Management's Assertion

 

Report on Assessment ofCompliance with Applicable Servicing Criteria

 

 

U.S. Bank National Association(“U.S. Bank”) is responsible for assessing compliance as of and forthe year ended December 31, 2016 with the servicing criteria set forth in Item1122 (d) of Regulation AB applicable to it as set forth on Exhibit Ahereto.  This report covers asset backed securities transactions withinthe **U.S. Bank Corporate Trust Asset-Backed Securities Platform1(the “Platform”)**

 

U.S. Bank hereby provides thefollowing report on its assessment of compliance with the servicing criteriaset forth in Item 1122 of Regulation AB applicable to it and as described onExhibit A hereto:

 

1. U.S. Bank is responsiblefor assessing its compliance with the servicing criteria applicable to it asnoted on the accompanying Exhibit A;

 

2. Except as set forth inparagraph 3 below, U.S. Bank used the criteria set forth in paragraph (d) ofItem 1122 of Regulation AB to assess its compliance with the applicableservicing criteria;

 

3. The criteria listed in thecolumn titled “Inapplicable Servicing Criteria” on Exhibit A heretoare inapplicable to U.S. Bank based on the servicing activities it performsdirectly with respect to the Platform;

 

4. U.S. Bank has complied, inall material respects, with the applicable servicing criteria as of and for theyear ended December 31, 2016; and

 

5. Ernst & Young, LLP, aregistered public accounting firm, has issued an attestation report on U.S.Bank’s assessment of compliance with the applicable servicing criteria asof and for the year ended December 31, 2016.

 

 

U.S. BANK NATIONAL ASSOCIATION

 

 

/s/ Joseph Giordano

Name: Joseph Giordano

Title: Senior Vice President

 

Date: February 28, 2017

 

 

1 The U.S. Bank Corporate Trust Asset-Backed SecuritiesPlatform (the "Platform") consists of the activities involved in theperformance of servicing functions for which the Company provides documentcustody services for (i) publicly issued asset-backed and mortgage-backedtransactions the securities of which were offered on or after January 1, 2006and (ii) certain asset-backed transactions for which the Issuer has voluntarilyelected to make Regulation AB compliant filings under the Securities ExchangeAct of 1934, as amended.

 

 

**EXHIBIT A toManagement’s Assertion**

 

| **Reference**                           | **Servicing Criteria**                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        | **Applicable Servicing   Criteria** | **Inapplicable Servicing   Criteria** |
|-----------------------------------------|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|-------------------------------------|---------------------------------------|
| **General Servicing  Considerations**   |
| 1122(d)(1)(i)                           | Policies and procedures are  instituted to monitor any performance or other triggers and events of default  in accordance with the transaction agreements.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    | ** **                          | **X**                                 |
| 1122(d)(1)(ii)                          | If any material servicing  activities are outsourced to third parties, policies and procedures are  instituted to monitor the third party’s performance and compliance with  such servicing activities.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 | **X2**                              |                                  |
| 1122(d)(1)(iii)                         | Any requirements in the  transaction agreements to maintain a back-up servicer for the Pool Assets are  maintained.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           |                                | **X**                                 |
| 1122(d)(1)(iv)                          | A fidelity bond and errors  and omissions policy is in effect on the party participating in the servicing  function throughout the reporting period in the amount of coverage required  by and otherwise in accordance with the terms of the transaction agreements.                                                                                                                                                                                                                                                                                                                                                                                                                                          | **X**                               |                                  |
| 1122(d)(1)(v)                           | Aggregation of information,  as applicable, is mathematically accurate and the information conveyed  accurately reflects the information.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     | ** **                          | **X**                                 |
| **Cash Collection and  Administration** |
| 1122(d)(2)(i)                           | Payments on pool assets are  deposited into the appropriate custodial bank accounts and related bank clearing  accounts no more than two business days following receipt, or such other  number of days specified in the transaction agreements.                                                                                                                                                                                                                                                                                                                                                                                                                                                              |                                | **X**                                 |
| 1122(d)(2)(ii)                          | Disbursements made via wire  transfer on behalf of an obligor or to an investor are made only by  authorized personnel.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       |                                | **X**                                 |
| 1122(d)(2)(iii)                         | Advances of funds or  guarantees regarding collections, cash flows or distributions, and any  interest or other fees charged for such advances, are made, reviewed and approved  as specified in the transaction agreements.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  |                                | **X**                                 |
| 1122(d)(2)(iv)                          | The related accounts for the  transaction, such as cash reserve accounts or accounts established as a form  of over collateralization, are separately maintained (e.g., with respect to  commingling of cash) as set forth in the transaction agreements.                                                                                                                                                                                                                                                                                                                                                                                                                                                     |                                | **X**                                 |
| 1122(d)(2)(v)                           | Each custodial account is  maintained at a federally insured depository institution as set forth in the transaction  agreements. For purposes of this criterion, “federally insured  depository institution” with respect to a foreign financial institution  means a foreign financial institution that meets the requirements of Rule  13k-1(b)(1) of the Securities Exchange Act.                                                                                                                                                                                                                                                                                                              |                                | **X**                                 |
| 1122(d)(2)(vi)                          | Unissued checks are  safeguarded so as to prevent unauthorized access.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        |                                | **X**                                 |
| 1122(d)(2)(vii)                         | Reconciliations are prepared  on a monthly basis for all asset-backed securities related bank accounts, including  custodial accounts and related bank clearing accounts. These reconciliations  are (A) mathematically accurate; (B) prepared within 30 calendar days after  the bank statement cutoff date, or such other number of days specified in the  transaction agreements; (C) reviewed and approved by someone other than the  person who prepared the reconciliation; and (D) contain explanations for  reconciling items. These reconciling items are resolved within 90 calendar  days of their original identification, or such other number of days specified  in the transaction agreements. |                                | **X**                                 |
| **Investor Remittances  and Reporting** |
| 1122(d)(3)(i)                           | Reports to investors,  including those to be filed with the Commission, are maintained in accordance  with the transaction agreements and applicable Commission requirements.  Specifically, such reports (A) are prepared in accordance with timeframes and  other terms set forth in the transaction agreements; (B) provide information  calculated in accordance with the terms specified in the transaction  agreements; (C) are filed with the Commission as required by its rules and  regulations; and (D) agree with investors’ or the trustee’s  records as to the total unpaid principal balance and number of Pool Assets  serviced by the Servicer.                                  |                                | **X**                                 |
| 1122(d)(3)(ii)                          | Amounts due to investors are  allocated and remitted in accordance with timeframes, distribution priority  and other terms set forth in the transaction agreements.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           |                                | **X**                                 |
| 1122(d)(3)(iii)                         | Disbursements made to an  investor are posted within two business days to the Servicer’s investor  records, or such other number of days specified in the transaction  agreements.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      |                                | **X**                                 |
| 1122(d)(3)(iv)                          | Amounts remitted to  investors per the investor reports agree with cancelled checks, or other form  of payment, or custodial bank statements.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 |                                | **X**                                 |
| **Pool Asset  Administration**          |
| 1122(d)(4)(i)                           | Collateral or security on  pool assets is maintained as required by the transaction agreements or related  pool asset documents.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              | **X**                               |                                  |
| 1122(d)(4)(ii)                          | Pool assets and related  documents are safeguarded as required by the transaction agreements.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 | **X**                               |                                  |
| 1122(d)(4)(iii)                         | Any additions, removals or substitutions  to the asset pool are made, reviewed and approved in accordance with any  conditions or requirements in the transaction agreements.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 | **X**                               |                                  |
| 1122(d)(4)(iv)                          | Payments on pool assets, including  any payoffs, made in accordance with the related pool asset documents are  posted to the Servicer’s obligor records maintained no more than two  business days after receipt, or such other number of days specified in the  transaction agreements, and allocated to principal, interest or other items  (e.g., escrow) in accordance with the related pool asset documents.                                                                                                                                                                                                                                                                                       |                                | **X**                                 |
| 1122(d)(4)(v)                           | The Servicer’s records  regarding the pool assets agree with the Servicer’s records with  respect to an obligor’s unpaid principal balance.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 |                                | **X**                                 |
| 1122(d)(4)(vi)                          | Changes with respect to the  terms or status of an obligor's pool assets (e.g., loan modifications or  re-agings) are made, reviewed and approved by authorized personnel in  accordance with the transaction agreements and related pool asset documents.                                                                                                                                                                                                                                                                                                                                                                                                                                                    |                                | **X**                                 |
| 1122(d)(4)(vii)                         | Loss mitigation or recovery  actions (e.g., forbearance plans, modifications and deeds in lieu of  foreclosure, foreclosures and repossessions, as applicable) are initiated,  conducted and concluded in accordance with the timeframes or other  requirements established by the transaction agreements.                                                                                                                                                                                                                                                                                                                                                                                                    |                                | **X**                                 |
| 1122(d)(4)(viii)                        | Records documenting  collection efforts are maintained during the period a pool asset is  delinquent in accordance with the transaction agreements. Such records are  maintained on at least a monthly basis, or such other period specified in the  transaction agreements, and describe the entity’s activities in  monitoring delinquent pool assets including, for example, phone calls,  letters and payment rescheduling plans in cases where delinquency is deemed  temporary (e.g., illness or unemployment).                                                                                                                                                                                   |                                | **X**                                 |
| 1122(d)(4)(ix)                          | Adjustments to interest  rates or rates of return for pool assets with variable rates are computed  based on the related pool asset documents.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                |                                | **X**                                 |
| 1122(d)(4)(x)                           | Regarding any funds held in  trust for an obligor (such as escrow accounts): (A) such funds are analyzed,  in accordance with the obligor’s pool asset documents, on at least an  annual basis, or such other period specified in the transaction agreements;  (B) interest on such funds is paid, or credited, to obligors in accordance  with applicable pool asset documents and state laws; and (C) such funds are  returned to the obligor within 30 calendar days of full repayment of the  related pool assets, or such other number of days specified in the transaction  agreements.                                                                                                           |                                | **X**                                 |
| 1122(d)(4)(xi)                          | Payments made on behalf of  an obligor (such as tax or insurance payments) are made on or before the  related penalty or expiration dates, as indicated on the appropriate bills or  notices for such payments, provided that such support has been received by  the servicer at least 30 calendar days prior to these dates, or such other  number of days specified in the transaction agreements.                                                                                                                                                                                                                                                                                                          |                                | **X**                                 |
| 1122(d)(4)(xii)                         | Any late payment penalties  in connection with any payment to be made on behalf of an obligor are paid  from the Servicer’s funds and not charged to the obligor, unless the  late payment was due to the obligor’s error or omission.                                                                                                                                                                                                                                                                                                                                                                                                                                                            |                                | **X**                                 |
| 1122(d)(4)(xiii)                        | Disbursements made on behalf  of an obligor are posted within two business days to the obligor’s  records maintained by the servicer, or such other number of days specified in  the transaction agreements.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |                                | **X**                                 |
| 1122(d)(4)(xiv)                         | Delinquencies, charge-offs  and uncollectible accounts are recognized and recorded in accordance with the  transaction agreements.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |                                | **X**                                 |
| 1122(d)(4)(xv)                          | Any external enhancement or  other support, identified in Item 1114(a)(1) through (3) or Item 1115 of  Regulation AB, is maintained as set forth in the transaction agreements.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               |                                | **X**                                 |

 

2 No servicing activities were performed by the Companythat required the servicing criteria to be complied with

 

 

Corporate Trust ABS Platform(C)