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**GRANTTHORNTON LLP**

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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 Compliance with SEC Regulation AB Servicing Criteria(“Management’s Report”), that National Cooperative Bank, N.A., (“NCB”, the“Bank”, or the “Company”) complied with the servicing criteria set forth inItem 1122(d) of the U.S. Securities and Exchange Commission’s Regulation AB forthe servicing of asset-backed securities transactions (the “Platform”)conducted by the Bank as of and for the year ended December 31, 2018 (the“Reporting Period”), 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 criteriafor the Platform 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.

 

Asdescribed in Management’s Report, the Company engaged various vendors toperform servicing activities with respect to criteria 1122(d) (4) (xi). TheCompany determined that each vendor is not considered a “servicer,” as thatterm is defined in Item 1101(j) of Regulation AB, and therefore, the Company isassuming responsibility for compliance with such servicing criteria applicableto each vendor’s servicing activities. In accordance with Regulation AB and itsrelated interpretations, the requirement for management to assess compliancewith the servicing criteria applicable to a vendor’s activities is satisfied ifthe Company has instituted policies and procedures to monitor whether suchvendor’s activities comply in all material respects with such criteria.Compliance with the applicable servicing criteria is achieved if those policiesand procedures are designed to provide reasonable assurance that such vendor’sactivities comply with such criteria and those policies and procedures areoperating effectively for the period covered by Management’s Report. Ourexamination does not provide a legal determination of whether a vendor is or isnot considered a servicer, and therefore, on whether the Company, in itsManagement Report, is eligible to elect to take responsibility for assessingcompliance with the servicing criteria applicable to each vendor’s servicingactivities.

 

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, 2018, for the Platform is fairly stated, in allmaterial respects.

 

 

/s/Grant Thornton LLP

 

KansasCity, Missouri 

January31, 2019

 

 

GT.COM

 

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