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**REPORT OFINDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM**

 

 

Boardof Directors

NationalCooperative Bank, N.A

 

Wehave examined management’s assertion, included in the accompanying Management’sAssertion on Assessment of Compliance with SEC Regulation AB Servicing Criteria(“Management’s Report”), that National Cooperative Bank, N.A (the “Company”)complied with the servicing criteria set forth in Item 1122(d) of the U.S.Securities and Exchange Commission’s Regulation AB for the servicing of asset-backed securities transactions (the “Platform”) as of and for the year endedDecember 31, 2023, excluding criteria 1122(d)(1)(iii), 1122(d)(3)(i-iv),1122(d)(4)(ii) and 1122(d)(4)(xv), which management has determined are notapplicable to the activities performed by the Company with respect to thePlatform. The Platform consists of the asset-backed transactions and securitiesdefined by management in Appendix A of Management’s Report. Management isresponsible for the Company’s compliance with the applicable servicingcriteria. Our responsibility is to express an opinion on management’s assertionabout the Company’s compliance with the applicable servicing criteria for thePlatform 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, and, accordingly, included examining, on a test basis, evidenceabout the Company’s compliance with the applicable servicing criteria for thePlatform and performing such other procedures as we considered necessary in thecircumstances. Our examination included testing selected asset-backedtransactions and securities constituting the Platform and evaluating whetherthe Company performed servicing activities related to those transactions andsecurities in compliance with the applicable servicing criteria for the periodcovered by this report. Accordingly, our testing may not have includedservicing activities related to each asset-backed transaction or securityconstituting the Platform. Further, our examination was not designed to detectmaterial noncompliance that may have occurred prior to the period covered bythis report and that may have affected the Company’s servicing activitiesduring the period covered by this report. We believe that our examinationprovides a reasonable basis for our opinion. Our examination does not provide alegal determination on the Company’s compliance with the applicable servicingcriteria.

 

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

 

As described inManagement’s Report, the Company engaged with a vendor to perform servicingactivities with respect to criteria 1122(d)(4)(xi). The Company determined thatthe vendor is not considered a “servicer,” as that term is defined in Item1101(j) of Regulation AB, and therefore, the Company is assuming responsibilityfor compliance with such servicing criteria applicable to the vendor’sservicing activities. In accordance with Regulation AB and its relatedinterpretations, the requirement for management to assess compliance with theservicing criteria applicable to a vendor’s activities is satisfied if theCompany has instituted policies and procedures to monitor whether such vendor’sactivities comply in all material respects with such criteria. Compliance withthe applicable servicing criteria is achieved if those policies and proceduresare designed to provide reasonable assurance that such vendor’s activitiescomply with such criteria and those policies and procedures are operatingeffectively for the period covered by Management’s Report. Our examination doesnot provide a legal determination of whether a vendor is or is not considered aservicer, and therefore, on whether the Company, in its Management Report, iseligible to elect to take responsibility for assessing compliance with theservicing criteria applicable to the vendor’s servicing activities.

 

Inour opinion, management’s assertion that National Cooperative Bank, N.A.complied with the aforementioned applicable servicing criteria as of and forthe year ended December 31, 2023 for the Platform is fairly stated, in allmaterial respects.

 

 

/s/Grant Thornton LLP 

KansasCity, Missouri 

January31, 2024

 

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