Exhibit
A |
Regulation
AB Criteria |
WFRBS
2013-C17 |
MSBAM 2013-C12 |
WFRBS
2013-C15 |
GSMS
2013-Gc13 |
WFRBS
2013-C13 |
MSBAM
2013-C9 |
WFRBS
2013-C11 |
GSMS
2013-GC10 |
UBS
2012-C4 |
WFCM
2012-LC5 |
WFRBS
2013-C9 |
WFRBS
2012-C7 |
UBS
2012-C1 |
JPMCC 2012-CIBX |
GSMS
2012-GC6 |
MSC
2011-C3 |
DBUBS
2011-LC3 |
WFRBS
2011-C5 |
UBS CCMT 2011-C1 |
CFCRE
2011-C2 |
Section |
Description |
Criteria |
Applicable
Criteria |
General
Servicing Considerations |
(d)(1)(i) |
Policies
and Procedures |
Policies and
procedures are instituted to monitor any performance or other triggers
and events of default in accordance with the transaction agreement. |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
(d)(1)(ii) |
Policies
and Procedures (vendors) |
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.
|
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
(d)(1)(iii) |
Back-up
Servicer |
Any requirements
in the transaction agreements to maintain a back-up servicer for the
pool assets are maintained. |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
Section |
Description |
Criteria |
Applicable
Criteria |
(d)(1)(iv) |
Fidelity
Bond |
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 agreement.
|
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
Cash
Collection and Administration |
(d)(2)(i) |
2
Days to deposit Payments into Custodial Accounts
|
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. |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
(d)(2)(ii) |
Wire
Transfers |
Disbursements
made via wire transfer on behalf of an obligor or to an investor are
made only by authorized personnel. |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
(d)(2)(iii) |
Advances |
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 agreements. |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
(d)(2)(iv) |
Commingling |
The related
accounts for the transaction, such as cash reserve accounts or accounts
established as a form of over collateralization, are separately
maintained (e.g., with respect to commingling of cash) as set forth in
the transaction agreements. |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
(d)(2)(v) |
Federally
Insured Institution |
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 §240.13k-1(b)(1) of this chapter. I.3
Each custodial account shall be maintained at a federally insured
depository institution in trust for the applicable investor. |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
(d)(2)(vi) |
Unissued
Checks |
Unissued checks
are safeguarded so as to prevent unauthorized access. |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
(d)(2)(vii) |
Reconciliations |
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. |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
Investor
Remittance and Reporting |
Section |
Description |
Criteria |
Applicable
Criteria |
(d)(3)(i) |
Reports
to the Investor |
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 other terms set forth in the
transaction agreements; (b) provide information calculated in
accordance with the terms specified in the transaction agreements; (c)
are filed with the Commission as required by its rules and regulations;
and (d) agree with investors' or the trustee's records as to the total
unpaid principal balance and number of pool assets serviced by the
servicer. |
X(1) |
X(1) |
X(1) |
X(1) |
X(1) |
X(1) |
X(1) |
X(1) |
X(1) |
X(1) |
X(1) |
X(1) |
X(1) |
X |
X(4) |
X(1) |
X(1) |
X(3) |
X(1) |
X(5) |
(d)(3)(ii) |
Investor
Remittance |
Amounts due to
investors are allocated and remitted in accordance with timeframes,
distribution priority and other terms set forth in the transaction
agreements. |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
(d)(3)(iii) |
Investor's
Records |
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. |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
(d)(3)(iv) |
Remittance
and Bank Statements |
Amounts remitted
to investors per the investor reports agree with cancelled checks, or
other form of payment, or custodial bank statements. |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
Pool
Asset Administration |
Exhibit
A |
Section |
Description |
Criteria |
Applicable
Criteria |
(d)(4)(i) |
Collateral/Security
on Pool Assets |
Collateral or
security on pool assets is maintained as required by the transaction
agreements or related pool asset documents. |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
(d)(4)(ii) |
Safeguard
Pool Assets |
Pool assets and
related documents are safeguarded as required by the transaction
agreements. |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
(d)(4)(iii) |
Changes
to the Pool Assets |
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. |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
(d)(4)(iv) |
Obligor's
Payment Record |
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. |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
(d)(4)(v) |
Pool
Asset Records Match UPB |
The servicer’s
records regarding the pool assets agree with the servicer's records
with respect to an obligor's unpaid principal balance. |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
(d)(4)(vi) |
Loan
Modifications |
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. |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
(d)(4)(vii) |
Loss
Mitigation Actions |
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
agreement. |
X(1) |
X(1) |
X(1) |
X(1) |
X(1) |
X(1) |
X(1) |
X(1) |
X(1) |
X(1) |
X(1) |
X(1) |
X(1) |
X |
X(4) |
X(1) |
X(1) |
X(3) |
X(1) |
X(5) |
(d)(4)(viii) |
Collection
Efforts Documented |
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). |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
(d)(4)(ix) |
ARMs |
Adjustments to
interest rates or rates of return for pool assets with variable rates
are computed based on the related pool asset documents. |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
(d)(4)(x) |
Escrow
Funds |
Regarding any
funds held in trust for an obligor such funds are (a) 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)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. |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
(d)(4)(xi) |
Timely
Payments |
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. |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
(d)(4)(xii) |
Late
Payment Penalties |
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. |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
(d)(4)(xiii) |
Obligor's
Records |
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. |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
(d)(4)(xiv) |
Delinquencies,
Charge-offs, and Other Uncollectible Accounts |
Delinquencies,
Charge-offs, and uncollectible accounts are recognized and recorded in
accordance with the transaction agreements. |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
(d)(4)(xv) |
Any
External Enhancement |
Any external
enhancement or other support, identified in Item 1114(a)(1) through (3)
or Item 1115 of this Regulation AB, is maintained as set forth in the
transaction agreements. |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
N/A(2) |
Exhibit
B |
Name |
Transaction |
Period
of Service |
DBUBS 2011-LC3 |
Commercial
Mortgage Pass-Through Certificates, DBUBS 2011-LC3 pursuant to the
Pooling and Servicing Agreement dated August 1, 2011 |
January
1, 2013 - December 31, 2013 |
WFRBS 2011-C5 |
Commercial
Mortgage Pass-Through Certificates, WFRBS 2011-C5 pursuant to the
Pooling and Servicing Agreement dated November 1, 2011 |
January
1, 2013 - December 31, 2013 |
MSC 2011-C3 |
Commercial
Mortgage Pass-Through Certificates, MSC 2011- C3 pursuant to the
Pooling and Servicing Agreement dated October 1, 2011 |
January
1, 2013 - December 31, 2013 |
CFCRE 2011-C2 |
Commercial
Mortgage Pass-Through Certificates, CFCRE 2011-C2 pursuant to the
Pooling and Servicing Agreement dated December 11, 2011 |
January
1, 2013 - December 31, 2013 |
UBS CCMT-2011 |
Commercial
Mortgage Pass-Through Certificates, UBS CCMT-2011 pursuant to the
Pooling and Servicing Agreement dated December 1, 2011 |
January
1, 2013 - December 31, 2013 |
GSMS 2012-GC6 |
Commercial
Mortgage Pass-Through Certificates, Series 2012-GC6 pursuant to the
Pooling and Servicing Agreement dated February 1, 2012 |
January
1, 2013 - December 31, 2013 |
UBS 2012-C1 |
Commercial
Mortgage Pass-Through Certificates, Series 2012-C1 pursuant to the
Pooling and Servicing Agreement dated May 1, 2012 |
January
1, 2013 - December 31, 2013 |
JPMCC 2012 - CIBX |
Commercial
Mortgage Pass-Through Certificates, Series 2012-CIBX pursuant to the
Pooling and Servicing Agreement dated June 1, 2012 |
January
1, 2013 - December 31, 2013 |
WFRBS 2012-C7 |
Commercial
Mortgage Pass-Through Certificates, Series 2012-C7 pursuant to the
Pooling and Servicing Agreement dated June 1, 2012 |
January
1, 2013 - December 31, 2013 |
WFCM 2012-LC5 |
Commercial
Mortgage Pass-Through Certificates, Series 2012-LC5 pursuant to the
Pooling and Servicing Agreement dated September 1, 2012 |
January
1, 2013 - December 31, 2013 |
WFRBS 2012-C9 |
Commercial
Mortgage Pass-Through Certificates, Series 2012-C9 pursuant to the
Pooling and Servicing Agreement dated October 1, 2012 |
January
1, 2013 - December 31, 2013 |
UBS 2012-C4 |
Commercial
Mortgage Pass-Through Certificates, Series 2012-C4 pursuant to the
Pooling and Servicing Agreement dated December 1, 2012 |
January
1, 2013 - December 31, 2013 |
GSMS 2013-GC10 |
Commercial
Mortgage Pass-Through Certificates, Series 2013-GC10 pursuant to the
Pooling and Servicing Agreement dated February 1, 2013 |
February
1, 2013 - December 31, 2013 |
WFRBS 2013-C11 |
Commercial
Mortgage Pass-Through Certificates, Series 2013-C11 pursuant to the
Pooling and Servicing Agreement dated February 1, 2013 |
February
1, 2013 - December 31, 2013 |
MSBAM 2013-C9 |
Commercial
Mortgage Pass-Through Certificates, Series 2013-C9 pursuant to the
Pooling and Servicing Agreement dated May 1, 2013 |
May
1, 2013 - December 31, 2013 |
WFRBS 2013-C13 |
Commercial
Mortgage Pass-Through Certificates, Series 2013-C13 pursuant to the
Pooling and Servicing Agreement dated May 1, 2013 |
May
1, 2013 - December 31, 2013 |
GSMS 2013-GC13 |
Commercial
Mortgage Pass-Through Certificates, Series 2013-GC13 pursuant to the
Pooling and Servicing Agreement dated July 1, 2013 |
July
1, 2013 - December 31, 2013 |
WFRBS 2013-C15 |
Commercial
Mortgage Pass-Through Certificates, Series 2013-C15 pursuant to the
Pooling and Servicing Agreement dated August 1, 2013 |
August
1, 2013 - December 31, 2013 |
MSBAM 2013-C12 |
Commercial
Mortgage Pass-Through Certificates, Series 2013-C12 pursuant to the
Pooling and Servicing Agreement dated October 1, 2013 |
October
1, 2013 - December 31, 2013 |
WFRBS 2013-C17 |
Commercial
Mortgage Pass-Through Certificates, Series 2013-C17 pursuant to the
Pooling and Servicing Agreement dated November 1, 2013 |
November
1, 2013 - December 31, 2013 |