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KPMG LLP

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Boston, MA 02111

 

 

**Report of IndependentRegistered Public 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 ofRegulation AB, 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 suchactivities. Appendix A to Management’s Assessment identifies the primarycollateral and securitizations defined by management as constituting thePlatform. Management is responsible for the Company’s compliance with theservicing criteria. Our responsibility is to express an opinion onmanagement’s assessments about the Company’s compliance based onour 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 the servicingcriteria. Furthermore, our procedures were limited to the selected transactionsand servicing activities performed by the Company during the period covered bythis report. Our procedures were not designed to determine whether errors mayhave occurred either prior to or subsequent to our tests that may have affectedthe balances or amounts calculated or reported by the Company during the periodcovered by this report for the selected transactions or any other transactions.We believe that our examination provides a reasonable basis for our opinion.Our examination does not provide a legal determination on the Company’scompliance with the servicing criteria.

 

As described in theaccompanying Management’s Assessment, for servicing criteria 1122(d)(1)(v),1122(d)(2)(vi), and 1122(d)(2)(vii), BPC has engaged Midland Loan Services, adivision of PNC Bank, National Association (“Midland”) to performthe activities required by these servicing criteria. BPC has determined thatMidland is not considered a “servicer” as defined in Item 1101(j)of Regulation AB, and BPC has elected to take responsibility for assessingcompliance with the servicing criteria applicable to Midland as permitted bythe 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 as describedin Management’s Assessment, and we performed no procedures with respectto BPC’s eligibility to apply C&DI 200.06.

 

The Company has determinedthat servicing criterion 1122(d)(1)(v) is applicable to the activities theCompany performs with respect to the Platform for all transactions andsecurities in the Platform, including those issued on or before November 23,2015 for which compliance was previously assessed under other servicingcriteria*,*as applicable, for the assessment period as of and for theyear 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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