), which Management has determined are not applicable to the activities the Company performed with respect to the CMBS Platform for the Period (the "Applicable Servicing Criteria"). Third parties classified as vendors: With respect to servicing criterion 1122(d)(4)(i), the Company has engaged a vendor to handle certain Uniform Commercial Code filing functions required by the servicing criterion. Management has determined that this vendor is not considered a "servicer" as defined in Item 1101(j) of Regulation AB, and Management elects to take responsibility for assessing compliance with the portion of the servicing criterion applicable to this vendor as permitted by Interpretation 17.06 of the SEC Division of Corporation Finance Manual of Publicly Available Telephone Interpretations ("Interpretation 17.06"). The Company has policies and procedures in place designed to provide reasonable assurance that the vendor's activities comply in all material respects with the servicing criterion applicable to the vendor. Management is solely responsible for determining that the Company meets the SEC requirements to apply Interpretation 17.06 for the vendor and related criterion. With respect to the CMBS Platform and the Period, Management provides the following assessment of the Company's compliance with respect to the Applicable Servicing Criteria: 1. Management is responsible for assessing the Company's compliance with the Applicable Servicing Criteria. 2. Management has assessed the Company's compliance with the Applicable Servicing Criteria, including the servicing criterion for which compliance is determined based on Interpretation 17.06 as described above. In performing this assessment, Management used the criteria set forth by the Securities and Exchange Commission in paragraph (d) of Item 1122 of Regulation AB. 3. With respect to applicable servicing criteria 1122(d)(2)(iii) and 1122(d)(4)(iii), Management has determined that there were no activities performed during the Period with respect to the CMBS Platform, because there were no occurrences of events that would require the Company to perform such activities. Wells Fargo Bank, N.A. (logo) Together we'll go far (page) 4. Based on such assessment for the Period, the Company has complied, in all material respects with the Applicable Servicing Criteria. KPMG LLP, an independent registered public accounting firm, has issued an attestation report with respect to Management's assessment of the Company's compliance with the Applicable Servicing Criteria for the Period. WELLS FARGO BANK, National Association By: /s/ Mike Watchke Mike Watchke Title: Senior Vice President Dated: February 26, 2014 (page) Appendix A to the Company's Assessment of Compliance with the Applicable Servicing Criteria CMBS Platform Transactions BAC 2000-1 BAC 2000-2A BAC 2001-1 BAC 2001-3 BAC 2002-PB2 BAC 2003-2 BAC 2004-1 BAC 2004-3 BAC 2004-5 BAC 2005-1 BAC 2005-4 BAC 2006-3 BAC 2006-4 BAC 2006-6 BAC 2007-2 BAC 2007-3 BAC 2007-4 BAC 2007-5 BACM 2008-1 BACM 2008-LS1 BALL 2005-MIB1 BANC OF AMER 2006-1 BEAR 2000-WF2 BEAR 2001-TOP2 BEAR 2001-TOP4 BEAR 2002-PBW1 BEAR 2002-TOP6 BEAR 2002-TOP8 BEAR 2003-PWR2 BEAR 2003-TOP10 BEAR 2003-TOP12 BEAR 2004-PWR3 BEAR 2004-PWR4 BEAR 2004-PWR5 BEAR 2004-PWR6 BEAR 2004-TOP14 BEAR 2004-TOP16 BEAR 2005-AFR1 BEAR 2005-PWR10 BEAR 2005-PWR7 BEAR 2005-PWR8 BEAR 2005-PWR9 BEAR 2005-TOP18 BEAR 2005-TOP20 BEAR 2006-PWR11 BEAR 2006-PWR12 BEAR 2006-PWR13 BEAR 2006-PWR14 BEAR 2006-TOP22 BEAR 2006-TOP24 BEAR 2007-PWR15 BEAR 2007-PWR16 BEAR 2007-PWR17 BEAR 2007-PWR18 BEAR 2007-TOP26 BEAR 2007-TOP28 BSC 1999-WF2 BSC 2000-WF1 CCMT 2004-C2 CCMT 2008-C7 CD 2006-CD2 COBALT 2006-C1 COBALT 2007-C2 COBALT 2007-C3 COM 1998-C02 COMM 2000-1 COMM 2003-LNB1 COMM 2004-LNB2 COMM 2004-LNB3 COMM 2004-LNB4 COMM 2005-C6 COMM 2005-LP5 COMM 2006 -C8 COMM 2006-C7 COMM 2007-C9 COMM 2012-FL2 COMM12-CCRE1 COMM12-CCRE2 A-1 (page) CMBS Platform Transactions COMM12-CCRE4 COMM12-CCRE5 COMM13-CCRE7 COMM13-LC6 COMM2011-FL1 COMM2013-CCRE10 COMM2013-CCRE12 CSF 1997-C02 CSF 1999-C01 CSF 2000-C01 CSFB 2001-CF2 CSFB 2001-CK1 CSFB 2001-CK3 CSFB 2001-CK6 CSFB 2001-CKN5 CSFB 2001-CP4 CSFB 2002-CKN2 CSFB 2002-CKP1 CSFB 2002-CKS4 CSFB 2002-CP5 CSFB 2003-C3 CSFB 2003-C5 CSFB 2003-CK2 CSFB 2003-CPN1 CSFB 2004-C1 CSFB 2004-C2 CSFB 2004-C3 CSFB 2004-C4 CSFB 2004-C5 CSFB 2005-C1 CSFB 2005-C2 CSFB 2005-C3 CSFB 2005-C4 CSFB 2005-C5 CSFB 2005-C6 CSFB 2006-C1 CSFB 2006-C2 CSFB 2006-C3 CSFB 2006-C4 CSFB 2006-C5 CSFB 2007-C1 CSFB 2007-C2 CSFB 2007-C3 CSFB 2007-C4 CSFB 2007-C5 CSFB 2008-C1 CSFB-2003-C4 DBUBS 11-LC3 DLJ 1998-CF1 DLJ 1998-CF2 DLJ 1998-CG1 DLJ 1999-CG1 DLJ 1999-CG2 DLJ 1999-CG3 DLJ 2000-CF1 DLJ 2000-CKP1 FDIC 2012-C1 FIRST UNION 2000-C2 FIRST UNION 2001-C1 FIRST UNION 2001-C2 FIRST UNION 2001-C3 FIRST UNION 2001-C4 FIRST UNION 2002-C1 FLB 1998-C02 FUCM 2000-C1 FUN 1999-C01 FUN 1999-C02 FUN 1999-C04 GE 2002-1 GE 2005-C2 GE 2005-C4 GE CAP 2002-3 GE CAP 2003-C1 GE CAP 2004-C1 GE CAP 2004-C3 GE COMMERCIAL 2000-1 GECMC 2007-C1 GMAC 2001-C1 A-2 (page) CMBS Platform Transactions GMAC 2002-C1 GMAC 2002-C3 A GMAC 2003-C2 GMAC 2004-C1 GMAC 2004-C3 GMAC 2006-C1 GMC 1999-C01 GMC 1999-C03 GMC 2000-C02 GS 2003-C1 GS 2005-GG4 GS 2006-GG6 GS 2006-GG8 GS 2007-GG10 GSMS 2013-GCJ12 GSMS2013-CJ14 GSMSC 12-GC6 GSMSC 12GCJ7 GSMSC 2013-GC10 JP MORGAN 2006-FL1 JP MORGAN 2001-C1 JP MORGAN 2001-CIBC2 JP MORGAN 2001-CIBC3 JP MORGAN 2006-FL2 JP MORGAN 2007-FL1 JPM 2000-C9 JPM 2002-C1 JPM 2002-C2 JPM 2002-C3 JPM 2002-CIBC4 JPM 2002-CIBC5 JPM 2013-C12 JPM CHAS 2004-CIBC10 JPM CHAS 2005-CIBC11 JPM CHAS 2005-CIBC13 JPM CHAS 2006-CIBC16 JPM CHAS 2007-CIBC18 JPM CHAS 2007-CIBC20 JPM CHASE 2003-C1 JPM CHASE 2003-CIBC6 JPM CHASE 2003-PM1 JPM CHASE 2004-C1 JPM CHASE 2004-C2 JPM CHASE 2004-C3 JPM CHASE 2004-CIBC8 JPM CHASE 2004-LN2 JPM CHASE 2005-LDP1 JPM CHASE 2005-LDP2 JPM CHASE 2005-LDP3 JPM CHASE 2005-LDP4 JPM CHASE 2006-LDP6 JPM CHASE 2006-LDP9 JPM CHASE 2007-C1 JPM CHASE 2007-LDP10 JPM2013-C13 JPM2013-C14 JPM2013-C15 JPM2013-C16 JPMC 12-CIBX JPMC 12-LC9 JPMC 12-PHH JPMC 13-LC11 JPMC 2011-C5 JPMC 2012-C6 JPMC 2012-C8 JPMC 2013-C10 JPMC2013-C17 LBC 1999-C01 LB-UBS 2004-C2 LB-UBS 2004-C4 MDC 2000-LF1 ML 2004-MKB1 ML 2005-MCP1 MLC 1998-C02 MLC 1998-CTA MLC 1999-C01 ML-CFC 2006-3 ML-CFC 2007-5 A-3 (page) CMBS Platform Transactions ML-CFC 2007-9 MLMT 2005-LC1 MLMT 2007-C1 MORGAN 2006-TOP21 MS 2006-TOP23 MS 2007-TOP25 MS 2007-TOP27 MSBAM 12-C6 MSBAM 13-C8 MSBAM 13-C9 MSBAM 2013-C10 MSBAM2013-C11 MSBAM2013-C12 MSBAM2013-C13 MSC 2001-PPM MSC 2001-TOP1 MSC 2001-TOP3 MSC 2001-TOP5 MSC 2002-HQ MSC 2002-TOP7 MSC 2003-IQ4 MSC 2003-IQ4/MM MSC 2003-IQ6 MSC 2003-TOP11 MSC 2003-TOP9 MSC 2004-HQ4 MSC 2004-IQ8 MSC 2004-TOP13 MSC 2004-TOP15 MSC 2005-HQ5 MSC 2005-HQ6 MSC 2005-IQ10 MSC 2005-TOP 17 MSC 2005-TOP 19 MSC 2001-IQ MSC 2003-HQ2 MSC 2006-HQ10 MSC 2006-IQ12 MSC 2007-HQ11 MSC 2007-HQ13 MSCC 11-C3 MSCC 12-C4 MSCI 2007-HQ12 MSCI 2007-IQ15 MSCI 2007-IQ16 MSCI 2008-TOP29 MSMC 1998-WF2 MSMC 1999-FN1 MSMC 1999-WF1 NFC 1998-2 NFC 1999-1 PNC 1999-CM1 PNC 2001-C1 PSSFC 2003-PWR1 RBSCF2013-GSP SALOMON 00-C3 SALOMON 2001-C1 SALOMON 2001-C2 SALOMON 2002-KEY2 SASCO TIAA 2007-C4 SBMSVII 2000-C1 SBMSVII 2000-C2 WACHOVIA 2006-C23 WACHOVIA 2006-C25 WACHOVIA 2006-C26 WACHOVIA 2006-C27 WACHOVIA 2006-C28 WACHOVIA 2006-C29 WACHOVIA 2007-30 WACHOVIA 2007-C31 WACHOVIA 2007-C32 WACHOVIA 2007-C33 WACHOVIA 2007-C34 WACM 2002-C1 WACM 2002-C2 WACM 2003-C3 WACM 2003-C5 WACM 2003-C6 A-4 (page) CMBS Platform Transactions WACM 2003-C8 WACM 2004-C10 WACM 2004-C11 WACM 2004-C15 WACM 2005-C16 WACM 2005-C17 WACM 2005-C19 WACM 2005-C21 WACM 2005-C22 WFCM 12-LC5 WFCMT 2013-LC12 WFRBS 11-C5 WFRBS 12-C10 WFRBS 12-C6 WFRBS 12-C7 WFRBS 12-C8 WFRBS 12-C9 WFRBS 13-C11 WFRBS 13-C12 WFRBS 13-C13 WFRBS 13-C14 WFRBS2013-C15 WFRBS2013-C16 WFRBS2013-C17 WFRBS2013-C18 WFRBS2013-UBS1 A-5 EX-33.9 7 jpc13l11_33-9.txt EX-33.9 (logo) WELLS FARGO Wells Fargo Bank, N.A. Document Custody 1015 10th Avenue Southeast Minneapolis, MN 55414 ASSESSMENT OF COMPLIANCE WITH THE APPLICABLE SERVICING CRITERIA The management ("Management") of the Corporate Trust Services division of Wells Fargo Bank, National Association (the "Company") is responsible for assessing the Company's compliance with the applicable servicing criteria set forth in Item 1122(d) of Regulation AB of the Securities and Exchange Commission. Management has determined that the servicing criteria are applicable in regards to the servicing platform for the period as follows: Period: As of and for the twelve months ended December 31, 2013 (the "Period"). Platform: The platform consists of residential mortgage-backed securities ("RMBS") transactions backed by pools of residential mortgage loans and commercial mortgage-backed securities ("CMBS") transactions backed by pools of commercial mortgage loans, in each case for which the Company provides document custody services and where the RMBS and CMBS transactions were either (a) publicly-issued pursuant to a registration statement under the Securities Act of 1933 on or after January 1, 2006, or (b) privately-issued pursuant to an exemption from registration on or after January 1, 2006 where the Company has an obligation under the transaction agreements to deliver an assessment of compliance with the applicable servicing criteria under Item 1122(d) of Regulation AB; provided however that, the platform excludes any transactions where the offered securities were issued, sponsored and/or guaranteed by any agency or instrumentality of the U.S. government or any government sponsored entity, other than certain securitizations of residential mortgage loan transactions issued, sponsored and/or guaranteed by the Federal Deposit Insurance Company (the "Document Custody Platform"). Appendix A identifies the individual transactions defined by Management as constituting the Document Custody Platform for the Period. Applicable Servicing Criteria: Management has determined that the servicing criteria set forth in Item 1122(d)(1)(ii), 1122(d)(1)(iv), 1122(d)(4)(i), 1122(d)(4)(ii) and 1122(d)(4)(iii) are applicable to the activities performed by the Company with respect to the Document Custody Platform for the Period; provided however that, with respect to the Document Custody Platform, servicing criterion 1122(d)(4)(iii) is applicable only as it relates to the Company's obligation to review and maintain the required loan documents related to any additions, removals or substitutions in accordance with the transaction agreements (the "Applicable Servicing Criteria"). Management has determined that all other servicing criteria set forth in Item 1122(d) are not applicable to the Document Custody Platform. With respect to the Document Custody Platform and the Period, Management provides the following assessment of the Company's compliance with respect to the Applicable Servicing Criteria: 1. Management is responsible for assessing the Company's compliance with the Applicable Servicing Criteria. 2. Management has assessed the Company's compliance with the Applicable Servicing Criteria. In performing this assessment, Management used the criteria set forth by the Securities and Exchange Commission in paragraph (d) of Item 1122 of Regulation AB. 3. With respect to applicable servicing criteria 1122(d)(1)(ii) and 1122(d)(4)(iii), Management has determined that there were no activities performed during the Period with respect to the Document Custody Platform, because there were no occurrences of events that would require the Company to perform such activities. 4. Based on such assessment for the Period, the Company has complied, in all material respects with the Applicable Servicing Criteria. (page) KPMG LLP, an independent registered public accounting firm, has issued an attestation report with respect to Management's assessment of the Company's compliance with the Applicable Servicing Criteria for the Period. WELLS FARGO BANK, National Association By: /s/ Shari L. Gillund Shari L. Gillund Title: Senior Vice President Dated: February [28], 2014 (page) Appendix A to the Company's Assessment of Compliance with the Applicable Servicing Criteria Document Custody Platform Transactions ABFC FFMLT2006-FFH1 ABFC2006-HE1 ABFC2006-OPT1 ABFC2006-OPT2 ABFC2006-OPT3 ABSC RFC 2007-HE1 (1) ACE 2007-D1 ACE2006-ASAP1 ACE2006-ASAP2 ACE2006-ASAP3 ACE2006-ASAP4 ACE2006-ASAP5 ACE2006-ASAP6 ACE2006-ASL1 ACE2006-CW1 ACE2006-FM1 ACE2006-FM2 ACE2006-GP1 ACE2006-HE1 ACE2006-HE2 ACE2006-HE3 ACE2006-HE4 ACE2006-OP1 ACE2006-OP2 ACE2006-SD1 ACE2006-SD2 ACE2006-SD3 ACE2006-SL1 ACE2006-SL2 ACE2006-SL3 ACE2006-SL4 ACE2007-ASAP1 ACE2007-ASAP2 ACE2007-ASL1 ACE2007-HE1 ACE2007-HE2 ACE2007-HE3 ACE2007-HE4 ACE2007-HE5 ACE2007-SL1 ACE2007-SL2 ACE2007-WM1 ACE2007-WM2 ARMT 2006-3 BAC 2006-3 BAC 2006-4 BAC 2006-6 BAC 2007-2 BAC 2007-3 BAC 2007-4 BAC 2007-5 BACM 2008-1 BACM 2008-LS1 BAFC 2006-B BAFC 2006-C BAFC 2006-E BAMC-ABFC2007-WMC1 BANC OF AMER 2006-1 BARC SABR2006-FR1 BARC SABR2006-OP1 BARC SABR2006-WM1 BARC SABR2006-WM2 BARC SABR2006-WM3 BARC, BCAP2006-AA2 BARC, BCAP2007-AA2 BARC, BCAP2007-AA3 BARC, SABR2006-FR2 BARC, SABR2006-FR3 BARC, SABR2006-FR4 BARC, SABR2006-HE1 BARC, SABR2006-HE2 BARC, SABR2006-NC1 BARC, SABR2006-WM4 BARC, SABR2007-BR2 BARC,BCAP2006-AA1 BARC-SABR2007-BR3 A-1 (page) Document Custody Platform Transactions BCAP2007-AA1 BCAP2007-AA4 BCAP2007-AA5 BCAP2007-AB1 BoAALT 2006-1 BoAALT 2006-2 BoAALT 2006-3 BoAALT 2006-4 BoAALT 2006-5 BoAALT 2006-6 BoAALT 2006-7 BoAALT 2006-8 BoAALT 2006-9 BOAALT 2007-1 BoAALT 2007-2 BoAMS 2006-1 BoAMS 2006-2 BoAMS 2006-3 BoAMS 2006-A BoAMS 2006-B BOAMS 2007-1 BoAMS 2007-2 BOAMS 2007-3 BOAMS 2007-4 BSAAT 2007-1 BSABS 2006-2 BSABS 2006-3 BSABS 2006-4 BSABS 2006-AC1 BSABS 2006-AC2 BSABS 2006-AC3 BSABS 2006-AC4 BSABS 2006-AC5 BSABS 2006-IM1 BSABS 2006-SD1 BSABS 2006-SD2 BSABS 2006-SD3 BSABS 2006-SD4 BSABS 2006-ST1 BSABS 2007-1 BSABS 2007-2 BSABS 2007-AC1 BSABS 2007-AC2 BSABS 2007-AC3 BSABS 2007-AC4 BSABS 2007-AC5 BSABS 2007-AC6 BSABS 2007-SD1 BSABS 2007-SD2 BSABS 2007-SD3 BSALTA 2006-1 BSALTA 2006-2 BSALTA 2006-3 BSALTA 2006-4 BSALTA 2006-5 BSALTA 2006-6 BSALTA 2006-7 BSALTA 2006-8 BSALTA 2007-1 BSALTA 2007-2 BSALTA 2007-3 BSART 2006-1 BSART 2006-2 BSART 2006-4 BSART 2007-1 BSART 2007-2 BSART 2007-4 BSART 2007-5 BSMF 2006-AC1 BSMF 2006-AR1 BSMF 2006-AR2 BSMF 2006-AR3 BSMF 2006-AR4 BSMF 2006-AR5 BSMF 2006-SL1 (4) BSMF 2006-SL2 (4) A-2 (page) Document Custody Platform Transactions BSMF 2006-SL3 BSMF 2006-SL4 BSMF 2006-SL5 BSMF 2006-SL6 BSMF 2007-AR1 BSMF 2007-AR2 BSMF 2007-AR3 BSMF 2007-AR4 BSMF 2007-AR5 BSMF 2007-SL1 BSMF 2007-SL2 BSSLT 2007-1 CARR-2007-FRE1 CARR-2007-RFC1 Carrington 2006-FRE1 Carrington 2006-FRE2 Carrington 2006-OPT1 CCMT 2006-C5 (1) (3) CCMT 2007-C6 (1) (2) (3) CCMT 2008-C7 CD 2006-CD2 CD 2007-CD4 (1) (3) CD 2007-CD5 CMLT2006-RFC1 CMLTI 2006-HE3 CMLTI 2007-AR4 CMLTI 2007-AR5 CMLTI 2007-AR8 CMLTI 2007-WFHE2 CMLTI 2007-WFHE3 CMLTI 2007-WFHE4 CMRA, PHH2008-CIM1 CMSC 2007-5 COBALT 2006-C1 COBALT 2007-C2 COBALT 2007-C3 COMM 2006-C7 COMM 2007-C9 COMM 2012-FL2 COMM12-CCRE1 COMM12-CCRE2 COMM12-CCRE4 COMM12-CCRE5 COMM13-CCRE7 COMM13-LC6 COMM2011-FL1 COMM2013-CCRE10 COMM2013-CCRE12 CSAB 2006-1 CSAB 2006-2 CSAB 2006-3 CSAB 2006-4 CSAB 2007-1 CSFB 2006-C1 CSFB 2006-C2 CSFB 2006-C3 CSFB 2006-C4 CSFB 2006-C5 CSFB 2007-C1 CSFB 2007-C2 CSFB 2007-C3 CSFB 2007-C4 CSFB 2007-C5 CSFB 2008-C1 CSFB ABSC 2006-HE3 CSFB ABSC 2006-HE5 CSFB ARMT 2006-2 CSMC 2006-1 CSMC 2006-2 CSMC 2006-3 CSMC 2006-4 CSMC 2006-7 CSMC 2006-8 CSMC 2006-9 CSMC 2007-1 CSMC 2007-2 A-3 (page) Document Custody Platform Transactions CSMC 2007-3 CSMC 2007-4 CSMC 2007-6 CSMC 2007-7 DBALT2006-AB1 DBALT2006-AB2 DBALT2006-AB3 DBALT2006-AB4 DBALT2006-AF1 DBALT2006-AR1 DBALT2006-AR2 DBALT2006-AR3 DBALT2006-AR4 DBALT2006-AR5 DBALT2007-1 DBALT2007-2 DBALT2007-3 DBALT2007-AB1 DBALT2007-AR1 DBALT2007-AR2 DBALT2007-AR3 DBALT2007-BAR1 DBALT2007-OA1 DBALT2007-OA2 DBALT2007-OA3 DBALT2007-OA4 DBALT2007-OA5 DBALT2007-RAMP1 DBALTL 2006-AR6 DBALTL 2006-OA1 DBUBS 11-LC3 EBLMT 2013-1 EBMLT 2013-2 FASC, 2006-FF16 FASC, 2006-FF8 FF 2006-FF1 FFML 2006-FF5 FFML2006-FF2 FFML2006-FF7 FFML2006-FF9 FREM, 2006-A FREM, 2006-B FREM, 2006-C FREM, 2006-D FREM, 2006-E FSMC, 2006-1 FSMC, 2006-2 FSMC, 2006-3 FSMC, 2007-1 GCMI, SV2006-OPT1 GCMI, SV2006-OPT2 GCMI, SV2006-OPT3 GCMI, SV2006-OPT4 GCMI, SV2006-OPT5 GCMI-HVIEW2007-4 GCMI-HVIEW2007-7 GCMI-RBSGC2007-B GCMI-SV2007-OPT1 GCMI-SV2007-OPT2 GCMI-SV2007-OPT3 GCMI-SV2007-OPT4 GCMI-SV2007-OPT5 GCMI-SV2007-WMC1 GECMC 2007-C1 GMAC 2006-C1 GNPT 2006-AR1 GNPT 2006-AR2 GNPT 2006-AR3 GS 2006-GG6 GS 2006-GG8 GS 2007-GG10 GSAA 2006-10 GSAA 2006-12 GSAA 2006-14 GSAA 2006-16 GSAA 2006-18 A-4 (page) Document Custody Platform Transactions GSAA 2006-6 GSAA 2006-8 GSAA 2007-10 GSAA 2007-4 GSAA 2007-5 GSAA 2007-6 GSAA 2007-7 GSAA 2007-8 GSAA 2007-9 GSAMP 2006-S3 GSMS 2013-GCJ12 GSMS2013-CJ14 GSMSC 12-GC6 GSMSC 12GCJ7 GSMSC 2013-GC10 GSR 2006-5F GSR 2006-AR1 GSR 2006-AR2 GSR 2007-AR1 GSR 2007-AR2 GSR 2007-HEL1 HALO 2007-2 HARBORVIEW 2007-2 HASCO 2006-OPT2 HASCO 2006-OPT1 HASCO 2006-OPT3 HASCO 2007-HE2 HASCO 2007-NC1 HASCO 2007-WF1 HASCO2006-OPT4 HASCO2006-WMC1 HEAT 2006-1 HEAT 2006-3 HEAT 2006-4 HEAT 2006-5 HEAT 2006-6 HEAT 2006-7 HEAT 2006-8 HEAT 2007-1 HEAT 2007-2 HEAT 2007-3 HELT2007-FRE1 HEMT 2006-1 HEMT 2006-3 HEMT 2006-4 HSBA-FFML2006-FF11 HSBA-HALO2006-2 HSBA-HALO2007-1 HSBA-HALO2007-AR1 HSBA-HALO2007-AR2 HSBA-HALO2007-WF1 HSBA-HASCO2006-HE1 HSBA-HASCO2006-HE2 HSBA-HASCO2007-HE1 HSBA-HASCO2007-OPT1 JP MORGAN 2006-FL1 JP MORGAN 2006-FL2 JP Morgan 2007-FL1 JPM 2013-C12 JPM CHAS 2006-CIBC16 JPM CHAS 2007-CIBC18 JPM CHAS 2007-CIBC20 JPM CHASE 2006-LDP6 JPM CHASE 2007-C1 JPM CHASE 2007-LDP10 JPM2013-C13 JPM2013-C14 JPM2013-C15 JPM2013-C16 JPMC 12-CIBX JPMC 12-LC9 JPMC 13-LC11 JPMC 2011-C5 JPMC 2012-C6 JPMC 2012-C8 JPMC 2013-C10 A-5 (page) Document Custody Platform Transactions JPMC2013-C17 JPMORGAN 2006-LDP7 (1) LMT 2006-2 LMT 2006-4 LMT 2006-5 LMT 2006-7 LMT 2006-8 LMT 2007-10 LMT 2007-2 LMT 2007-4 LMT 2007-5 LMT 2007-6 LMT 2007-7 LMT 2007-8 LMT 2007-9 LMT 2008-2 LUMI2007-1 LUMI2007-2 LUMINENT 2006-2 LUMINENT 2006-7 LUMINENT2006-3 LUMINENT2006-4 LUMINENT2006-5 LUMINENT2006-6 LXS 2006-01 LXS 2006-10N LXS 2006-11 LXS 2006-12N LXS 2006-13 LXS 2006-15 LXS 2006-17 LXS 2006-18N LXS 2006-19 LXS 2006-20 LXS 2006-3 LXS 2006-5 LXS 2006-7 LXS 2006-8 LXS 2007-1 LXS 2007-11 LXS 2007-12N LXS 2007-14H LXS 2007-15N LXS 2007-2N LXS 2007-3 LXS 2007-4N LXS 2007-6 LXS 2007-8H LXS 2007-9 MABS 2007-HE1 MABS 2007-HE2 MALT 2007-HF1 MANA 2007-A1 MANA 2007-A2 MANA 2007-A3 MANA 2007-AF1 MANA 2007-F1 MANA 2007-OAR1 MANA 2007-OAR2 MANA 2007-OAR3 MANA 2007-OAR4 MANA 2007-OAR5 MARM 2007-3 MARM 2007-HF1 MARM 2007-HF2 MASTR 2007-1 MERR OWNIT 2006-2 MLCC 2006-1 MLCC 2006-2 MLCC 2006-3 MLCC 2007-1 MLCC 2007-2 MLCC 2007-3 MLMBS 2007-1 MLMBS 2007-2 MLMBS 2007-3 A-6 (page) Document Custody Platform Transactions MLMI 2006-A1 MLMI 2006-A2 MLMI 2006-A3 MLMI 2006-A4 MLMI 2006-AF1 MLMI 2006-AF2 MLMI 2006-F1 MLMI 2006-FM1 MLMI 2006-HE1 MLMI 2006-HE2 MLMI 2006-HE3 MLMI 2006-OPT1 MLMI 2006-RM1 MLMI 2006-SL1 MLMI 2006-SL2 MLMI 2006-WMC1 MLMI 2006-WMC2 MLMI 2007-HE2 MORG2012C5 (3) MORG2013C7 MRGN 2006-HE1 MRGN, 2006-HE2 MRGN, 2006-HE3 MRGN, 2006-HE4 MRGN, 2006-HE5 MRGN, 2006-HE6 MRGN, 2006-HE7 MRGN, 2006-HE8 MRGN, 2006-WMC1 MRGN, 2006-WMC2 MRGN, 2007-HE2 Mrgn, 2007-HE5 Mrgn, 2007-HE6 MRGN, 2007-HE7 MRGN,2007-1 MRGN,2007-HE3 MRGN-ELAT2007-1 MRGN-ELAT2007-2 MRGN-MSSTI2007-1 MSBAM 12-C6 MSBAM 13-C8 MSBAM 13-C9 MSBAM 2013-C10 MSBAM2013-C11 MSBAM2013-C12 MSBAM2013-C13 MSC 2006-IQ12 MSC 2007-HQ11 MSC 2007-HQ13 MSCC 11-C3 MSCC 12-C4 MSCC 2006-11 MSCC 2006-3AR MSCC 2006-5AR MSCC 2006-6AR MSCC 2006-7 MSCC 2006-8AR MSCC 2007-12 MSCC 2007-13 MSCC HEL 2007-1 MSCC-2007-14AR MSCI 2007-IQ15 NAAC 2006-AP1 NAAC 2006-AR1 NAAC 2007-2 NAAC2006-AF1 NAAC2006-AF2 NAAC2006-AR2 NAAC2006-AR3 NAAC2006-WF1 NAAC2007-1 NAAC2007-3 NCMC 2008-1 NewCastle2007-1 NHEL 2006-FM1 NHEL2006-FM2 A-7 (page) Document Custody Platform Transactions NHEL2006-HE1 NHEL2006-HE2 NHEL2006-HE3 NHEL2006-WF1 NOMU-NAAC2006-AR4 NOMU-NAAC2007-S2 NOMU-NHEL2006-AF1 NOMU-NHEL2007-1 NOMU-NHEL2007-2 NOMU-NHEL2007-3 NRPMT2013-1 OOMLT 2006-1 OOMLT 2006-2 OOMLT 2006-3 OPT1-2007-1 OPT1-2007-2 OPT1-2007-3 OPT1-2007-4 OPT1-2007-5 OPT1-2007-6 OPT1-2007-CP1 OPT1-2007-FXD1 OPT1-2007-FXD2 OPT1-2007-HL1 (4) PC 2006-1 PHH AM 2007-1 PHH AM 2007-2 PHH AM 2007-3 PHHMC 2008-CIM2 PRIME 2006-1 PRIME 2006-2 PRIME 2006-CL1 PRIME 2007-1 PRIME 2007-2 PRIME 2007-3 RAAC Series 2006-SP1 Trust RAAC Series 2006-SP2 Trust RAAC Series 2006-SP3 Trust RAAC Series 2006-SP4 RAMP Series 2006-NC1 Trust RAMP Series 2007-RS2 Trust RBSCF2013-GSP Renaissance 2006-1 Renaissance 2006-2 Renaissance 2006-3 Renaissance 2006-4 Renaissance 2007-1 Renaissance 2007-2 Renaissance 2007-3 RFC 2007-QH7 RFC 2007-QS9 RFCO 2006-EFC1 RFCO 2006-EFC2 RFCO 2006-EMX1 RFCO 2006-EMX2 (2) RFCO 2006-EMX3 RFCO 2006-EMX4 RFCO 2006-EMX5 RFCO 2006-EMX6 (2) RFCO 2006-EMX7 RFCO 2006-EMX8 RFCO 2006-EMX9 RFCO 2006-HI1 RFCO 2006-HI2 RFCO 2006-HI3 RFCO 2006-HI4 RFCO 2006-HI5 RFCO 2006-HSA1 RFCO 2006-HSA2 RFCO 2006-HSA3 (2) RFCO 2006-HSA4 RFCO 2006-HSA5 RFCO 2006-KS1 RFCO 2006-KS2 RFCO 2006-KS3 RFCO 2006-KS4 A-8 (page) Document Custody Platform Transactions RFCO 2006-KS5 RFCO 2006-KS6 RFCO 2006-KS7 RFCO 2006-KS8 RFCO 2006-KS9 RFCO 2006-NC2 RFCO 2006-NC3 RFCO 2006-QA1 RFCO 2006-QA10 RFCO 2006-QA11 RFCO 2006-QA2 RFCO 2006-QA3 RFCO 2006-QA4 RFCO 2006-QA5 RFCO 2006-QA6 RFCO 2006-QA7 RFCO 2006-QA8 RFCO 2006-QA9 RFCO 2006-QH1 RFCO 2006-QO1 RFCO 2006-QO10 RFCO 2006-QO2 RFCO 2006-QO3 RFCO 2006-QO4 RFCO 2006-QO5 RFCO 2006-QO6 RFCO 2006-QO7 RFCO 2006-QO8 RFCO 2006-QO9 RFCO 2006-QS1 RFCO 2006-QS10 RFCO 2006-QS11 RFCO 2006-QS12 RFCO 2006-QS13 RFCO 2006-QS14 RFCO 2006-QS15 RFCO 2006-QS16 RFCO 2006-QS17 RFCO 2006-QS18 RFCO 2006-QS2 (2) RFCO 2006-QS3 RFCO 2006-QS4 RFCO 2006-QS5 RFCO 2006-QS6 RFCO 2006-QS7 RFCO 2006-QS8 RFCO 2006-QS9 RFCO 2006-RS1 RFCO 2006-RS2 RFCO 2006-RS3 RFCO 2006-RS4 RFCO 2006-RS5 RFCO 2006-RS6 RFCO 2006-RZ1 RFCO 2006-RZ2 RFCO 2006-RZ3 RFCO 2006-RZ4 RFCO 2006-RZ5 RFCO 2006-S10 RFCO 2006-S11 RFCO 2006-S12 RFCO 2006-S2 RFCO 2006-S3 RFCO 2006-S4 RFCO 2006-S5 RFCO 2006-S6 RFCO 2006-S7 RFCO 2006-S8 RFCO 2006-S9 RFCO 2006-SA1 RFCO 2006-SA2 RFCO 2006-SA3 (2) RFCO 2006-SA4 RFCO 2007-EMX1 RFCO 2007-HI1 RFCO 2007-HSA1 A-9 (page) Document Custody Platform Transactions RFCO 2007-HSA2 RFCO 2007-HSA3 RFCO 2007-KS1 RFCO 2007-KS2 RFCO 2007-KS3 (2) RFCO 2007-KS4 RFCO 2007-QA1 RFCO 2007-QA2 RFCO 2007-QA3 RFCO 2007-QA4 RFCO 2007-QA5 RFCO 2007-QH1 RFCO 2007-QH2 RFCO 2007-QH3 RFCO 2007-QH4 RFCO 2007-QH5 RFCO 2007-QH8 RFCO 2007-QH9 RFCO 2007-QO1 RFCO 2007-QO2 RFCO 2007-QO3 RFCO 2007-QO4 RFCO 2007-QO5 RFCO 2007-QS1 RFCO 2007-QS10 RFCO 2007-QS11 RFCO 2007-QS2 RFCO 2007-QS3 RFCO 2007-QS4 RFCO 2007-QS5 RFCO 2007-QS6 RFCO 2007-QS7 RFCO 2007-QS8 RFCO 2007-RS1 RFCO 2007-RZ1 RFCO 2007-S1 RFCO 2007-S2 RFCO 2007-S3 RFCO 2007-S4 RFCO 2007-S5 RFCO 2007-S6 RFCO 2007-S7 RFCO 2007-S8 RFCO 2007-S9 RFCO 2007-SA1 RFCO 2007-SA2 RFCO 2007-SA3 RFCO 2007-SA4 RFCO 2007-SP1 RFCO 2007-SP2 RFCO 2007-SP3 RFCO2007-QH6 RFMSI Series 2006-S1 Trust SABR2007-HE1 SACO 2006-10 SACO 2006-2 SACO 2006-3 SACO 2006-4 SACO 2006-5 SACO 2006-6 SACO 2006-7 SACO 2006-9 SACO 2007-1 SACO 2007-2 SAIL 2006-1 SAIL 2006-2 SAIL 2006-3 SAIL 2006-4 SAMI 2006-AR1 SAMI 2006-AR2 SAMI 2006-AR3 SAMI 2006-AR4 SAMI 2006-AR5 SAMI 2006-AR8 SAMI 2007-AR1 SAMI 2007-AR2 A-10 (page) Document Custody Platform Transactions SAMI 2007-AR3 SAMI 2007-AR4 SAMI 2007-AR5 SAMI 2007-AR6 SAMI 2007-AR7 SARM 2006-1 SARM 2006-11 SARM 2006-12 SARM 2006-2 SARM 2006-3 SARM 2006-4 SARM 2006-5 SARM 2006-6 SARM 2006-7 SARM 2006-8 SARM 2007-10 SARM 2007-11 SARM 2007-3 SARM 2007-4 SARM 2007-5 SARM 2007-6 SARM 2007-7 SARM 2007-8 SARM 2007-9 SASCO 2006-3H SASCO 2006-BC1 SASCO 2006-BC2 SASCO 2006-BC3 SASCO 2006-BC5 SASCO 2006-BC6 SASCO 2006-OPT1 SASCO 2006-WF1 SASCO 2006-WF2 SASCO 2006-WF3 SASCO 2007-BC1 SASCO 2007-BC2 SASCO 2007-BC3 SASCO 2007-BC4 SASCO 2007-SC1 SASCO 2007-WF1 SASCO 2007-WF2 SASCO TIAA 2007-C4 SEMT 2011-1 SEMT 2011-2 SEMT 2012-1 SEMT 2012-2 SEMT 2012-3 SEMT 2012-4 SEMT 2012-5 SEMT 2012-6 SEMT 2013-1 SEMT 2013-2 SEMT 2013-3 SEMT 2013-4 SEMT 2013-5 SEMT 2013-6 SEMT 2013-7 SGMF 2006-FRE1 SGMF 2006-OPT2 SGMS 2006-FRE2 SMTS 2006-1 SMTS 2007-1 SMTS 2007-2 SMTS 2007-3 SMTS 2007-4 SMTS 2010-H1 SMTS2013-10 SMTS2013-11 SMTS2013-12 SMTS2013-8 SMTS2013-9 SQALT 2006-1 STARM 2007-2 STARM 2007-3 UBS MABS 2006-AB1 UBS MABS 2006-FRE1 A-11 (page) Document Custody Platform Transactions UBS MABS 2006-HE1 UBS MABS 2006-HE2 UBS MABS 2006-HE3 UBS MABS 2006-HE4 UBS MABS 2006-HE5 UBS MABS 2006-WMC1 UBS MABS 2006-WMC2 UBS MABS 2006-WMC3 UBS MABS 2006-WMC4 UBS MABS 2007-WMC1 UBS MALT 2006-1 UBS MALT 2006-2 UBS MALT 2006-3 UBS MALT 2007-1 UBS MARM 2006-2 UBS MARM 2006-OA1 UBS MARM 2006-OA2 UBS MARM 2007-1 UBS MARM 2007-2 UBS MASL 2006-1 UBS MASTR 2006-1 UBS MASTR 2006-2 UBS MASTR 2006-3 WACHOVIA 2006-C23 WACHOVIA 2006-C25 WACHOVIA 2006-C26 WACHOVIA 2006-C27 WACHOVIA 2006-C28 WACHOVIA 2006-C29 WACHOVIA 2007-30 WACHOVIA 2007-C31 WACHOVIA 2007-C32 WACHOVIA 2007-C33 WACHOVIA 2007-C34 WFALT 2007-AR5 WFALT 2007-PA1 WFALT 2007-PA2 WFALT 2007-PA3 WFALT 2007-PA4 WFALT 2007-PA5 WFALT 2007-PA6 WFCM 12-LC5 WFCMT 2013-LC12 WFHET 2006-1 WFHET 2006-2 WFHET 2006-3 WFHET 2007-1 WFHET 2007-2 WFHM 2007-M04 WFMBS 2006-1 WFMBS 2006-10 WFMBS 2006-11 WFMBS 2006-12 WFMBS 2006-13 WFMBS 2006-14 WFMBS 2006-15 WFMBS 2006-16 WFMBS 2006-17 WFMBS 2006-18 WFMBS 2006-19 WFMBS 2006-2 WFMBS 2006-20 WFMBS 2006-3 WFMBS 2006-4 WFMBS 2006-5 WFMBS 2006-6 WFMBS 2006-7 WFMBS 2006-8 WFMBS 2006-9 WFMBS 2006-AR1 WFMBS 2006-AR10 WFMBS 2006-AR11 WFMBS 2006-AR12 WFMBS 2006-AR13 WFMBS 2006-AR14 WFMBS 2006-AR15 A-12 (page) Document Custody Platform Transactions WFMBS 2006-AR16 WFMBS 2006-AR17 WFMBS 2006-AR18 WFMBS 2006-AR19 WFMBS 2006-AR2 WFMBS 2006-AR3 WFMBS 2006-AR4 WFMBS 2006-AR5 WFMBS 2006-AR6 WFMBS 2006-AR7 WFMBS 2006-AR8 WFMBS 2007-1 WFMBS 2007-10 WFMBS 2007-11 WFMBS 2007-12 WFMBS 2007-13 WFMBS 2007-14 WFMBS 2007-15 WFMBS 2007-16 WFMBS 2007-17 WFMBS 2007-2 WFMBS 2007-3 WFMBS 2007-4 WFMBS 2007-5 WFMBS 2007-6 WFMBS 2007-7 WFMBS 2007-8 WFMBS 2007-9 WFMBS 2007-AR10 WFMBS 2007-AR3 WFMBS 2007-AR4 WFMBS 2007-AR5 WFMBS 2007-AR6 WFMBS 2007-AR7 WFMBS 2007-AR8 WFMBS 2007-AR9 WFMBS 2008-1 WFMBS 2008-AR1 WFMBS 2008-AR2 WFRBS 11-C5 WFRBS 12-C10 WFRBS 12-C6 WFRBS 12-C7 WFRBS 12-C8 WFRBS 12-C9 WFRBS 13-C11 WFRBS 13-C12 WFRBS 13-C13 WFRBS 13-C14 WFRBS2013-C15 WFRBS2013-C16 WFRBS2013-C17 WFRBS2013-C18 WFRBS2013-UBS1 WMC-2006-1 Endnotes: (1) The transaction should have been indicated on Appendix A to the Company's revised assessment of compliance with applicable servicing criteria dated August 12, 2013 (the "Revised 2012 Custody Assessment") as of and for the year ended December 31, 2012 (the "2012 Period") relating to the platform for the 2012 Period (the "2012 Platform") as a transaction to which Management is required to assess to the Company's compliance with Item 1122(d)(4)(iii). Management has determined that there were no activities performed during the 2012 Period with respect to the 2012 Platform, because there were no occurrences of events that would require the Company to perform such activities. A-13 (page) (2) The transaction was inadvertently omitted from Appendix A to the Revised 2012 Custody Assessment. (3) The transaction requires that Management assess to the Company's compliance with Item 1122(d)(1)(ii). Item 1122(d)(1)(ii) was inadvertently omitted from the applicable servicing criteria for the Revised 2012 Custody Assessment. Management has determined that there were no activities performed during the 2012 Period with respect to the 2012 Platform, because there were no occurrences of events that would require the Company to perform such activities. (4) This transaction was indicated on Appendix A to the Revised 2012 Custody Assessment as a transaction to which Management is required to assess to the Company's compliance with Item 1122(d)(4)(iii). Management has since determined that it is not required to assess to the Company's compliance with Item 1122(d)(4)(iii). Therefore, such transaction should not have been indicated on such Appendix A as subject to Item 1122(d)(4)(iii). A-14 EX-34.2 8 jpc13l11_34-2.txt EX-34.2 (logo) KPMG KPMG LLP 1676 International Drive McLean, VA 22101 Report of Independent Registered Public Accounting Firm The Member of CWCapital Asset Management LLC: We have examined CWCapital Asset Management LLC's (the Company) compliance with the servicing criteria set forth in Item 1122(d) of the Securities and Exchange Commission's Regulation AB for all commercial mortgage-backed securitization transactions publicly issued pursuant to a registration statement under the Securities Act of 1933 on or after January 1, 2006 wherein the Company provides special servicer activities (the Platform), except for servicing criteria 1122(d)(1)(iii), 1122(d)(3)(i)(b), 1122(d)(3)(i)(c), 1122(d)(3)(i)(d), 1122(d)(3)(ii), 1122(d)(3)(iii), 1122(d)(3)(iv), 1122(d)(4)(v), 1122(d)(4)(ix), 1122(d)(4)(x), 1122(d)(4)(xi), 1122(d)(4)(xii), 1122(d)(4)(xiii), 1122(d)(4)(xiv), and 1122(d)(4)(xv), which the Company has determined are not applicable to the activities it performs with respect to the Platform, as of and for the twelve months ended December 31, 2013. With respect to applicable servicing criteria 1122(d)(1)(ii), 1122(d)(2)(vi), 1122(d)(4)(i), 1122(d)(4)(iii), and 1122(d)(4)(iv), the Company has determined that there were no activities performed during the twelve months ended December 31, 2013, with respect to the Platform, because there were no occurrences of events that would require the Company to perform such activities. Appendix A to Management's Report on Assessment of Compliance with Regulation AB Servicing Criteria identifies the individual asset-backed transactions and securities defined by management as constituting the Platform. Management is responsible for the Company's compliance with the servicing criteria. Our responsibility is to express an opinion on the Company's compliance based on our examination. Our examination was conducted in accordance with the standards of the Public Company Accounting Oversight Board (United States) and, accordingly, included examining, on a test basis, evidence about the Company's compliance with the servicing criteria specified above and performing such other procedures as we considered necessary in the circumstances. Our examination included testing selected asset-backed transactions and securities that comprise the Platform, testing selected servicing activities related to the Platform, and determining whether the Company processed those selected transactions and performed those selected activities in compliance with the servicing criteria. Furthermore, our procedures were limited to the selected transactions and servicing activities performed by the Company during the period covered by this report. Our procedures were not designed to determine whether errors may have occurred either prior to or subsequent to our tests that may have affected the balances or amounts calculated or reported by the Company during the period covered by this report for the selected transactions or any other transactions. We believe that our examination provides a reasonable basis for our opinion. Our examination does not provide a legal determination on the Company's compliance with the servicing criteria. Our examination disclosed the following material noncompliance with servicing criterion 1122(d)(4)(vii), as applicable to the Company during the twelve months ended December 31,2013: KPMG LLP is a Delaware limited liability partnership, the U.S. member firm of KPMG International Cooperative ("KPMG International"), a Swiss entity (page) * With respect to servicing criterion 1122(d)(4)(vii), certain loss mitigation or recovery actions (e.g., forbearance plans, modifications and deeds in lieu of foreclosure, foreclosures and repossessions, as applicable) were not initiated, conducted and concluded in accordance with the timeframes or other requirements established by the transaction agreements. In our opinion, except for the material noncompliance described above, CWCapital Asset Management LLC complied, in all material respects, with the aforementioned servicing criteria as of and for the twelve months ended December 31, 2013. We do not express an opinion or any form of assurance on Management's Discussion of the Material Noncompliance included in Schedule B of Management's Report on Assessment of Compliance with Regulation AB Servicing Criteria. /s/ KPMG LLP McLean, Virginia February 28, 2014 EX-34.3 9 jpc13l11_34-3.txt EX-34.3 (logo) pwc Report of Independent Registered Public Accounting Firm To the Board of Directors, PNC Financial Services Group, Inc.: We have examined management's assertion, included in the accompanying Report on Assessment of Compliance with Regulation AB Servicing Criteria, that Midland Loan Services, a division of PNC Bank, National Association ("Midland" or the "Company") complied with the servicing criteria set forth in Item 1122(d) of the Securities and Exchange Commission's Regulation AB for the commercial mortgage-backed securities transactions (the "Platform"), as of December 31, 2013 and for the year then ended, excluding criteria 1122(d)(1)(iii), 1122(d)(3)(i)(B), 1122(d)(3)(i)(C), 1122(d)(3)(i)(D), 1122(d)(3)(ii), 1122(d)(3)(iii), 1122(d)(3)(iv), and 1122(d)(4)(xv), which the Company has determined are not applicable to the servicing activities performed by it with respect to the Platform. Management is responsible for the Company's compliance with the servicing criteria. Our responsibility is to express an opinion on management's assertion based on our examination. Our examination was conducted in accordance with attestation standards of the Public Company Accounting Oversight Board (United States) and, accordingly, included examining, on a test basis, evidence about the Company's compliance with the applicable servicing criteria and performing such other procedures as we considered necessary in the circumstances. Our examination included testing of selected asset-backed transactions and securities that comprise the Platform, testing of selected servicing activities related to the Platform, and determining whether the Company processed those selected transactions and performed those selected activities in compliance with the applicable servicing criteria. Our procedures were limited to the selected transactions and servicing activities performed by the Company during the period covered by this report. Our procedures were not designed to detect noncompliance arising from errors that may have occurred prior to or subsequent to our tests that may have affected the balances or amounts calculated or reported by the Company during the period covered by this report. We believe that our examination provides a reasonable basis for our opinion. Our examination does not provide a legal determination on the Company's compliance with the servicing criteria. In our opinion, management's assertion that Midland complied with the aforementioned applicable servicing criteria as of and for the year ended December 31, 2013 for the Platform is fairly stated, in all material respects. /s/ PricewaterhouseCoopers LLP February 24, 2014 PricewaterhouseCoopers LLP, 1100 Walnut, Suite 1300, Kansas City, MO 64106 T: (816) 472 7921, F: (816) 218 1890, www.pwc.com/us EX-34.6 10 jpc13l11_34-6.txt EX-34.6 McGladrey LLP (logo) McGladrey Report of Independent Registered Public Accounting Firm To the Board of Directors Pentalpha Surveillance, LLC We have examined management's assertion, included in the accompanying Management's Report on Assessment of 2013 Compliance by Pentalpha Surveillance, LLC With Regulation AB Servicing Criteria (Management's Assertion), that Pentalpha Surveillance, LLC (the Company) complied with the servicing criteria set forth in Item 1122(d) of the Securities and Exchange Commission's Regulation AB for services by the Company that are encompassed by contractual obligations to perform Regulation AB reporting (the Platform), including only those asset-backed securities transactions defined below, as of and for the year ended December 31, 2013, excluding the following criteria set forth in Items 1122(d)(1)(i-iv), 1122(d)(2)(i-vii), 1122(d)(3)(ii-iv), 1122(d)(4)(i-vi) and 1122(d)(4)(viii-xv), which management has determined are not applicable to the activities performed by the Company with respect to the Platform covered by this report. The Exhibit to management's assertion identifies the individual asset-backed transactions defined by management as constituting the Platform. Management is responsible for the Company's compliance with the applicable servicing criteria. Our responsibility is to express an opinion on management's assertion about the Company's compliance with the applicable servicing criteria based on our examination. Our examination was conducted in accordance with attestation standards established by the American Institute of Certified Public Accountants, as adopted by the Public Company Accounting Oversight Board (United States) and, accordingly, included examining, on a test basis, evidence about the Company's compliance with the applicable servicing criteria, including tests on a sample basis of the servicing activities related to the Platform, determining whether the Company performed those activities in compliance with the servicing criteria during the specified period and performing such other procedures as we considered necessary in the circumstances. Our procedures were limited to selected servicing activities performed by the Company during the period covered by this report and, accordingly, such samples may not have included servicing activities related to each asset-backed transaction in the Platform. Further, an examination is not designed to detect noncompliance arising from errors that may have occurred prior to the period specified above that may have affected the balances or amounts calculated or reported by the Company during the period covered by this report. We believe that our examination provides a reasonable basis for our opinion. Our examination does not provide a legal determination on the Company's compliance with the servicing criteria. In our opinion, management's assertion that Pentalpha Surveillance, LLC complied with the aforementioned applicable servicing criteria as of and for the year ended December 31, 2013 for the Platform, is fairly stated, in all material respects. /s/ McGladrey LLP Irvine, CA March 4, 2014 1 Member of the RSM International network of Independent accounting, tax and consulting firms. EX-34.8 11 jpc13l11_34-8.txt EX-34.8 (logo) KPMG KPMG LLP Aon Center Suite 5500 200 East Randolph Drive Chicago, IL 60601-6436 Report of Independent Registered Public Accounting Firm The Board of Directors The Corporate Trust Services division of Wells Fargo Bank, National Association: We have examined the management's assessment, included in the accompanying Assessment of Compliance with the Applicable Servicing Criteria, that the Corporate Trust Services division of Wells Fargo Bank, National Association (the "Company") complied with the servicing criteria set forth in Item 1122(d) of the Securities and Exchange Commission's Regulation AB for commercial mortgage-backed securities ("CMBS") transactions backed by pools of commercial mortgage loans and/or backed by CMBS for which the Company provides trustee, securities administration and/or paying agent services and where some or all of the offered securities for such CMBS transactions were either (a) publicly-issued pursuant to a registration statement delivered under the Securities Act of 1933, or (b) privately-issued pursuant to an exemption from registration where the Company has an obligation under the transaction agreements to deliver an assessment of compliance with the applicable servicing criteria under Item 1122(d) of Regulation AB; provided however that, the platform excludes any transactions (i) where the offered securities were issued, sponsored or guaranteed by any agency or instrumentality of the U.S. government or any government sponsored entity, and (ii) where the offered securities were issued pursuant to a transaction that closed prior to January 1, 2006 and for which the Company outsources all material servicing activities (as defined by Regulation AB) (the "CMBS Platform") to the extent required in the related transaction agreements, in regards to the activities performed by the Company, except for the following servicing criteria: 1122(d)(4)(ii), 1122(d)(4)(iv), 1122(d)(4)(v), 1122(d)(4)(vi), 1122(d)(4)(vii), 1122(d)(4)(viii), 1122(d)(4)(ix), 1122(d)(4)(x), 1122(d)(4)(xi), 1122(d)(4)(xii), 1122(d)(4)(xiii) and 1122(d)(4)(xiv), which management has determined are not applicable to the activities the Company performed with respect to the CMBS Platform as of and for the twelve months ended December 31, 2013 (the "Applicable Servicing Criteria"). With respect to applicable servicing criteria 1122(d)(2)(iii) and 1122(d)(4)(iii), management has determined that there were no activities performed during the twelve months ended December 31, 2013 with respect to the Platform, because there were no occurrences of events that would require the Company to perform such activities. Appendix A to the Assessment of Compliance with the Applicable Servicing Criteria identifies the individual transactions and securities defined by management as constituting the CMBS Platform. Management is responsible for the Company's compliance with the servicing criteria. Our responsibility is to express an opinion on managements assessment about the Company's compliance based on our examination. Our examination was conducted in accordance with the standards of the Public Company Accounting Oversight Board (United States) and, accordingly, included examining, on a test basis, evidence about the Company's compliance with the servicing criteria specified above and performing such other procedures as we considered necessary in the circumstances. Our examination included testing selected asset-backed transactions and securities that comprise the CMBS Platform, testing selected servicing activities related to the CMBS Platform, and determining whether the Company processed those selected transactions and performed those selected activities in compliance with the servicing criteria. Furthermore, our procedures were limited to the selected transactions and servicing activities performed by the Company during the KPMG LLP is a Delaware limited liability partnership, the U.S. member of KPMG International Coooperative ("KPMG International"), a Swiss entity. (page) (logo) KPMG period covered by this report. Our procedures were not designed to determine whether errors may have occurred either prior to or subsequent to our tests that may have affected the balances or amounts calculated or reported by the Company during the period covered by this report for the selected transactions or any other transactions. We believe that our examination provides a reasonable basis for our opinion. Our examination does not provide a legal determination on the Company's compliance with the servicing criteria. As described in the accompanying Assessment of Compliance With the Applicable Servicing Criteria, for servicing criterion 1122(d)(4)(i), the Company has engaged a vendor to perform the activities required by this servicing criterion. The Company has determined that this vendor is not considered a "servicer" as defined in Item 1101(j) of Regulation AB, and the Company has elected to take responsibility for assessing compliance with the servicing criterion applicable to this vendor as permitted by Interpretation 17.06 of the SEC Division of Corporation Finance Manual of Publicly Available Telephone Interpretations ("Interpretation 17.06"). As permitted by Interpretation 17.06, the Company has asserted that it has policies and procedures in place designed to provide reasonable assurance that the vendor's activities comply in all material respects with the servicing criterion applicable to the vendor. The Company is solely responsible for determining that it meets the SEC requirements to apply Interpretation 17.06 for the vendor and related criterion as described in management's Assessment of Compliance With the Applicable Servicing Criteria, and we performed no procedures with respect to the Company's eligibility to apply Interpretation 17.06. In our opinion, management's assessment that the Company complied with the aforementioned servicing criteria as of and for the twelve months ended December 31, 2013 is fairly stated, in all material respects. /s/ KPMG LLP Chicago, Illinois February 26, 2014 EX-34.9 12 jpc13l11_34-9.txt EX-34.9 (logo) KPMG KPMG LLP Aon Center Suite 5500 200 East Randolph Drive Chicago, IL 60601-6436 Report of Independent Registered Public Accounting Firm The Board of Directors The Corporate Trust Services division of Wells Fargo Bank, National Association: We have examined the management's assessment, included in the accompanying Assessment of Compliance with the Applicable Servicing Criteria, that the Corporate Trust Services division of Wells Fargo Bank, National Association (the "Company") complied with the servicing criteria set forth in Item 1122(d) of the Securities and Exchange Commission's Regulation AB for residential mortgage-backed securities ("RMBS") transactions backed by pools of residential mortgage loans and commercial mortgage-backed securities ("CMBS") transactions backed by pools of commercial mortgage loans, in each case for which the Company provides document custody services and where the RMBS and CMBS transactions were either (a) publicly-issued pursuant to a registration statement under the Securities Act of 1933 on or after January 1, 2006, or (b) privately-issued pursuant to an exemption from registration on or after January 1, 2006 where the Company has an obligation under the transaction agreements to deliver an assessment of compliance with the applicable servicing criteria under Item 1122(d) of Regulation AB; provided however that, the platform excludes any transactions where the offered securities were issued, sponsored and/ or guaranteed by any agency or instrumentality of the U.S. government or any government sponsored entity, other than certain securitizations of residential mortgage loan transactions issued, sponsored and/ or guaranteed by the Federal Deposit Insurance Company (the "Document Custody Platform") as of and for the twelve months ended December 31, 2013. Management has determined that the servicing criteria set forth in Item 1122(d)(1)(ii), 1122(d)(1)(iv), 1122(d)(4)(i), 1122(d)(4)(ii) and 1122(d)(4)(iii) are applicable to the activities performed by the Company with respect to the Document Custody Platform as of and for the twelve months ended December 31, 2013; provided however that, with respect to the Document Custody Platform, servicing criterion 1122(d)(4)(iii) is applicable only as it relates to the Company's obligation to review and maintain the required loan documents related to any additions, removals or substitutions in accordance with the transaction agreements (the "Applicable Servicing Criteria"), as of and for the twelve months ended December 31, 2013. Management has determined that all other servicing criteria set forth in Item 1122(d) are not applicable to the Document Custody Platform. With respect to applicable servicing criteria 1122(d)(1)(ii) and 1122(d)(4)(iii), management has determined that there were no activities performed during the twelve months ended December 31, 2013 with respect to the Document Custody Platform, because there were no occurrences of events that would require the Company to perform such activities. Appendix A to the Assessment of Compliance with the Applicable Servicing Criteria identifies the individual transactions and securities defined by management as constituting the Document Custody Platform. Management is responsible for the Company's compliance with the servicing criteria. Our responsibility is to express an opinion on management's assessment about the Companys compliance based on our examination. Our examination was conducted in accordance with the standards of the Public Company Accounting Oversight Board (United States) and, accordingly, included examining, on a test basis, evidence about the Company's compliance with the servicing criteria specified above and performing such other procedures as we considered necessary in the circumstances. Our examination included testing selected asset-backed KPMG LLP is a Delaware limited liability partnership, the U.S. member firm of KPMG International Cooperative ("KPMG International"), a Swiss entity. (page) (logo) KPMG transactions and securities that comprise the Document Custody Platform, testing selected servicing activities related to the Document Custody Platform, and determining whether the Company processed those selected transactions and performed those selected activities in compliance with the servicing criteria. Furthermore, our procedures were limited to the selected transactions and servicing activities performed by the Company during the period covered by this report. Our procedures were not designed to determine whether errors may have occurred either prior to or subsequent to our tests that may have affected the balances or amounts calculated or reported by the Company during the period covered by this report for the selected transactions or any other transactions. We believe that our examination provides a reasonable basis for our opinion. Our examination does not provide a legal determination on the Company's compliance with the servicing criteria. In our opinion, management's assessment that the Company complied with the aforementioned servicing criteria as of and for the twelve months ended December 31, 2013 is fairly stated, in all material respects. /s/ KPMG LLP Chicago, Illinois February 28, 2014 EX-35.2 13 jpc13l11_35-2.txt EX-35.2 (logo) CWCapital ASSET MANAGEMENT Annual Statement as to Compliance For the Period of May 14,2013 through December 31,2013 JPMCC 2013-LC11 In accordance with the requirements detailed in Section 11.09 of the Pooling and Servicing Agreement ("Agreement") for the above-mentioned CMBS pool, CWCapital Asset Management LLC ("CWCAM"), in its capacity as Special Servicer, is providing this Officer's Certificate with respect to the following: (A) a review of CWCAM's activities during the period noted above (the "Reporting Period") and of CWCAM's performance under this Agreement has been made under my supervision; and (B) to the best of my knowledge, based on such review, CWCAM has fulfilled all its obligations under this Agreement in all material respects throughout the Reporting Period. Should you have any questions, please do not hesitate to contact us. Sincerely, CWCapital Asset Management LLC /s/ David B. Iannarone David B. Iannarone President 7501 Wisconsin Avenue, Suite 500 West, Bethesda, MD 20814 www.cwcapital.com EX-35.3 14 jpc13l11_35-3.txt EX-35.3 (logo) MIDLAND (logo) PNC LOAN REAL ESTATE SERVICES ANNUAL STATEMENT OF COMPLIANCE of PNC BANK, NATIONAL ASSOCIATION d/b/a MIDLAND LOAN SERVICES Pursuant to the requirements of the applicable Servicing Agreement for the transactions listed on Schedule I hereto, the undersigned, Steven W. Smith, as Executive Vice President of Midland Loan Services, a division of PNC Bank, National Association, hereby certifies, subject to any limitations listed on Schedule I hereto, as of the date hereof, solely in his capacity as an officer and not in his individual capacity, as follows: 1. A review of the Servicer's activities during the calendar year 2013 (the "Reporting Period") and of its performance under the Agreement has been made under the undersigned officer's supervision; and 2. To the best of the undersigned officer's knowledge, based on such review, the Servicer has fulfilled all of its obligations under the Agreement in all material respects throughout the Reporting Period. PNC Bank, National Association d/b/a Midland Loan Services /s/ Steven W. Smith Steven W. Smith Executive Vice President Member of The PNC Financial Services Group 10851 Mastin Boulevard Overland Park, Kansas 66210 800-327-8083 www.pnc.com/midland (page) Schedule I JP Morgan Chase Commercial Mortgage Securitization Corp. Direct Email: russo_bianca@jpmorgan.com
Recipient Role Deal Name Series Number Midland Role Depositor - General Counsel Boca Hotel Portfolio Trust Series 2013-BOCA Special Servicer Depositor - General Counsel JP Morgan Chase Commercial Mortgage Securities Corp. Series 2013-LC11 Master Servicer Master Servicer of the Legacy Place loan under the JPM 2013-C12 PSA Depositor - General Counsel JP Morgan Chase Commercial Mortgage Securities Corp. Series 2013-C16 Special Servicer Depositor - General Counsel JP Morgan Chase Commercial Mortgage Securities Corp. Series 2013-C16 Subservicer Master Servicer of the Miracle Mile Loan under the COMM 2013-CCRE11 PSA Primary Servicer of the Miracle Mile Loan under the COMM 2013-CCRE12 PSA Depositor - General Counsel JP Morgan Chase Commercial Mortgage Securities Corp. Series 2013-C15 Subservicer Master Servicer of the Miracle Mile Loan under the COMM 2013-CCRE11 PSA Primary Servicer of the Miracle Mile Loan under the COMM 2013-CCRE12 PSA Depositor - General Counsel JP Morgan Chase Commercial Mortgage Securities Corp. Series 2013-C14 Master and Special Servicer Master Servicer of the 589 Fifth Avenue loan under the JP Morgan 2013-C13 PSA Depositor - General Counsel JP Morgan Chase Commercial Mortgage Securities Corp. Series 2013-C13 Master Servicer Master and Special Servicer of the SanTan Village loan under the JPM 2013-C14 PSA Master Servicer of the Americold Storage loan under the JPM 2013-C12 PSA Depositor - General Counsel JP Morgan Chase Commercial Mortgage Securities Corp. Series 2013-C12 Master Servicer Master Servicer of the IDS Center loan under the JPM 2013-C13 PSA Master Servicer of the Southridge Mall loan under the JPM 2013-C14 PSA Depositor - General Counsel JP Morgan Chase Commercial Mortgage Securities Corp. Series 2013-C10 Master Servicer Master Servicer of the West County Mall CMBS LLC loan under the JPM 2012-LC9 PSA Depositor - General Counsel JP Morgan Chase Commercial Mortgage Securities Corp. Series 2012-PHH Master and Special Servicer Depositor - General Counsel JP Morgan Chase Commercial Mortgage Securities Corp. Series 2012-LC9 Master Servicer Depositor - General Counsel JP Morgan Chase Commercial Mortgage Securities Corp. Series 2012-CIBX Primary Servicer Depositor - General Counsel JP Morgan Chase Commercial Mortgage Securities Corp. Series 2012-CIBX Special Servicer Depositor - General Counsel JP Morgan Chase Commercial Mortgage Securities Corp. Series 2012-C8 Special Servicer Depositor - General Counsel JP Morgan Chase Commercial Mortgage Securities Corp. Series 2012-C6 Special Servicer Depositor - General Counsel JP Morgan Chase Commercial Mortgage Securities Corp. Series 2011-C5 Master Servicer Depositor - General Counsel JP Morgan Chase Commercial Mortgage Securities Corp. Series 2008-C2 Master Servicer
(page) Schedule I JP Morgan Chase Commercial Mortgage Securitization Corp. Direct Email: russo_bianca@jpmorgan.com
Recipient Role Deal Name Series Number Midland Role Depositor - General Counsel JP Morgan Chase Commercial Mortgage Securities Corp. Series 2007-LDP12 Primary Servicer Sawgrass Mills whole loan Depositor - General Counsel JP Morgan Chase Commercial Mortgage Securities Corp. Series 2007-LDP11 Special Servicer JQH Portfolio whole loan only Depositor - General Counsel JP Morgan Chase Commercial Mortgage Securities Corp. Series 2007-CIBC20 Master Servicer Depositor - General Counsel JP Morgan Chase Commercial Mortgage Securities Corp. Series 2007-CIBC18 Master Servicer 131 S Dearborn whole loan only Depositor - General Counsel JP Morgan Chase Commercial Mortgage Securities Corp. Series 2007-C1 Primary Servicer Gurnee Mill whole loan only Depositor - General Counsel JP Morgan Chase Commercial Mortgage Securities Corp. Series 2006-LDP8 Master Servicer Depositor - General Counsel JP Morgan Chase Commercial Securities Corp. Series 2013-C17 Master Servicer Master Servicer on the Aire Whole loan under the JPM 2013-C16 PSA
EX-35.6 15 jpc13l11_35-6.txt EX-35.6 (logo) WELLS FARGO Corporate Trust Services MAC R1204-010 9062 Old Annapolis Road Columbia, MD 21045 Tel: 410 884 2000 Fax: 410 715 2380 J.P. Morgan Chase Commercial Mortgage Securities Corp. 383 Madison Avenue 31st Floor New York, New York 10179 RE: Annual Statement of Compliance for JP Morgan Chase Commercial Mortgage Securities Trust 2013-LC11 Commercial Mortgage Pass-Through Certificates Series 2013-LC11 Per the Pooling and Servicing Agreement dated as of May 1, 2013 (the "Agreement"), the undersigned, a duly authorized officer of Wells Fargo Bank, N.A., as Certificate Administrator ("Wells Fargo"), hereby certifies as follows as of and for the year ending December 31, 2013 (the "Reporting Period"): (a) A review of Wells Fargo's activities during the Reporting Period and of its performance under the Agreement has been made under such officer's supervision; and (b) To the best of such officer's knowledge, based on such review, Wells Fargo has fulfilled all of its obligations under the Agreement in all material respects throughout the Reporting Period. March 7, 2014 /s/ Brian Smith BRIAN SMITH Vice President Wells Fargo Bank, N.A. EX-35.8 16 jpc13l11_35-8.txt EX-35.8 (logo) WELLS FARGO Corporate Trust Services MAC R1204-010 9062 Old Annapolis Road Columbia, MD 21045 Tel: 410 884-2000 Fax: 410 715 2380 J.P. Morgan Chase Commercial Mortgage Securities Corp. 270 Park Avenue, New York, NY 10017 RE: Annual Statement of Compliance The undersigned, a duly authorized officer of Wells Fargo Bank, N.A., as Certificate Administrator for the Legacy Place Mortgage Loan Combination (in such capacities, "Wells Fargo"), hereby certifies as follows as of and for the year ending December 31, 2013 (the "reporting period"): (c) A review of Wells Fargo's activities during the reporting period and of its performance under the applicable servicing agreement(s) listed on Schedule A hereto (the "Servicing Agreement(s)") has been made under my supervision; and (d) To the best of my knowledge, based on such review, Wells Fargo has fulfilled all of its obligations under the Servicing Agreement(s) in all material respects throughout the reporting period, except as noted on Schedule B. March 11, 2014 /s/ Brian Smith Brian Smith Vice President (page) To: J.P. Morgan Chase Commercial Mortgage Securities Corp. Schedule A List of Servicing Agreement(s) and Series 2. Pooling and Servicing Agreement dated as of June 1, 2013, by and among J.P. MORGAN CHASE COMMERCIAL MORTGAGE SECURITIES CORP, as Depositor, MIDLAND LOAN SERVICES, A DIVISION OF PNC BANK, NATIONAL ASSOCIATION, as Master Servicer, LNR PARTNERS, LLC, as Special Servicer, and PENTALPHA SURVEILLANCE LLC, as Senior Trust Advisor and Wells Fargo Bank, N.A. as Certificate Administrator, Paying Agent, Trustee and Custodian relating to the Series JPMBB 2013-C12 Commercial Mortgage Pass-Through Certificates relating to the Legacy Place Mortgage Loan Combination , a pari passu portion of which is included in the Series JPMC 2013-LC11 Commercial Mortgage Pass-Through Certificates transaction. (page) To: J.P. Morgan Chase Commercial Mortgage Securities Corp. Schedule B Material Non-Compliance with Servicing Obligations Not Applicable