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KPMG LLP

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Boston, MA 02111

 

 

**Report of Independent RegisteredPublic Accounting Firm**

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Member

Berkeley Point Capital LLC:

 

We have examinedmanagement’s assessment, included in the accompanying Management’sAssessment of Compliance with Applicable Criteria Pursuant to Item 1122 of RegulationAB, that Berkeley Point Capital LLC (“BPC” or “theCompany”) complied with the servicing criteria set forth in Item 1122(d)of the Securities and Exchange Commission’s Regulation AB for commercialmortgage-backed security transactions for which BPC acted as primary servicer(the “Platform”), except for servicing criteria 1122(d)(1)(iii),1122(d)(2)(ii), 1122(d)(2)(iii), 1122(d)(3)(i), 1122(d)(3)(ii), 1122(d)(3)(iv), 1122(d)(4)(ii),1122(d)(4)(vii), and 1122(d)(4)(xv), which the Company hasdetermined are not applicable to the activities it performs with respect to thePlatform, as of and for the year ended December 31, 2016. With respect toapplicable servicing criteria 1122(d)(4)(i), 1122(d)(4)(iii), 1122(d)(4)(vi),1122(d)(4)(viii), 1122(d)(4)(xii), and 1122(d)(4)(xiv), the Company hasdetermined that there were no activities performed during the year endedDecember 31, 2016 with respect to the Platform, because there were nooccurrences of events that would require the Company to perform such activities.Appendix A to Management’s Assessment identifies the primary collateraland securitizations defined by management as constituting the Platform.Management is responsible for the Company’s compliance with the servicingcriteria. Our responsibility is to express an opinion on management’sassessments about the Company’s compliance based on our examination.

 

Our examination was conductedin accordance with the standards of the Public Company Accounting OversightBoard (United States) and in accordance with attestation standards establishedby the American Institute of Certified Public Accountants and, accordingly,included examining, on a test basis, evidence about the Company’scompliance with the servicing criteria specified above and performing suchother procedures as we considered necessary in the circumstances. Ourexamination included testing selected asset- backed transactions and collateralthat comprise the Platform, testing selected servicing activities related tothe Platform, and determining whether the Company processed those selectedtransactions and performed those selected activities in compliance with theservicing criteria. Furthermore, our procedures were limited to the selectedtransactions and servicing activities performed by the Company during theperiod covered by this report. Our procedures were not designed to determinewhether errors may have occurred either prior to or subsequent to our teststhat may have affected the balances or amounts calculated or reported by theCompany during the period covered by this report for the selected transactionsor any other transactions. We believe that our examination provides areasonable basis for our opinion. Our examination does not provide a legaldetermination on the Company’s compliance with the servicing criteria.

 

As described in theaccompanying Management’s Assessment, for servicing criteria1122(d)(1)(v), 1122(d)(2)(vi), and 1122(d)(2)(vii), BPC has engaged MidlandLoan Services, a division of PNC Bank, National Association (“Midland”)to perform the activities required by these servicing criteria. BPC hasdetermined that Midland is not considered a “servicer” as definedin Item 1101(j) of Regulation AB, and BPC has elected to take responsibilityfor assessing compliance with the servicing criteria applicable to Midland aspermitted by the SEC’s *Compliance and Disclosure Interpretation(“C&DI”) 200.06, Vendors Engaged by Servicers*(C&DI200.06) (formerly SEC Manual Telephone Interpretation 17.06). As permitted byC&DI 200.06, BPC has asserted that it has policies and procedures in placedesigned to provide reasonable assurance that Midland’s activities complyin all material respects with the servicing criteria applicable to Midland. BPCis solely responsible for determining that it meets the SEC requirements toapply C&DI 200.06 for Midland and the related servicing criteria asdescribed in Management’s Assessment, and we performed no procedures withrespect to BPC’s eligibility to apply C&DI 200.06.

 

The Company has determined thatservicing criterion 1122(d)(1)(v) is applicable to the activities the Companyperforms with respect to the Platform for all transactions and securities inthe Platform, including those issued on or before November 23, 2015 for whichcompliance was previously assessed under other servicing criteria*,*asapplicable, for the assessment period as of and for the year ended December 31,2016.

 

In our opinion,management’s assessment that Berkeley Point Capital LLC complied with theaforementioned servicing criteria as of and for the year ended December 31,2016 is fairly stated, in all material respects.

 

 

/s/ KPMG LLP

Boston, MA 

February 22, 2017

 

 

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