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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 examinedmanagement’s assessment, included in the accompanying Assessment ofCompliance with the Applicable Servicing Criteria, that the Corporate Trust Servicesdivision of Wells Fargo Bank, National Association (the “Company”)complied with the servicing criteria set forth in Item 1122(d) of theSecurities and Exchange Commission’s Regulation AB for commercialmortgage-backed securities (“CMBS”) transactions backed by pools ofcommercial mortgage loans and/or backed by CMBS for which the Company providestrustee, securities administration and/or paying agent services and where someor all of the offered securities for such CMBS transactions were either (a)publicly issued pursuant to a registration statement delivered under theSecurities Act of 1933, as amended, or (b) privately issued pursuant to anexemption from registration where the Company has an obligation under thetransaction agreements to deliver an assessment of compliance with theapplicable servicing criteria under Item 1122(d) of Regulation AB; providedhowever that, the platform excludes any transactions (i) where the offeredsecurities were issued, sponsored or guaranteed by any agency or instrumentalityof the U.S. government or any government-sponsored entity, and (ii) where theoffered securities were issued pursuant to a transaction that closed prior toJanuary 1, 2006 and for which the Company outsources all material servicingactivities (as defined by Regulation AB) (the “CMBS Platform”) asof and for the twelve months ended December 31, 2016.  Management hasdetermined that all the servicing criteria set forth in Item 1122(d) areapplicable 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 informationreceived and the conveyance of such information, in each case, as required bythe transaction agreements and (b) servicing criterion 1122(d)(4)(iii) isapplicable only to the Company’s obligations related to the process ofmaking or effecting an addition, removal or substitution to the asset pool inaccordance with the transaction agreements (the “Applicable ServicingCriteria”).  With respect to applicable servicing criteria1122(d)(2)(iii) and 1122(d)(4)(iii), management has determined that there wereno activities performed during the twelve months ended December 31, 2016 withrespect to the CMBS Platform, because there were no occurrences of events thatwould require the Company to perform such activities. Appendix A to theAssessment of Compliance with the Applicable Servicing Criteria identifies theindividual transactions defined by management as constituting the CMBSPlatform. Management is responsible for the Company’s compliance with theservicing criteria. Our responsibility is to express an opinion on management’sassessment 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 securitiesthat comprise the CMBS Platform, testing selected servicing activities relatedto the CMBS Platform, and determining whether the Company processed thoseselected transactions and performed those selected activities in compliancewith the servicing criteria. Furthermore, our procedures were limited to theselected transactions and servicing activities performed by the Company duringthe period covered by this report. Our procedures were not designed todetermine whether errors may have occurred either prior to or subsequent to ourtests that may have affected the balances or amounts calculated or reported bythe Company during the period covered by this report for the selectedtransactions or any other transactions.  We believe that our examinationprovides a reasonable basis for our opinion.  Our examination does notprovide a legal determination on the Company’s compliance with theservicing 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 has determinedthat 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&DI200.06). As permitted by C&DI 200.06, the Company has asserted that it haspolicies and procedures in place designed to provide reasonable assurance thatthe vendor’s activities comply in all material respects with theservicing criterion applicable to the vendor. The Company is solely responsiblefor determining that it meets the SEC requirements to apply C&DI 200.06 forthe vendor and related criterion as described in management’s Assessmentof Compliance with the Applicable Servicing Criteria, and we performed noprocedures with respect to the Company’s eligibility to apply C&DI200.06.

 

In our opinion,management’s assessment that the Company complied with the aforementionedservicing criteria, including servicing criterion 1122(d)(4)(i) for whichcompliance is determined based on C&DI 200.06 as described above, as of andfor the twelve 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.