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KPMG LLP

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**Report of IndependentRegistered Public Accounting Firm**

 

 

The Board of Directors

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

 

 

We have examined management’sassessment, included in the accompanying Assessment of Compliance with theApplicable Servicing Criteria, that the Corporate Trust Services division ofWells Fargo Bank, National Association (the “Company”) complied with theservicing criteria set forth in Item 1122(d) of the Securities and ExchangeCommission’s Regulation AB for commercial mortgage-backed securities (“CMBS”)transactions backed by pools of commercial mortgage loans and/or backed by CMBSfor which the Company provides trustee, securities administration and/or payingagent services and where some or all of the offered securities for such CMBStransactions were either (a) publicly issued pursuant to a registrationstatement delivered under the Securities Act of 1933, as amended, or (b)privately issued pursuant to an exemption from registration where the Companyhas an obligation under the transaction agreements to deliver an assessment ofcompliance with the applicable servicing criteria under Item 1122(d) ofRegulation AB; provided however that, the platform excludes any transactions(i) where the offered securities were issued, sponsored or guaranteed by anyagency or instrumentality of the U.S. government or any government-sponsoredentity, and (ii) where the offered securities were issued pursuant to atransaction that closed prior to January 1, 2006 and for which the Companyoutsources all material servicing activities (as defined by Regulation AB) (the“CMBS Platform”) 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 related transactionagreements with respect to the CMBS Platform as of and for the twelve monthsended December 31, 2016, except for the following servicing criteria: 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), which management hasdetermined are not 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; provided however that, with respect tothe CMBS Platform (a) servicing criterion 1122(d)(1)(v) is applicable only tothe Company’s obligations related to the aggregation of information receivedand the conveyance of such information, in each case, as required by thetransaction agreements and (b) servicing criterion 1122(d)(4)(iii) isapplicable only to the Company’s obligations related to the process of makingor effecting an addition, removal or substitution to the asset pool inaccordance with the transaction agreements (the “Applicable ServicingCriteria”).  With respect to applicable servicing criteria 1122(d)(2)(iii)and 1122(d)(4)(iii), management has determined that there were no activitiesperformed during the twelve months ended December 31, 2016 with respect to theCMBS Platform, because there were no occurrences of events that would requirethe Company to perform such activities. Appendix A to the Assessment ofCompliance with the Applicable Servicing Criteria identifies the individualtransactions defined by management as constituting the CMBS Platform.Management is responsible for the Company’s compliance with the servicingcriteria. Our responsibility is to express an opinion on management’s assessmentabout 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’s compliancewith the servicing criteria specified above and performing such otherprocedures as we considered necessary in the circumstances. Our examinationincluded testing selected asset backed transactions and securities thatcomprise the CMBS Platform, testing selected servicing activities related tothe CMBS 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 alegal determination on 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 toperform the activities required by this servicing criterion. The Company hasdetermined that 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&DI 200.06). As permitted byC&DI 200.06, the Company has asserted that it has policies and proceduresin place designed to provide reasonable assurance that the vendor’s activitiescomply in all material respects with the servicing criterion applicable to thevendor. The Company is solely responsible for determining that it meets the SECrequirements to apply C&DI 200.06 for the vendor and related criterion asdescribed in management’s Assessment of Compliance with the ApplicableServicing Criteria, and we performed no procedures with respect to theCompany’s eligibility to apply C&DI 200.06.

 

In our opinion, management’sassessment that the Company complied with the aforementioned servicingcriteria, including servicing criterion 1122(d)(4)(i) for which compliance isdetermined based on C&DI 200.06 as described above, as of and for thetwelve 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.