Common use of Reports by Independent Public Accountants Clause in Contracts

Reports by Independent Public Accountants. On or before April 30 of each year, beginning April 30, 2022, each of the Property Manager and the Special Servicer, at its expense, shall cause an independent, registered public accounting firm (which may also render other services to the Property Manager or the Special Servicer, as the case may be) to furnish to each Issuer and the Indenture Trustee and, in the case of the Special Servicer, to the Property Manager a report containing such firm’s opinion that, on the basis of an examination conducted by such firm substantially in accordance with standards established by the American Institute of Certified Public Accountants, the assertion made pursuant to Section 3.11 regarding compliance by the Property Manager or the Special Servicer, as the case may be, with the minimum servicing standards identified in the Uniform Single Attestation for Mortgage Bankers (to the extent applicable to commercial properties) during the preceding fiscal year is fairly stated in all material respects, subject to such exceptions and other qualifications that, in the opinion of such firm, such institute’s standards require it to report. In rendering such statement, such firm may rely, as to matters relating to direct servicing of leases and mortgage loans by Sub-Managers, upon comparable reports for examinations conducted substantially in accordance with such institute’s standards (rendered within one year of such report) of independent public accountants with respect to the related Sub-Managers.

Reports by Independent Public Accountants. On or before April September 30 of each year, beginning April September 30, 20222017, each of the Property Manager and the Special Servicer, at its expense, shall cause an independent, registered public accounting firm (which may also render other services to the Property Manager or the Special Servicer, as the case may be) to furnish to each Issuer and the Indenture Trustee and, in the case of the Special Servicer, to the Property Manager a report containing such firm’s opinion that, on the basis of an examination conducted by such firm substantially in accordance with standards established by the American Institute of Certified Public Accountants, the assertion made pursuant to Section 3.11 regarding compliance by the Property Manager or the Special Servicer, as the case may be, with the minimum servicing standards identified in the Uniform Single Attestation for Mortgage Bankers (to the extent applicable to commercial propertiesthe servicing obligations set forth in this Agreement) during the preceding fiscal calendar year (or from the date hereof through August 30, 2017, in the case of the first such report) is fairly stated in all material respects, subject to such exceptions and other qualifications that, in the opinion of such firm, such institute’s standards require it to report. In rendering such statement, such firm may rely, as to matters relating to direct servicing of leases Leases and mortgage loans Loans by Sub-Managers, upon comparable reports for examinations conducted substantially in accordance with such institute’s standards (rendered within one year of such report) of independent public accountants with respect to the related Sub-Managers.

Reports by Independent Public Accountants. On or before April 30 of each year, beginning April 30, 20222024 (or to the extent KeyBank has become the successor Property Manager or Special Servicer, March 31, 2024), each of the Property Manager and the Special Servicer, at its expense, shall cause an independent, registered public accounting firm (which may also render other services to the Property Manager or the Special Servicer, as the case may be) to furnish to each Issuer Borrower and the Indenture Trustee Administrative Agent and, in the case of the Special Servicer, to the Property Manager a report containing such firm’s opinion that, on the basis of an examination conducted by such firm substantially in accordance with standards established by the American Institute of Certified Public Accountants, the assertion made pursuant to Section 3.11 regarding compliance by the Property Manager or the Special Servicer, as the case may be, with the minimum servicing standards (to the extent applicable to commercial mortgages loans) identified in (i) the Uniform Single Attestation for Mortgage Bankers (to the extent applicable KeyBank is not the Property Manager or Special Servicer) or (ii) item 1122 of Regulation AB (to commercial properties) the extent KeyBank becomes the Property Manager or Special Servicer), during the preceding fiscal year is fairly stated in all material respects, subject to such exceptions and other qualifications that, in the opinion of such firm, such institute’s standards require it to report. In rendering such statement, such firm may rely, as to matters relating to direct servicing of leases and mortgage loans by Sub-Managers, upon comparable reports for examinations conducted substantially in accordance with such institute’s standards (rendered within one year of such report) of independent public accountants with respect to the related Sub-Managers.

Reports by Independent Public Accountants. On or before April 30 March 20th of each year, beginning April 30in 2008, 2022, each of the Property Manager and the Special Servicer, at its expense, shall cause an independent, registered a firm of independent public accounting firm accountants that is a member of the American Institute of Certified Public Accountants (which may also render other services to the Property Manager or the Special Servicer, as the case may be“AICPA”) to furnish a statement (the “Annual Accountant’s Report”) to each Issuer the Depositor, the Controlling Class Representative, the Rating Agencies and the Indenture Trustee andto the effect that (i) it has obtained a letter of representation regarding certain matters from the management of the Servicer that includes an assertion that the Servicer has complied with certain minimum mortgage loan servicing standards (to the extent applicable to commercial mortgage loans), identified in the case Uniform Single Attestation Program for Mortgage Bankers established by the Mortgage Bankers Association of the Special ServicerAmerica, with respect to the Property Manager a report containing such firm’s opinion thatservicing of commercial mortgage loans during the most recently completed calendar year, and (ii) on the basis of an examination conducted by such firm substantially in accordance with standards established by the American Institute of Certified Public Accountantscriteria, the assertion made pursuant to Section 3.11 regarding compliance by the Property Manager or the Special Servicer, as the case may be, with the minimum servicing standards identified in the Uniform Single Attestation for Mortgage Bankers (to the extent applicable to commercial properties) during the preceding fiscal year that such representation is fairly stated in all material respects, subject to such exceptions and other qualifications that, in the opinion of such firm, such institute’s standards require it to reportas may be appropriate. In rendering such statementreport, such the firm may rely, as to matters relating to the direct servicing of leases and commercial mortgage loans by Subsub-Managersservicers, upon comparable reports for of firms of independent public accountants that are members of the AICPA rendered on the basis of examinations conducted substantially in accordance with such institute’s standards (rendered the same standards, within one year of such report) of independent public accountants the report with respect to the related Subthose sub-Managersservicers.

Reports by Independent Public Accountants. On or before April 30 of each year, beginning April 30, 20222020, each of the Property Manager and the Special Servicer, at its expense, shall cause an independent, registered public accounting firm (which may also render other services to the Property Manager or the Special Servicer, as the case may be) to furnish to each Issuer and the Indenture Trustee and, in the case of the Special Servicer, to the Property Manager a report containing such firm’s opinion that, on the basis of an examination conducted by such firm substantially in accordance with standards established by the American Institute of Certified Public Accountants, the assertion made pursuant to Section 3.11 regarding compliance by the Property Manager or the Special Servicer, as the case may be, with the minimum servicing standards identified in the Uniform Single Attestation for Mortgage Bankers (to the extent applicable to commercial properties) during the preceding fiscal year is fairly stated in all material respects, subject to such exceptions and other qualifications that, in the opinion of such firm, such institute’s standards require it to report. In rendering such statement, such firm may rely, as to matters relating to direct servicing of leases and mortgage loans by Sub-Managers, upon comparable reports for examinations conducted substantially in accordance with such institute’s standards (rendered within one year of such report) of independent public accountants with respect to the related Sub-Managers.

Reports by Independent Public Accountants. On or before April 30 of each year, beginning April 30, 20222019, each of the Property Manager and the Special Servicer, at its expense, shall cause an independent, registered public accounting firm (which may also render other services to the Property Manager or the Special Servicer, as the case may be) to furnish to each Issuer and the Indenture Trustee and, in the case of the Special Servicer, to the Property Manager a report containing such firm’s opinion that, on the basis of an examination conducted by such firm substantially in accordance with standards established by the American Institute of Certified Public Accountants, the assertion made pursuant to Section 3.11 regarding compliance by the Property Manager or the Special Servicer, as the case may be, with the minimum servicing standards identified in the Uniform Single Attestation for Mortgage Bankers (to the extent applicable to commercial properties) during the preceding fiscal year is fairly stated in all material respects, subject to such exceptions and other qualifications that, in the opinion of such firm, such institute’s standards require it to report. In rendering such statement, such firm may rely, as to matters relating to direct servicing of leases and mortgage loans by Sub-Managers, upon comparable reports for examinations conducted substantially in accordance with such institute’s standards (rendered within one year of such report) of independent public accountants with respect to the related Sub-Managers.

Reports by Independent Public Accountants. On The Servicer at its own expense shall cause a nationally recognized firm of independent certified public accountants to furnish to the Servicer, the Trustee and each Rating Agency, on or before April 30 of each year, beginning commencing with April 30, 20221997, each a report stating that (i) it has obtained from the Servicer a letter of representation regarding certain matters from the management of the Property Manager and Servicer which includes an assertion that the Special Servicer has maintained an effective internal control system with respect to the servicing of all commercial mortgage loans serviced by the Servicer, at its expense, shall cause an independent, registered public accounting firm including the Mortgage Loan and has complied with certain minimum mortgage loan servicing standards (which may also render other services to the Property Manager or the Special Servicerextent applicable to commercial loans), as the case may be) to furnish to each Issuer and the Indenture Trustee and, identified in the case Uniform Single Attestation Program for Mortgage Bankers established by the Mortgage Bankers Association of the Special ServicerAmerica, with respect to the Property Manager a report containing such firm’s opinion that, Servicer's servicing of commercial mortgage loans during the most recently completed calendar year and (ii) on the basis of an examination conducted by such firm substantially in accordance with standards established by the American Institute of Certified Public Accountants, the such assertion made pursuant to Section 3.11 regarding compliance by the Property Manager or the Special Servicer, as the case may be, with the minimum servicing standards identified in the Uniform Single Attestation for Mortgage Bankers (to the extent applicable to commercial properties) during the preceding fiscal year is fairly stated in all material respects, subject to such exceptions and other qualifications that, in the opinion of such firm, such institute’s standards require it to report. In rendering such statement, its report such firm may rely, as to the matters relating to the direct servicing of leases and commercial mortgage loans by Subsub-Managersservicers, upon comparable reports for of firms of independent certified public accountants rendered on the basis of examinations conducted substantially in accordance with such institute’s the same standards (rendered within one year of such reportstatement) of independent public accountants with respect to the related Subthose sub-Managersservicers.