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KPMG LLP

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Chicago, IL 60601-6436

 

 

**Report of Independent RegisteredPublic Accounting Firm**

 

 

The Board of Directors

The Corporate Trust Servicesdivision of Wells Fargo Bank, National Association:

 

 

We have examinedmanagement’s assessment, included in the accompanying Assessment of Compliancewith the Applicable Servicing Criteria, that the Corporate Trust Servicesdivision of Wells Fargo Bank, National Association (the “Company”)complied with the servicing criteria set forth in Item 1122(d) of theSecurities and Exchange Commission’s Regulation AB for commercialmortgage-backed securities (“CMBS”) transactions backed by pools ofcommercial mortgage loans and/or backed by CMBS for which the Company providestrustee, securities administration and/or paying agent services and where someor all of the offered securities for such CMBS transactions were either (a)publicly issued pursuant to a registration statement delivered under theSecurities Act of 1933, as amended, or (b) privately issued pursuant to anexemption from registration where the Company has an obligation under thetransaction agreements to deliver an assessment of compliance with theapplicable servicing criteria under Item 1122(d) of Regulation AB; providedhowever that, the platform excludes any transactions (i) where the offeredsecurities were issued, sponsored or guaranteed by any agency orinstrumentality of the U.S. government or any government-sponsored entity, and(ii) where the offered securities were issued pursuant to a transaction thatclosed prior to January 1, 2006 and for which the Company outsources allmaterial servicing activities (as defined by Regulation AB) (the “CMBSPlatform”) as of and for the twelve months ended December 31, 2016. Management has determined that all the servicing criteria set forth in Item1122(d) are applicable to the Company’s obligations in the relatedtransaction agreements with respect to the CMBS Platform as of and for thetwelve months ended December 31, 2016, except for the following servicingcriteria:  1122(d)(4)(ii), 1122(d)(4)(iv), 1122(d)(4)(v), 1122(d)(4)(vi),1122(d)(4)(vii), 1122(d)(4)(viii), 1122(d)(4)(ix), 1122(d)(4)(x),1122(d)(4)(xi), 1122(d)(4)(xii), 1122(d)(4)(xiii) and 1122(d)(4)(xiv), whichmanagement has determined are not applicable to the Company’s obligationsin the related transaction agreements with respect to the CMBS Platform as ofand for the twelve months ended December 31, 2016; provided however that, withrespect to the CMBS Platform (a) servicing criterion 1122(d)(1)(v) isapplicable only to the Company’s obligations related to the aggregationof information received and the conveyance of such information, in each case,as required by the transaction agreements and (b) servicing criterion1122(d)(4)(iii) is applicable only to the Company’s obligations relatedto the process of making or effecting an addition, removal or substitution tothe asset pool in accordance with the transaction agreements (the“Applicable Servicing Criteria”).  With respect to applicableservicing criteria 1122(d)(2)(iii) and 1122(d)(4)(iii), management hasdetermined that there were no activities performed during the twelve monthsended December 31, 2016 with respect to the CMBS Platform, because there wereno occurrences of events that would require the Company to perform suchactivities. Appendix A to the Assessment of Compliance with the ApplicableServicing Criteria identifies the individual transactions defined by managementas constituting the CMBS Platform. Management is responsible for theCompany’s compliance with the servicing criteria. Our responsibility isto express an opinion on management’s assessment about theCompany’s compliance based on our examination.

 

Our examination was conductedin accordance with the standards of the Public Company Accounting Oversight Board(United States) and in accordance with attestation standards established by theAmerican Institute of Certified Public Accountants and, accordingly, includedexamining, on a test basis, evidence about the Company’s compliance withthe servicing criteria specified above and performing such other procedures aswe considered necessary in the circumstances. Our examination included testingselected asset backed transactions and securities that comprise the CMBSPlatform, testing selected servicing activities related to the CMBS Platform,and determining whether the Company processed those selected transactions andperformed those selected activities in compliance with the servicing criteria.Furthermore, our procedures were limited to the selected transactions andservicing activities performed by the Company during the period covered by thisreport. Our procedures were not designed to determine whether errors may haveoccurred either prior to or subsequent to our tests that may have affected thebalances or amounts calculated or reported by the Company during the periodcovered by this report for the selected transactions or any othertransactions.  We believe that our examination provides a reasonable basisfor our opinion.  Our examination does not provide a legal determinationon the Company’s compliance with the servicing criteria.

 

As described in theaccompanying Assessment of Compliance with the Applicable Servicing Criteria,for servicing criterion 1122(d)(4)(i), the Company has engaged a vendor to performthe activities required by this servicing criterion. The Company has determinedthat this vendor is not considered a “servicer” as defined in Item1101(j) of Regulation AB, and the Company has elected to take responsibilityfor assessing compliance with the servicing criterion applicable to this vendoras permitted by the SEC’s Compliance and Disclosure Interpretation(“C&DI”) 200.06, Vendors Engaged by Servicers (C&DI200.06). As permitted by C&DI 200.06, the Company has asserted that it haspolicies and procedures in place designed to provide reasonable assurance thatthe vendor’s activities comply in all material respects with theservicing criterion applicable to the vendor. The Company is solely responsiblefor determining that it meets the SEC requirements to apply C&DI 200.06 forthe vendor and related criterion as described in management’s Assessmentof Compliance with the Applicable Servicing Criteria, and we performed noprocedures with respect to the Company’s eligibility to apply C&DI200.06.

 

In our opinion,management’s assessment that the Company complied with the aforementionedservicing criteria, including servicing criterion 1122(d)(4)(i) for whichcompliance is determined based on C&DI 200.06 as described above, as of andfor the twelve months ended December 31, 2016 is fairly stated, in all materialrespects.

 

 

/s/ KPMG LLP

 

Chicago, Illinois

February 17, 2017

 

 

KPMG LLP is a Delaware limitedliability partnership and the U.S. member 

firm of the KPMG network ofindependent member firms affiliated with 

KPMG International Cooperative(“KPMG International”), a Swiss entity.