|            (a)    I                  have reviewed                  this annual report on Form 10-K, and all reports on Form S-K                  containing distribution date reports filed in respect of periods                  included                  in the year covered                  by this annual report, of the Trust;                                                                                                                                                                                                                                                                                                                                                                                  |
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|            (b)    Based                  on my                  knowledge, the information in these reports, taken as a whole,                  does not contain any untrue statement of a material fact or omit                  to state                  a materialfact                  necessary to make the statements made, in light of the circumstances                  under                  which such                  statements were made, not misleading as of the last day of the                  period                  covered by this                  annual report;                                                                                                                             |
|                                 (c)    Based on my                  knowledge, the servicing information required to be provided                  to the trustee by the master servicer and the special servicer                  under the                  pooling and                  servicing agreement for inclusion in these reports is included                  in these                  reports;                                                                                                                                                                                                                                                                                              |
|                                 (d)    Based on my                  knowledge and upon the annual compliance statement included                  in this annual report and required to be delivered to the trustee                  in                  accordance with                  the terms of the pooling and servicing agreement, and except as                  disclosed                  in this annual                  report, the master servicer and the special servicer have fulfilled                  their                  obligations under                  the pooling and servicing agreement; and                                                                         |
|                                 (e)    This annual                  report discloses all significant deficiencies relating to the master                  servicer's or special servicer’s compliance with the minimum servicing                  standards based                  upon the report provided by an independent public accountant, after                  conducting a review                  in compliance with the Uniform Single Attestation Program for Mortgage                  Bankers                  or similar procedure, as set forth in the pooling and servicing                  agreement,                  that is included                  in this annual report. |

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