UBS-Barclays Commercial Mortgage Trust 2012-C2 - FORM 10-K - March 29, 2013

Attached files

file	filename
EX-31 - UBS-Barclays Commercial Mortgage Trust 2012-C2	exhibit31.htm
EX-35 - 354 - UBS-Barclays Commercial Mortgage Trust 2012-C2	exhibt354.htm
EX-35 - 353 - UBS-Barclays Commercial Mortgage Trust 2012-C2	USBankEx353.htm
EX-33 - 334 - UBS-Barclays Commercial Mortgage Trust 2012-C2	USBankEx334.htm
EX-34 - 344 - UBS-Barclays Commercial Mortgage Trust 2012-C2	USBankEx344.htm
EX-35 - 351 - UBS-Barclays Commercial Mortgage Trust 2012-C2	WellsfargoMSEx351.htm
EX-33 - 335 - UBS-Barclays Commercial Mortgage Trust 2012-C2	CorelogicIncEx335.htm
EX-34 - 345 - UBS-Barclays Commercial Mortgage Trust 2012-C2	CorelogicIncEx345.htm
EX-34 - 341 - UBS-Barclays Commercial Mortgage Trust 2012-C2	WellsfargoMSEx341.htm
EX-33 - 333 - UBS-Barclays Commercial Mortgage Trust 2012-C2	PentalphaOperating333.htm
EX-34 - 343 - UBS-Barclays Commercial Mortgage Trust 2012-C2	PentalphaOperating343.htm
EX-34 - 342 - UBS-Barclays Commercial Mortgage Trust 2012-C2	CWCapitalAssetMgmtEx342.htm
EX-35 - 352 - UBS-Barclays Commercial Mortgage Trust 2012-C2	CWCapitalAssetMgmtEx352.htm
EX-33 - 332 - UBS-Barclays Commercial Mortgage Trust 2012-C2	CWCapitalAssetMgmtEx332.htm
EX-34 - 347 - UBS-Barclays Commercial Mortgage Trust 2012-C2	NewmarkRealityCapital347.htm
EX-33 - 337 - UBS-Barclays Commercial Mortgage Trust 2012-C2	NewmarkRealityCapital337.htm
EX-34 - 346 - UBS-Barclays Commercial Mortgage Trust 2012-C2	NationalTaxSearchLlcEx346.htm
EX-33 - 336 - UBS-Barclays Commercial Mortgage Trust 2012-C2	NationalTaxSearchLlcEx336.htm
EX-33 - 331 - UBS-Barclays Commercial Mortgage Trust 2012-C2	WellsfargoMSEx331.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

One)

ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934

For the fiscal year ended: December 31, 2012

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934

For the transition period from _________ to _________

Commission File Number of Issuing Entity: 333-177354-02

UBS-Barclays Commercial Mortgage Trust 2012-C2

(Exact name of Issuing Entity as specified in its charter)

UBS Commercial Mortgage Securitization Corp.

(Exact name of Depositor as specified in its charter)

UBS Real Estate Securities Inc.

Barclays Bank PLC

Archetype Mortgage Funding II LLC

KeyBank National Association

(Exact name of Sponsor as specified in its charter)

46-0613665, 46-0621519

(State or Other Jurisdiction of Incorporation of issuing entity)

(I.R.S. Employer Identification No.)

c/o U.S. Bank National Association as Certificate

Administrator, 190 South LaSalle St., 7th Floor Chicago, IL

(Address of Principal Executive Offices of issuing entity)

(Telephone number, including area code, of issuing entity)

Securities registered pursuant to Section 12(b) of the Act: None

Securities registered pursuant to Section 12(g) of the Act: None

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities
Act. ( ) Yes (X) No

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the
Act. ( ) Yes (X) No

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.

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
(sec 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).

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (sec 229.405 of this
chapter) is not contained herein, and will not be contained, to the best of the 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.

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. (Check one):

Large accelerated filer ( )

Accelerated filer ( )

Non-accelerated filer (X)

Smaller reporting company ( )

(Do not check if a smaller reporting company)

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).

State the aggregate market value of the voting and non-voting common equity held by nonaffiliates computed by
reference to the price at which the common equity was last sold, or the average bid and asked prices 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 holder; (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 the fiscal year ended December 24, 1980).

Item 1B. Unresolved Staff Comments.

Legal Proceedings

Mine Safety Disclosures

Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity
Securities

Selected Financial Data

Management's Discussion and Analysis of Financial Condition and Results of Operations

Quantitative and Qualitative Disclosures About Market Risk

Financial Statements and Supplementary Data

Changes in and Disagreements with Accountants on Accounting and Financial Disclosure

Controls and Procedures

Other Information.

Directors, Executive Officers and Corporate Governance.

Executive Compensation.

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

Certain Relationships and Related Transactions, and Director Independence

Principal Accountant Fees and Services

PURSUANT TO GENERAL INSTRUCTION J(2) THE FOLLOWING SUBSTITUTE INFORMATION IS
BEING PROVIDED IN THIS REPORT ON FORM 10-K:

Item 1112(b) of Regulation AB. Significant Obligors of Pool Assets Financial Information.

The 110 William Street Mortgage Loan (Loan 6011100001 on Annex A-1 of the Prospectus Supplement of the
Registrant relating to the issuing entity filed on July 17, 2012 pursuant to Rule 424 (b)(5)) is a Significant Obligor
within the meaning of Item 1101(k)(2) of Regulation AB.

Based on the borrower's preceding fiscal year's financial for the year ended December 31, 2012, in accordance with
Item 1112 (b) of Regulation AB, such Significant Obligor had a Net Operating Income of $13,243,806.00.

Item 1114(b)(2) of Regulation AB. Credit Enhancement and Other Support, Except for Certain Derivatives
Instruments Financial Information.

No entity or group of affiliated entities provides any external credit enhancement or other support for the
certificates within this transaction as described under Item 1114 (a) of Regulation AB.

Item 1115(b) of Regulation AB. Certain Derivatives Instruments Financial Information.

No entity or group of affiliated entities provides any derivative instruments or other support for the certificates
within this transaction as described under Item 1115 of Regulation AB.

Item 1117 of Regulation AB. Legal Proceedings.

The registrant knows of no material pending legal proceeding involving the

trust or any party related to the trust, other than routine litigation
incidental to the duties of those respective parties, and the following, with respect to
UBS Real Estate Securities Inc ("UBSRES"), the Sponsor and a mortgage loan seller:

In February 2012, Assured Guaranty filed suit against UBSRES in New York State Court
asserting claims for breach of contract and declaratory relief based on UBSRES' alleged failure to
repurchase allegedly defective mortgage loans with an original principal balance of at least $997
million that serve as collateral for residential mortgage-backed securities sponsored by the
company and insured in part by Assured Guaranty. Assured Guaranty also claims that UBSRES
breached representations and warranties concerning the mortgage loans and breached certain
obligations under commitment letters. Assured Guaranty seeks unspecified damages that
include payments on current and future claims made under Assured Guaranty insurance policies
totaling approximately $308 million at the time of the filing of the complaint, as well as
compensatory and consequential losses, fees, expenses and pre-judgment interest. The case
was removed to federal court, and in August 2012, the Court granted UBSRES' motion to dismiss
Assured Guaranty's claims for breach of UBSRES' contractual repurchase obligations, holding
that only the trustee for the securitization trust has the contractual right to enforce those
obligations. The Court also granted UBSRES' motion to dismiss Assured Guaranty's claims for
declaratory relief. The Court denied UBSRES' motion to dismiss Assured Guaranty's claims for
breach of representation and warranty and breach of the commitment letters. The case is now in
discovery. In October 2012, following the Court's holding that only the trustee may assert claims
seeking to enforce UBSRES' repurchase obligations, the residential mortgage-backed securities
trusts at issue in the Assured Guaranty litigation filed a related action in the Southern District of
New York seeking to enforce UBSRES' obligation to repurchase loans with an original principal
balance of approximately $2 billion for which Assured Guaranty had previously demanded
repurchase. UBS's motion to dismiss the suit filed by the trusts is pending. With respect to the portion of the loans
subject to this suit that were originated by
institutions still in existence, UBS will seek to enforce its indemnity rights against those
institutions.

In April 2012, the Federal Housing Finance Agency, as conservator for Freddie Mac,
filed a notice and summons in New York Supreme Court initiating suit against UBSRES for
breach of contract and declaratory relief arising from alleged breaches of representations and
warranties in connection with certain mortgage loans and UBSRES' alleged failure to repurchase
such mortgage loans. The complaint for this suit was filed in September 2012 and seeks, among
other relief, specific performance of UBSRES' alleged loan repurchase obligations for at least $94
million in original principal balance of loans for which Freddie Mac had previously demanded
repurchase; no damages are specified.

UBSRES, or its predecessor, Paine Webber Real Estate Securities, Inc., have been named as defendants, along with
numerous other entities, in five purported class action lawsuits pending in Missouri. Plaintiffs in each case are
individuals who entered into second mortgages with various second mortgage originators. Plaintiffs seek to
represent state-wide classes in Missouri and assert violations of Missouri's Second Mortgage Loan Act. The relief
sought by Plaintiffs includes a refund of fees charged and interest paid in connection with their loans, relief from
making future payments of interest and principal, punitive damages and attorneys' fees. The five cases pending
against UBS in Missouri are: Baker v. Century Financial Group, Inc., CV100-4294 CC (Clay County, Liberty);
Beaver v. U.S. Bank Trust National Association, 03-CV-213643 (Jackson County, Independence); Gilmor v.
Preferred Credit Corporation, CV100-4263 CC (Clay County, Liberty); Thomas v. U.S. Bank, N.A., N.D., 5:11-cv-

06013 (W.D. MO., Western Division); and Mayo v. GMAC Mortgage, LLC, et al., 4:08-CV-568 (W.D. MO.,
Western Division).

UBSRES does not hold, and never held, any of the second mortgage loans at issue in the Baker or Gilmor cases.
Regarding the Beaver case, the Court has certified the case as a class action. With respect to the Thomas case, the
case was remanded to Missouri state court in August 2009 after having been removed to federal district court in
2004. Plaintiffs filed an amended complaint in January 2011, adding a new defendant, and the case was thereafter
removed to federal court. In September 2012, the Court granted plaintiffs leave to amend the complaint. On
January 11, 2013, UBS re-filed its motion to dismiss for lack of standing and on March 12, 2013, plaintiffs filed
their response. UBS will be filing a reply in support of its motion to dismiss on April 12, 2013. The Mayo case was
settled on March 20, 2013.

UBSRES, along with certain affiliates, is named as a defendant in ten lawsuits brought by
purchasers of residential mortgage-backed securities (RMBS) asserting claims under federal securities
law or under state securities and/or state common law based on alleged misrepresentations or
omissions in offering documents for approximately $10.4 billion in original face amount of
residential mortgage-backed securities underwritten and issued by affiliates. These lawsuits
include a putative class action filed in federal court in New Jersey asserting violations of the
federal securities laws against various UBS entities, including UBSRES, in connection with
$2.6 billion in original face amount of UBS-sponsored RMBS. The suit was dismissed with
prejudice on statute of limitations grounds in July 2012. The named plaintiff has appealed the dismissal and the
appeal remains pending.

UBSRES also has tolling agreements with certain institutional purchasers of RMBS concerning their potential
claims related to purchases of RMBS sponsored by UBSRES.

Item 1119 of Regulation AB. Affiliations and Certain Relationships and Related Transactions.

The information regarding this item has been previously provided in a prospectus supplement of the registrant
relating to the issuing entity filed on July 16, 2012 pursuant to Rule 424(b)(5).

Item 1122 of Regulation AB. Compliance with Applicable Servicing Criteria.

The reports on assessment of compliance with the servicing criteria for asset-backed securities and the related
attestation reports on such assessments of compliance are attached hereto under Item 15. Attached as Schedule II to
the Pooling and Servicing Agreement incorporated by reference as Exhibit 4 to this report is a chart identifying the
entities participating in a servicing function for the transaction responsible for each applicable servicing criteria set
forth in Item 1122(d).

Item 1123 of Regulation AB. Servicing Compliance Statement.

The servicer compliance statements are attached hereto under Item 15.

Exhibits and Financial Statement Schedules.

(1) Not applicable

(2) Not applicable

4. Pooling and Servicing Agreement, dated as of July 1, 2012, among UBS Commercial Mortgage

Securitization Corp., as Depositor, Wells Fargo Bank, National Association, as Master Servicer, CWCapital Asset
Management LLC, as Special Servicer, Pentalpha Surveillance LLC, as Operating Advisor, and U.S. Bank National
Association, as Trustee, Certificate Administrator, Paying Agent and Custodian (filed as Exhibit 4 to the registrant's
Current Report on Form 8-K dated July 16, 2012 and filed by the registrant on July 17, 2012, which is incorporated
by reference herein)

10.1 Mortgage Loan Purchase Agreement, dated July 17, 2012, among UBS Real Estate Securities

Inc., UBS Commercial Mortgage Securitization Corp. and Barclays Bank PLC, pursuant to which UBS Real Estate
Securities Inc. sold certain mortgage loans to UBS Commercial Mortgage Securitization Corp. (Filed as Exhibit
99.1 to the Registrant's Current Report on Form 8-K dated July 17, 2012 and filed by the registrant on July 17,
2012, which is incorporated by reference herein)

Mortgage Loan Purchase Agreement, dated July 17, 2012, between Barclays Bank

PLC and UBS Commercial Mortgage Securitization Corp., pursuant to which Barclays Bank PLC sold
certain mortgage loans to UBS Commercial Mortgage Securitization Corp. (Filed as Exhibit 99.2 to the

Registrant's Current Report on Form 8-K dated July 17, 2012 and filed by the registrant on July 17, 2012, which is
incorporated by reference herein)

Mortgage Loan Purchase Agreement, dated July 17, 2012, between Archetype

Mortgage Funding II LLC and UBS Commercial Mortgage Securitization Corp., pursuant to which
Archetype Mortgage Funding II LLC sold certain mortgage loans to UBS Commercial Mortgage
Securitization Corp. (Filed as Exhibit 99.3 to the Registrant's Current Report on Form 8-K dated July 17, 2012

and filed by the registrant on July 17, 2012, which is incorporated by reference herein)

Mortgage Loan Purchase Agreement, dated July 17, 2012, between KeyBank

National Association and UBS Commercial Mortgage Securitization Corp., pursuant to which KeyBank
National Association sold certain mortgage loans to UBS Commercial Mortgage Securitization Corp.

(Filed as Exhibit 99.4 to the Registrant's Current Report on Form 8-K dated July 17, 2012 and filed by the registrant
on July 17, 2012, which is incorporated by reference herein)

31. Rule 13a-14(d)/15d-14(d) Certification

33. Reports on assessment of compliance with servicing criteria for asset-backed securities.

33.1) Wells Fargo Bank, National Association, as Master Servicer

33.2) CWCapital Asset Management LLC, as Special Servicer

33.3) Pentalpha Surveillance LLC, as Operating Advisor

33.4) U.S. Bank National Association, as Certificate Administrator, Custodian, and
Trustee

33.5) CoreLogic Commercial Real Estate Services, Inc., as Servicing Function Participant

33.6) National Tax Search, LLC, as Servicing Function Participant

33.7) Newmark Realty Capital, Inc., as Servicing Function Participant

34. Attestation reports on assessment of compliance with servicing criteria for asset-backed

34.1) Wells Fargo Bank, National Association, as Master Servicer

34.2) CWCapital Asset Management LLC, as Special Servicer

34.3) Pentalpha Surveillance LLC, as Operating Advisor

34.4) U.S. Bank National Association, as Certificate Administrator, Custodian, and
Trustee

34.5) CoreLogic Commercial Real Estate Services, Inc., as Servicing Function Participant

34.6) National Tax Search, LLC, as Servicing Function Participant

34.7) Newmark Realty Capital, Inc., as Servicing Function Participant

35. Servicer Compliance Statement

35.1) Wells Fargo Bank, National Association, as Master Servicer

35.2) CWCapital Asset Management LLC, as Special Servicer

35.3) U.S. Bank National Association, as Certificate Administrator and Custodian

The exhibits required to be filed by registrant pursuant to Item 601 of Regulation S-K are listed
above and in the Exhibit Index that immediately follows the signature page hereof.

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.

UBS Commercial Mortgage Securitization Corp.
(Depositor)

By: /s/ David Nass

Name: David Nass
Title: President
(Senior Officer in Charge of Securitization of the
Depositor)

By: /s/John Herman

Name: John Herman
Title: Managing Director

Dated: March 29, 2013

Description

Pooling and Servicing Agreement, dated as of July 1, 2012, among UBS Commercial
Mortgage Securitization Corp., as Depositor, Wells Fargo Bank, National
Association, as Master Servicer, CWCapital Asset Management LLC, as Special
Servicer, Pentalpha Surveillance LLC, as Operating Advisor, and U.S. Bank National
Association, as Trustee, Certificate Administrator, Paying Agent and Custodian (filed
as Exhibit 4 to the registrant's Current Report on Form 8-K dated July 16, 2012 and
filed by the registrant on July 17, 2012, which is incorporated by reference herein)

Mortgage Loan Purchase Agreement, dated July 17, 2012, among UBS Real Estate
Securities Inc., UBS Commercial Mortgage Securitization Corp. and Barclays Bank
PLC, pursuant to which UBS Real Estate Securities Inc. sold certain mortgage loans
to UBS Commercial Mortgage Securitization Corp. (Filed as Exhibit 99.1 to the
Registrant's Current Report on Form 8-K dated July 17, 2012 and filed by the
registrant on July 17, 2012, which is incorporated by reference herein)

Mortgage Loan Purchase Agreement, dated July 17, 2012, between Barclays
Bank PLC and UBS Commercial Mortgage Securitization Corp., pursuant to
which Barclays Bank PLC sold certain mortgage loans to UBS Commercial
Mortgage Securitization Corp. (Filed as Exhibit 99.2 to the Registrant's Current

Report on Form 8-K dated July 17, 2012 and filed by the registrant on July 17, 2012,
which is incorporated by reference herein)

Mortgage Loan Purchase Agreement, dated July 17, 2012, between Archetype
Mortgage Funding II LLC and UBS Commercial Mortgage Securitization Corp.,
pursuant to which Archetype Mortgage Funding II LLC sold certain mortgage loans
to UBS Commercial Mortgage Securitization Corp. (Filed as Exhibit 99.3 to the
Registrant's Current Report on Form 8-K dated July 17, 2012 and filed by the
registrant on July 17, 2012, which is incorporated by reference herein)

Mortgage Loan Purchase Agreement, dated July 17, 2012, between KeyBank
National Association and UBS Commercial Mortgage Securitization Corp.,
pursuant to which KeyBank National Association sold certain mortgage loans
to UBS Commercial Mortgage Securitization Corp.(Filed as Exhibit 99.4 to the

Registrant's Current Report on Form 8-K dated July 17, 2012 and filed by the
registrant on July 17, 2012, which is incorporated by reference herein)

Rule 13a-14(d)/15d-14(d) Certification

Description

Reports on assessment of compliance with servicing criteria for asset-backed
securities.

33.1) Wells Fargo Bank, National Association, as Master Servicer

33.2) CWCapital Asset Management LLC, as Special Servicer

33.3) Pentalpha Surveillance LLC, as Operating Advisor

33.4) U.S. Bank National Association, as Certificate Administrator, Custodian, and
Trustee

33.5) CoreLogic Commerical Real Estate Services, Inc., as Servicing Function
Participant

33.6) National Tax Search LLC, as Servicing Function Participant

33.7) Newmark Realty Capital, Inc., as Servicing Function Participant

Attestation reports on assessment of compliance with servicing criteria for asset-
backed securities.

34.1) Wells Fargo Bank, National Association, as Master Servicer

34.2) CWCapital Asset Management LLC, as Special Servicer

34.3) Pentalpha Surveillance LLC, as Operating Advisor

34.4) U.S. Bank National Association, as Certificate Administrator, Custodian, and
Trustee

34.5) CoreLogic Commercial Real Estate Services, Inc., as Servicing Function
Participant

34.6) National Tax Search LLC, as Servicing Function Participant

34.7) Newmark Realty Capital, Inc., as Servicing Function Participant

Servicer Compliance Statement

35.1) Wells Fargo Bank, National Association, as Master Servicer

35.2) CWCapital Asset Management LLC, as Special Servicer

35.3) U.S. Bank National Association, as Certificate Administrator and Custodian

UBS Commercial Mortgage Securitization Corp.,

UBS-Barclays Commercial Mortgage Trust 2012-C2 (the "Trust"),

Commercial Mortgage Pass-Through Certificates, Series 2012-C2, issued pursuant to the Pooling

and Servicing Agreement, dated as of July 1, 2012 (the "Pooling and Servicing Agreement"),

entered into by UBS Commercial Mortgage Securitization Corp., as depositor (the "Depositor"),

Wells Fargo Bank, National Association, as master servicer, CWCapital Asset Management

LLC, as special servicer, Pentalpha Surveillance LLC, as operating advisor, and U.S. Bank

National Association, as trustee, certificate administrator, paying agent and custodian

I, David Nass, of UBS Commercial Mortgage Securitization Corp., the depositor into the above-referenced

Trust, 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 Trust (the "Exchange Act Periodic Reports");

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;

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;

Based on my knowledge and the servicer compliance statement(s) 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

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: Wells Fargo Bank, National Association, as Master Servicer, CWCapital Asset
Management LLC, as Special Servicer, Pentalpha Surveillance LLC, as Operating Advisor, U.S. Bank National
Association, as Certificate Administrator, U.S. Bank National Association, as Custodian, and U.S. Bank National
Association, as Trustee, CoreLogic Commercial Real Estate Services, Inc., as Servicing Function Participant,
National Tax Search, LLC, as Servicing Function Participant, and Newmark Realty Capital, Inc., as Servicing
Function Participant.

[SIGNATURE PAGE FOLLOWS]

Date: March 29, 2013

__/s/ David Nass__________________
David Nass
President