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### **Reportof Independent Registered Public Accounting Firm**

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To the****Audit Committee of Computershare Trust Company,National Association

 

Wehave examined management’s assertion, included in the accompanying *Assessmentof Compliance with the Applicable Servicing Criteria: Computershare CorporateTrust - Document Custody Platform* that Computershare Trust Company,National Association (the “Company”) complied with the servicing criteria setforth in Item 1122(d) of the Securities and Exchange Commission's Regulation ABfor the residential mortgage-backed securities (“RMBS”) transactions,commercial mortgage-backed securities (“CMBS”) transactions, and otherasset-backed securities (“ABS”) transactions, in each case for which theCompany provides document custody services, either directly in the related rolefor such services or as the agent of the party performing such services, andfor which either (a) some or all of the issued securities for such RMBS, CMBS,and ABS transactions were publicly offered on or after January 1, 2006 pursuantto a registration statement delivered under the Securities Act of 1933, asamended, or (b) the issued securities for such RMBS, CMBS, and ABS transactionswere privately offered on or after January 1, 2006 pursuant to an exemptionfrom registration and the Company (and/or the party for whom it acts as agent)has an obligation under the transaction agreements to deliver an assessment ofcompliance with the applicable servicing criteria under Item 1122(d) ofRegulation AB; provided however that, the platform excludes any transactionsfor which the offered securities were issued, sponsored and/or guaranteed byany agency or instrumentality of the U.S. government or anygovernment-sponsored entity, other than certain RMBS transactions for which theoffered securities were issued, sponsored and/or guaranteed by the FederalDeposit Insurance Company (the “Document Custody Platform”), as of December 31,2022 and for the year then ended (the “Period”), excluding criteria1122(d)(1)(i); 1122(d)(1)(iii); 1122(d)(1)(v); 1122(d)(2)(i-vii);1122(d)(3)(i-iv); and 1122(d)(4)(iv-xv), which Management has determined arenot applicable to either the Company’s obligations, or the obligations of theparty for whom the Company ultimately acts as agent, in either case under therelated transaction agreements with respect to the Document Custody Platformfor the Period (as applicable, the “Company’s Obligations”); provided howeverthat, with respect to the Document Custody Platform (a) servicing criterion1122(d)(4)(iii) is applicable only as it relates to the Company’s Obligation toreview and maintain the required loan documents related to any additions,removals or substitutions in accordance with the transaction agreements.

 

Asdescribed in management's assertion, for servicing criteria 1122(d)(4)(i) and1122(d)(4)(ii), the Company has engaged a vendor to perform the activitiesrequired by these servicing criteria.  The Company has determined thatthis vendor is not considered a "servicer" as defined in Item 1101(j)of Regulation AB, and the Company has elected to take responsibility forassessing compliance with the servicing criteria applicable to the vendor aspermitted by Compliance and Disclosure Interpretation 200.06 of the SECDivision of Corporation Finance’s interpretations of the rules adopted underRegulation AB and the Securities Act and the Exchange Act ("Interpretation200.06"). As permitted by Interpretation 200.06, the Company has asserted thatit has policies and procedures in place designed to provide reasonableassurance that the vendor's activities comply in all material respects with theservicing criteria applicable to the vendor.  The Company is solelyresponsible for determining that it meets the SEC requirements to applyInterpretation 200.06 for the vendor and related criteria as described in itsassertion, and we performed no procedures with respect to the Company'sdetermination of its eligibility to use Interpretation 200.06.

 

AppendixA to management's assertion identifies the individual asset-backed transactionsand securities defined by management as constituting the Document CustodyPlatform.

 

TheCompany’s management is responsible for its assertion and for the Company'scompliance with the applicable servicing criteria.  Our responsibility isto express an opinion on management's assertion about the Company’s compliancewith the applicable servicing criteria based on our examination.

 

Ourexamination was conducted in accordance with the standards of the PublicCompany Accounting Oversight Board (United States) and in accordance withattestation standards established by the American Institute of Certified PublicAccountants.  Those standards require that we plan and perform the examinationto obtain reasonable assurance about whether management’s assertion aboutcompliance with the applicable servicing criteria is fairly stated, in allmaterial respects, and, accordingly, included examining, on a test basis,evidence about the Company’s compliance with the applicable servicing criteriaand performing such other procedures as we considered necessary in thecircumstances.  Our examination included testing of selected asset-backedtransactions and securities that comprise the Document Custody Platform,testing of selected servicing activities related to the Document CustodyPlatform, and determining whether the Company processed those selectedtransactions and performed those selected activities in compliance with theapplicable servicing criteria.  Our procedures were limited to theselected transactions and servicing activities performed by the Company duringthe period covered by this report.  Our procedures were not designed todetect noncompliance arising from errors that may have occurred prior to orsubsequent to our tests that may have affected the balances or amountscalculated or reported by the Company during the period covered by thisreport.  We believe that our examination provides, and that the evidencewe obtained is sufficient and appropriate to provide, a reasonable basis forour opinion.  Our examination does not provide a legal determination onthe Company’s compliance with the servicing criteria.

 

Weare required to be independent and to meet our other ethical responsibilitiesin accordance with relevant ethical requirements related to the engagement.

 

Inour opinion, management’s assertion that Computershare Trust Company, NationalAssociation complied with the aforementioned applicable servicing criteria asof and for the year ended December 31, 2022 for the Document Custody Platformis fairly stated, in all material respects.

 

 

/s/PricewaterhouseCoopers LLP

Boston,Massachusetts

February15, 2023

 

 

PricewaterhouseCoopersLLP, 101 Seaport Boulevard, Boston, MA 02210

T:(617) 530 5000, www.pwc.com/us