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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”) compliedwith the servicing criteria set forth in Item 1122(d) of the Securities andExchange Commission’s Regulation AB for commercial mortgage-backedsecurities (“CMBS”) transactions backed by pools of commercialmortgage loans and/or backed by CMBS for which the Company provides trustee,securities administration and/or paying agent services and where some or all ofthe offered securities for such CMBS transactions were either (a) publiclyissued pursuant to a registration statement delivered under the Securities Actof 1933, as amended, or (b) privately issued pursuant to an exemption fromregistration where the Company has an obligation under the transactionagreements to deliver an assessment of compliance with the applicable servicingcriteria under Item 1122(d) of Regulation AB; provided however that, theplatform excludes any transactions (i) where the offered securities wereissued, sponsored or guaranteed by any agency or instrumentality of the U.S.government or any government-sponsored entity, and (ii) where the offeredsecurities were issued pursuant to a transaction that closed prior to January1, 2006 and for which the Company outsources all material servicing activities(as defined by Regulation AB) (the “CMBS Platform”) as of and forthe twelve months ended December 31, 2016.  Management has determined thatall the servicing criteria set forth in Item 1122(d) are applicable to theCompany’s obligations in the related transaction agreements with respectto the CMBS Platform as of and for the twelve months ended 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 onmanagement’s assessment about the Company’s compliance based on ourexamination.

 

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 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 a reasonablebasis for our opinion.  Our examination does not provide a legaldetermination 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” asdefined in Item 1101(j) of Regulation AB, and the Company has elected to takeresponsibility for assessing compliance with the servicing criterion applicableto this vendor as permitted by the SEC’s Compliance and DisclosureInterpretation (“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 no procedureswith respect to the Company’s eligibility to apply C&DI 200.06.

 

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.