EX-10.6



 Exhibit 10.6 

Execution Copy 
  

 
  

SPIRIT MASTER FUNDING, LLC, SPIRIT MASTER FUNDING II, LLC AND SPIRIT 

MASTER FUNDING III, LLC 

each, as Issuer, 
 and 

EACH JOINING PARTY 
 each,
as Issuer, 
 SPIRIT REALTY, L.P. 

as Property Manager and Special Servicer 

and 
 MIDLAND LOAN SERVICES, A
DIVISION OF PNC BANK, NATIONAL ASSOCIATION 
 as Back-Up Manager 

 
  

SECOND AMENDED AND RESTATED PROPERTY MANAGEMENT AND 

SERVICING AGREEMENT 
 Dated
as of May 20, 2014 
  
  

Net-Lease Mortgage Notes 

 
  

 







 TABLE OF CONTENTS 
  

							
	 	  	 	  	Page	 
	 ARTICLE I DEFINITIONS
	  	 	1	 
			
	 Section 1.01.
	  	Defined Terms	  	 	1	 
	 Section 1.02.
	  	Other Definitional Provisions	  	 	30	 
	 Section 1.03.
	  	Certain Calculations in Respect of the Leases and the Mortgage Loans	  	 	31	 
	 Section 1.04.
	  	Fee Calculations; Interest Calculations	  	 	33	 
		
	 ARTICLE II REPRESENTATIONS AND WARRANTIES; RECORDINGS AND FILINGS; BOOKS AND RECORDS;
DEFECT, BREACH, CURE, REPURCHASE AND SUBSTITUTION; FINANCIAL COVENANTS
	  	 	33	 
			
	 Section 2.01.
	  	Representations and Warranties of Spirit Realty and the Back-Up Manager	  	 	33	 
	 Section 2.02.
	  	Representations and Warranties of the Issuers	  	 	36	 
	 Section 2.03.
	  	Recordings and Filings; Books and Records	  	 	38	 
	 Section 2.04.
	  	Repurchase or Transfer for Collateral Defects and Breaches of Representations and Warranties	  	 	39	 
	 Section 2.05.
	  	Non-Petition	  	 	42	 
		
	 ARTICLE III ADMINISTRATION AND SERVICING OF MORTGAGED PROPERTIES AND LEASES
	  	 	42	 
			
	 Section 3.01.
	  	Administration of the Mortgaged Properties, Leases and Mortgage Loans	  	 	42	 
	 Section 3.02.
	  	Collection of Lease Payments and Loan Payments; Lockbox Accounts; Lockbox Transfer Accounts	  	 	44	 
	 Section 3.03.
	  	Collection of Real Estate Taxes and Insurance Premiums; Servicing Accounts; Property Protection Advances; P&I Advances; Emergency Property Expenses	  	 	45	 
	 Section 3.04.
	  	Collection Account; Release Account	  	 	51	 
	 Section 3.05.
	  	Withdrawals From the Collection Account and the Release Account	  	 	53	 
	 Section 3.06.
	  	Investment of Funds in the Collection Account and the Release Account	  	 	55	 
	 Section 3.07.
	  	Maintenance of Insurance Policies; Errors and Omissions and Fidelity Coverage	  	 	56	 
	 Section 3.08.
	  	Enforcement of Alienation Clauses; Consent to Assignment	  	 	59	 
	 Section 3.09.
	  	Realization Upon Specially Serviced Assets	  	 	60	 
	 Section 3.10.
	  	Issuers, Custodian and Indenture Trustee to Cooperate; Release of Lease Files and Loan Files	  	 	63	 
	 Section 3.11.
	  	Servicing Compensation; Interest on Property Protection Advances	  	 	64	 
	 Section 3.12.
	  	Property Inspections; Collection of Financial Statements; Delivery of Certain Reports	  	 	67	 
	 Section 3.13.
	  	Annual Statement as to Compliance	  	 	68	 
	 Section 3.14.
	  	Reports by Independent Public Accountants	  	 	69	 









							
	 Section 3.15.
	  	Access to Certain Information; Delivery of Certain Information	  	 	69	 
	 Section 3.16.
	  	Title to REO Property	  	 	70	 
	 Section 3.17.
	  	Management of REO Properties and Mortgaged Properties relating to Defaulted Assets	  	 	70	 
	 Section 3.18.
	  	Sale and Exchange of Mortgage Loans, Leases and Mortgaged Properties	  	 	71	 
	 Section 3.19.
	  	Modifications, Waivers, Amendments and Consents	  	 	72	 
	 Section 3.20.
	  	Transfer of Servicing Between Property Manager and Special Servicer; Record Keeping	  	 	73	 
	 Section 3.21.
	  	Sub-Management Agreements	  	 	74	 
		
	 ARTICLE IV REPORTS
	  	 	76	 
			
	 Section 4.01.
	  	Reports to the Issuers, the Indenture Trustee and the Insurers	  	 	76	 
	 Section 4.02.
	  	Use of Agents	  	 	77	 
		
	 ARTICLE V THE PROPERTY MANAGER AND THE SPECIAL SERVICER
	  	 	78	 
			
	 Section 5.01.
	  	Liability of the Property Manager and the Special Servicer	  	 	78	 
	 Section 5.02.
	  	Merger, Consolidation or Conversion of the Property Manager and the Special Servicer	  	 	78	 
	 Section 5.03.
	  	Limitation on Liability of the Property Manager, the Special Servicer and the Back-Up Manager; Environmental Liabilities	  	 	78	 
	 Section 5.04.
	  	Term of Service; Property Manager and Special Servicer Not to Resign	  	 	79	 
	 Section 5.05.
	  	Rights of Certain Persons in Respect of the Property Manager and the Special Servicer	  	 	80	 
	 Section 5.06.
	  	[Reserved]	  	 	81	 
	 Section 5.07.
	  	Property Manager or Special Servicer as Owner of Notes	  	 	81	 
		
	 ARTICLE VI SERVICER REPLACEMENT EVENTS
	  	 	82	 
			
	 Section 6.01.
	  	Servicer Replacement Events	  	 	82	 
	 Section 6.02.
	  	Successor Property Manager	  	 	87	 
	 Section 6.03.
	  	Additional Remedies of the Issuers and the Indenture Trustee upon a Servicer Replacement Event	  	 	88	 
		
	 ARTICLE VII TRANSFERS AND EXCHANGES OF MORTGAGED PROPERTIES AND MORTGAGE LOANS BY THE
APPLICABLE ISSUERS; RELEASE OF MORTGAGED PROPERTIES AND MORTGAGE LOANS BY THE APPLICABLE ISSUERS
	  	 	89	 
			
	 Section 7.01.
	  	Released Mortgage Loans and Released Mortgaged Properties	  	 	89	 
	 Section 7.02.
	  	Third Party Purchase Options; Release of Mortgaged Properties to Affiliates under Defaulted or Delinquent Assets; Other Sales or Exchanges	  	 	92	 
	 Section 7.03.
	  	Transfer of Lease to New Mortgaged Property	  	 	94	 
	 Section 7.04.
	  	Criteria Applicable to all Mortgage Properties and Mortgage Loans included in the Collateral Pool	  	 	94	 
	 Section 7.05.
	  	Restrictions on Environmental Condition Mortgaged Properties	  	 	95	 









							
		
	 ARTICLE VIII TERMINATION
	  	 	95	 
			
	 Section 8.01.
	  	Termination Upon Repurchase or Liquidation of All Mortgaged Properties or Discharge of Indenture	  	 	95	 
		
	 ARTICLE IX MISCELLANEOUS PROVISIONS
	  	 	95	 
			
	 Section 9.01.
	  	Amendment	  	 	95	 
	 Section 9.02.
	  	Counterparts	  	 	96	 
	 Section 9.03.
	  	GOVERNING LAW	  	 	96	 
	 Section 9.04.
	  	Notices	  	 	96	 
	 Section 9.05.
	  	Severability of Provisions	  	 	97	 
	 Section 9.06.
	  	Effect of Headings and Table of Contents	  	 	97	 
	 Section 9.07.
	  	Notices to Rating Agencies	  	 	97	 
	 Section 9.08.
	  	Successors and Assigns: Beneficiaries	  	 	98	 
	 Section 9.09.
	  	Complete Agreement	  	 	98	 
	 Section 9.10.
	  	[Reserved]	  	 	99	 
	 Section 9.11.
	  	Consent to Jurisdiction	  	 	99	 
	 Section 9.12.
	  	No Proceedings	  	 	99	 








 EXHIBITS 
  

			
	 EXHIBIT A-1
	  	 MORTGAGED PROPERTY SCHEDULE

		
	 EXHIBIT A-2
	  	 MORTGAGE LOAN SCHEDULE

		
	 EXHIBIT B
	  	 FORM OF REQUEST FOR RELEASE — PROPERTY MANAGER

		
	 EXHIBIT C
	  	 FORM OF REQUEST FOR RELEASE — SPECIAL SERVICER

		
	 EXHIBIT D
	  	 FORM OF LIMITED POWERS OF ATTORNEY FROM ISSUER OR INDENTURE TRUSTEE

		
	 EXHIBIT E
	  	 CALCULATION OF FIXED CHARGE COVERAGE RATIOS

		
	 EXHIBIT F
	  	 FORM OF DETERMINATION DATE REPORT

		
	 EXHIBIT G
	  	 FORM OF JOINDER AGREEMENT

		
	 EXHIBIT H
	  	 INDENTURE


  







 This SECOND AMENDED AND RESTATED PROPERTY MANAGEMENT AND SERVICING AGREEMENT, dated as of
May 20, 2014 (as amended, modified or otherwise modified, the “Agreement”), is made among Spirit Master Funding, LLC, Spirit Master Funding II, LLC, Spirit Master Funding III, LLC, and each Joining Party, each as an
issuer (each, an “Issuer” and, collectively, the “Issuers”), Spirit Realty, L.P. (“Spirit Realty”), as property manager and special servicer (together with its successors in
such capacities, the “Property Manager” and “Special Servicer,” respectively), and Midland Loan Services, a division of PNC Bank, National Association, as
Back-Up Manager (together with its successors in such capacity, the “Back-Up Manager”). 

PRELIMINARY STATEMENT 
 As of the
Applicable Series Closing Date, the Issuers own the Mortgaged Properties and related Leases as indicated on Exhibit A-1 and the Mortgage Loans as indicated on Exhibit
A-2 and each Issuer has pledged such Mortgaged Properties, Leases and Mortgage Loans owned by it to the Indenture Trustee as security for the indebtedness evidenced by the Indenture and each Series of
Notes issued under the Indenture. Spirit Realty has agreed to provide property management services with respect to the Mortgaged Properties and to service the Leases and the Mortgage Loans as set forth herein. 

ARTICLE I 
 DEFINITIONS 

Section 1.01. Defined Terms. 

Whenever used in this Agreement, including in the Preliminary Statement, the words and phrases set forth below, unless the context otherwise
requires, shall have the meanings specified in this Section 1.01. Capitalized terms used in this Agreement, including the Preliminary Statement, and not defined herein, unless the context otherwise requires, shall have the
respective meanings specified in Section 1.01 of the Indenture (as defined below). 
 “30/360 Basis”: The
accrual of interest calculated on the basis of a 360-day year consisting of twelve 30-day months. 

“Account Control Agreement”: An agreement with respect to a deposit account or a securities account, in form and
substance satisfactory to the Indenture Trustee, pursuant to which the institution at which such account is maintained agrees to follow the instructions or entitlement orders, as the case may be, of the Indenture Trustee with respect thereto. 

“Additional Rent”: With respect to any Lease, in addition to fixed rent or base rent thereunder, rent, if any,
calculated as a percentage of the total sales generated by the related Tenant at the related Mortgaged Property in excess of the Monthly Lease Payments for the prior calendar year. 







 “Additional Servicing Compensation”: Property Manager Additional
Servicing Compensation and/or Special Servicer Additional Servicing Compensation, as the context may require. 

“Advance”: Any Property Protection Advance and/or P&I Advance, as the context may require. 

“Advance Interest”: Interest accrued on any Advance at the Reimbursement Rate and payable to the Property Manager,
Indenture Trustee or the Back-Up Manager, as the case may be, in accordance with the terms hereof. 

“Aggregate Collateral Value”: As defined in the Indenture. 

“Aggregate Note Principal Balance”: As defined in the Indenture. 

“Aggregate Series Principal Balance”: As defined in the Indenture. 

“Allocated Loan Amount”: For any Mortgage Loan or Mortgaged Property (that does not otherwise secure a Mortgage Loan)
as of any date of determination, the product of (i) the Collateral Value of such Mortgage Loan or Mortgaged Property, as applicable, multiplied by (ii) a fraction, the numerator of which is the Aggregate Series Principal Balance at such
time and the denominator of which is the Aggregate Collateral Value, in each case as of such date of determination. 

“Applicable Series Closing Date”: May 20, 2014. 

“Appraised Value”: (X) For any Mortgaged Property included (or to be included) in the Collateral Pool or securing a
Mortgage Loan included (or to be included) in the Collateral Pool other than an Equipment Loan, an appraised value determined pursuant to an independent MAI appraisal in accordance with the Uniform Standards of Professional Appraisal Practice (as
recognized by the Financial Institutions Reform, Recovery and Enforcement Act of 1989) and which takes into account the leased fee value of the related buildings and land of such Mortgaged Property, consistent with industry standards, and excludes
the value of equipment and other tangible personal property and business enterprise value, and (1) with respect to any Mortgage Loan (other than an Equipment Loan) included in the Collateral Pool as of a Series Closing Date (including the
Applicable Series Closing Date), is the most recent full narrative (complete summary) or limited scope (limited restricted) MAI appraisal obtained by the Property Manager with respect to the related Mortgaged Property, (2) with respect to any
Mortgaged Property included in the Collateral Pool as of a Series Closing Date (including the Applicable Series Closing Date), is the most recent full narrative (complete summary) or limited scope (limited restricted) MAI appraisal obtained by the
Property Manager with respect to such Mortgaged Property or (3) with respect to any Qualified Substitute Mortgage Loan or Qualified Substitute Mortgaged Property added (or to be added) to the Collateral Pool since the most recent Series Closing
Date (including the Applicable Series Closing Date), is either (a) a full narrative (complete summary) MAI appraisal or (b) with respect to a related Mortgaged Property operated within the Restaurant Business Sector (as defined in the
Indenture), a limited scope (limited restricted) MAI appraisal obtained within 12 months prior to the date such Qualified 

  
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Substitute Mortgage Loan or Qualified Substitute Mortgaged Property is pledged as part of the Collateral Pool; provided, that, in the event that, at any time subsequent to a Series Closing
Date, in accordance with the Servicing Standard, the Property Manager or Special Servicer determines that obtaining a new Appraised Value is necessary, a full narrative (complete summary) or, with respect to a related Mortgaged Property operated
within the Restaurant Business Sector, limited scope (limited restricted) MAI appraisal obtained by the Property Manager or the Special Servicer with respect to such Mortgaged Property or (Y) for any Equipment Loan included or to be included in
the Collateral Pool, as specified in the most recent Series Supplement. 
 “Asset File”: A Loan File or a Lease
File, as the context requires. 
 “Assignment of Leases”: With respect to any Mortgage Loan, any assignment of
leases, rents and profits or similar document or instrument executed by the Borrower in connection with the origination or subsequent modification or amendment of the related Mortgage Loan. 

“Authorized Officer”: With respect to an Issuer, any person who is authorized to act for such Issuer and who is
identified on the list delivered by such Issuer to the Indenture Trustee on each Series Closing Date (as such list may be modified or supplemented from time to time thereafter by the Issuer). 

“Available Amount”: The Available Amount on any Payment Date will consist of the aggregate of all amounts received in
respect of the Collateral Pool during the immediately preceding Collection Period and on deposit in the Collection Account on the immediately preceding Determination Date, including amounts earned, if any, on the investment of such funds on deposit
in the Collection Account and the Release Account during the immediately preceding Collection Period, Unscheduled Proceeds, amounts received on account of payments under any Guaranties, and any amounts received on account of payments under the
Performance Undertaking and the Environmental Indemnity Agreement, and any amounts released from the Cashflow Coverage Reserve Account to be treated as Available Amounts in accordance with the Indenture on such Payment Date and any other amounts
deposited in the Payment Account in order to be applied as Available Amount on such Payment Date, but excluding (i) amounts on deposit in the Release Account and not transferred to the Collection Account for such Payment Date, (ii) the
amount of any collections allocated to Companion Loans, if any, as provided in the applicable Pari Passu Co-Lender Agreements, (iii) the amount of any Additional Servicing Compensation, (iv) amounts
received on account of Excess Cashflow (so long as no Early Amortization Event or Sweep Period has occurred and is continuing), (v) amounts withdrawn from the Collection Account to reimburse the Property Manager, the
Back-Up Manager or the Indenture Trustee, as applicable, for any unreimbursed Advances (plus interest thereon) and to pay the Property Management Fee, the Back-Up Fee,
any Special Servicing Fee, Workout Fees or Liquidation Fees and any Emergency Property Expenses, (vi) amounts required to be paid by the Issuer as the lessor under the related Leases in respect of sales taxes, (vii) any amount received
from a Tenant or Borrower as reimbursement for any cost paid by or on behalf of any Issuer as lessor or lender under a related Lease or Mortgage Loan, as applicable, and (viii) any amounts collected by or on behalf of any Issuer as lender or
lessor and held in escrow or impound to pay future obligations due under a Mortgage Loan or Lease, as applicable. 

  
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 “Average Cashflow Coverage Ratio”: With respect to any Determination
Date, the average of the Cashflow Coverage Ratios for such Determination Date and each of the two immediately preceding Determination Dates; provided, however, that the Average Cashflow Ratio shall not be calculated until the third Determination
Date following the Applicable Series Closing Date. 
 “Back-Up Fee”: With
respect to each Mortgage Loan and each Mortgaged Property, the fee payable to the Back-Up Manager pursuant to Section 3.11(h). 

“Back-Up Fee Rate”: With respect to each Mortgage Loan and each Mortgaged
Property, a fixed percentage rate equal to 0.0075% per annum. 
 “Back-Up
Manager”: Midland Loan Services, a division of PNC Bank, National Association, a Delaware corporation, or its successor in interest. 

“Balloon Loan”: Mortgage Loans which have substantial payments of principal (relative to the initial principal balance
of such Mortgage Loan) due at their stated maturities. 
 “Bankruptcy Code”: The federal Bankruptcy Code of 1978,
Title 11 of the United States Code, as amended from time to time. 
 “Borrower”: For any Mortgage Loan, the obligor
or obligors on the related Mortgage Note, including any Person that has acquired the related collateral and assumed the obligations of the original obligor or obligors under such Mortgage Note. 

“Business Day”: Any day other than a Saturday, a Sunday or a day on which banking institutions are authorized or
obligated by law or executive order to remain closed in New York, New York, Scottsdale, Arizona, or any other city in which is located the principal office of an Issuer, the Primary Servicing Office of the Property Manager or the Special Servicer or
the Indenture Trustee’s office. 
 “Cashflow Coverage Ratio”: With respect to any Determination Date and the
Collateral Pool, the ratio, expressed as a fraction, the numerator of which is the Cashflow Coverage Ratio Numerator for such Determination Date, and the denominator of which is the Total Debt Service for such Determination Date. 

“Cashflow Coverage Ratio Numerator”: With respect to any Determination Date, the sum of (i) the Monthly Loan
Payments and the Monthly Lease Payments received during the Collection Period ending on such Determination Date, (ii) any income earned from the investment of funds on deposit in the Collection Account and the Release Account during the
Collection Period ending on such Determination Date and (iii) any net payments received by any Issuer under the applicable hedge agreements for any Series of Notes for the Payment Date relating to such Determination Date. 

“Cashflow Coverage Reserve Account”: As defined in the Indenture. 

  
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 “CERCLA”: The Comprehensive Environmental Response, Compensation and
Liability Act of 1980, as amended. 
 “Class Principal Balance”: As defined in the
Indenture. 
 “Closing Date Period” means the period from (and including) the most recent Series Closing Date
until (and excluding) the next occurring Series Closing Date; provided, that the initial Closing Date Period shall commence on the Applicable Series Closing Date. 

“Code”: The Internal Revenue Code of 1986, as amended. 

“Collateral”: As defined in the Indenture. 

“Collateral Agent”: As defined in the Indenture. 

“Collateral Defect”: As defined in Section 2.04(a). 

“Collateral Pool”: As defined in the Indenture. 

“Collateral Value”: As of any determination date (i) with respect to each Mortgaged Property (that does not
otherwise secure a Mortgage Loan), the Appraised Value of such Mortgaged Property as of the First Collateral Date with respect thereto; provided, that, in the event that the Property Manager has caused a Global Appraisal Event to occur, the
“Collateral Value” of such Mortgaged Property will be the Re-Appraised Value determined with respect to such Mortgaged Property in connection with such Global Appraisal Event or (ii) with
respect to each Mortgage Loan, the lesser of (a) the Appraised Value of the Mortgaged Property or Mortgaged Properties securing such Mortgage Loan and (b) the outstanding principal balance of such Mortgage Loan. 

“Collection Account”: The segregated account or accounts created and maintained by the Property Manager in the name of
the Indenture Trustee, held on behalf of the Noteholders, for the collection of payments on the Mortgage Loans and Leases. 

“Collection Account Agreement”: As defined in Section 3.04(a). 

“Collection Account Bank”: As defined in Section 3.04(a). 

“Collection Period”: With respect to any Payment Date, the period commencing immediately after the Determination Date
in the month preceding the month in which such Payment Date occurs and ending on (and including) the Determination Date related to such Payment Date. 

“Companion Loans”: A mortgage loan which is secured, on a pari passu basis by the same Mortgaged Property that
secures a Mortgage Loan included in the Collateral Pool 
 “Condemnation Proceeds”: All proceeds received in
connection with the condemnation of, or granting an easement on, any Mortgaged Property other than proceeds applied to the restoration of such Mortgaged Property or released to the related Tenant or Borrower in accordance with the Servicing
Standard. 

  
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 “Control Person”: With respect to any Person, anyone that constitutes a
“controlling person” of such Person within the meaning of the Securities Act of 1933, as amended. 
 “Controlling
Party”: As defined in the Indenture. 
 “Corrected Lease”: Any Specially Serviced Lease with respect to
which, as of any date of determination, one or more of the following as are applicable shall have occurred with respect to each Specially Serviced Lease Trigger Event that previously occurred with respect to such Specially Serviced Lease: 

 

	 	(i)	with respect to the circumstances described in clause (a) of the definition of the term “Specially Serviced Lease”, the related Tenant has made three consecutive full and timely Monthly Lease Payments
under the terms of such Lease (as such terms may be changed or modified in connection with a bankruptcy or similar proceeding involving the related Tenant or by reason of a modification, waiver or amendment granted or agreed to by the Special
Servicer) or such Lease has been terminated and the related Mortgaged Property has been re-leased; 

  

	 	(ii)	with respect to the circumstances described in clause (b) of the definition of the term “Specially Serviced Lease”, such circumstances cease to exist in the good faith and reasonable judgment of the
Special Servicer; 

  

	 	(iii)	with respect to the circumstances described in clause (c) of the definition of the term “Specially Serviced Lease”, the Special Servicer determines that the applicable Tenant likely will be able to make
future Monthly Lease Payments; 

  

	 	(iv)	with respect to the circumstances described in clause (d) of the definition of the term “Specially Serviced Lease”, such default is cured; and 


 

	 	(v)	with respect to the circumstances described in clause (e) of the definition of the term “Specially Serviced Lease”, such proceedings are terminated. 


“Corrected Loan”: Any Specially Serviced Loan with respect to which, as of any date of determination, one or more of
the following as are applicable shall have occurred with respect to each Specially Serviced Loan Trigger Event that previously occurred with respect to such Specially Serviced Loan: 

 

	 	(i)	with respect to the circumstances described in clause (a) of the definition of the term “Specially Serviced Loan”, the related Borrower has made three consecutive full and timely Monthly Loan Payments
under the terms of such Mortgage Loan (as such terms may be changed or modified in connection with a bankruptcy or similar proceeding involving the related Borrower or by reason of a modification, waiver or amendment granted or agreed to by the
Special Servicer); 


  
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	 	(ii)	with respect to the circumstances described in clause (b) of the definition of the term “Specially Serviced Loan”, such circumstances cease to exist in the good faith and reasonable judgment of the
Special Servicer; 

  

	 	(iii)	with respect to the circumstances described in clause (c) of the definition of the term “Specially Serviced Loan”, the Special Servicer determines that the applicable Borrower likely will be able to make
future Monthly Loan Payments; 

  

	 	(iv)	with respect to the circumstances described in clause (d) of the definition of the term “Specially Serviced Loan”, such default is cured; and 


 

	 	(v)	with respect to the circumstances described in clause (e) of the definition of the term “Specially Serviced Loan”, such proceedings are terminated. 


“Cure Party”: (i) With respect to any Mortgaged Property, Mortgage Loan, Qualified Substitute Mortgage Loan or
Qualified Substitute Mortgaged Property acquired by the applicable Issuer from an Originator, such Originator; (ii) with respect to any Mortgage Loan, Mortgaged Property, Qualified Substitute Mortgaged Property or Qualified Substitute Mortgage
Loan acquired by the applicable Issuer from a third party unaffiliated with Spirit Realty, such Issuer; and (iii) in the case of either of (i) or (ii), Spirit Realty in its capacity as Support Provider under the Performance Undertaking.

 “Custodian”: As defined in the Indenture. 

“Custodian Inventory List”: As defined in the Custody Agreement. 

“Custody Agreement”: The Second Amended and Restated Custody Agreement, dated as of the Applicable Closing Date, among
the Issuers, the Indenture Trustee and the Custodian, as the same may be amended from time to time. 
 “Default
Interest”: With respect to any (i) Lease, any amounts collected thereon (other than late payments, late payment charges or amounts representing the Third Party Option Price paid by the related the Tenant) that represent penalty
interest accrued at the rate specified in the related lease agreement and (ii) Mortgage Loan, any amounts collected thereon (other than late payments, late payment charges or Yield Maintenance Premiums) that represent penalty interest in excess
of interest on the principal balance of such Mortgage Loan accrued at the related Interest Rate. 
 “Defaulted
Asset”: Any Mortgage Loan or Mortgaged Property included in the Collateral Pool, with respect to which a default occurs under the applicable Mortgage Loan or Lease, respectively, that materially and adversely affects the interest of the
applicable Issuer and that continues unremedied for the applicable grace period under the terms of such Mortgage Loan or Lease (or, if no grace period is specified, for 30 days). 

  
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 “Defaulting Party”: As defined in
Section 6.01(b). 
 “Deficiency”: As defined in
Section 4.01(c). 
 “Delinquent Asset”: Any Mortgage Loan or Mortgaged Property included
in the Collateral Pool (other than a Defaulted Asset), with respect to which any Monthly Loan Payment or Monthly Lease Payment, as applicable, becomes delinquent for 60 or more consecutive days 

“Determination Date”: With respect to any Payment Date, the 7th
day of the month in which such Payment Date occurs or, if such 7th day is not a Business Day, the Business Day immediately succeeding such 7th
day. 
 “Determination Date Report”: As defined in Section 4.01(a). 

“Distribution Industry”: All industry sectors where goods are sold wholesale. 

“Due Date”: With respect to any Mortgage Loan or Lease, the day of each calendar month on which the Monthly Loan
Payment or Monthly Lease Payment, as applicable, with respect thereto is due. 
 “Early Amortization Event”: As
defined in the Indenture. 
 “Eligible Account”: As defined in the Indenture. 

“Eligible Successor”: An entity which, at the time it is appointed as Successor Property Manager or Successor Special
Servicer, (i) is legally qualified and has the capacity to carry out the duties and obligations hereunder of the Property Manager or Special Servicer, as applicable, and (ii) has demonstrated the ability to administer professionally and
competently a portfolio of leases, mortgaged properties and mortgage loans that are similar to the Leases, Mortgaged Properties and Mortgage Loans with high standards of skill and care. 

“Emergency Property Expenses”: As defined in Section 3.03(e). 

“Environmental Condition Mortgaged Property”: Any (i) Mortgaged Property on which a gasoline station is operated,
(ii) Mortgaged Property on which, to the Property Manager’s knowledge, oil or other hazardous materials are stored in underground storage tanks, (iii) Mortgaged Property in the Gas/Propane Facilities Business Sector,
(iv) Mortgaged Property in the Light Manufacturing Business Sector or (v) any other Mortgaged Property that the Property Manager believes, in its reasonable discretion exercised in accordance with the Servicing Standard (including based on
the review of any Environmental Report), has a material risk of declining in value due to environmental conditions existing on or in respect of such Mortgaged Property; provided that no Mortgaged Property described in clauses (i) through
(v) shall be an Environmental Condition Mortgaged Property if the Rating Condition is satisfied with respect to the acquisition of such Mortgaged Property by an Issuer. 

  
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 “Environmental Indemnity Agreement”: As defined in the Indenture. 

“Environmental Insurer”: Any Qualified Insurer that issues Environmental Policies relating to any of the Mortgage
Loans or Mortgaged Properties. 
 “Environmental Policy”: Any insurance policy issued by an Environmental Insurer,
together with any endorsements thereto, providing insurance coverage for losses, with respect to certain Mortgage Loans or Mortgaged Properties, caused by the presence of hazardous substances on, or the migration of hazardous substances from, the
related Mortgaged Properties. 
 “Equipment Loan”: Any commercial equipment loan secured by equipment used in the
operation of a commercial real estate property and listed on the Mortgage Loan Schedule. 
 “Escrow Payment”: Any
payment received by the Property Manager or the Special Servicer for the account of any Obligor or otherwise deposited in the Servicing Account for application toward the payment of real estate taxes, assessments, insurance premiums, ground rents
(if applicable) and similar items in respect of the related Mortgaged Property. 
 “Event of Default”: As defined in
the Indenture. 
 “Excess Cashflow”: As defined in the Indenture. 

“Exchange Act”: The Securities Exchange Act of 1934, as amended. 

“Extraordinary Expense”: As defined in the Indenture. 

“Fair Market Value”: With respect to any Mortgaged Property or Mortgage Loan secured by a Mortgaged Property, at any
time, a price determined by the Property Manager (or by the Special Servicer with respect to a Specially Serviced Asset) in accordance with the Servicing Standard and Section 7.01(b). 

“FDIC”: Federal Deposit Insurance Corporation or any successor. 

“Financing Statement”: A financing statement either filed or recorded or in a form suitable for filing and recording
under the applicable Uniform Commercial Code. 
 “First Collateral Date”: With respect to any Mortgaged
Property or Mortgage Loan, (i) in the event that such Mortgaged Property or Mortgage Loan was owned by an Issuer on the Series Closing Date on which such Issuer became an “Issuer” hereunder, such Series Closing Date or
(ii) otherwise, the Transfer Date with respect thereto. 
 “Fixed Charge Coverage Ratio” or
“FCCR”: The fixed charge coverage ratio determined in accordance with the provisions of Exhibit E attached hereto. 

“FNMA”: Federal National Mortgage Association or any successor. 

  
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 “GAAP”: Generally accepted accounting principles as in effect in the
United States, consistently applied, as of the date of such application. 
 “Global Appraisal Event”: An event that
shall occur when the Property Manager, within a one-year period, both (i) causes new Appraised Values to be determined with respect to all of the Mortgaged Properties and (ii) designates (in its sole
discretion) that a “Global Appraisal Event” has occurred in connection therewith. 

“Grant”: As defined in the Indenture. 

“Granting Clause”: The Granting Clause set forth in the Indenture. 

“Ground Lease”: With respect to any Mortgaged Property the fee interest in which is owned by an Issuer or the related
Borrower, the lease agreement, if any, pursuant to which such Issuer leases the land relating to such Mortgaged Property to the related tenant and such tenant owns the buildings and other improvements on such Mortgaged Property. 

“Guaranty”: With respect to any Lease or Mortgage Loan, the guaranty, if any, related to such Lease or Mortgage Loan
executed by an individual or an Affiliate or parent of the Tenant or Borrower, as applicable, in favor of the lessor or the lender, as applicable. 

“Hazardous Materials”: As defined in the Indenture. 

“Indenture”: The Second Amended and Restated Master Indenture, dated as of the Applicable Series Closing Date, among
the Issuers and the Indenture Trustee, relating to the issuance of the Notes, including all amendments, supplements and other modifications thereto and any additional indenture between the Indenture Trustee and any Issuer. 

“Indenture Trustee”: Citibank, N.A., a national banking association, in its capacity as indenture trustee under the
Indenture, or its successor in interest or any successor indenture trustee appointed as provided in the Indenture. 
 “Indenture
Trustee Fee”: As defined in the Indenture. 
 “Independent”: When used with respect to any specified
Person, any such Person who (i) is not an Issuer, an Issuer Member, the Indenture Trustee, the Property Manager, the Special Servicer or an Affiliate thereof, (ii) does not have any direct financial interest in or any material indirect
financial interest in any of the Issuers, the Issuer Members, the Indenture Trustee, the Property Manager, the Special Servicer or any of their respective Affiliates, and (iii) is not connected with the Issuers, the Issuer Members, the
Indenture Trustee, the Property Manager, the Special Servicer or any of their respective Affiliates as an officer, employee, promoter, underwriter, trustee, partner, director or Person performing similar functions; provided, however,
that a Person shall not fail to be Independent of the Issuers, the Issuer Members, the Indenture Trustee, the Property Manager, the Special Servicer or an Affiliate thereof merely because such Person is the beneficial owner of 1% or less of any
class of securities issued by any Issuer, any Issuer Member, the Indenture Trustee, the Property Manager, the Special Servicer or an Affiliate thereof, as the case may be. 

  
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 “Industrial Industry”: All sectors that process or manufacture raw
materials or goods used as inputs for manufacturing or to be sold to end users. 
 “Industry Group”: Any industry
sector including, but not limited to the following: (a) the Retail Industry; (b) the Distribution Industry; (c) the Service Industry, (d) the Industrial Industry and (e) any additional Industry Group specified in a Series
Supplement. 
 “Initial Closing Date”: As defined in the Indenture. 

“Initial Purchaser”: As defined in the Indenture. 

“Interest Accrual Period”: With respect to each Due Date related to any Mortgage Loan, the applicable period specified
in the related Loan Documents. 
 “Interest Rate”: With respect to any Mortgage Loan, the annualized rate at which
interest is scheduled (in the absence of a default) to accrue on such Mortgage Loan from time to time during any Interest Accrual Period in accordance with the related Mortgage Note and applicable law, as such rate may be modified in accordance with
Section 3.19 or in connection with a bankruptcy, insolvency or similar proceeding involving the related Borrower. 

“Interested Person”: The Issuers, the Issuer Members, the Property Manager, the Special Servicer, any holder of Notes
or an Affiliate of any such Person. 
 “Issuer”: Each of Spirit Master Funding, LLC, Spirit Master Funding II, LLC,
Spirit Master Funding III, LLC, and any Joining Party or, in any such case, its successor in interest, as the context may require. References to a “related” or “applicable” Issuer shall refer to the Issuer that owns the
Collateral being addressed. 
 “Issuer Member”: With respect to any Issuer, the holder of the LLC Interests with
respect to such Issuer, and with respect to any Joining Party, as indicated in the applicable Joinder Agreement. 
 “Joinder
Agreement”: With respect to any Series of Notes (other than any Series of Notes that was issued on the Applicable Series Closing Date), the Joinder Agreement, dated as of the applicable Series Closing Date, among the applicable Joining
Party, the Property Manager, the Special Servicer and the Back-Up Manager, substantially in the form of Exhibit G attached hereto. 

“Joining Party”: Any Spirit SPE, as indicated in the applicable Joinder Agreement. 

“Lease”: Each lease listed on the Mortgaged Property Schedule and from time to time included in the Collateral Pool.
As used herein, the term “Lease” includes the related lease agreement and other documents contained in the related Lease File as the context may require. 

“Lease Documents”: Any related lease agreement, non-disturbance agreement,
guaranty or other agreement or instrument, to the extent made for the benefit of the related Originator. 

  
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 “Lease File”: As defined in the Custody Agreement. 

“Lease Security Deposit”: As defined in Section 3.03(a). 

“Lease Transfer Mortgaged Property”: As defined in Section 7.03. 

“Liquidated Lease”: A Defaulted Asset that is a Lease with respect to which the related Mortgaged Property has been
either re-leased or sold, or any Lease related to a Mortgaged Property sold, exchanged or otherwise disposed of by such Issuer, whether or not a Defaulted Asset. 

“Liquidation Fee”: The fee payable to the Special Servicer pursuant to Section 3.11(g). 

“Liquidation Fee Rate”: A percentage equal to 0.50%. 

“Liquidation Proceeds”: All cash proceeds and all other amounts (other than Property Insurance Proceeds and REO
Revenues) received by the applicable Issuer, the Property Manager, or the Special Servicer and retained in connection with the liquidation of any Mortgage Loan, Lease or Mortgaged Property which is (or relates to) a Defaulted Asset; all cash
proceeds and all other amounts (other than Property Insurance Proceeds and REO Revenues) from the release or substitution of any Mortgage Loan or Mortgaged Property other than to the extent deposited into the Release Account; all proceeds from the
investment of funds on deposit in the Release Account; and all cash proceeds from the release or substitution of any Mortgage Loan or Mortgaged Property transferred from the Release Account to the Collection Account pursuant to
Section 3.04(b). 
 “LLC Agreement”: With respect to (i) any Issuer that
constitutes an Issuer as of the date hereof, such Issuer’s limited liability company agreement and (ii) any other Issuer, as indicated in the applicable Joinder Agreement, in each case as the same may be amended from time to time in
accordance with the terms thereto and the Indenture. 
 “LLC Interests”: The limited liability company interests
issued pursuant to an LLC Agreement. 
 “Loan Agreement”: The agreement pursuant to which a Mortgage Loan was made.

 “Loan Documents”: With respect to each of the Mortgage Loans, the related Loan Agreement, if any, and Mortgage
Note, and any related Mortgage, Guaranty or other agreement or instrument, to the extent made for the benefit of the related lender or holder of the Mortgage Note. 

“Loan File”: As defined in the Custody Agreement. 

  
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“Loan-to-Value Ratio”: With
respect to any Mortgage Loan and any commercial real estate loan proposed to be included in the Collateral Pool as a Qualified Substitute Mortgage Loan, a ratio, expressed as a percentage, the numerator of which is the unpaid principal
balance of such Mortgage Loan (or proposed Qualified Substitute Mortgage Loan) and the denominator of which is the Appraised Value of the Mortgaged Property securing such Mortgage Loan (or the Mortgaged Property securing the proposed Qualified
Substitute Mortgage Loan). 
 “Lockbox Account”: The account or accounts created and maintained pursuant to
Section 3.02(b). 
 “Lockbox Account Bank”: As defined in
Section 3.02(b). 
 “Lockbox Transfer Account”: The account or accounts created and
maintained pursuant to Section 3.02(c). 
 “Lockbox Transfer Account Bank”: As defined in
Section 3.02(c). 
 “MAI”: A designation signifying that the designee is a member of the
Appraisal Institute, a real estate appraisers and valuation professionals trade group. 
 “Modified Collateral Detail and
Realized Loss Report”: As defined in Section 4.01(c). 
 “Monthly Lease
Payment”: With respect to any Lease (except as otherwise described in the Mortgaged Property Schedule), the fixed or “base” rent monthly lease payment that is actually payable by the related Tenant from time to time under the
terms of such Lease, after giving effect to any provision of such Lease providing for periodic increases in such fixed or “base” rent by fixed percentages or dollar amounts or by percentages based on increases in a consumer price index.

 “Monthly Loan Payment”: With respect to any Mortgage Loan, the scheduled monthly payment of interest and, if
applicable, principal due on such Mortgage Loan that is or would be, as the case may be, payable by the related Borrower on each Due Date under the terms of the related Mortgage Note as in effect on the First Collateral Date with respect to such
Mortgage Loan, without regard to any subsequent change in or modification of such terms in connection with a bankruptcy or similar proceeding involving the related Borrower or a modification, waiver or amendment of such Mortgage Loan granted or
agreed to by the Special Servicer pursuant to Section 3.19, and assuming that each prior Monthly Loan Payment has been made in a timely manner. 

“Moody’s”: Moody’s Investors Service, Inc. 

“Mortgage”: With respect to any Mortgaged Property, a mortgage (or deed of trust or deed to secure debt), assignment
of leases and rents, security agreement and fixture filing or similar document executed by the applicable Issuer or the related Borrower, as applicable, pursuant to which such Issuer or Borrower grants a lien on its interest in such Mortgaged
Property in favor of the Collateral Agent or the initial lender of the related Mortgage Loan, as applicable. 

  
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 “Mortgage Loan”: Each fixed-rate or adjustable-rate, monthly pay, first
lien, commercial mortgage loan (including each fixed-rate or adjustable-rate, monthly pay, first lien Equipment Loan), as listed on the Mortgage Loan Schedule and from time to time included in the Collateral Pool. 

“Mortgage Loan Schedule”: The list of Mortgage Loans transferred to each Issuer as part of the Collateral Pool and
attached hereto as Exhibit A-2 (as such list may be amended upon each Series Closing Date and each Transfer Date, and otherwise be amended from time to time in accordance with the Transaction Documents,
including to reflect the conveyance by an Issuer of any Mortgage Loan pursuant to the terms hereof). Such list shall set forth the following information with respect to each Mortgaged Loan: 

 

	 	(i)	the street address (including city, state and zip code) of the related Mortgaged Property (if any); 

  

	 	(ii)	the related Issuer loan number and name of Borrower; 

  

	 	(iii)	the initial Appraised Value of any related Mortgaged Property; and 

  

	 	(iv)	the Mortgage Loan’s maturity date, if applicable. 

 “Mortgage
Note”: The original executed note evidencing the indebtedness of a Borrower under a Mortgage Loan, together with any rider, addendum or amendment thereto, or any renewal, substitution or replacement of such note. 

“Mortgaged Property”: Each parcel of real property listed on the Mortgaged Property Schedule, the fee or leasehold
interest in which is from time to time included in the Collateral Pool, and each parcel of real property or leasehold interest in a commercial real estate property securing a Mortgage Loan, including (to the extent not property of the related
Tenant) the buildings, structures, fixtures, additions, enlargements, extensions, modifications, repairs, replacements or improvements now or hereinafter erected or located on such parcel and appurtenant easements and other property rights relating
thereto. 
 “Mortgaged Property Schedule”: The list of Mortgaged Properties and Leases transferred to each Issuer as
part of the Collateral Pool and attached hereto as Exhibit A-1 (as such list may be amended upon each Series Closing Date and each Transfer Date, and otherwise be amended from time to time in accordance
with the Transaction Documents, including to reflect the conveyance by an Issuer of any Mortgaged Property pursuant to the terms hereof). Such list shall set forth the following information with respect to each Mortgaged Property: 

 

	 	(i)	the street address (including city, state and zip code) of the Mortgaged Property; 

  

	 	(ii)	the related Issuer lease number and name of Tenant; 

  

	 	(iii)	the Appraised Value; and 

  

	 	(iv)	the Lease’s final payment date. 


  
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 “Net Default Interest”: With respect to any (i) Lease, any Default
Interest collected thereon, net of any unreimbursed Advance Interest accrued on Property Protection Advances made in respect of such Lease and reimbursable from such Default Interest in accordance with the terms hereof and (ii) Mortgage Loan,
any Default Interest collected thereon, net of any unreimbursed Advance Interest accrued on Property Protection Advances made in respect of such Mortgage Loan and reimbursable from such Default Interest in accordance with the terms hereof. 

“Net Investment Earnings”: The amount by which the aggregate of all interest and other income realized during a
Collection Period on funds held in the Collection Account and/or the Release Account (as the context may require), if any, exceeds the aggregate of all losses, if any, incurred during such Collection Period in connection with the investment of such
funds. 
 “Nonrecoverable Advance”: Any Nonrecoverable P&I Advance and/or Nonrecoverable Property Protection
Advance, as the context may require. 
 “Nonrecoverable P&I Advance”: Any P&I Advance previously made or
proposed to be made in respect of any Payment Date, that, as determined by the Property Manager (or, if applicable, the Back-Up Manager or Indenture Trustee), in its commercially reasonable, good faith
business judgment and (other than with respect to any such determination made by the Indenture Trustee) in accordance with the Servicing Standard, will not be ultimately recoverable by it from the proceeds on the Collateral Pool allocated in
accordance with the priority set forth in Section 2.11 of the Indenture with respect to the payment of Collateral Pool Expenses. 

“Nonrecoverable Property Protection Advance”: Any Property Protection Advance previously made or proposed to be made
in respect of a Mortgaged Property (including any Lease related thereto) or Mortgage Loan that, as determined by the Property Manager (or, if applicable, the Back-Up Manager or Indenture Trustee), in its
commercially reasonable good faith business judgment and (other than with respect any such determination made by the Indenture Trustee) in accordance with the Servicing Standard, will not be ultimately recoverable from late payments, Property
Insurance Proceeds, Liquidation Proceeds or any other recovery on or in respect of the related Mortgage Loan or Mortgaged Property or related Lease with respect to which such Property Protection Advance was (or is proposed to be) made (including any
Monthly Lease Payments in respect of any Lease added to the Collateral upon any re-leasing of the related Mortgaged Property). 

“Note Registrar”: As defined in the Indenture. 

“Notes”: As defined in the Indenture. 

“Noteholders”: As defined in the Indenture. 

“Obligor”: A Tenant or a Borrower, as the context requires. 

  
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 “Officer’s Certificate”: A certificate signed by a Servicing Officer
of the Property Manager or the Special Servicer or a Responsible Officer of the Indenture Trustee or the applicable Issuer Member on behalf of an Issuer, as the case may be, and with respect to any other Person, a certificate signed by the Chairman
of the Board, the President, a Vice President or Assistant Vice President, the Treasurer, the Secretary, or one of the Assistant Treasurers or Assistant Secretaries of such Person. 

“Opinion of Counsel”: A written opinion of counsel (which shall be rendered by counsel that is Independent of the
Issuers, the Issuer Members, the Indenture Trustee, the Property Manager and the Special Servicer) in form and substance reasonably acceptable to and delivered to the addressees thereof. 

“Originators”: Collectively, each of Spirit Realty and its Affiliates which has conveyed one or more Mortgage Loans or
Mortgaged Properties to an Issuer pursuant to a Property Transfer Agreement or otherwise. 
 “OTS”: The Office of
Thrift Supervision or any successor thereto. 
 “P&I Advance”: As defined in
Section 3.03(g) hereof. 
 “P&I Shortfall”: With respect to any Series of Notes and
any Payment Date, in the event that the Series Available Amount allocated (or to be allocated) to such Series of Notes in respect of such Payment Date will be insufficient to pay in full (x) the P&I Shortfall Scheduled Principal Payment (if
any), in respect of the Notes of such Series due on such Payment Date and (y) accrued and unpaid Note Interest in respect of the Notes of such Series due on such Payment Date, in each case in accordance with the terms of the Series Supplement
with respect to such Series of Notes, the amount of such insufficiency for such Payment Date. For the avoidance of doubt and notwithstanding the foregoing, in no event shall P&I Shortfall include any Make Whole Amount, Post-ARD Additional Interest or Deferred Post-ARD Additional Interest 

“P&I Shortfall Scheduled Principal Balance”: With respect to any Series of Notes and any Payment Date, the
Scheduled Principal Payment (if any) with respect to each Class of Notes in such Series other than any such Class of Notes whose Anticipated Repayment Date (x) occurs on such Payment Date or (y) has occurred prior to such Payment
Date. 
 “Pari Passu Co-Lender Agreements”: Any co-lender agreement relating to any Issuer acquiring Pari Passu Loans secured by Mortgaged Properties that also secure Companion Loans held by parties other than such Issuer. 

“Pari Passu Loans”: Mortgage Loans secured by Mortgaged Properties that also secure on a pari passu basis any
Companion Loans. 
 “Payment Account”: As defined in the Indenture. 

“Payment Date”: As defined in the Indenture. 

  
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 “Payoff Amount”: An amount equal to the Collateral Value of any Mortgage
Loan or Mortgaged Property, as applicable, as of the First Collateral Date with respect to such Mortgage Loan or Mortgaged Property, plus any due and unpaid Monthly Loan Payment(s) or Monthly Lease Payment(s), as applicable, and any unreimbursed
Property Protection Advances (plus Advance Interest thereon), Emergency Property Expenses, Liquidation Fees, Workout Fees, Special Servicing Fees and Extraordinary Expenses, in each case with respect to such Mortgage Loan or Mortgaged Property or
the related Lease. 
 “Percentage Rent”: With respect to any Lease that does not provide for the payment of fixed
rent, the rent thereunder, if any, calculated solely as a percentage of the total sales generated by the related Tenant at the related Mortgaged Property. 

“Performance Undertaking”: As defined in the Indenture. 

“Permitted Investments”: Any one or more of the following obligations or securities: 

 

	 	(i)	direct obligations of, or obligations fully guaranteed as to timely payment of principal and interest by, the United States of America or any agency or instrumentality thereof; provided, that such obligations are
backed by the full faith and credit of the United States of America and have a predetermined, fixed amount of principal due at maturity (that cannot vary or change) and that each such obligation has a fixed interest rate or has its interest rate
tied to a single interest rate index plus a single fixed spread; 

  

	 	(ii)	obligations of the following agencies or instrumentalities of the United States of America: the Export-Import Bank, the Farm Credit System Financial Assistance Corporation, the Rural Economic Community Development
Administration, the General Services Administration, the U.S. Maritime Administration, the Small Business Administration, the Government National Mortgage Association, the U.S. Department of Housing & Urban Development, the Federal Housing
Administration and the Federal Financing Bank; provided, that such obligations are backed by the full faith and credit of the United States of America, have a predetermined, fixed amount of principal due at maturity (that cannot vary or
change) and do not have an “r” highlight attached to any rating and that each such obligation has a fixed interest rate or has its interest rate tied to a single interest rate index plus a single fixed spread; 


 

	 	(iii)	 direct obligations of the following agencies or instrumentalities of the United States of America that are not
backed by the full faith and credit of the United States: the Resolution Funding Corporation, the Federal Home Loan Bank System (senior debt obligations only), the Federal National Mortgage Association (senior debt obligations rated “Aaa”
by Moody’s and “AAA” by S&P only) or the Federal Home Loan Mortgage Corporation (senior debt obligations rated “Aaa” by Moody’s and “AAA”




  
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by S&P only); provided, that such obligations have a predetermined amount of principal due at maturity (that cannot vary or change) and do not have an “r” highlight attached
to any rating and that each such obligation has a fixed interest rate or has its interest rate tied to a single interest rate index plus a single fixed spread; 

  

	 	(iv)	uncertificated certificates of deposit, time deposits and bankers’ acceptances having maturities of not more than 360 days, of any bank or trust company organized under the laws of the United States of America or
any state thereof; provided, that such items are rated in the highest short-term debt rating category of each Rating Agency or such lower rating as will not result in a qualification, downgrading or withdrawal of the rating then assigned to
the Notes by any Rating Agency without giving effect to any Insurance Policy (as evidenced in writing by each Rating Agency), do not have an “r” highlight affixed to its rating and have a predetermined fixed amount of principal due at
maturity (that cannot vary or change); 

  

	 	(v)	commercial paper (having original maturities of not more than 270 days) of any corporation incorporated under the laws of the United States of America or any state thereof (or of any corporation not so incorporated;
provided, that the commercial paper is denominated in United States dollars and amounts payable thereunder are not subject to any withholding imposed by any non-United States jurisdiction) that is rated
in the highest short-term debt rating category of each Rating Agency or such lower rating as will not result in a qualification, downgrading or withdrawal of the rating then assigned to the Notes by any Rating Agency without giving effect to any
Insurance Policy (as evidenced in writing by each Rating Agency), does not have an “r” highlight affixed to its rating, has a predetermined fixed amount of principal due at maturity (that cannot vary or change) and has a fixed interest
rate or has its interest rate tied to a single interest rate index plus a single fixed spread, or any demand notes that constitute vehicles for commercial paper rated in the highest unsecured commercial or finance company paper rating category of
each Rating Agency; 

  

	 	(vi)	investments in money market funds rated “AA-mg” (or the equivalent rating) or higher by each Rating Agency; and 


 

	 	(vii)	any other obligation or security the inclusion of which, as an Eligible Investment, satisfies the Rating Agency Notification Condition. 


provided, that (1) no investment described hereunder shall evidence either the right to receive (x) only interest with respect to such
investment or (y) a yield to maturity greater than 120% of the yield to maturity at par of the underlying obligations, (2) no investment described hereunder may be purchased at a price greater than par if such investment may be prepaid or
called at a price less than its purchase price prior to stated maturity (that cannot vary or change) and (3) such Permitted Investments are either (x) at all times available or (y) mature prior to the Payment Date on which funds used
to acquire such investment would otherwise be distributed pursuant to Section 2.11 of the Indenture. 

  
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 “Person”: Any individual, corporation, partnership, joint venture,
association, joint-stock company, limited liability company, trust, estate, unincorporated organization or government or any agency, instrumentality or political subdivision of any government. 

“Primary Servicing Office”: The office of the Property Manager or the Special Servicer, as the context may require,
that is primarily responsible for such party’s servicing obligations hereunder. 
 “Principal Prepayment”: Any
payment of principal voluntarily made by the Borrower on a Mortgage Loan that is received in advance of its scheduled Due Date and that is not accompanied by an amount of interest (without regard to any Yield Maintenance Premium that may have been
collected) representing scheduled interest due on any date or dates in any month or months subsequent to the month of prepayment. 

“Prime Rate”: The “prime rate” published in the “Money Rates” section of The Wall Street
Journal, as such “prime rate” may change from time to time. If The Wall Street Journal ceases to publish the “prime rate,” then the Indenture Trustee shall select an equivalent publication that publishes such
“prime rate”; and if such “prime rate” is no longer generally published or is limited, regulated or administered by a governmental or quasi-governmental body, then the Indenture Trustee shall select a comparable interest rate
index. In either case, such selection shall be made by the Indenture Trustee in its sole discretion and the Indenture Trustee shall notify the Property Manager and the Special Servicer in writing of its selection. 

“Property Insurance Policy”: With respect to any Mortgage Loan and/or Mortgaged Property, any hazard insurance policy,
flood insurance policy, title policy, Environmental Policy, residual value insurance policy or other insurance policy that is maintained from time to time in respect of such Mortgage Loan and/or Mortgaged Property (including, without limitation, any
blanket insurance policy maintained by or on behalf of the applicable Issuer). 
 “Property Insurance Proceeds”: All
proceeds received under any Property Insurance Policy that provides coverage with respect to any Mortgaged Property or the related Mortgage Loan, if applicable. 

“Property Management Fee”: With respect to each Mortgage Loan and each Mortgaged Property owned by the Issuer, the fee
payable to the Property Manager pursuant to Section 3.11(a). 
 “Property Management Fee
Rate”: With respect to each Mortgage Loan and each Lease, a fixed percentage rate equal to 0.25% per annum. 

“Property Manager”: Spirit Realty, in its capacity as property manager under this Agreement, or any successor property
manager appointed as herein provided. 

  
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 “Property Manager Additional Servicing Compensation”: As defined in
Section 3.11(b). 
 “Property Protection Advances”: With respect to the Leases, the
Mortgage Loans and the Mortgaged Properties: 
 (i) All customary, reasonable and necessary out-of-pocket costs and expenses incurred by the Property Manager or the Back-Up Manager, in connection with servicing the Leases, the Mortgaged Properties and the
Mortgage Loans, in accordance with the Servicing Standard and this Agreement, for the purpose of paying (a) real estate taxes, (b) in the case of Leasehold Mortgaged Properties, payments required to be made under the related ground leases,
(c) premiums on Property Insurance Policies (not already paid pursuant to Section 2.11 of the Indenture, as confirmed by the applicable Issuers) and (d) other amounts necessary to preserve or maintain the security interest and lien of
the Indenture Trustee in, and value of, each related Mortgaged Property (including any costs and expenses necessary to re-lease such Mortgaged Property), Lease or Mortgage Loan (including costs and expenses
related to collection efforts). 
 (ii) All customary, reasonable and necessary out-of-pocket costs and expenses incurred by the Property Manager or the Back-Up Manager (or, if applicable, the Special Servicer) in connection with the servicing of a
Mortgage Loan after a default, delinquency or other unanticipated event, or in connection with the administration of any REO Property, including, but not limited to, the cost of (a) compliance with the obligations of the Property Manager or the
Special Servicer set forth in Sections 2.04(c), 3.03(c) and 3.17(b), (b) the preservation, insurance, restoration, protection and management of any Collateral, including the cost of any “force placed” insurance policy
purchased by the Property Manager to the extent such cost is allocable to a particular item of Collateral that the Property Manager is required to cause to be insured pursuant to Section 3.07(a), (c) obtaining any
Liquidation Proceeds (insofar as such Liquidation Proceeds are of the nature described in the definition thereof) or Property Insurance Proceeds in respect of any Collateral or REO Property, (d) any enforcement of judicial proceedings with
respect to any Collateral, including foreclosures, and (e) the operation, management, maintenance and liquidation of any REO Property. 

Notwithstanding anything to the contrary, “Property Protection Advances” shall not include allocable overhead of the Property
Manager or the Special Servicer, such as costs for office space, office equipment, supplies and related expenses, employee salaries and related expenses and similar internal costs and expenses. 

“Property Transfer Agreements”: As defined in the Indenture. 

“Protective Mortgage Loan”: Means any Mortgage Loan (a) with respect to which Spirit Realty or an affiliate
thereof is the Borrower and (b) that was acquired by any Issuer in lieu of such Issuer acquiring the Mortgaged Property or Mortgaged Properties securing such Mortgage Loan in order to reduce or eliminate any actual or potential liability that
such Issuer would have had in the event that such Mortgaged Property or Mortgaged Properties were acquired by such Issuer. 

  
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 “Purchase Option Deficiency”: An amount equal to the deficiency, if any,
between 125% of the Allocated Loan Amount of a Mortgaged Property released in connection with a Third Party Purchase Option and the related Third Party Option Price for such Mortgaged Property. 

“Purchase Premium”: As defined in Section 7.01(c). 

“Qualified Insurer”: An insurance company or security or bonding company qualified to write the related Property
Insurance Policy in the relevant jurisdiction. 
 “Qualified Substitute Mortgage Loan”: Any Qualified Substitute
Protective Mortgage Loan or any other commercial real estate loan acquired by the applicable Issuer (a) in substitution for a Released Mortgage Loan, (b) with the proceeds (or a portion thereof) from the sale of a Released Mortgage Loan or
(c) with the proceeds (or a portion thereof) of a Balloon Payment or Principal Prepayment on a Mortgage Loan and which, in the case of any such commercial real estate loan, as of the date of the acquisition thereof, (i) is secured by one
or more Mortgaged Properties that would constitute a Qualified Substitute Mortgaged Property (other than any requirements set forth in clauses (iii) and (vii) of the definition thereof) in the event that it (or they) were exchanged by such
Issuer for the Mortgaged Property (or Mortgaged Properties) securing such Released Mortgage Loan or the Mortgage Loan with respect to which such Balloon Payment or Principal Prepayment was received, as applicable (it being understood that, for the
purposes of this clause (i), the Collateral Value of each such Mortgaged Property shall be determined in accordance with clause (i) of the definition of “Collateral Value” as if it did not secure a Mortgage Loan), (ii) has an unpaid
principal balance that, when combined with any cash proceeds received (or to be received) in connection with such substitution or such sale, if applicable, and the principal balance of each other commercial real estate loan acquired (or to be
acquired) by the applicable Issuer in substitution for such Released Mortgage Loan or with the proceeds of such sale or such Balloon Payment or Principal Prepayment, as applicable, is not less than the unpaid principal balance of such Released
Mortgage Loan or the amount of such Balloon Payment or Principal Prepayment, as applicable (other than the amount of such Balloon Payment or Principal Prepayment that will remain in the Release Account after giving effect to such acquisition), (iii)
has an Interest Rate not more than one percentage point less than such Released Mortgage Loan or the Mortgage Loan with respect to which such Balloon Payment or Principal Prepayment was made, as applicable, (iv) subject to any exceptions with
respect to which the Rating Condition is satisfied or the Requisite Global Majority has consented, the applicable Issuer has obtained from an Originator or itself has made, with respect to such commercial real estate loan, all of the representations
and warranties originally made with respect to such Released Mortgage Loan or Mortgage Loan with respect to which such Balloon Loan or Principal Prepayment was made (with each date therein referring to, unless otherwise expressly stated, the date of
such acquisition), (v) pays interest and, if applicable, principal on a monthly basis, (vi) has been approved in writing by the Support Provider, (vii) has a maturity date that is not more than one year earlier than such Released Mortgage
Loan or Mortgage Loan with respect to which the Balloon Payment or Principal Prepayment was made, (viii) if such commercial real estate loan would constitute a Balloon Loan and either such Released Mortgage Loan was a Balloon Loan or such
commercial real estate loan is being acquired with the proceeds of a Balloon Payment, such commercial real estate loan has a balloon payment that is 

  
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not more than 10.0% larger than the Balloon Payment relating to such Released Mortgage Loan or such Balloon Payment, as applicable and (ix) that has a Loan-to-Value Ratio no greater than the higher of (a) 80.0% and (b) the Loan-to-Value Ratio of the Released Mortgage Loan
(or the Mortgage Loan with respect to which the Balloon Payment or Principal Prepayment was made). If one or more of the foregoing criteria are not met (x) other than with respect to a commercial real estate loan being acquired with the
proceeds of a Balloon Payment or Principal Prepayment, such commercial real estate loan will be a Qualified Substitute Mortgage Loan if the Qualified Substitute Mortgage Loan Waiver Criteria are satisfied with respect to such commercial real estate
loan or (y) with respect to a commercial real estate loan being acquired with the proceeds of a Balloon Payment or Principal Prepayment, such commercial real estate loan will be a Qualified Substitute Mortgage Loan if the Special Servicer
considers such acquisition to be in the interest of the Noteholders and the Rating Agency Notification Condition is satisfied in connection with such acquisition. 

“Qualified Substitute Mortgage Loan Waiver Criteria”: Means criteria that will be satisfied with respect to any
commercial real estate loan in the event that: (1) the Special Servicer considers the acquisition by the applicable Issuer of such commercial real estate loan to be in the interest of the Noteholders and (2) either (x) the Rating Condition
is satisfied in connection with such acquisition or (y) both (A) the Rating Agency Notification Condition is satisfied in connection with such acquisition and (B) after giving effect to such acquisition, the aggregate Collateral Values
(determined as of the date of acquisition by the applicable Issuer) of all commercial real estate loans acquired pursuant to this clause (2)(y) and all commercial real estate properties acquired pursuant to clause (2)(y) of the Qualified Substitute
Mortgaged Property Waiver Criteria, in each case during the Closing Date Period in which such acquisition occurs, will not exceed 5.0% of the Aggregate Collateral Value (determined as of the Starting Closing Date with respect to such Closing Date
Period). 
 “Qualified Substitute Mortgaged Property”: Any commercial real estate property acquired by the
applicable Issuer (a) in substitution for a Released Mortgaged Property or a Released Mortgage Loan, (b) with the proceeds (or a portion thereof) from the sale of a Released Mortgaged Property or Released Mortgage Loan or (c) with the
proceeds (or a portion thereof) of a Balloon Payment or Principal Prepayment on a Mortgage Loan and which, in any case, as of the date of the acquisition thereof, (i) has a Fair Market Value that, when combined with any cash proceeds received
(or to be received) in connection with such substitution or such sale, if applicable, and the Fair Market Value of each other commercial real estate property acquired (or to be acquired) by the Issuer in substitution for such Released Mortgaged
Property or Released Mortgage Loan or with the proceeds of such sale or such Balloon Payment or Principal Prepayment, as applicable, is equal to or greater than (x) in the case of a Released Mortgaged Property, the Fair Market Value of such
Released Mortgaged Property, (y) in the case of a Released Mortgage Loan, the principal balance of such Released Mortgage Loan or (z) in the case of a Balloon Payment or Principal Prepayment, the amount of such Balloon Payment or Principal
Prepayment, as applicable (other than the amount of such Balloon Payment or Principal Prepayment that will remain in the Release Account after giving effect to such acquisition), (ii) has a Collateral Value that, when combined with any cash proceeds
received (or to be received) in connection with such substitution or such sale, if applicable, and the Collateral Value of each other commercial real estate property acquired (or to be acquired) by the Issuer in substitution


  
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for such Released Mortgaged Property or Released Mortgage Loan or with the proceeds of such sale or such Balloon Payment or Principal Prepayment, as applicable, is equal to or greater than
(x) in the case of a Released Mortgaged Property, the Collateral Value of such Released Mortgaged Property, (y) in the case of a Released Mortgage Loan, the principal balance of such Released Mortgage Loan or (z) in the case of a
Balloon Payment or Principal Prepayment, the amount of such Balloon Payment or Principal Prepayment, as applicable (other than the amount of such Balloon Payment or Principal Prepayment that will remain in the Release Account after giving effect to
such acquisition), (iii) subject to any exceptions with respect to which the Rating Condition is satisfied or the Requisite Global Majority has consented, such Issuer has obtained from an Originator or itself has made, with respect to such
commercial real estate property, all of the representations and warranties originally made with respect to such Released Mortgaged Property, or, in the event that such commercial real estate property is being acquired in substitution for, or with
the proceeds of, any Released Mortgage Loan, or the proceeds of any Balloon Payment or Principal Prepayment of a Mortgage Loan, the representations contemplated by Section 2.19 of the Indenture for Mortgaged Properties (in each case, with each
date therein referring to, unless otherwise expressly stated, the date of such acquisition), (iv) in the event that such commercial real estate property were included as a Mortgaged Property in the Collateral Pool as of the end of the Collection
Period preceding the Collection Period in which such acquisition occurs, it would not have lowered the weighted average of the FCCR for all Mortgaged Properties in the Collateral Pool and all Mortgaged Properties securing Mortgage Loans in the
Collateral Pool, based upon the most recent determination of each such FCCR by the Property Manager (weighted based on the Allocated Loan Amount of each such Mortgaged Property), (v) in the event that any lease relating to such commercial real
estate property were included as a “Lease” in the Collateral Pool as of the end of the Collection Period preceding the Collection Period in which such acquisition occurs, it would not have lowered the weighted average of the Monthly Lease
Payments for all Leases in the Collateral Pool and all leases relating to Mortgaged Properties securing Mortgage Loans in the Collateral Pool (weighted based on the Allocated Loan Amount of each such Mortgaged Property), (vi) in the event that any
lease relating to such commercial real estate property were included as a “Lease” in the Collateral Pool as of the end of the Collection Period preceding the Collection Period in which such acquisition occurs, it would not have lowered the
weighted average of the remaining lease term for all Leases in the Collateral Pool and all leases relating to Mortgaged Properties securing Mortgage Loans in the Collateral Pool (weighted based on the Allocated Loan Amount of each such Mortgaged
Property), (vii) if the tenant thereof or any third party has an option to purchase such commercial real estate property, the contractual amount of such option price is no less than what the Allocated Loan Amount of such commercial real estate
property would be after giving effect to such acquisition, (viii) has been approved in writing by the Support Provider, (ix) is leased pursuant to a “triple net” lease and (x) has an appraisal that meets the applicable
requirements set forth in the definition of “Appraised Value.” If one or more of the foregoing criteria are not met, such commercial real estate property will be a Qualified Substitute Mortgaged Property if the Qualified Substitute
Mortgaged Property Waiver Criteria are satisfied with respect to such commercial real estate property. 
 “Qualified Substitute
Mortgaged Property Waiver Criteria”: Means criteria that will be satisfied with respect to any commercial real estate property in the event that: (1) the Special Servicer considers the acquisition by the applicable Issuer of such
commercial real estate 

  
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property to be in the interest of the Noteholders and (2) either (x) the Rating Condition is satisfied in connection with such acquisition or (y) both (A) the Rating Agency Notification
Condition is satisfied in connection with such acquisition and (B) after giving effect to such acquisition, the aggregate Collateral Values (determined as of the date of acquisition by the Issuer) of all commercial real estate properties
acquired pursuant to this clause (2)(y) and all commercial real estate loans acquired pursuant to clause (2)(y) of the Qualified Substitute Mortgage Loan Waiver Criteria, in each case during the Closing Date Period in which such acquisition occurs,
will not exceed 5.0% of the Aggregate Collateral Value (determined as of the Starting Closing Date with respect to such Closing Date Period). 

“Qualified Substitute Protective Mortgage Loan”: Means any Protective Mortgage Loan that (i) is secured by one or
more Mortgaged Properties that would constitute a Qualified Substitute Mortgaged Property (other than any requirements set forth in clauses (iii) and (vii) of the definition thereof) in the event that it (or they) were exchanged by an Issuer
for the Released Mortgaged Property (it being understood that, for the purposes of this clause (i), the Collateral Value of each such Mortgaged Property shall be determined in accordance with clause (i) of the definition of “Collateral
Value” as if it did not secure a Mortgage Loan), (ii) has an unpaid principal balance that, when combined with any cash proceeds received (or to be received) in connection with the substitution or sale of the applicable Released Mortgaged
Property, if applicable, and the principal balance of each other commercial real estate loan or commercial real estate property acquired (or to be acquired) by the applicable Issuer in substitution for such Released Mortgaged Property or with the
proceeds of such sale or substitution, is not less than the Collateral Value of such Released Mortgaged Property, (iii) with respect to which, subject to any exceptions with respect to which the Rating Condition is satisfied or the Requisite
Global Majority has consented, the applicable Issuer has obtained from an Originator or itself has made, with respect to such Protective Mortgage Loan, the representations and warranties set forth herein with respect to Mortgage Loans (with each
date therein referring to, unless otherwise expressly stated, the date of such acquisition) and (iv) has been approved in writing by the Support Provider. 

“Rating Agency”: As defined in the Indenture. 

“Rating Agency Notification Condition”: As defined in the Indenture. 

“Rating Condition”: As defined in the Indenture. 

“Re-Appraised Value: With respect to each Mortgaged Property that is the subject of
a Global Appraisal Event, the Appraised Value that is determined with respect to such Mortgaged Property in connection with such Global Appraisal Event. In the event that multiple Global Appraisal Events occur with respect to the same Mortgaged
Property, the Appraised Value determined with respect to the most recent Global Appraisal Event shall constitute the Re-Appraised Value of such Mortgaged Property. 

“Reimbursement Rate”: The rate per annum applicable to the accrual of Advance Interest, which rate per annum is equal
to the Prime Rate plus 2.0%. 
 “Release”: As defined in Section 7.01(a). 

  
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 “Release Account”: The segregated account established and maintained by
the Indenture Trustee on behalf of the Noteholders and the Issuers. 
 “Release Price”: As defined in
Section 7.01(b). 
 “Released Mortgage Loan”: As defined in
Section 7.01(a). 
 “Released Mortgaged Property”: As defined in
Section 7.01(a). 
 “Remittance Date”: The Business Day preceding each Payment Date. 

“Removed Mortgaged Property”: Each Third Party Option Mortgaged Property and each Lease Transfer Mortgaged Property,
released at any time from the lien of the Indenture. 
 “REO Acquisition”: The acquisition of any REO Property
pursuant to Section 3.09. 
 “REO Disposition”: The sale or other disposition of any REO
Property pursuant to Section 3.18. 
 “REO Property”: A Mortgaged Property acquired by or
on behalf of the Indenture Trustee through foreclosure, acceptance of a deed-in-lieu of foreclosure or otherwise in accordance with applicable law in connection with the
default or imminent default of a Mortgage Loan. 
 “REO Revenues”: All income, rents, profits and proceeds derived
from the ownership, operation or leasing of any REO Property. 
 “Request for Release”: A request signed by a
Servicing Officer, as applicable, of the Property Manager substantially in the form of Exhibit B attached hereto or of the Special Servicer substantially in the form of Exhibit C attached hereto. 

“Requisite Global Majority”: As defined in the Indenture. 

“Responsible Officer”: As defined in the Indenture. 

“Restaurant Concept”: With respect to any properties operated within the Restaurants Business Sector, any chain of
properties that share substantially the same characteristics. 
 “Retail Industry”: All industry sectors where goods
are sold directly to end users. 
 “S&P”: Standard & Poor’s Rating Services, a division of The
McGraw-Hill Companies, Inc. 
 “Series”: As defined in the Indenture. 

  
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 “Series 2014-1 Supplement”: The
Series 2014-1 Supplement to the Indenture, dated as of the date hereof, among the Issuers and the Indenture Trustee, as amended, supplemented or modified from time to time. 

“Series Account: As defined in the Indenture. 

“Series Closing Date”: As defined in the Indenture. 

“Series Supplement”: As defined in the Indenture. 

“Service Industry”: All industry sectors where services are provided to end users. 

“Servicer Replacement Event”: The meaning specified in Section 6.01(a). 

“Servicing Account”: The segregated account or accounts created and maintained pursuant to
Section 3.03(a). 
 “Servicing Fees”: With respect to each Mortgage Loan, Mortgaged
Property and Lease, the Property Management Fee, the Back-Up Fee, the Special Servicing Fee, if any, and the Additional Servicing Compensation, if any. 

“Servicing File”: Any documents (other than documents required to be part of the related Loan File or Lease File) in
the possession of the Property Manager or the Special Servicer and relating to the origination and servicing of any Mortgage Loan or Lease or the administration of any Mortgaged Property (including copies of all applicable Property Insurance
Policies with respect thereto). 
 “Servicing Officer”: Any officer or employee of the Property Manager or the
Special Servicer, as applicable, involved in, or responsible for, the administration, management and servicing of the Mortgage Loans, Mortgaged Properties and Leases, whose name and specimen signature appear on the list of servicing officers
furnished, from time to time, by such party to the applicable Issuers and the Indenture Trustee. 
 “Servicing
Standard”: To provide property management services for the Mortgaged Properties and to service and special service the Mortgage Loans and Leases on behalf of the applicable Issuers in accordance with applicable law, the terms of this
Agreement, the terms of the respective Mortgage Loans and Leases and, to the extent consistent with the foregoing, (x) in the same manner in which, and with the same care, skill, prudence and diligence with which, the Property Manager or the
Special Servicer, as the case may be, (a) services and administers similar mortgage loans, leases and mortgaged properties for other third party portfolios or (b) administers similar mortgage loans, leases and mortgaged properties for its
own account or (y) in a manner normally associated with the servicing and administration of similar properties, whichever standard is highest, in all cases taking into account the best interests of the Noteholders and taking into consideration
the maximization of revenue, but without regard to: (i) any known relationship that the Property Manager or Special Servicer, or an Affiliate of the 

  
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Property Manager or Special Servicer, may have with any Issuer, any Originator, the Support Provider, any Tenant, any Borrower, any of their respective Affiliates or any other party to the
Transaction Documents; (ii) the ownership of any Note or LLC Interest by the Property Manager or Special Servicer or any Affiliate of the Property Manager or Special Servicer, as applicable; (iii) the Property Manager’s obligation to
make Advances, to incur servicing expenses or to withdraw (or, in the event the Property Manager is Spirit Realty, to direct the Indenture Trustee to withdraw) funds from the Collection Account to pay Emergency Property Expenses with respect to the
Mortgage Loans, the Leases or the Mortgaged Properties; (iv) the Property Manager’s or Special Servicer’s right to receive compensation for its services or reimbursements of the costs under this Agreement; (v) the ownership,
servicing or management for others, by the Property Manager, the Special Servicer or any Originator or other Affiliate of any other leases or property; (vi) the repurchase and indemnification obligations of the Originators or Support Provider;
or (vii) the existence of any loans made to a Tenant by the Property Manager, the Special Servicer or Spirit Realty or any Affiliate of the Property Manager, the Special Servicer or Spirit Realty. 

“Servicing Transfer Agreement”: As defined in Section 5.04. 

“Servicing Transfer Date”: As defined in Section 5.04. 

“Servicing Transfer Event”: With respect to any Mortgaged Property, the occurrence of any of the events described in
clauses (a) through (e) of the definition of “Specially Serviced Lease.” With respect to any Mortgage Loan, the occurrence of any of the events described in clauses (a) through (e) of the definition of “Specially Serviced
Loan.” 
 “Special Servicer”: Spirit Realty, in its capacity as special servicer under this Agreement, or any
successor special servicer appointed as herein provided. 
 “Special Servicer Additional Servicing Compensation”: As
defined in Section 3.11(d). 
 “Special Servicer Report”: As defined in
Section 4.01(b). 
 “Special Servicing Fee”: With respect to each Specially Serviced
Asset, the fee designated as such and payable to the Special Servicer pursuant to the first paragraph of Section 3.11(c). 

“Special Servicing Fee Rate”: With respect to each Specially Serviced Asset, a fixed percentage rate equal to 0.75%
per annum. 
 “Specially Serviced Asset”: A Specially Serviced Lease or a Specially Serviced Loan. 

“Specially Serviced Lease”: Any Lease as to which any of the following events occurs or exists: 

  
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 (a) any Monthly Lease Payment becomes delinquent for 60 or more consecutive days; 

(b) the Property Manager determines in its good faith and reasonable judgment that a default in making a Monthly Lease Payment is likely to
occur within 30 days and is not likely to be remedied for 60 days; 
 (c) the Property Manager receives written notice from the Tenant
indicating that such Tenant cannot make future Monthly Lease Payments or requesting a reduction in the amount of its Monthly Lease Payments; 

(d) a default (other than as described in clause (a) above) occurs that materially and adversely affects the interests of the Issuers and
that continues unremedied for the applicable grace period under the terms of the Lease (or, if no grace period is specified, for 30 days); or 

(e) the related Tenant becomes insolvent, readjusts its debt, is subject to marshaling of assets and liabilities, or similar proceedings in
respect of the related Tenant occur, or as to which the related Tenant (in the good faith and reasonable judgment of the Property Manager) takes actions indicating its insolvency or its inability to pay its obligations or the Property Manager or the
Special Servicer receives notice of commencement of foreclosure or similar proceedings with respect to the related Mortgaged Property. 

“Specially Serviced Lease Trigger Event”: Each of the circumstances identified in clauses (a) through (e) of the
definition of the term “Specially Serviced Lease”. 
 “Specially Serviced Loan”: Any Mortgage Loan as to
which any of the following events has occurred: 
 (a) any Monthly Loan Payment becomes delinquent for 60 or more consecutive days; 

(b) the Property Manager determines in its good faith and reasonable judgment that a default in making a Monthly Loan Payment is likely to
occur within 30 days and is not likely to be remedied for 60 days; 
 (c) the Property Manager receives written notice from the Borrower
indicating that such Borrower cannot make future Monthly Loan Payments or requesting a reduction in the amount of its payment; 
 (d) a
default (other than as described in clause (a) above) occurs that materially and adversely affects the interests of the Issuers and that continues unremedied for the applicable grace period under the terms of the Mortgage Loan (or, if no grace
period is specified, for 30 days); or 
 (e) the related Borrower becomes insolvent, readjusts its debt, is subject to marshaling of assets
and liabilities, or similar proceedings in respect of the related Borrower occur, or as to which the related Borrower (in the good faith and reasonable judgment of the Property Manager) takes actions indicating its insolvency or its inability to pay
its obligations or the Property Manager or the Special Servicer receives notice of commencement of foreclosure or similar proceedings with respect to the related Mortgaged Property. 

  
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 “Specially Serviced Loan Trigger Event”: Each of the circumstances
identified in clauses (a) through (e) of the definition of the term “Specially Serviced Loan”. 
 “Spirit
Realty”: Spirit Realty, L.P., a Delaware limited partnership, and its successors and assigns. 
 “Spirit
SPE”: Any special purpose, bankruptcy remote subsidiary (direct or indirect) of Spirit Realty (other than any Originator). 

“Starting Closing Date”: With respect to any Closing Date Period, the Series Closing Date upon which such Closing Date
Period commences. 
 “Sub-Manager”: Any Person with which the
Property Manager or the Special Servicer has entered into a Sub-Management Agreement. 

“Sub-Management Agreement”: The written contract between the Property Manager
or the Special Servicer, on the one hand, and any Sub-Manager, on the other hand, relating to servicing and administration of Mortgage Loans, Leases and Mortgaged Properties, as provided in
Section 3.21, as may be amended, supplemented or otherwise modified. 
 “Successor Property
Manager”: As defined in Section 6.01(b). 
 “Successor Replacement Date”: As defined in
Section 6.01(b). 
 “Successor Special Servicer”: As defined in Section 6.01(b). 

“Support Provider”: Spirit Realty or any successor support provider. 

“Sweep Period”: As defined in the Indenture. 

“Tax Required Condition”: As defined in Section 7.01(a). 

“Tenant”: With respect to each Lease, the tenant under such Lease and any successor or assign thereof. 

“Third Party Option Mortgaged Property”: As defined in Section 7.02(a). 

“Third Party Option Price”: A cash price equal to the amount specified in a related Lease or other Lease Document or
related agreement, as payable by a Tenant or any other Person in connection with the exercise of a Third Party Purchase Option. 

  
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 “Third Party Purchase Option”: An option of a Tenant or any other Person
under or in connection with a Lease or related agreements to purchase the related Mortgaged Property before or at the expiration of the Lease term. 

“Title Company”: As defined in Section 2.03(a). 

“Title Insurance Policies”: As defined in Section 2.03(a). 

“Total Debt Service”: As defined in the Indenture. 

“Transfer Date”: The date on which a Mortgage Loan or Mortgaged Property is acquired by the applicable Issuer. 

“Transaction Documents”: As defined in the Indenture. 

“Unscheduled Principal Payment”: On any Payment Date, the sum of (a) the Unscheduled Proceeds deposited into the
Collection Account during the Collection Period relating to such Payment Date plus (b) any Purchase Option Deficiency arising during such Collection Period, together with any Purchase Option Deficiency from any prior Payment Date or related
Collection Period with respect to which Available Amounts were not allocated to any Series pursuant to Section 2.11(b) the Indenture. 

“Unscheduled Proceeds”: Collectively, Liquidation Proceeds, Condemnation Proceeds, Property Insurance Proceeds,
Release Prices, Balloon Payments and Purchase Premiums; provided, however, that any amounts which are on deposit in the Release Account shall not be deemed Unscheduled Proceeds until such amounts have been transferred to the Collection
Account. 
 “Uniform Commercial Code”: The Uniform Commercial Code as in effect in any applicable jurisdiction. 

“Workout Fee”: With respect to each Corrected Loan and each Corrected Lease, the fee payable to the Special Servicer
pursuant to Section 3.11(f). 
 “Workout Fee Rate”: With respect to each Corrected Loan
and each Corrected Lease, a fixed percentage rate equal to 0.50%. 
 “Yield Maintenance Premium”: With respect to
any Mortgage Loan, any premium, penalty or fee paid or payable, as the context requires, by a Borrower in connection with a Principal Prepayment on or other early collection of principal of a Mortgage Loan. 

Section 1.02. Other Definitional Provisions. 

(a) All terms defined in this Agreement shall have the defined meanings when used in any certificate or other document made or
delivered pursuant hereto unless otherwise defined therein. 

  
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 (b) As used in this Agreement and in any certificate or other document made or
delivered pursuant hereto or thereto, accounting terms not defined in this Agreement or in any such certificate or other document, and accounting terms partly defined in this Agreement or in any such certificate or other document, to the extent not
defined, shall have the respective meanings given to them under GAAP. To the extent that the definitions of accounting terms in this Agreement or in any such certificate or other document are inconsistent with the meanings of such terms under GAAP,
the definitions contained in this Agreement or in any such certificate or other document shall control. 
 (c) The words
“hereof,” “herein,” and “hereunder” and words of similar import when used in this Agreement shall refer to this Agreement as a whole and not to any particular provision of this Agreement; Section and Exhibit references
contained in this Agreement are references to Sections and Exhibits in or to this Agreement unless otherwise specified; a reference to a subsection or other subdivision without further reference to a Section is a reference to such subsection or
other subdivision as contained in the Section in which the reference appears; and the words “include” and “including” shall mean without limitation by reason of enumeration. 

(d) The definitions contained in this Agreement are applicable to the singular as well as the plural forms of such terms and to
the masculine as well as the feminine and neuter genders of such terms. 
 (e) Any agreement, instrument or statute defined
or referred to herein or in any instrument or certificate delivered in connection herewith means such agreement, instrument or statute as from time to time amended, modified or supplemented and includes (in the case of agreements or instruments)
references to all attachments thereto and instruments incorporated therein; references to a Person are also to its permitted assignees. 

Section 1.03. Certain Calculations in Respect of the Leases and the Mortgage Loans. 

(a) All amounts collected in respect of any Lease in the form of payments from the related Tenants, Guaranties, Property
Insurance Proceeds or otherwise shall be applied to amounts due and owing under the Lease in accordance with the express provisions of such Lease, and all amounts collected in respect of any Mortgage Loan in the form of payments from the related
Borrower, Guaranties, Liquidation Proceeds or Property Insurance Proceeds shall be applied to amounts due and owing under the related Mortgage Note and Mortgage (including for principal and accrued and unpaid interest) in accordance with the express
provisions of the related Mortgage Note and Mortgage; in the absence of such express provisions, all amounts collected shall be applied for purposes of this Agreement: (i) with respect to amounts collected in respect to any Lease, first,
as a recovery of any related and unreimbursed Property Protection Advances, and second, in accordance with the Servicing Standard, but subject to Section 1.03(c), as a recovery of any other amounts then due and owing
under such Lease, including, without limitation, Additional Rent and Default Interest; and (ii) with respect to amounts collected in respect of any Mortgage Loan, first, as a recovery of any related and unreimbursed Property Protection
Advances, second, as a recovery of accrued and unpaid interest at the related 

  
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Interest Rate on such Mortgage Loan to but not including, as appropriate, the date of receipt or the Due Date in the Collection Period of receipt, third, as a recovery of principal of such
Mortgage Loan then due and owing, including by reason of acceleration of the Mortgage Loan following a default thereunder (or, if a liquidation event has occurred in respect of such Mortgage Loan, a recovery of principal to the extent of its entire
remaining unpaid principal balance), fourth, as a recovery of any Yield Maintenance Premium then due and owing under such Mortgage Loan, fifth, in accordance with the Servicing Standard, but subject to
Section 1.03(c), as a recovery of any other amounts then due and owing under such Mortgage Loan, including Default Interest, and sixth, as a recovery of any remaining principal of such Mortgage Loan to the extent of
its entire remaining unpaid principal balance. Any proceeds derived from an unleased Mortgaged Property (exclusive of related operating costs, including reimbursement of Property Protection Advances made by the Property Manager or the Back-Up Manager in connection with the operation and disposition of such Mortgaged Property) shall be applied by the Property Manager in the same manner as if they were Monthly Lease Payments due on the previously
existing Lease for such Mortgaged Property until such Lease becomes a Liquidated Lease pursuant to the terms of such Lease and the related Lease Documents. 

(b) Collections in respect of each REO Property (exclusive of amounts to be applied to the payment of the costs of operating,
managing, maintaining and disposing of such REO Property) shall be treated: first, as a recovery of any related and unreimbursed Property Protection Advances; second, as a recovery of accrued and unpaid interest on the related
Mortgage Loan at the related Interest Rate to but not including the Due Date in the Collection Period of receipt; third, as a recovery of principal of the related Mortgage Loan to the extent of its entire unpaid principal balance; and
fourth, in accordance with the Servicing Standard, but subject to Section 1.03(c), as a recovery of any other amounts deemed to be due and owing in respect of the related Mortgage Loan. 

(c) Insofar as amounts received in respect of any Lease, Mortgage Loan or REO Property which are allocable to fees and charges
owing in respect of such Lease, Mortgage Loan or REO Property which constitute Additional Servicing Compensation payable to the Property Manager or Special Servicer are insufficient to cover the full amount of such fees and charges, such amounts
shall be allocated between such of those fees and charges as are payable to the Property Manager, on the one hand, and as are payable to the Special Servicer, on the other, pro rata in accordance with their respective entitlements with
respect to such Lease, Mortgage Loan or REO Property. 
 (d) The foregoing applications of amounts received in respect of any
Lease, Mortgage Loan or REO Property shall be determined by the Property Manager and reflected in the appropriate monthly Determination Date Report and any Modified Collateral Detail and Realized Loss Report. 

(e) Notwithstanding the early termination of any Lease resulting from a default by the related Tenant, such Lease will be
treated for purposes of determining Servicing Fees and Indenture Trustee Fees as remaining in effect until such Lease becomes a Liquidated Lease. 

  
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 Section 1.04. Fee Calculations; Interest Calculations. 

(a) The calculation of the Servicing Fees shall be made in accordance with Section 3.11. All dollar
amounts calculated hereunder shall be rounded to the nearest penny with one-half of one penny being rounded up. 

(b) The amount of interest accrued on each Mortgage Loan during any Interest Accrual Period will be calculated in arrears based
on the terms specified in the related Mortgage Documents. 
 ARTICLE II 

REPRESENTATIONS AND WARRANTIES; RECORDINGS AND FILINGS; BOOKS 

AND RECORDS; DEFECT, BREACH, CURE, REPURCHASE AND SUBSTITUTION; 

FINANCIAL COVENANTS 

Section 2.01. Representations and Warranties of Spirit Realty and the Back-Up Manager.

 (a) Spirit Realty represents and warrants to the other parties hereto, and for the benefit of the Issuers, the Indenture
Trustee on behalf of the Noteholders, as of each Series Closing Date: 
 (i) Spirit Realty is a limited partnership duly
organized, validly existing, and in good standing under the laws of the State of Delaware and is in compliance with the laws of each state (within the United States of America) in which any Mortgaged Property is located to the extent necessary to
its performance under this Agreement; 
 (ii) The execution and delivery of this Agreement by Spirit Realty, and the
performance and compliance with the terms of this Agreement by Spirit Realty, do not violate its organizational documents or constitute an event that, with notice or lapse of time, or both, would constitute a default under, or result in the breach
of, any material agreement or other instrument to which it is a party or by which it is bound; 
 (iii) Spirit Realty has the
power and authority to enter into and consummate all transactions to be performed by it contemplated by this Agreement, has duly authorized the execution, delivery and performance by it of this Agreement, and has duly executed and delivered this
Agreement; 
 (iv) This Agreement, assuming due authorization, execution and delivery by each of the other parties hereto,
constitutes a valid, legal and binding obligation of Spirit Realty, enforceable against Spirit Realty in accordance with the terms hereof (except as such enforceability may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization,
moratorium and other similar laws affecting creditors’ rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair dealing); 

  
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 (v) Spirit Realty is not in violation of, and its execution and delivery of this
Agreement and its performance and compliance with the terms of this Agreement will not constitute a violation of, any law, any order or decree of any court or arbiter, or any order, regulation or demand of any federal, state or local governmental or
regulatory authority, which violation is likely to affect materially and adversely either the ability of Spirit Realty to perform its obligations under this Agreement or the financial condition of Spirit Realty; 

(vi) No litigation is pending or, to Spirit Realty’s knowledge, threatened against Spirit Realty that is reasonably likely
to be determined adversely to Spirit Realty and, if determined adversely to Spirit Realty, would prohibit Spirit Realty from entering into this Agreement or that, in Spirit Realty’s good faith and reasonable judgment, is likely to materially
and adversely affect either the ability of Spirit Realty to perform its obligations under this Agreement or the financial condition of Spirit Realty; 

(vii) No consent, approval, authorization or order under any court or governmental agency or body is required for the
execution, delivery and performance by Spirit Realty of, or the compliance by Spirit Realty with, this Agreement or the consummation of the transactions of Spirit Realty contemplated by this Agreement, except for any consent, approval, authorization
or order that has been obtained or that if not obtained would not have a material and adverse affect on the ability of Spirit Realty to perform its obligations hereunder; and 

(viii) Each officer and employee of Spirit Realty that has responsibilities concerning the management, servicing and
administration of Mortgaged Properties, Leases and Mortgage Loans is covered by errors and omissions insurance and the fidelity bond as and to the extent required by Section 3.07(c). 

(b) The representations and warranties of Spirit Realty set forth in Section 2.01(a) shall survive
the execution and delivery of this Agreement and shall inure to the benefit of the Persons to whom and for whose benefit they were made until all amounts owed to the Noteholders under or in connection with this Agreement, the Indenture and the Notes
have been indefeasibly paid in full. Upon discovery by any party hereto of any breach of any of the foregoing representations and warranties, the party discovering such breach shall give prompt written notice to the other parties. 

(c) Any successor Property Manager or Special Servicer shall be deemed to have made, as of the date of its succession, each of
the representations and warranties set forth in Section 2.01(a), subject to such appropriate modifications to the representation and warranty set forth in Section 2.01(a)(i) to accurately reflect
such successor’s jurisdiction of organization and whether it is a corporation, partnership, bank, association or other type of organization. 

  
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 (d) The Back-Up Manager represents and
warrants to the other parties hereto, and for the benefit of the Issuers and the Indenture Trustee on behalf of the Noteholders, as of each Series Closing Date: 

(i) The Back-Up Manager is a national banking association duly organized, validly
existing, and in good standing under the laws of the United States of America and is in compliance with the laws of each state (within the United States of America) in which any Mortgaged Property is located to the extent necessary to its
performance under this Agreement; 
 (ii) The execution and delivery of this Agreement by the
Back-Up Manager, and the performance and compliance with the terms of this Agreement by the Back-Up Manager, do not violate its organizational documents or constitute an
event that, with notice or lapse of time, or both, would constitute a default under, or result in the breach of, any material agreement or other instrument to which it is a party or by which it is bound; 

(iii) The Back-Up Manager has the corporate power and authority to enter into and
consummate all transactions to be performed by it contemplated by this Agreement, has duly authorized the execution, delivery and performance by it of this Agreement, and has duly executed and delivered this Agreement; 

(iv) This Agreement, assuming due authorization, execution and delivery by each of the other parties hereto, constitutes a
valid, legal and binding obligation of the Back-Up Manager, enforceable against the Back-Up Manager in accordance with the terms hereof (except as such enforceability
may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws affecting creditors’ rights generally or by general equitable principles, whether considered in a proceeding at law or in equity
and by an implied covenant of good faith and fair dealing); 
 (v) The Back-Up
Manager is not in violation of, and its execution and delivery of, this Agreement and its performance and compliance with the terms of this Agreement will not constitute a violation of, any law, any order or decree of any court or arbiter, or any
order, regulation or demand of any federal, state or local governmental or regulatory authority, which violation is likely to affect materially and adversely either the ability of the Back-Up Manager to
perform its obligations under this Agreement or the financial condition of the Back-Up Manager; 

(vi) No litigation is pending or, to the Back-Up Manager’s knowledge, threatened
against the Back-Up Manager that is reasonably likely to be determined adversely to the Back-Up Manager and, if determined adversely to the Back-Up Manager, would prohibit the Back-Up Manager from entering into this Agreement or that, in the Back-Up Manager’s good faith
and reasonable judgment, is likely to materially and adversely affect either the ability of the Back-Up Manager to perform its obligations under this Agreement or the financial condition of the Back-Up Manager; 

  
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 (vii) No consent, approval, authorization or order under any court or
governmental agency or body is required for the execution, delivery and performance by the Back-Up Manager of, or the compliance by the Back-Up Manager with, this
Agreement or the consummation of the transactions contemplated by the Back-Up Manager by this Agreement, except for any consent, approval, authorization or order that has been obtained or that if not obtained
would not have a material and adverse affect on the ability of the Back-Up Manager to perform its obligations hereunder; and 

(viii) Each officer and employee of the Back-Up Manager that has responsibilities
concerning the management, servicing and administration of the Mortgaged Properties, Leases and Mortgage Loans is covered by errors and omissions insurance and the fidelity bond as and to the extent required by
Section 3.07(c). 
 Section 2.02. Representations and Warranties of the Issuers. 

(a) Each Issuer hereby represents and warrants to each of the other parties hereto and for the benefit of the Indenture
Trustee, on behalf of the Noteholders as of each Series Closing Date on or after the date on which such Issuer becomes a party to this Agreement: 

(i) Such Issuer is a limited liability company duly organized, validly existing, and in good standing under the laws of the
State of Delaware and is in compliance with the laws of each state (within the United States of America) in which any applicable Mortgaged Property is located to the extent necessary for the Issuer to perform its obligations under this Agreement;

 (ii) The execution and delivery by such Issuer of this Agreement and the consummation by such Issuer of the transactions
provided for in this Agreement have been duly authorized by all necessary action on the part of the Issuer; 
 (iii) The
execution and delivery of this Agreement by such Issuer, and the performance and compliance with the terms of this Agreement by such Issuer, do not violate its organizational documents or constitute an event that, with notice or lapse of time, or
both, would constitute a default under, or result in the breach of, any material agreement or other instrument to which it is a party or by which it is bound; 

(iv) Such Issuer has the limited liability company power and authority to enter into and consummate all transactions to be
performed by it contemplated by this Agreement, has duly authorized the execution, delivery and performance by it of this Agreement and any applicable Joinder Agreement, and has duly executed and delivered this Agreement and any applicable Joinder
Agreement; 

  
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 (v) This Agreement, assuming due authorization, execution and delivery by each of
the other parties hereto, constitutes a valid, legal and binding obligation of such Issuer, enforceable against such Issuer in accordance with the terms hereof (except as such enforceability may be limited by bankruptcy, insolvency, fraudulent
conveyance, reorganization, moratorium and other similar laws affecting creditors’ rights generally or by general equitable principles, whether considered in a proceeding at law or in equity and by an implied covenant of good faith and fair
dealing); 
 (vi) Such Issuer is not in violation of, and its execution and delivery of, this Agreement or any applicable
Joinder Agreement and its performance and compliance with the terms of this Agreement will not constitute a violation of, any law, any order or decree of any court or arbiter, or any order, regulation or demand of any federal, state or local
governmental or regulatory authority, which violation is likely to affect materially and adversely either the ability of such Issuer to perform its obligations under this Agreement or the financial condition of such Issuer; 

(vii) No litigation is pending or, to such Issuer’s knowledge, threatened against such Issuer that is reasonably likely to
be determined adversely to such Issuer and, if determined adversely to such Issuer, would prohibit such Issuer from entering into this Agreement or that, in such Issuer’s good faith and reasonable judgment, is likely to materially and adversely
affect either the ability of such Issuer to perform its obligations under this Agreement or the financial condition of such Issuer; 

(viii) No consent, approval, authorization or order under any court or governmental agency or body is required for the
execution, delivery and performance by such Issuer of, or the compliance by such Issuer with, this Agreement or the consummation of the transactions of such Issuer contemplated by this Agreement, except for any consent, approval, authorization or
order that has been obtained or that if not obtained would not have a material and adverse affect on the ability of such Issuer to perform its obligations hereunder; 

(ix) Each officer and employee of such Issuer that has responsibilities concerning the management, servicing and administration
of the applicable Mortgaged Properties, Leases and Mortgage Loans is covered by errors and omissions insurance and the fidelity bond as and to the extent required by Section 3.07(c); and 

(x) To such Issuer’s knowledge, each of the Mortgaged Properties owned by such Issuer or securing a Mortgage Loan owned by
such Issuer is a commercial property. 

  
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 (b) The representations and warranties of each Issuer set forth in
Section 2.02(a) shall survive the execution and delivery of this Agreement and shall inure to the benefit of the Persons to whom and for whose benefit they were made for so long as such Issuer remains in existence. Upon
discovery by any party hereto of any breach of any of the foregoing representations and warranties, the party discovering such breach shall give prompt written notice to the other parties. 

Section 2.03. Recordings and Filings; Books and Records. 

(a) In connection with the Grant made by the Issuers to the Indenture Trustee pursuant to the Granting Clause of the Indenture,
each Issuer shall cause the delivery of the applicable Lease Files for the Leases and the applicable Loan Files for the applicable Mortgage Loans to the Custodian in accordance with the Custody Agreement for the benefit of the Indenture Trustee in
furtherance of such Grant and such Issuer shall cause: (i) with respect to the Mortgaged Properties owned by such Issuer (A) each Mortgage, Financing Statement and continuation statement referred to in the definition of “Lease
File” in the Custody Agreement to be submitted to the appropriate Title Company (as defined below) on or before the First Collateral Date with respect thereto for recording or filing, as the case may be, in the appropriate public office for
real property records or for Financing Statements, at the expense of such Issuer and (B) each title insurance binder or commitment referred to in the definition of “Lease File” in the Custody Agreement to be issued as a final title
insurance policy by the title companies (the “Title Companies”) issuing the same (the “Title Insurance Policies”); and (ii) with respect to the Mortgage Loans owned by such Issuer, promptly (and
in any event within 60 days following the applicable First Collateral Date) cause each assignment of Mortgage in favor of the Collateral Agent referred to in clauses (v) and (vi) of the definition of “Loan File” in the Custody
Agreement and each Financing Statement on the applicable UCC form in favor of the Collateral Agent referred to in clause (iii) of such definition to be submitted for recording or filing, as the case may be, in the appropriate public office for
real property records or for Financing Statements. Each such assignment and each Mortgage shall reflect that, following recording, it should be returned by the public recording office to the Custodian, on behalf of the Indenture Trustee (or to the
Property Manager (or its designee), who shall then deliver such recorded document to the Custodian), and each such Financing Statement shall reflect that the file copy thereof should be returned to the Custodian, for the benefit of the Indenture
Trustee (or to the Property Manager (or its designee), who shall then deliver such filed document to the Custodian) following filing; provided, that in those instances where the public recording office retains the original Mortgage,
assignment of Mortgage and assignment of Assignment of Leases, the Property Manager, on behalf of the Indenture Trustee, shall obtain therefrom a certified copy of the recorded original. Each of the Title Companies issuing the Title Insurance
Policies shall be instructed by the applicable Issuer to deliver such policies to the Custodian, for the benefit of the Indenture Trustee. The Property Manager, on behalf of the Indenture Trustee, shall use reasonable efforts to diligently pursue
with the Title Companies the return of each of the Mortgages, assignments of Mortgage and Financing Statements from the appropriate recording or filing offices and the delivery of the Title Insurance Policies by the related Title Companies. If any
such document or instrument is lost or returned unrecorded or unfiled, as the case may be, because of a defect therein, the applicable Issuer shall promptly prepare and cause to be executed a substitute therefor or cure such defect, as the case may
be, and thereafter, such Issuer shall cause the same to be duly recorded or filed, as appropriate. The Property Manager shall file any continuation statements necessary to continue the effectiveness of the Financing Statements. 

  
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 (b) Each Issuer shall deliver to and deposit with, or cause to be delivered to
and deposited with, the Property Manager all documents and records in the possession of such Issuer or any related Originators that relate to the applicable Mortgaged Properties, Leases and Mortgage Loans and that are not required to be a part of a
Lease File or a Loan File in accordance with the definition thereof, and the Property Manager shall hold all such documents and records in trust on behalf of the Indenture Trustee (in hard copy or electronic format). The Property Manager’s
possession of such documents and records shall be at the will of the related Issuer and the Indenture Trustee for the sole purpose of facilitating the servicing and administration of the applicable Leases, Mortgage Loans and Mortgaged Properties
pursuant to this Agreement and such possession by the Property Manager shall be in a custodial capacity only on behalf of the Indenture Trustee. The ownership of such documents and records shall be vested in each Issuer, as applicable, subject to
the lien of the Indenture, and the ownership of all documents and records with respect to the applicable Leases, Mortgage Loans and Mortgaged Properties that are prepared by or which come into possession of the Property Manager or the Special
Servicer shall immediately vest in such Issuer, subject to the lien of the Indenture, and shall be delivered to and deposited with the Property Manager, in the case of documents or records in the hands of the Special Servicer, and retained and
maintained in trust by the Property Manager in such custodial capacity only on behalf of the Indenture Trustee, except as otherwise provided herein. All such documents and records shall be appropriately maintained in a manner to clearly reflect the
ownership of such documents and records by the applicable Issuers, subject to the lien of the Indenture, and that such documents and records are being held on behalf of the Indenture Trustee, and the Property Manager shall release such documents and
records from its custody only in accordance with this Agreement. 
 (c) With respect to any Mortgaged Property or Mortgage
Loan the First Collateral Date of which occurred prior to the Applicable Series Closing Date, no additional documents shall be delivered by any Issuer or Property Manager to, or reviewed by, the Custodian in connection with the Applicable Series
Closing Date, it being understood that the related Loan Files and related Lease Files were previously delivered by each Issuer and reviewed by the Custodian. 

(d) The Property Manager shall monitor the delivery of the Lease Files and the Loan Files to the Custodian, for the benefit of
the Indenture Trustee. 
 Section 2.04. Repurchase or Transfer for Collateral Defects and Breaches of Representations and
Warranties. 
 (a) If any party hereto discovers that any document required to be included in any Loan File or Lease File
is missing (after the date it is required to be delivered) or otherwise deficient (any such absence or deficiency, an “Applicable Absence or Deficiency”) or that there exists a breach of any of the representations and
warranties made by any Originator set forth in the applicable Property Transfer Agreement, any Issuer 

  
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as required under Section 2.19 of the Indenture or Section 3.04 of the Series 2014-1 Supplement or the Support Provider under Section 2 of
the applicable Performance Undertaking with respect to any applicable Mortgage Loan or Mortgaged Property or related Lease (such representations and warranties, the “Applicable Representations”), and if such absence or
deficiency or breach materially and adversely affects the value of such Mortgage Loan or such Mortgaged Property and related Lease or the interests of the applicable Issuer or the Noteholders therein, such party shall give prompt written notice
thereof to the other parties to this Agreement. If such absence, deficiency or breach materially and adversely affects the value of the applicable Mortgage Loan or Mortgaged Property or the related Lease or the interests of the applicable Issuer or
the Noteholders in the related Mortgage Loan or Mortgaged Property or related Lease (a “Collateral Defect”), within 60 days following notice thereof, an applicable Cure Party shall (a) deliver the missing document or
cure the deficiency or breach, as the case may be, in all material respects or (b) repurchase such Mortgage Loan or Mortgaged Property from the applicable Issuer at an amount equal to the Payoff Amount for such Mortgage Loan or Mortgaged
Property, or exchange one or more Qualified Substitute Mortgage Loans or Qualified Substitute Mortgaged Properties for such Mortgage Loan or Mortgaged Property, as the case may be (subject to Section 7.04); provided, that if
(i) such Collateral Defect is capable of being cured (including by delivery of a missing document) but not within such 60-day period, (ii) an applicable Cure Party has commenced and is diligently
proceeding with the cure (which may include the delivery of a missing document) of such Collateral Defect within such 60-day period, and (iii) prior to the end of such
60-day period, an applicable Cure Party shall have delivered to the applicable Issuer, the Property Manager and the Indenture Trustee a certification executed on its behalf by an officer thereof setting forth
the reason such Collateral Defect is not capable of being cured within an initial 60-day period and what actions such Cure Party is pursuing in connection with the cure thereof and stating that it anticipates
that such Collateral Defect will be cured within an additional period of 60 days, then such Cure Party shall have an additional 60 days commencing on the 61st day from receipt of such
certification by the Indenture Trustee to (x) complete such cure or (y) effectuate a repurchase of, or exchange for, the applicable Mortgage Loan or Mortgaged Property as described in clause (b) above. If the affected Mortgaged
Property or Mortgage Loan is to be repurchased, funds in the amount of the Payoff Amount shall be wired to the Release Account, and the Property Manager shall promptly notify the applicable Issuer, the Back-Up
Manager, and the Indenture Trustee when such deposit is made. In addition, failure to deliver the documents specified in clauses (i), (ii), (iv) or (ix) of the definition of “Loan File” with respect to any Mortgage Loan or clauses
(i), (iv) or (v) in the definition of “Lease File” with respect to any Mortgaged Property, in each case to the Collateral Agent, shall be deemed to constitute a Collateral Defect with respect to such Mortgaged Property or Mortgage
Loan, as applicable. 
 In the event that an applicable Cure Party elects to substitute one or more Qualified Substitute Mortgaged
Properties or Qualified Substitute Mortgage Loans for the affected Mortgaged Property or Mortgage Loan pursuant to this Section 2.04(a), such Cure Party shall give notice of same to the
Back-Up Manager and each Issuer and deliver, or cause to be delivered, to the Custodian all documents as specified in the definition of “Lease File” or “Loan File” in the Custody Agreement
with respect to each such Qualified Substitute Mortgaged 

  
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Property or Qualified Substitute Mortgage Loan no later than the date such Qualified Substitute Mortgaged Property or Qualified Substitute Mortgage Loan is acquired by the applicable Issuer.
Notwithstanding anything to the contrary herein, Monthly Lease Payments due with respect to Qualified Substitute Mortgaged Properties and Monthly Loan Payments due with respect to Qualified Substitute Mortgage Loans in the month in which the
applicable substitution occurs shall not be part of the Collateral and will be retained by the Property Manager and remitted by the Property Manager to the applicable Cure Party. Notwithstanding anything to the contrary herein, in the event that any
Mortgaged Property or Mortgage Loan is to be substituted for (and released) pursuant to this Section 2.04(a), the applicable Issuer shall be entitled to receive the Monthly Lease Payment due on the Lease for any such
Mortgaged Property in the month in which such substitution occurs and the Monthly Loan Payment due on any such Mortgage Loan in the month in which such substitution occurs and thereafter the applicable Person acquiring such Mortgaged Property or
Mortgage Loan shall be entitled to retain all amounts received in respect of such Lease or Mortgage Loan. On or prior to the effective date of any substitution or repurchase pursuant to this Section 2.04(a), the Property
Manager shall deliver to the Indenture Trustee and the Issuers an amended Mortgaged Property Schedule and Mortgage Loan Schedule reflecting the addition (if any) to the Collateral of each new Qualified Substitute Mortgaged Property and Lease and
each new Qualified Substitute Mortgage Loan and the removal from the Collateral of each Mortgaged Property and Lease and each Mortgage Loan that, in either case, was repurchased or substituted for. For the avoidance of doubt, in the event that any
Cure Party takes any action described in this Section 2.4(a), the failure to take such action shall not constitute a default or breach with respect to any other Cure Party. Notwithstanding anything to the contrary herein,
it is understood and agreed that the obligations of the Cure Parties expressly set forth in this Section 2.04(a) constitute (i) the sole remedies available to the Noteholders and to the Indenture Trustee on their
behalf in respect of a breach of the Applicable Representations and (ii) the sole remedies available to the Noteholders and to the Indenture Trustee on their behalf in respect of an Applicable Absence or Deficiency. 

(b) Upon receipt of an Officer’s Certificate from the Property Manager to the effect that all requirements for any
repurchase or substitution pursuant to Section 2.4(a) have been satisfied, which Officer’s Certificate shall be furnished by the Property Manager promptly after such requirements have been satisfied, the Indenture
Trustee or the Custodian, as applicable, shall release or cause to be released to the Person acquiring such Mortgaged Property or Mortgage Loan, or its designee, the related Lease File or Loan File, as applicable, and each of the applicable Issuer,
the Indenture Trustee and the Collateral Agent shall execute and deliver such instruments of release, transfer and assignment, in each case without recourse, as shall be provided to it and are reasonably necessary to vest in such Person the
ownership of such Mortgaged Property and the related Lease or Mortgage Loan, free and clear of the lien of the Indenture and the related Mortgage. The Property Manager shall, and is hereby authorized and empowered by each applicable Issuer and the
Indenture Trustee to, prepare, execute and deliver in its own name, on behalf of such Issuer, the Indenture Trustee and the Collateral Agent or any of them, the endorsements, assignments and other documents contemplated by this
Section 2.04(b), and such Issuer, the Indenture Trustee and the Collateral Agent shall execute and deliver any limited powers of attorney substantially in the form of Exhibit D necessary to permit
the Property Manager to do so; provided, however, that none of the Issuers, the Issuer 

  
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Members, the Indenture Trustee or the Collateral Agent shall be held liable for any misuse of any such power of attorney by the Property Manager and the Property Manager hereby agrees to
indemnify the Issuers, the Issuer Members, the Indenture Trustee and the Collateral Agent against, and hold the Issuers, the Issuer Members, the Indenture Trustee and the Collateral Agent harmless from, any loss or liability arising from any misuse
of such power of attorney. In connection with any such repurchase or substitution by any Cure Party, the Property Manager or the Special Servicer, as appropriate, shall deliver the related Lease File or Loan File, as applicable, to such Cure Party.

 (c) If any Cure Party defaults on its obligations to repurchase or substitute for any Mortgaged Property as contemplated
by Section 2.04(a) or the applicable Performance Undertaking, as the case may be, the Property Manager shall promptly notify the Issuers, the Back-Up Manager and the Indenture Trustee
and shall take such actions with respect to the enforcement of such obligations, including the institution and prosecution of appropriate proceedings, as the Property Manager shall determine, in its good faith and reasonable judgment, are in the
best interests of the applicable Issuer and the Noteholders. In the event the Property Manager fails to take such actions, the Back-Up Manager shall do so if it has notice of such default by the Property
Manager. Any and all expenses incurred by the Property Manager or the Back-Up Manager with respect to the foregoing shall constitute Property Protection Advances in respect of the affected Mortgaged Property
and neither the Property Manager nor the Back-Up Manager shall have any obligation to any such expenses if it determines that such amounts would constitute Nonrecoverable Advances. 

Section 2.05. Non-Petition.  

The Issuers will cause each party to any property transfer agreement, purchase and sale agreement or loan purchase agreement between any such
Issuer and seller of Mortgage Loans or Mortgaged Properties pursuant thereto to covenant and agree that such party shall not institute against, or join any other Person in instituting against, any Issuer, any bankruptcy, reorganization, arrangement,
insolvency or liquidation proceeding, or any other proceeding under any federal or state bankruptcy or similar law. 
 ARTICLE III 

ADMINISTRATION AND SERVICING OF MORTGAGED PROPERTIES AND LEASES 

Section 3.01. Administration of the Mortgaged Properties, Leases and Mortgage Loans. 

(a) Each of the Property Manager and the Special Servicer shall service and administer the Mortgaged Properties, Leases and
Mortgage Loans in the Collateral Pool that it is obligated to service and administer pursuant to this Agreement on behalf of the applicable Issuers, and in the best interests and for the benefit of the holders of the Notes and the LLC Interests (as
a collective whole) in accordance with any and all applicable laws and the terms of this Agreement, the Property Insurance Policies and the respective Leases and Mortgage Loans and, to the extent consistent with the foregoing, in


  
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accordance with the Servicing Standard. Without limiting the foregoing, and subject to Section 3.20, (i) the Property Manager shall service and administer each Lease
(and each related Mortgaged Property) and each Mortgage Loan as to which no Servicing Transfer Event has occurred and each Corrected Lease and Corrected Loan, and (ii) the Special Servicer shall service and administer each Lease (and each
related Mortgaged Property) and each Mortgage Loan as to which a Servicing Transfer Event has occurred and that is not a Corrected Lease or Corrected Loan, as applicable; provided, however, that the Property Manager shall continue to
collect information and prepare and deliver all reports to the Indenture Trustee and the Issuers required hereunder with respect to any Specially Serviced Leases (and the related Mortgaged Properties) and Specially Serviced Loans, and further to
render such incidental services with respect to any Specially Serviced Assets as are specifically provided for herein. No direction, consent or approval or lack of direction, consent or approval of any Controlling Party or the Requisite Global
Majority may (and the Special Servicer or the Property Manager will ignore and act without regard to any such advice or approval or lack of approval that the Special Servicer or the Property Manager has determined, in its reasonable, good faith
judgment, would) (A) require or cause the Special Servicer or the Property Manager to violate applicable law, the Servicing Standard or the terms of any Mortgage Loan or any Lease or (B) expand the scope of the Property Manager’s or
Special Servicer’s responsibilities under this Agreement. In addition, neither the Property Manager nor the Special Servicer, acting in its individual capacity (and, for the avoidance of doubt, not in the capacity of Special Servicer or
Property Manager), shall take any action or omit to take any action as lessor of any Collateral if such action or omission would materially and adversely affect the interests of the holders of the Notes or the LLC Interests or the Issuers. None of
the Property Manager, the Special Servicer or the Back-Up Manager shall be liable to the Indenture Trustee, any Noteholder or any other Person for following any direction of a Controlling Party hereunder, and
any action taken in accordance with such direction shall be deemed to be in accordance with the Servicing Standard and deemed not to breach such party’s obligations hereunder. 

(b) Subject to Section 3.01(a), the Property Manager and the Special Servicer each shall have full
power and authority, acting alone, to do or cause to be done any and all things in connection with such servicing and administration of the Mortgage Loans and Mortgaged Properties and related Leases that it may deem necessary or desirable. Without
limiting the generality of the foregoing, each of the Property Manager and the Special Servicer, in its own name, with respect to each of the Mortgaged Properties, Leases and Mortgage Loans it is obligated to service or administer hereunder, is
hereby authorized and empowered by the applicable Issuers and the Indenture Trustee to execute and deliver, on behalf of each such Issuer and the Indenture Trustee: (i) any and all financing statements, continuation statements and other
documents or instruments necessary to maintain the lien created by any Mortgage or other security document in the related Asset File on the related Collateral; (ii) in accordance with the Servicing Standard and subject to Sections 3.08
and 3.19, any and all modifications, waivers, amendments or consents to or with respect to any documents contained in the related Asset File; and (iii) any and all instruments of satisfaction or cancellation, or of partial or full
release or discharge, and all other comparable instruments. Subject to Section 3.10, each applicable Issuer and the Indenture Trustee shall, at the written request of a Servicing Officer of the


  
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Property Manager or the Special Servicer, furnish, or cause to be so furnished, to the Property Manager or the Special Servicer, as the case may be, any limited powers of attorney (substantially
in the form of Exhibit D attached hereto) and other documents necessary or appropriate to enable it to carry out its servicing and administrative duties hereunder; provided, however, that none of the Issuers, the Issuer Members
or the Indenture Trustee shall be held liable for any misuse of any such power of attorney by the Property Manager or the Special Servicer and each of the Property Manager and the Special Servicer hereby agree to indemnify the Issuers, the Issuer
Members, the Back-Up Manager and the Indenture Trustee against, and hold the Issuers, the Issuer Members, the Back-Up Manager and the Indenture Trustee harmless from,
any cost, loss or liability arising from any misuse by it of such power of attorney. Notwithstanding anything contained herein to the contrary, the Property Manager shall not, without the Indenture Trustee’s written consent: (i) initiate
any action, suit or proceeding solely under the Indenture Trustee’s name without indicating the Indenture Trustee’s representative capacity or (ii) take any action with the intent to cause, and which actually does cause, the Indenture
Trustee to be registered to do business in any state. 
 (c) Promptly after any request therefor, the Property Manager shall
provide to the Indenture Trustee: (i) the most recent inspection report prepared or obtained by the Property Manager or the Special Servicer in respect of each Mortgaged Property pursuant to Section 3.12(a); (ii) the
most recent available operating statement and financial statements of the related Obligor collected by the Property Manager or the Special Servicer pursuant to Section 3.12(b), together with the accompanying written reports
to be prepared by the Property Manager or the Special Servicer, as the case may be, pursuant to Section 3.12(c); and (iii) any and all notices and reports with respect to any Mortgaged Property as to which
environmental testing is contemplated by Section 10.08 of the Indenture. 
 (d) The relationship of each of the Property
Manager and the Special Servicer to the Issuers and the Indenture Trustee under this Agreement is intended by the parties to be and shall be that of an independent contractor and not that of a joint venturer, partner or agent. 

(e) The Property Manager will cause the form of each Mortgage with respect to Mortgaged Properties acquired by the Issuer after
the Applicable Series Closing Date to be prepared with review and comment by counsel licensed to practice in the state where such Mortgage is filed. 
  

Section 3.02. Collection of Lease Payments and Loan Payments; Lockbox Accounts; Lockbox Transfer Accounts. 

(a) Each of the Property Manager and the Special Servicer shall undertake reasonable efforts to collect all payments called for
under the terms and provisions of the Leases and the Mortgage Loans it is obligated to service hereunder and shall, to the extent such procedures shall be consistent with this Agreement (including Section 3.01(a)), follow
such collection procedures as it would follow were it the owner of such Leases and Mortgage Loans. Consistent with the foregoing (and without regard to Section 3.19), the Special Servicer or the Property Manager, as the
case may be, may waive any Net Default Interest or late payment charge it is entitled to in connection with any delinquent payment on a Lease or Mortgage Loan it is obligated to service hereunder. 

  
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 (b) The Property Manager shall establish and maintain one or more segregated
accounts (each, a “Lockbox Account”) with one or more banks (each, a “Lockbox Account Bank”). Each Lockbox Account shall be an Eligible Account and may be an account to which payments relating to other
assets serviced or managed by the Property Manager are paid; provided, that such account shall be in the nature of a clearing account and the Property Manager shall not have access to such account; provided, further, that the Property
Manager shall at all times be able to readily identify any amounts that constitute Collateral. Each of the Property Manager and the Special Servicer shall, as to those Leases and Mortgage Loans it is obligated to service hereunder, instruct the
related Obligor to make all Monthly Lease Payments and Monthly Loan Payments to a Lockbox Account. The Property Manager shall cause all amounts deposited into the Lockbox Account with respect to the Collateral to be transferred to the Collection
Account or a Lockbox Transfer Account within one Business Day after such funds have been identified, cleared and become available in accordance with the polices of the Lockbox Account Bank; provided, that the Property Manager shall cause all
such amounts to be transferred to the Collection Account or the Lockbox Transfer Account no later than seven Business Days after such amounts have been deposited into a Lockbox Account (the requirements set forth in this sentence, the
“Lockbox Transfer Requirements”). 
 (c) The Property Manager may establish and maintain one or more
segregated accounts in the name of the Property Manager on behalf of the Indenture Trustee, held for the benefit of the Noteholders (each, a “Lockbox Transfer Account”) with one or more banks (each, a “Lockbox
Transfer Account Bank”). Each Lockbox Transfer Account shall be an Eligible Account. Each Lockbox Transfer Account shall be subject to an Account Control Agreement (in form and substance satisfactory to the Indenture Trustee) among the
Property Manager, the Indenture Trustee and the applicable Lockbox Transfer Account Bank. Except as expressly permitted herein, neither the Property Manager nor the Issuers will have any right of withdrawal from the Lockbox Transfer Account, and the
Property Manager hereby covenants and agrees that it shall not withdraw, or direct any Person to withdraw, any funds from the Lockbox Transfer Account except as expressly permitted hereunder. 

Section 3.03. Collection of Real Estate Taxes and Insurance Premiums; Servicing Accounts; Property Protection
Advances; P&I Advances; Emergency Property Expenses. 
 (a) Each of the Property Manager and the Special Servicer
shall, as to those Mortgaged Properties, Leases and Mortgage Loans it is obligated to service and administer hereunder, establish and maintain one or more accounts (the “Servicing Accounts”), and shall cause to be deposited
from the Lockbox Transfer Account or otherwise into such Servicing Accounts all Escrow Payments, security deposits received from Tenants pursuant to the Leases, subject to the Tenants’ rights to such amounts (“Lease Security
Deposits”), and amounts required to be paid by the applicable Issuers as 

  
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lessors under the Leases in respect of sales taxes (“Sales Tax Deposits”). Notwithstanding the foregoing, no Servicing Accounts shall be established and maintained with
respect to those Mortgaged Properties, Leases or Mortgage Loans pursuant to which the Tenant or Borrower is not required to make Escrow Payments, Lease Security Deposit or Sales Tax Deposits. Each Servicing Account shall be an Eligible Account.
Withdrawals of amounts so collected from a Servicing Account (other than Lease Security Deposits) may be made only to: (i) effect payment of real estate or personal property taxes, sales taxes, assessments, insurance premiums, ground rents (if
applicable) and comparable items (including taxes or other amounts that could constitute liens prior to or on parity with the lien of the related Mortgage); (ii) refund to Obligors any sums as may be determined to be overages; (iii) pay
interest, if required and as described below in clause (b), to Obligors on balances in the Servicing Account; (iv) clear and terminate the Servicing Account at the termination of this Agreement in accordance with
Section 8.01; (v) withdraw any amounts deposited in error or (vi) for any other purpose required by the applicable Lease or Mortgage Loan; provided, however, that Lease Security Deposits may not be
withdrawn for such purposes and shall be withdrawn only in accordance with the terms of the related Lease, to be repaid to the related Tenant or applied in full or partial satisfaction of the obligations of the related Tenant in accordance with the
Servicing Standard (for application in the same manner as payments in respect of such obligations). Any remaining portion of such Lease Security Deposit (after no further allocations could be required pursuant to clauses (i) through (vi) above)
shall be withdrawn by the Property Manager from the Servicing Account and deposited into the Collection Account and shall constitute part of the Available Amount on the next Payment Date. 

(b) The Property Manager and the Special Servicer shall each pay or cause to be paid to the Obligors interest, if any, earned
on the investment of funds in Servicing Accounts maintained thereby, if required by law or the terms of the related Lease or Mortgage Loan. If the Property Manager or the Special Servicer shall deposit in a Servicing Account any amount not required
to be deposited therein, it may at any time withdraw such amount from such Servicing Account, any provision herein to the contrary notwithstanding. 

(c) Each of the Property Manager and the Special Servicer shall, as to those Mortgaged Properties and Mortgage Loans it is
obligated to service hereunder, maintain accurate records with respect to any Mortgaged Property and Mortgage Loan reflecting the status of real estate taxes, ground rents, assessments and other similar items that are or may become a lien thereon,
and the status of insurance premiums payable in respect thereof that, in each case, the related Obligor is contractually or legally obligated to pay under the terms of the applicable Lease or Mortgage Loan or applicable law, and the Property Manager
shall effect payment thereof, as a Property Protection Advance or otherwise as payment of an Emergency Property Expense from funds on deposit in the Collection Account, as described below, if not paid by such Obligor prior to the applicable due,
penalty or termination date, promptly after the Property Manager or Special Servicer, as the case may be, receives actual notice from any source of such nonpayment by such Obligor. For purposes of effecting any such payment for which it is
responsible, the Property Manager or the Special Servicer, as the case may be, shall apply Escrow 

  
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Payments as allowed under the terms of the related Lease or Mortgage Loan or, if such Lease or Mortgage Loan does not require the related Obligor to escrow for the payment of real estate taxes,
assessments and insurance premiums, each of the Property Manager and the Special Servicer shall, as to those Leases and Mortgage Loans it is obligated to service hereunder, enforce the requirement of the related Lease and Mortgage Loan that such
Obligor make payments in respect of such items at the time they first become due. 
 (d) In accordance with the Servicing
Standard, the Property Manager shall make Property Protection Advances with respect to each Mortgaged Property, Lease and Mortgage Loan in the Collateral Pool; provided, that in no event shall the Property Manager be required to make any
Property Protection Advance that it determines would constitute a Nonrecoverable Property Protection Advance in accordance with Section 3.03(f). Notwithstanding anything to the contrary herein, (i) the Property Manager
shall not have any obligation to advance funds in respect of delinquent payments of principal or interest in respect of the Mortgage Loans and (ii) the Property Manager shall not have any obligation to advance real estate taxes or premiums on
Insurance Policies that the related obligor or the Issuer is not contractually or legally obligated to pay, nor shall it have any obligation to monitor the timely payment of real estate taxes and insurance premiums the payment of which is the
responsibility of a person other than the applicable Tenant or Borrower or Issuer; provided that if the Property Manager has actual knowledge of the non-payment of such real estate taxes and insurance
premiums, it shall be obligated to make such advance in accordance with the provisions set forth herein if it would otherwise make such advance in accordance with the Servicing Standard. Each of the Property Manager, the Indenture Trustee and the Back-Up Manager will be entitled to recover any Property Protection Advance (i) from general collections if such Property Protection Advance is determined to be a Nonrecoverable Property Protection Advance,
(ii) from any amounts subsequently received on the related Mortgage Loan or Lease or with respect to the related Mortgaged Property with respect to which such Property Protection Advance was made or (iii) in the case of the Back-Up Manager or Indenture Trustee, to the extent not recovered under clauses (i) and (ii) immediately above, from the Property Manager or any Successor Property Manager. The Property Manager
shall give prompt written notice to the Indenture Trustee and the Back-Up Manager in the event that it has not made, and does not intend to make, any Property Protection Advance it is required to make
hereunder. Promptly upon obtaining knowledge that the full amount of any Property Protection Advance required to be made by the Property Manager has not been so made, the Indenture Trustee shall provide notice of such failure to a Servicing Officer
of the Property Manager and the Back-Up Manager. If the Indenture Trustee does not receive confirmation that the full amount of such Property Protection Advance has been made within four (4) Business Days
following the date of such notice, then the Back-Up Manager, upon written notice from the Indenture Trustee, shall make the portion of such Property Protection Advance that was required to be, but was not,
made by the Property Manager in accordance with the Servicing Standard, unless the Back-Up Manager determines in accordance with the Servicing Standard that such Property Protection Advance would be a
Nonrecoverable Property Protection Advance. Promptly upon obtaining knowledge that the full amount of any Property Protection Advance required to be made by the Back-Up Manager has not been so made, then the
Indenture Trustee shall make the portion of such Property Protection Advance that 

  
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was required to be, but was not, made by the Back-Up Manager, unless the Indenture Trustee determines in its commercially reasonable judgment that such
Property Protection Advance would be a Nonrecoverable Property Protection Advance.    In making any such determination, the Indenture Trustee may conclusively rely on any determination of nonrecoverability by the Property Manager
or the Back-Up Manager, as the case may be. Any such Property Protection Advance made by the Back-Up Manager or the Indenture Trustee shall thereafter be reimbursable to
the such Indenture Trustee or Back-Up Manager, together with Advance Interest thereon, in accordance Section 2.11 of the Indenture or from any Successor Property Manager. 

(e) If, prior to making any Property Protection Advance, the Property Manager shall have determined (which shall be evidenced
by an Officer’s Certificate delivered to the Indenture Trustee), in accordance with the Servicing Standard, (i) that such Property Protection Advance, if made, would constitute a Nonrecoverable Property Protection Advance, and
(ii) that the payment of such cost, expense or other amount for which a Property Protection Advance might be made is nonetheless in the best interest of the Noteholders, the Property Manager shall, in accordance with the Servicing Standard,
withdraw (or, in the event the Property Manager is Spirit Realty, direct the Indenture Trustee to withdraw) funds from the Collection Account and use such funds in order to pay such costs, expenses and other amounts (collectively,
“Emergency Property Expenses”) to the extent necessary to preserve the security interest in, and value of, any Mortgaged Property or Mortgage Loan, as applicable. Any such funds withdrawn from the Collection Account to pay
Emergency Property Expenses shall not constitute part of the Available Amount on any Payment Date. 
 (f) In determining
whether it has made a Nonrecoverable Property Protection Advance or whether any proposed Property Protection Advance, if made, would constitute a Nonrecoverable Property Protection Advance, the Property Manager (or, if applicable, the Back-Up Manager or Indenture Trustee) shall be entitled to (a) consider (among other things) the obligations of the Obligor under the terms of the related Lease Documents or Loan Documents as they may have been
modified, (b) consider the related Mortgaged Properties or REO Properties in their “as is” or then current conditions and occupancies, as modified by such party’s assumptions (consistent with the Servicing Standard in the case of
the Property Manager or the Back-Up Manager) regarding the possibility and effects of future adverse changes with respect to such Mortgaged Properties or REO Properties, (c) estimate and consider
(consistent with the Servicing Standard in the case of the Property Manager or the Back-Up Manager) (among other things) future expenses, and (d) estimate and consider (consistent with the Servicing
Standard in the case of the Property Manager or the Back-Up Manager) (among other things) the timing of recoveries. In addition, any such Person may update or change its recoverability determinations at any
time (but not reverse any other Person’s determination that a Property Protection Advance is a Nonrecoverable Property Protection Advance) and, consistent with the Servicing Standard, in the case of the Property Manager, the Back-Up Manager or the Indenture Trustee, may obtain promptly upon request, from the Special Servicer, any reasonably required analysis, appraisals or market value estimates or other information in the Special
Servicer’s possession for making a recoverability determination. 

  
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The determination by the Property Manager, the Back-Up Manager or the Indenture Trustee, as the case may be, that it has made a Nonrecoverable Property
Protection Advance or that any proposed Property Protection Advance, if made, would constitute a Nonrecoverable Property Protection Advance, or any updated or changed recoverability determination, shall be evidenced by an Officer’s Certificate
delivered by such Back-Up Manager, Property Manager or Indenture Trustee to each other such Person and to the Issuers. Any such determination shall be conclusive and binding on the applicable Issuer, the
Property Manager, the Noteholders the Back-Up Manager and the Indenture Trustee. The Officer’s Certificate shall set forth such determination of nonrecoverability and the considerations of the Property
Manager, the Back-Up Manager or the Indenture Trustee, as applicable, forming the basis of such determination (which shall be accompanied by, to the extent available, information such as related income and
expense statements, rent rolls, occupancy status and property inspections, and shall include an appraisal of the related Lease, Mortgage Loan or Mortgaged Property or REO Property). The Special Servicer shall promptly furnish any party required to
make Property Protection Advances hereunder with any information in its possession regarding the Specially Serviced Assets which are Leases, Mortgaged Properties, Mortgage Loans and REO Properties as such party required to make Property Protection
Advances may reasonably request for purposes of making recoverability determinations. In the case of a cross collateralized Mortgage Loan, such recoverability determination shall take into account the cross collateralization of the related
cross-collateralized Mortgage Loan.  
 (g) In the event that a P&I Shortfall exists with respect to any Series
for any Payment Date, the Property Manager shall deposit an amount equal to such P&I Shortfall with respect to such Series into a Series Account for such Series no later than 11:00 a.m. New York time on the related Remittance Date, and such
amount shall be added to (and applied as) Series Available Amount for such Series for such Payment Date (any such amount, a “P&I Advance”). 

(h) Notwithstanding anything to the contrary herein, none of the Property Manager, the
Back-Up Manager or the Indenture Trustee shall be required to make any P&I Advance that it determines would constitute a Nonrecoverable P&I Advance. In making a determination that any P&I Advance
is (or is not) a Nonrecoverable Advance, the Property Manager, the Back-Up Manager or the Indenture Trustee, as applicable, may consider only the obligations of the Issuers under the terms of the transaction
documents as they may have been modified, the Collateral in “as is” or then current condition and the timing and availability of anticipated cash flows as modified by such party’s assumptions regarding the possibility and effect of
future adverse changes, together with such other factors, including but not limited to an estimate of future expenses, timing of recovery, the inherent risk of a protracted period to complete liquidation or the potential inability to liquidate
Collateral as a result of intervening creditor claims or of a bankruptcy proceeding affecting the Issuer and the effect thereof on the existence, validity and priority of any security interest encumbering the Collateral, available cash on deposit in
the Collection Account, the future allocations and disbursements of cash on deposit in the Collection Account, and the net proceeds derived from any of the foregoing. Any such determination shall be conclusive and binding on the applicable Issuer,
the Property Manager, the Special Servicer, the Noteholders the Back-Up Manager and the Indenture Trustee. 

  
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 (i) If the Indenture Trustee does not receive confirmation that the full amount
of such P&I Advance has been made by 5:00 p.m. New York time on such Remittance Date for any Series, then the Back-Up Manager, after receipt of written notice from the Indenture Trustee, shall deposit,
into a Series Account for such Series, the portion of such P&I Advance that was required to be, but was not, made by the Property Manager in respect of such Series by 10:00 a.m. New York time on the Payment Date, unless the Back-Up Manager determines (in accordance with clause (h) above) that such P&I Advance would be a Nonrecoverable P&I Advance. If the Indenture Trustee does not receive confirmation that the full
amount of such P&I Advance for such Series that was required to be made in respect of such Series by such Back-Up Manager has been made by 11:00 a.m. New York time on such Remittance Date, then the
Indenture Trustee, shall deposit, into a Series Account for such Series, the portion of such P&I Advance that was required to be, but was not, made by the Property Manager in respect of such Series on or prior to the time the Series Available
Amount is distributed to such Series in accordance with the terms of the Indenture, unless the Indenture Trustee determines (in accordance with clause (h) above) that such P&I Advance would be a Nonrecoverable P&I
Advance.    In making any such determination, the Indenture Trustee may conclusively rely on any determination of nonrecoverability by the Property Manager or the Back-Up Manager, as the
case may be. 
 (j) Additionally, in the event that a Series of Notes is proposed to be issued after the Applicable Series
Closing Date, the Property Manager will give notice to the Back-Up Manager and the Indenture Trustee of such proposed issuance. Within ten business days of receipt of such notice, the Back-Up Manager will be obligated to notify the Property Manager and the Indenture Trustee in writing as to whether the Back-Up Manager is willing to make Advances after such
Series of Notes is issued. Notwithstanding anything to the contrary herein, in the event that the Back-Up Manager delivers to the Property Manager and the Indenture Trustee a notice stating that it is
unwilling to make such Advances after such issuance (with respect to any such Series of Notes, a “Decline to Advance Notice”), the Property Manager in its sole discretion (and without the consent of the Indenture Trustee, any
Issuer or any Noteholder) will be permitted to remove the Back-Up Manager (a “Discretionary Back-Up Manager Removal”) and appoint a successor Back-Up Manager (so long as the Rating Condition is satisfied in connection with such appointment); provided, that, no such removal will be effective until such a successor
Back-Up Manager is appointed. In the event of any such removal, the Issuer, the Indenture Trustee and the Back-Up Manager shall be required to (i) cooperate
reasonably to effectuate the transfer of the back-up servicing rights, duties and obligations to such successor and (ii) take any actions reasonably requested by the Property Manager in order to
effectuate such appointment. In the event that a Series of Notes is issued with respect to which the Back-Up Manager has delivered to the Property Manager and the Indenture Trustee a Decline to Advance Notice
but a successor Back-Up Manager has not been appointed, the Back-Up Manager will have no further obligation to make any Advance from and after the date (the “Non-Advance Date”) of issuance of such Series of 

  
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Notes (but, for the avoidance of doubt, will have the right to be reimbursed for any Advances previously made). If the Back-Up Manager has delivered a
Decline to Advance Notice to the Property Manager and the Indenture Trustee and a successor Back-Up Manager has not been appointed, the obligations of the Indenture Trustee to make Advances shall automatically
cease as of the Non-Advance Date (but, for the avoidance of doubt, the Indenture Trustee will have the right to be reimbursed for any Advances previously made). So long as the
Back-Up Manager has not been removed, after any Non-Advance Date, the Back-Up Manager may deliver an Officer’s Certificate
to each of the Property Manager and the Indenture Trustee stating that it wishes to reinstate its obligation to make Advances. Upon such delivery, (x) the Back-Up Manager and the Indenture Trustee will
again be obligated to make Advances to the extent required in accordance with this Agreement and in the manner described in this Agreement (as if the applicable Decline to Advance Notice had not been delivered) and (y) the Property Manager will
no longer be permitted to effectuate a Discretionary Back-Up Manager Removal, in each case until a subsequent Decline to Advance Notice is delivered by the Back-Up
Manager (which may only be delivered in connection with an additional proposed issuance of a Series of Notes). 

Section 3.04. Collection Account; Release Account. 

(a) The Property Manager shall establish and maintain one or more separate accounts in the name of the Indenture Trustee for
the benefit of the Noteholders, for the collection of payments on and other amounts received in respect of the Leases, the Mortgaged Properties and the Mortgage Loans (collectively, the “Collection Account”), which shall be
established in such manner and with the type of depository institution (the “Collection Account Bank”) specified in this Agreement that permits the Collection Account to be an Eligible Account. The Collection Account shall be
an Eligible Account. If the Property Manager is Spirit Realty, the Property Manager shall establish and maintain the Collection Account at a Collection Account Bank at the Indenture Trustee and the Indenture Trustee shall have the sole right of
withdrawal from such account; provided, that the Property Manager shall be permitted to make withdrawals from such Collection Account to the extent expressly permitted under the terms hereof. If the Property Manager is not Spirit Realty or
another Affiliate of the Issuers, the Collection Account shall be subject to an Account Control Agreement among the applicable Issuers, the Property Manager, the Indenture Trustee and the Collection Account Bank. 

Unless otherwise expressly required hereunder, the Property Manager shall deposit or cause to be deposited in the Collection Account,
(i) other than payments and collections deposited into a Lockbox Account, within two (2) Business Days after receipt, the following payments and collections received or made by or on behalf of the Property Manager on or after the later of
the applicable Transfer Date (other than payments due before the applicable Transfer Date) and (ii) in the case of collections and payments deposited into a Lockbox Account, in accordance with the Lockbox Transfer Requirements, the Property
Manager shall instruct each Lockbox Account Bank to transfer the following payments and collections deposited in the Lockbox Account (A) to the Lockbox Transfer Account and, within one Business Day thereafter from the Lockbox Transfer Account
into the Collection Account or (B) directly into the Collection Account: 

  
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 (i) all payments on account of Monthly Lease Payments, Monthly Loan Payments and,
so long as an Early Amortization Event or Sweep Period has occurred and is continuing, Excess Cashflow; 
 (ii) all payments
of other amounts payable by the Obligors on the Leases and the Mortgage Loans, including without limitation Yield Maintenance Premiums; 

(iii) all Property Insurance Proceeds, Condemnation Proceeds (other than proceeds paid to the related Borrower or Tenant as
required by Loan Documents or Lease Documents, as applicable, proceeds applied to the restoration or remediation of property or otherwise released in accordance with the Servicing Standard) and all Liquidation Proceeds; 

(iv) all cash proceeds and other amounts (other than Insurance Proceeds and REO Revenues) from the release or substitution of
any Mortgage Loan or Mortgaged Property to the extent not deposited into the Release Account; and all cash proceeds from the release or substitution of any Mortgage Loan or Mortgaged Property transferred from the Release Account to the Collection
Account pursuant to Section 3.05(b) and all proceeds representing earnings on investments in the Release Account (including interest on any Permitted Investments) made with such proceeds; 

(v) any amounts required to be deposited into the Collection Account pursuant to Section 3.07(b) in
connection with losses resulting from a deductible clause in a blanket hazard insurance policy; 
 (vi) any amounts received
on account of payments under the Guaranties, the Property Transfer Agreements, the Performance Undertakings or the Environmental Indemnity Agreements; 

(vii) all REO Revenues; and 

(viii) any other amounts required to be so deposited under this Agreement. 

Except as expressly permitted hereunder, the Property Manager shall not make any withdrawals from the Collection Account except in accordance
with this Section 3.04 and Section 3.05(a) hereof. The Collection Account shall be maintained as a segregated account, separate and apart from trust funds created for certificates, bonds or notes
of other series of notes (other than any Series) serviced by and the other accounts of the Property Manager. 
 Upon direct receipt by the
Special Servicer of any of the amounts described above with respect to any Specially Serviced Asset or the Mortgaged Property or REO Property relating thereto, the Special Servicer shall promptly but in no event later than the second Business Day
after receipt (or, if later, the date on which such amounts are available to the Special Servicer), remit such amounts to the Property Manager for deposit into the Collection Account in 

  
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accordance with this Section 3.04(a), unless the Special Servicer determines, consistent with the Servicing Standard, that a particular item should not be deposited
therein because of a restrictive endorsement or other reasonably appropriate reason. The Property Manager shall not deposit (or cause to be deposited) into the Collection Account or the Lockbox Transfer Account any collections allocated to Companion
Loans, any Additional Servicing Compensation, amounts received on account of Excess Cashflow (so long as no Early Amortization Event or Sweep Period has occurred and is continuing), Sales Tax Deposits, Escrow Payments, Lease Security Deposits,
amounts received as reimbursement for any cost paid by the Issuers as lessors or lenders under the Leases or Mortgage Loans, as applicable, amounts collected by or on behalf of the Issuers and held in escrow or impound as lenders or lessors to pay
future obligations or other amounts that the Property Manager is not required to deposit into the Collection Account as expressly set forth herein. 

With respect to any such amounts paid by check to the order of the Special Servicer, the Special Servicer shall endorse such check to the
order of the Property Manager and shall deliver promptly, but in no event later than one (1) Business Day after receipt, any such check to the Property Manager by overnight courier, unless the Special Servicer determines, consistent with the
Servicing Standard, that a particular item cannot be so endorsed and delivered because of a restrictive endorsement or other reasonably appropriate reason. The funds held in the Collection Account may be held as cash or invested in Permitted
Investments in accordance with the provisions of Section 3.06(a). Any interest or other income earned on funds in the Collection Account will be added to the Available Amount. 

(b) The Property Manager shall establish and maintain at a bank designated by the Indenture Trustee a segregated account in the
name of the Indenture Trustee for the deposit of cash proceeds from the sale of any Mortgage Loan or Mortgaged Property or receipt of any Balloon Payments or Principal Prepayments (the “Release Account”). The Release Account
shall be an Eligible Account. The funds held in the Release Account may be held as cash or invested in Permitted Investments in accordance with the provisions of Section 3.06(b). The Release Account and the amounts on
deposit therein will be pledged to the Indenture Trustee under the Indenture. The Property Manager will deposit or cause to be deposited in the Release Account any cash proceeds from the sale of any Mortgage Loan or Mortgaged Property and any
Balloon Payments or Principal Prepayments received in connection with any Mortgage Loan within one Business Day after such funds have been identified, cleared and become available. 

Section 3.05. Withdrawals From the Collection Account and the Release Account. 

(a) If the Property Manager is Spirit Realty, then the Indenture Trustee shall make withdrawals upon the written direction of
the Property Manager from the Collection Account (i) on each Remittance Date, for delivery by wire transfer of immediately available funds for deposit into the Payment Account, of the Available Amount for the related Payment Date for
application by the Indenture Trustee to make payments in accordance with the priorities set forth pursuant to Section 2.11(b) of the Indenture, (ii) on any date, to pay any Emergency Property Expenses (pursuant to
Section 3.03(e)) and (iii) on any date, to remove amounts deposited in the Collection Account in 

  
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error. If the Property Manager is an entity other than Spirit Realty, then the Property Manager shall make withdrawals from the Collection Account (i) on each Remittance Date, for delivery
by wire transfer of immediately available funds for deposit into the Payment Account, of the Available Amount for the related Payment Date for application by the Indenture Trustee to make payments in accordance with the priorities set forth pursuant
to Section 2.11(b) of the Indenture, (ii) at any time on or prior to each Remittance Date, to pay the Property Management Fee, the Back-Up Fee, any Special Servicing Fees, any Liquidation Fees and
any Workout Fees (each, pursuant to Section 3.11), (iii) on any date, to pay any Emergency Property Expenses (pursuant to Section 3.03(e)) or (iv) on any date, to remove amounts deposited in
the Collection Account in error. Except as provided in Section 3.04(a), no other amounts may be withdrawn from the Collection Account by the Property Manager. 

(b) Amounts deposited in the Release Account with respect to any Mortgage Loan, Lease or Mortgaged Property (including Net
Investment Earnings on funds on deposit therein) shall be applied by the Property Manager (or the Indenture Trustee based on the instructions of the Property Manager if the Property Manager is Spirit Realty), to reimburse the Property Manager, the
Special Servicer and the Back-Up Manager any amounts owed with respect to unreimbursed Extraordinary Expenses, Property Protection Advances and Advance Interest thereon and Emergency Property Expenses related
to such Mortgage Loan, Lease or Mortgaged Property and to pay the expenses related to the release of such Mortgage Loan, Lease or Mortgaged Property. After any such reimbursements have been made, any remaining amounts deposited in the Release
Account with respect to any Mortgage Loan, Lease or Mortgaged Property shall be applied by the Property Manager (or the Indenture Trustee based on the instructions of the Property Manager if the Property Manager is Spirit Realty) to either
(i) permit an Issuer to acquire (or to acquire on behalf of an Issuer) Qualified Substitute Mortgage Loans or Qualified Substitute Mortgaged Properties within twelve months following the release of the applicable Mortgage Loan or Mortgaged
Property (in the event that such amounts were received in connection with such a release) or following the receipt of such amounts (in the event that such amounts were received in connection with a Balloon Payment or Principal Prepayment, as
applicable) or (ii) after such twelve-month period concludes with respect to the applicable amounts (or, if the Property Manager elects, prior to the conclusion of such twelve-month period) be deposited as Unscheduled Proceeds into the
Collection Account and included in the Available Amount on the Payment Date relating to the Collection Period in which such deposit occurs. Upon the occurrence and during the continuance of an Early Amortization Event, all amounts in the Release
Account (and all amounts that otherwise would have been deposited into the Release Account) shall be deposited as Unscheduled Proceeds into the Collection Account and will be included in the Available Amount on the Payment Date relating to the
Collection Period in which such deposit occurs. 

  
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 Section 3.06. Investment of Funds in the Collection Account and the Release Account.

 (a) The Property Manager may direct any institution maintaining the Collection Account to invest the funds held therein in
one or more Permitted Investments bearing interest or sold at a discount, and maturing, unless payable on demand, not later than the Business Day immediately preceding the Remittance Date relating to the Payment Date for which such funds will
constitute Available Amounts, which may be in the form of a standing direction. 
 (b) The Property Manager may direct any
institution maintaining the Release Account to invest the funds held therein in one or more specific Permitted Investments bearing interest or sold at a discount, and maturing, unless payable on demand, not later than the Business Day immediately
preceding the day such amounts are required to be distributed pursuant to Section 3.05(b), which may be in the form of a standing direction. 

(c) The Property Manager may direct any institution maintaining the Servicing Accounts with respect to Lease Security Deposits
to invest the funds held therein in one or more Permitted Investments bearing interest or sold at a discount, and maturing, unless payable on demand, not later than the Business Day immediately preceding the day such amounts are required to be
distributed pursuant to the related Lease and this Agreement, which may be in the form of a standing direction. 
 (d)
[Reserved] 
 (e) All Permitted Investments in the Collection Account, the Release Account and the Servicing Accounts shall
be held to maturity, unless payable on demand. Any investment of funds in the Collection Account, the Release Account and the Servicing Accounts shall be made in the name of the Indenture Trustee (in its capacity as such). The Property Manager shall
promptly deliver to the Indenture Trustee, and the Indenture Trustee shall maintain continuous possession of, any Permitted Investment that is either (i) a “certificated security,” as such term is defined in the Uniform Commercial
Code, or (ii) other property in which the lack of possession of such property could reasonably be expected to materially adversely affect the Noteholders’ interest in such property. If amounts on deposit in the Collection Account, the
Release Account or the Servicing Accounts are at any time invested in a Permitted Investment payable on demand, the Property Manager shall: 

(i) consistent with any notice required to be given thereunder, demand that payment thereon be made on the last day such
Permitted Investment may otherwise mature thereunder in an amount equal to the lesser of (1) all amounts then payable thereunder and (2) the amount required to be withdrawn on such date; and 

  
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 (ii) demand payment of all amounts due thereunder promptly upon determination by
the Property Manager that such Permitted Investment would not constitute a Permitted Investment in respect of funds thereafter on deposit in the Collection Account, the Release Account or the Servicing Accounts, as applicable. 

(f) Interest and investment income realized on funds deposited in the Collection Account and, if applicable, the Release
Account, that constitute part of the Available Amount for any Collection Period, to the extent of the Net Investment Earnings, if any, shall be added to the Available Amount for such Collection Period and distributed in accordance with
Section 2.11 of the Indenture on the applicable Payment Date. Notwithstanding the investment of funds held in the Collection Account, for purposes of the calculations hereunder, including the calculation of the Available Amount, the amounts so
invested shall be deemed to remain on deposit in the Collection Account. Except as provided in Section 5.03(a), the Property Manager shall have no liability for any investment of funds in the Collection Account, the Release
Account or Servicing Account. 
 (g) Except as otherwise expressly provided in this Agreement, if any default occurs in the
making of a payment due under any Permitted Investment, or if a default occurs in any other performance required under any Permitted Investment, the Property Manager may take such action as may be appropriate to enforce such payment or performance,
including the institution and prosecution of appropriate proceedings. 
 Section 3.07. Maintenance of Insurance Policies; Errors and
Omissions and Fidelity Coverage. 
 (a) The Property Manager (other than with respect to Specially Serviced Assets) and
the Special Servicer (with respect to Specially Serviced Assets) shall use reasonable efforts in accordance with the Servicing Standard to cause the related Obligor to maintain for each Mortgaged Property all insurance coverage as is required under
the terms of the related Lease or Mortgage Loan, as applicable (including for the avoidance of doubt, any Environmental Policy); provided, that if and to the extent that any such Lease or Mortgage Loan permits the lessor thereunder any
discretion (by way of consent, approval or otherwise) as to the insurance coverage that the related Obligor is required to maintain, the Property Manager or the Special Servicer, as the case may be, shall exercise such discretion in a manner
consistent with the Servicing Standard; and provided, further, that, if and to the extent that a Lease or Mortgage Loan so permits, the related Obligor shall be required to obtain the required insurance coverage from Qualified Insurers
that have a claims-paying ability rated at least “A:VIII” by A.M. Best’s Key Rating Guide and at least “A” by S&P, which are licensed to do business in the state wherein the related Obligor or the Mortgaged Property
subject to the policy, as applicable, is located. If such Obligor does not maintain the required insurance or, with respect to any Environmental Policy in place as of the applicable First Collateral Date, the Property Manager will itself cause such
insurance to be maintained with Qualified Insurers meeting such criteria; provided, that the Property Manager shall not be required to maintain such insurance if the Indenture Trustee (as mortgagee of record on behalf of the Noteholders) does
not have an insurable interest or the Property Manager has determined (in its reasonable judgment in accordance with the Servicing Standard) that either (i) such insurance is not available at a commercially reasonable rate and the subject
hazards are at 

  
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the time not commonly insured against by prudent owners of properties similar to the Mortgaged Property located in or around the region in which such Mortgaged Property is located or
(ii) such insurance is not available at any rate. Subject to Section 3.17(b), the Special Servicer shall also use reasonable efforts to cause to be maintained for each REO Property no less insurance coverage than was
previously required of the Obligor under the related Mortgage or Lease and at a minimum, (i) hazard insurance with a replacement cost rider and (ii) comprehensive general liability insurance, in each case, in an amount customary for the
type and geographic location of such REO Property and consistent with the Servicing Standard; provided, that all such insurance shall be obtained from Qualified Insurers that, if they are providing casualty insurance, shall have a
claims-paying ability rated at least “A:VIII” by A.M. Best’s Key Rating Guide and “A” by S&P. The cost of any such insurance coverage obtained by either the Property Manager or the Special Servicer shall be
a Property Protection Advance to be paid by the Property Manager. All such insurance policies shall contain (if they insure against loss to property) a “standard” mortgagee clause, with loss payable to the Property Manager, as
agent of and for the account of the applicable Issuer and the Indenture Trustee, and shall be issued by an insurer authorized under applicable law to issue such insurance. Any amounts collected by the Property Manager or the Special Servicer under
any such policies (other than amounts to be applied to the restoration or repair of the related Mortgaged Property or amounts to be released to the related Tenant, in each case in accordance with the Servicing Standard) shall be deposited in the
Collection Account, subject to withdrawal pursuant to Section 2.11 of the Indenture. 
 (b) The Property Manager or
Special Servicer may satisfy its obligations under Section 3.07(a) by obtaining, maintaining or causing to be maintained a blanket or forced place insurance policy. If applicable, the Property Manager or the Special
Servicer shall obtain and maintain, or cause to be obtained and maintained on behalf of each applicable Issuer, a master forced place insurance policy or a blanket policy (or an endorsement to an existing policy) insuring against hazard losses (not
otherwise insured by a Tenant or Borrower due to a default by such Tenant or Borrower under the insurance covenants of its Lease or Mortgage Loan or because a Tenant or Borrower permitted to self-insure fails to pay for casualty losses) on the
applicable Mortgaged Properties that it is required to service and administer, which policy shall (i) be obtained from a Qualified Insurer having a claims-paying ability rated at least “A:VIII” by A.M. Best’s Key Rating Guide and
at least “A” by S&P, and (ii) provide protection equivalent to the individual policies otherwise required under Section 3.07(a). The Property Manager and the Special Servicer shall bear the cost of
any premium payable in respect of any such blanket policy (other than blanket policies specifically obtained for Mortgaged Properties or REO Properties) without right of reimbursement; provided, that if the Property Manager or the
Special Servicer, as the case may be, causes any Mortgaged Property or REO Property to be covered by such blanket policy in order to satisfy such obligations, the incremental costs of such insurance applicable to such Mortgaged Property or REO
Property shall constitute, and be reimbursable as, a Property Protection Advance (it being understood that such incremental costs incurred by the Special Servicer shall be paid by the Property Manager to the Special Servicer and that such
payment shall constitute, and be reimbursable as, a Property Protection Advance). If the Property Manager or Special 

  
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Servicer, as applicable, causes any Mortgaged Property or REO Property to be covered by a force-placed insurance policy, the incremental costs of such insurance applicable to such Mortgaged
Property or REO Property (which shall not include any minimum or standby premium payable for such policy whether or not any Mortgaged Property or REO Property is covered thereby) shall be paid as a Property Protection Advance (it being
understood that such incremental costs incurred by the Special Servicer shall be paid by the Property Manager to the Special Servicer and that such payment shall constitute, and be reimbursable as, a Property Protection Advance). Any such policy may
contain a deductible clause (not in excess of a customary amount) in which case the Property Manager or the Special Servicer, as appropriate, shall, if there shall not have been maintained on the related Mortgaged Property or REO Property a hazard
insurance policy complying with the requirements of Section 3.07(a) and there shall have been one or more losses that would have been covered by such policy, promptly deposit into the Collection Account from its own funds
the amount not otherwise payable under the blanket policy in connection with such loss or losses because of such deductible clause. The Property Manager or the Special Servicer, as appropriate, shall prepare and present, on behalf of itself, the
Indenture Trustee and the applicable Issuer, claims under any such blanket policy in a timely fashion in accordance with the terms of such policy. Any payments on such policy shall be made to the Property Manager as agent of and for the account of
the applicable Issuer, the Noteholders and the Indenture Trustee. 
 (c) Each of the Property Manager, the Special Servicer
and the Back-Up Manager shall at all times during the term of this Agreement (or, in the case of the Special Servicer, at all times during the term of this Agreement in which Specially Serviced Assets exist as
part of the Collateral) keep in force with a Qualified Insurer having a claims paying ability rated at least “A:VIII” by A.M. Best’s Key Rating Guide and at least “A” by S&P, a fidelity bond in such form and amount as
does not adversely affect any rating assigned by any Rating Agency to the Notes; provided, that, unless any Rating Agency then rating any Notes at the request of an Issuer states that the form or amount of any such fidelity bond would be the
sole cause of or be a material reason for a downgrade, qualification or withdrawal of any rating then assigned by such Rating Agency to such Notes, the form and amount of such fidelity bond shall be deemed to not adversely affect any rating assigned
by any Rating Agency to the Notes. Each of the Property Manager and the Special Servicer shall be deemed to have complied with the foregoing provision if an Affiliate thereof has such fidelity bond coverage and, by the terms of such fidelity bond,
the coverage afforded thereunder extends to the Property Manager or the Special Servicer, as the case may be. Such fidelity bond shall provide that it may not be canceled without ten (10) days’ prior written notice to the Issuers. 

Each of the Property Manager, the Special Servicer and the Back-Up Manager shall at all times during
the term of this Agreement (or, in the case of the Special Servicer, at all times during the term of this Agreement in which Specially Serviced Assets exist as part of the Collateral) also keep in force with a Qualified Insurer having a
claims-paying ability rated at least “A: VIII” by A.M. Best’s Key Rating Guide and at least “A” by S&P, a policy or policies of insurance covering loss occasioned by the errors and omissions of its officers, employees
and agents in connection with its servicing obligations hereunder, which policy or policies shall name 

  
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the Indenture Trustee as an additional insured and shall be in such form and amount as does not adversely affect any rating assigned by any Rating Agency to the Notes; provided, that,
unless any Rating Agency then rating any Notes at the request of an Issuer states that the form or amount of any such insurance would be the sole cause of or be a material reason for a downgrade, qualification or withdrawal of any rating then
assigned by such Rating Agency to such Notes, the form and amount of such insurance shall be deemed to not adversely affect any rating assigned by any Rating Agency to the Notes. Each of the Property Manager and the Special Servicer shall be deemed
to have complied with the foregoing provisions if an Affiliate thereof has such insurance and, by the terms of such policy or policies, the coverage afforded thereunder extends to the Property Manager or the Special Servicer, as the case may be. Any
such errors and omissions policy shall provide that it may not be canceled without ten (10) days’ prior written notice to the Issuers. 

Each of the Property Manager and the Special Servicer shall at all times during the term of this Agreement (or, in the case of the Special
Servicer, at all times during the term of this Agreement in which Specially Serviced Assets exist as part of the Collateral) also, on behalf of the Issuers, keep in force with a Qualified Insurer having a claims-paying ability rated at least
“A:VIII” by A.M. Best’s Key Rating Guide and at least “A” by S&P, a lessor’s general liability insurance policy or policies, which policy or policies shall be in such form and amount as does not adversely affect any
rating assigned by any Rating Agency to the Notes; provided, that, unless any Rating Agency then rating any Notes at the request of an Issuer states that the form or amount of any such insurance would be the sole cause of or be a material
reason for a downgrade, qualification or withdrawal of any rating then assigned by such Rating Agency to such Notes, the form and amount of such insurance shall be deemed to not adversely affect any rating assigned by any Rating Agency to the Notes.
Any such general liability insurance policy shall provide that it may not be canceled without ten (10) days’ prior written notice to the Issuers and the Indenture Trustee. Any payments on such policy shall be made to the Property Manager
as agent of and for the account of any applicable Issuer and the Indenture Trustee. 
 The insurance described in this clause
(c) shall be required to include coverage in respect of losses that may be sustained as a result of an officer’s or employee’s of the Property Manager or the Special Servicer misappropriation of funds and errors and omissions.

 If the Property Manager (or its corporate parent), the Special Servicer (or its corporate parent) or the
Back-Up Manager (or its corporate parent), as applicable, are rated not lower than “A2” by Moody’s, “A” by S&P and “A” by Fitch, the Property Manager, the Special
Servicer or the Back-Up Manager, as applicable, may self-insure with respect to any insurance coverage or fidelity bond coverage required hereunder, in which case it shall not be required to maintain an
insurance policy with respect to such coverage; provided, that Spirit Realty may not self-insure with respect to any such insurance coverage or fidelity bond. 

Section 3.08. Enforcement of Alienation Clauses; Consent to Assignment. 

With respect to those Leases and Mortgage Loans it is obligated to service hereunder, each of the Property Manager and the Special Servicer, on
behalf of the Issuers and the Indenture Trustee for the benefit of the holders of the Notes, shall enforce the restrictions contained in the related Lease and Mortgage Loans or in any other document in the related Lease


  
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File or Loan File on transfers or further encumbrances of the related Mortgaged Property and Mortgage Loan and on transfers of interests in the related Borrower or Tenant, unless it has
determined, consistent with the Servicing Standard, that waiver of such restrictions would be in accordance with the Servicing Standard. After having made any such determination, the Property Manager or the Special Servicer, as the case may be,
shall deliver to the Indenture Trustee (and the Property Manager in the case of the Special Servicer) an Officer’s Certificate setting forth the basis for such determination. In connection with any assignment or sublet by a Tenant of its
interest under a Lease, the applicable Issuer shall not take any action to release such Tenant from its obligations under such Lease unless a new Tenant approved by such Issuer assumes the obligations under such Lease and any applicable requirements
set forth in the applicable Lease have been satisfied. 
 Section 3.09. Realization Upon Specially Serviced Assets. 

(a) If the Special Servicer has determined, in its good faith and reasonable judgment, that any material default related to a
Specially Serviced Asset will not be cured by the related Obligor, the Special Servicer will be required to evaluate the possible alternatives available in accordance with the Servicing Standard and this Agreement with respect to such Specially
Serviced Asset. Such alternatives may include, among other things, modification or restructuring of the related Mortgage Loan or Lease, sale or exchange of the related Mortgage Loan or Mortgaged Property in accordance with
Section 3.18 or the enforcement of remedies available under the related Mortgage Loan or Lease in accordance with Section 3.19, including foreclosure of the Mortgage Loan or eviction of the Tenant,
as applicable, and the re-leasing of the related Mortgaged Property. Subject to all other provisions and limitations set forth herein, the Special Servicer shall take such actions with respect to each
Specially Serviced Asset as it determines in accordance with the Servicing Standard, acting in the best interests of the applicable Issuer and the Noteholders. If the Property Manager re-leases any Mortgaged
Property, the Property Manager shall deliver to the Indenture Trustee and the Issuers an amended Exhibit A-1 reflecting the addition of such Lease to the Collateral Pool. 

(b) Upon the request of the Special Servicer, the Property Manager shall pay or cause to be paid, as Property Protection
Advances or Emergency Property Expenses, as applicable, in accordance with Section 3.17(c), all costs and expenses (other than costs or expenses that would, if incurred, constitute a Nonrecoverable Property Protection
Advance) incurred in connection with each Specially Serviced Asset, and shall be entitled to reimbursement therefor as provided herein and in Section 2.11 of the Indenture. If and when the Property Manager or the Special Servicer deems it
necessary and prudent for purposes of establishing the Fair Market Value of any Mortgaged Property related to a Specially Serviced Asset, the Special Servicer or the Property Manager; as the case may be, is authorized to have an appraisal done by an
Independent MAI-designated appraiser or other expert (the cost of which appraisal shall be paid by the Property Manager and shall constitute a Property Protection Advance). 

  
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 (c) Notwithstanding anything to the contrary contained herein, neither the
Property Manager nor the Special Servicer shall, on behalf of the applicable Issuer, obtain title to a Mortgaged Property that secures a Mortgage Loan by deed in lieu of foreclosure or otherwise, or take any other action with respect to any
Mortgaged Property that secures a Mortgage Loan, if, as a result of any such action, the applicable Issuer or the Indenture Trustee could, in the reasonable judgment of the Property Manager or the Special Servicer, as the case may be, made in
accordance with the Servicing Standard and which shall be based on Opinions of Counsel (of which the Indenture Trustee shall be an addressee) and evidenced by an officer’s certificate delivered to the Indenture Trustee, be considered to hold
title to, to be a “mortgagee-in-possession” of, or to be an “owner” or “operator” of such Mortgaged Property within the meaning of CERCLA
or any comparable law, unless: 
 (i) the Property Manager or the Special Servicer, as the case may be, has previously
determined in accordance with the Servicing Standard, based on (x) a Phase I Environmental Assessment or comparable environmental assessment (and any additional environmental testing, investigation or analysis that the Property Manager or the
Special Servicer, as applicable, deems necessary and prudent) of such Mortgaged Property conducted by an Independent Person who regularly conducts such environmental testing, investigation or analysis, or (y) any environmental testing,
investigation and/or analysis conducted in connection with any related Environmental Policy, and performed during the twelve-month period preceding any such acquisition of title or other action and in each case after consultation with an
environmental expert, that: 
 (A) the Mortgaged Property is in compliance with applicable environmental laws and
regulations or, if not, that it would maximize the recovery to the applicable Issuer on a present value basis (the relevant discounting of anticipated collections to be performed at the relevant interest rate for the applicable Mortgage Loan or the
capitalization rate used in respect of the Lease for any Mortgaged Property) to acquire title to or possession of the Mortgaged Property and to effect such compliance, which determination shall take into account any coverage afforded under any
related Environmental Policy with respect to such Mortgaged Property; and 
 (B) there are no circumstances or conditions
present at the Mortgaged Property relating to the use, management or disposal of Hazardous Materials for which investigation, testing, monitoring, containment, clean-up or remediation could be required under
any currently applicable environmental laws and regulations or, if such circumstances or conditions are present for which any such action could reasonably be expected to be required, that it would maximize the recovery to the applicable Issuer on a
present value basis (the relevant discounting of anticipated collections to be performed at the relevant interest rate for the applicable Mortgage Loan or the capitalization rate used in respect of the Lease for any Mortgaged Property) to acquire
title to or possession of the Mortgaged Property and to take such actions, which determination shall take into account any coverage afforded under any related Environmental Policy with respect to such Mortgaged Property; or 

  
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 (ii) in the event that the conditions set forth in clauses (i)(A) or
(i)(B) are not satisfied, it shall have notified the Indenture Trustee in writing that it has determined that the applicable Issuer or the Indenture Trustee could not reasonably be considered to be a potentially responsible party (which
determination may be based on an Opinion of Counsel the cost of which shall be a Property Protection Advance). 
 (d) Any
such determination in clauses (c)(i) or (c)(ii) above by the Property Manager or the Special Servicer shall be evidenced by an Officer’s Certificate to such effect delivered to the Indenture Trustee (which the Indenture Trustee
shall provide to the Noteholders), the Issuers and, in the case of the Special Servicer, the Property Manager, specifying all of the bases for such determination, such Officer’s Certificate to be accompanied by all related environmental
reports. The Property Manager or the Special Servicer, as appropriate, shall undertake reasonable efforts to make the determination referred to in clause (ii) immediately above, and may conclusively rely on any related environmental
assessments referred to above in making such determination. The cost of any opinions, testing, analysis and investigation and any remedial, corrective or other action contemplated by clause (c) above, shall be reimbursed, to the extent
not paid by an Environmental Insurer or other party with liability for such amounts, to the Property Manager from the Collection Account as a Property Protection Advance, subject to Section 5.03. 

(e) If the Property Manager or Special Servicer, as applicable, determines (in accordance with
Section 3.09(c)) that any of the conditions set forth in Section 3.09(c)(i) or (ii) above have not been satisfied with respect to any such Mortgaged Property, the Property Manager or
Special Servicer, as applicable, shall take such action as is in accordance with the Servicing Standard and, at such time as it deems appropriate, may, on behalf of the applicable Issuer and the Indenture Trustee, release all or a portion of such
Mortgaged Property from the lien of the related Mortgage; provided, that prior to the release of all or a portion of the related Mortgaged Property from the lien of the related Mortgage, (i) the Property Manager or the Special Servicer,
as applicable, shall have notified the Indenture Trustee in writing of its intention to so release all or a portion of such Mortgaged Property and (ii) the Indenture Trustee shall have notified the Controlling Parties in writing of the
intention to so release all or a portion of such Mortgaged Property. The Indenture Trustee shall execute and deliver such instruments of transfer or assignment, in each case without recourse, as shall be provided to it by the Property Manager and
are reasonably necessary to release any lien on or security interest in such Mortgaged Property. 
 (f) The Property Manager
or the Special Servicer, as applicable, shall report to the Indenture Trustee and the Property Manager (if applicable) monthly in writing as to any actions taken by such party with respect to any Mortgaged Property as to which the environmental
testing contemplated in Section 3.09(c) has revealed that any of the conditions set forth in either Section 3.09(c)(i)(A) or (i)(B) have not been satisfied, in each case until such matter
has been resolved. 
 (g) The Special Servicer shall have the right to determine, in accordance with the Servicing Standard,
the advisability of seeking to obtain a deficiency judgment if the state in which the Collateral securing a Specially Serviced Loan is located and the terms of the Mortgage Loan permit such an action and shall, in accordance with the Servicing
Standard, seek such deficiency judgment if it deems advisable. 

  
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 (h) The Special Servicer shall prepare and file the reports of foreclosures and
abandonments of any Mortgaged Property and the information returns relating to cancellation of indebtedness income with respect to any Mortgaged Property required by Sections 6050J and 6050P of the Code and promptly deliver to the Indenture Trustee
an Officer’s Certificate stating that such reports have been filed. Such reports shall be in form and substance sufficient to meet the reporting requirements imposed by Sections 6050J and 6050P of the Code. 

(i) All sales of Mortgaged Properties pursuant to this Section 3.09 shall be conducted in accordance
with the provisions of Section 3.18 and Article VII, as applicable. 
 Section 3.10. Issuers,
Custodian and Indenture Trustee to Cooperate; Release of Lease Files and Loan Files. 
 (a) If from time to time, and as
appropriate for servicing of any Mortgage Loan, Lease, assumption of a Lease, modification of a Lease or the re-lease or sale of any Mortgaged Property, the Property Manager or the Special Servicer shall
otherwise require the use of any Lease File or Loan File, as applicable (or any portion thereof), the Custodian, upon request of the Property Manager and receipt from the Property Manager of a Request for Release substantially in the form of
Exhibit B attached hereto signed by a Servicing Officer thereof, or upon request of the Special Servicer and receipt from the Special Servicer of a Request for Release substantially in the form of Exhibit C attached hereto, shall
release such Lease File or Loan File, as applicable (or portion thereof), to the Property Manager or the Special Servicer, as the case may be. Upon return of such Lease File or Loan File, as applicable (or portion thereof), to the Custodian, or upon
the Special Servicer’s delivery to the Indenture Trustee of an Officer’s Certificate stating that (i) such Lease or Mortgage Loan has been liquidated and all amounts received or to be received in connection with such Lease or Mortgage
Loan are required to be deposited into the Collection Account pursuant to Section 3.04(a) have been or will be so deposited or (ii) such Mortgaged Property has been sold, a copy of the Request for Release shall be
released by the Indenture Trustee to the Property Manager or the Special Servicer, as applicable. 
 (b) Within seven
(7) Business Days of the Special Servicer’s request therefor (or, if the Special Servicer notifies the Issuers and the Indenture Trustee of an exigency, within such shorter period as is reasonable under the circumstances), each of the
applicable Issuer and the Indenture Trustee shall execute and deliver to the Special Servicer, in the form supplied to the applicable Issuer and the Indenture Trustee by the Special Servicer, any court pleadings, leases, sale documents or other
documents reasonably necessary to the re-lease, foreclosure or sale in respect of any Mortgage Loan or Mortgaged Property or to any legal action brought to obtain judgment against any Obligor on the related
Lease or Mortgage Loan or to obtain a judgment against an Obligor, or to enforce any other remedies or rights provided by the Lease or Mortgage Loan or otherwise available at law or in equity or to defend any legal action or counterclaim filed
against the applicable Issuer, the Property Manager or the Special Servicer; provided, that each of the applicable Issuer and the Indenture Trustee may alternatively execute and deliver to the


  
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Special Servicer, in the form supplied to the applicable Issuer and the Indenture Trustee by the Special Servicer, a limited power of attorney substantially in the form of
Exhibit D issued in favor of the Special Servicer and empowering the Special Servicer to execute and deliver any or all of such pleadings, leases, sale documents or other documents on behalf of the applicable Issuer or the
Indenture Trustee, as the case may be; provided, however, that neither the applicable Issuer nor the Indenture Trustee shall be held liable for any misuse of such power of attorney by the Special Servicer. Together with such pleadings,
leases, sale documents or documents (or such power of attorney empowering the Special Servicer to execute the same on behalf of the applicable Issuer and the Indenture Trustee), the Special Servicer shall deliver to each of the applicable Issuer and
the Indenture Trustee an Officer’s Certificate requesting that such pleadings, leases, sale documents or other documents (or such power of attorney empowering the Special Servicer to execute the same on behalf of the applicable Issuer or the
Indenture Trustee, as the case may be) be executed by the applicable Issuer or the Indenture Trustee and certifying as to the reason such pleadings or documents are required. 

(c) Upon the payment in full of any Mortgage Loan, or the receipt by the Property Manager of a notification that payment in
full shall be escrowed in a manner customary for such purposes, the Property Manager shall promptly notify the Custodian and the Indenture Trustee by a certification (which certification shall be in the form of a Request for Release substantially in
the form of Exhibit B attached hereto, shall be accompanied by the form of any necessary release or discharge and shall include a statement to the effect that all amounts received or to be received in connection with such payment which are
required to be deposited in the Collection Account pursuant to Section 3.04(a) have been or will be so deposited) of a Servicing Officer (a copy of which certification shall be delivered to the Special Servicer) and
shall request delivery to it and release of the related Loan File. Upon receipt of such certification and request, the Custodian shall promptly cause the release of the related Loan File to the Property Manager and the Indenture Trustee shall
deliver to the Property Manager such release or discharge, duly executed. Except customary fees and expenses, no expenses incurred in connection with any instrument of satisfaction or deed of reconveyance shall be chargeable to the Collection
Account or other amounts that constitute Collateral. 
 Section 3.11. Servicing Compensation; Interest on
Property Protection Advances. 
 (a) As compensation for its activities hereunder, the Property Manager shall be entitled
to receive the Property Management Fee with respect to each Mortgaged Property and Mortgage Loan included in the Collateral Pool. As to each such Mortgaged Property and Mortgage Loan included in the Collateral Pool, the Property Management Fee shall
accrue daily at the related Property Management Fee Rate on the basis of the Collateral Value of each such Mortgaged Property and Mortgage Loan and shall be calculated with respect to each Mortgage Loan on the same basis as interest accrues on such
Mortgage Loan and with respect to each Mortgaged Property on a 30/360 Basis. The right to receive the Property Management Fee may not be transferred in whole or in part except in connection with the transfer of all of the Property Manager’s
responsibilities and obligations under this Agreement. Earned but unpaid Property Management Fees shall be payable monthly out of general collections on deposit in the Collection Account pursuant to Section 3.05 and
Section 2.11 of the Indenture. 

  
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 (b) On each Remittance Date, the Property Manager shall be entitled to receive:
(i) all returned check fees, assumption, modification and similar fees and late payment charges from Obligors with respect to Mortgaged Properties, Leases and Mortgage Loans that are not Specially Serviced Assets as of such Remittance Date; and
(ii) any default interest collected on a Mortgaged Property, Lease or Mortgage Loan, but only to the extent that (x) such default interest is allocable to the period (not to exceed 60 days) when such Mortgaged Property, Lease or Mortgage
Loan did not constitute a Specially Serviced Asset and (y) such default interest is not allocable to reimburse the Property Manager, the Back-Up Manager or the Indenture Trustee with respect to any
Property Protection Advances or interest thereon made in respect of such Mortgage Loan, Lease or Mortgaged Property (collectively, the “Property Manager Additional Servicing Compensation”). 

(c) As compensation for its activities hereunder, the Special Servicer shall be entitled to receive the Special Servicing Fee
with respect to each Specially Serviced Asset. As to each Specially Serviced Asset, the Special Servicing Fee shall accrue daily from time to time at the Special Servicing Fee Rate on the basis of the Collateral Value of such Specially Serviced
Asset and shall be calculated with respect to each Specially Serviced Loan on the same basis as interest accrues on such Specially Serviced Loan and with respect to each Mortgaged Property related to a Specially Serviced Lease on a 30/360 Basis. The
Special Servicing Fee with respect to any Specially Serviced Asset shall (subject to Section 3.20 hereof) cease to accrue if (i) the related Mortgaged Property is sold or exchanged for a Qualified Substitute Mortgaged
Property or the Specially Serviced Loan is sold or exchanged for a Qualified Substitute Mortgage Loan, as applicable, or (ii) such Specially Serviced Asset becomes a Corrected Lease or a Corrected Loan, as applicable, or (iii) such
Specially Serviced Asset becomes a Liquidated Lease or liquidated Mortgage Loan, as applicable. Earned but unpaid Special Servicing Fees shall be payable monthly out of collections on deposit in the Collection Account pursuant to
Section 3.05 hereof and Section 2.11 of the Indenture. 
 The Special Servicer’s right to receive the
Special Servicing Fee may not be transferred in whole or in part except in connection with the transfer of all of the Special Servicer’s responsibilities and obligations under this Agreement. 

(d) Subject to the last sentence of this Section 3.11(d), on each Remittance Date, the Special
Servicer shall be entitled to receive: (i) all returned check fees, assumption, modification and similar fees and late payment charges received on or with respect to the Specially Serviced Assets (determined as of the Remittance Date relating
to such Payment Date); and (ii) any default interest collected on a Specially Serviced Asset (to the extent that such default interest is not allocable to reimburse the Property Manager, Indenture Trustee or
Back-Up Manager with respect to any Property Protection Advances made in respect of the related Mortgage Loan, Lease or Mortgaged Property or interest thereon and such default interest is not allocable to the
Property 

  
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Manager under Section 3.11(b)) as additional servicing compensation (collectively, the “Special Servicer Additional Servicing Compensation”).
Notwithstanding the foregoing, if the Special Servicer is terminated at a time when no Servicer Replacement Event existed with respect to the Special Servicer and such Special Servicer was servicing or administering any Specially Serviced Asset as
of the date of such termination, and such servicing or administration had been continuing for at least two (2) months, then the terminated Special Servicer will be entitled to 50% of all modification fees earned by its successor with respect to
such Specially Serviced Asset during the 12-month period following the date of such termination. 

(e) As and to the extent permitted by Section 2.11 of the Indenture, the Property Manager, Indenture Trustee and the Back-Up Manager, as applicable, shall each be entitled to receive Advance Interest on the amount of each Advance made thereby for so long as such Advance is outstanding. The Property Manager and the Back-Up Manager shall be reimbursed for Property Protection Advances in accordance with Sections 3.03(d) and 3.05(a) and (b), and Section 2.11 of the Indenture. 

Except as otherwise expressly set forth herein, the Property Manager and the Special Servicer shall each be required to pay all ordinary
expenses incurred by it in connection with its servicing activities under this Agreement, including fees of any subservicers retained by it. In addition, the Property Manager and the Special Servicer shall not be reimbursed for its own internal
costs and expenses and overhead expenses, such as office space expenses, office equipment costs, supply costs or employee salaries or related costs and expenses. 

(f) A Workout Fee shall be payable to the Special Servicer with respect to each Corrected Loan or Corrected Lease. As to each such Corrected
Loan or Corrected Lease, the Workout Fee will be payable out of, and shall be calculated by application of the Workout Fee Rate to, each collection of rents, interest (other than Default Interest) and principal (including scheduled payments,
prepayments, Balloon Payments and payments at maturity) received on such Corrected Loan or Corrected Lease, as applicable, so long as it remains a Corrected Lease or Corrected Loan; provided, that no Workout Fee shall be payable from, or
based upon the receipt of, Liquidation Proceeds collected in connection with (i) the purchase of any Specially Serviced Loan, Mortgaged Property related to any Specially Serviced Lease or REO Property by the Property Manager or the Special
Servicer or (ii) the repurchase of any Specially Serviced Loan or Mortgaged Property related to any Specially Serviced Lease by the Originator or Support Provider due to a Collateral Defect within the period provided to the Originator and
Support Provider to cure such Collateral Defect. In addition, no Workout Fee shall be payable with respect to any Corrected Loan or Corrected Lease if and to the extent (i) such Mortgage Loan again becomes a Specially Serviced Loan under
clause (b) of the definition of “Specially Serviced Loan” or the Lease again becomes a Specially Serviced Lease under clause (b) of the definition of “Specially Serviced Lease” and (ii) no default
under the Mortgage Loan or Lease, as applicable, actually occurs, or if such default has occurred, it is remedied within the 60 days provided in such clauses. Except as provided in the preceding sentence, for the avoidance of doubt, a new Workout
Fee will become payable if and when a Mortgage Loan or Lease that ceased to be a Corrected Lease or Corrected Loan again becomes a Corrected Lease or Corrected Loan. If the Special Servicer is terminated (with or without cause) or resigns with


  
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respect to any or all of its servicing duties, it shall retain the right to receive any and all Workout Fees payable with respect to the Mortgage Loans or Leases that became Corrected Loans or
Corrected Leases during the period that it had responsibility for servicing Specially Serviced Assets (and the successor Special Servicer shall not be entitled to any portion of such Workout Fees), in each case until the Workout Fee for any such
Corrected Loan or Corrected Lease ceases to be payable in accordance with the second preceding sentence. If the Special Servicer is terminated for any reason or resigns as Special Servicer hereunder, and prior to such resignation or termination, any
Specially Serviced Asset would have been a Corrected Loan or Corrected Lease but for the related Borrower or Tenant, as applicable, not yet having made three full and consecutive Monthly Payments as provided in the Lease Documents or Loan Documents,
then such terminated or resigning Special Servicer shall be entitled to all, and the Successor Special Servicer shall be entitled to none, of the Workout Fee payable in connection with such Specially Serviced Asset after it actually becomes a
Corrected Loan or Corrected Lease, as applicable. 
 (g) A “Liquidation Fee” shall be payable to the Special Servicer
with respect to (i) each Mortgage Loan or Mortgaged Property repurchased by the related Originator or the Support Provider due to a Collateral Defect if purchased after the applicable cure period, and shall equal the product of (x) the
repurchase price with respect to any such repurchase and (y) the Liquidation Fee Rate, (ii) any Specially Serviced Asset as to which the Special Servicer obtains a full, partial or discounted payoff from the related Borrower of a Mortgage
Loan or for some or all of the Collateral Value from the Mortgaged Property related to a Lease from the Tenant, and shall equal the product of (x) the amount of any such payoff and (y) the Liquidation Fee Rate, or (iii) any Specially
Serviced Asset or REO Property as to which the Special Servicer recovers any Liquidation Proceeds, and shall equal the product of (x) the amount of such Liquidation Proceeds and (y) the Liquidation Fee Rate; provided, that no
Liquidation Fee shall be payable from, or based upon the receipt of, Liquidation Proceeds collected in connection with the purchase of any Specially Serviced Loan, Mortgaged Property related to any Specially Serviced Lease or REO Property by the
Property Manager or the Special Servicer. 
 (h) As compensation for its activities hereunder, the
Back-Up Manager shall be entitled to receive the Back-Up Fee with respect to each Mortgaged Property and Mortgage Loan included in the Collateral Pool. As to each such
Mortgaged Property and Mortgage Loan included in the Collateral Pool, the Back-Up Fee shall accrue each day at the related Back-Up Fee Rate on the basis of the
Collateral Value of each such Mortgaged Property and Mortgage Loan. The right to receive the Back-Up Fee may not be transferred in whole or in part except in connection with the transfer of all of the Back-Up Manager’s responsibilities and obligations under this Agreement. Earned but unpaid Back-Up Fees shall be payable monthly pursuant to
Section 3.05(a) and Section 2.11 of the Indenture. 
 Section 3.12. Property Inspections; Collection
of Financial Statements; Delivery of Certain Reports. 
 (a) If a Lease or Mortgage Loan becomes a Specially Serviced
Asset, the Special Servicer shall perform a physical inspection of the related Mortgaged Property as soon as practicable thereafter and, if such Lease or Mortgage Loan remains a Specially Serviced Asset for more than two years, at least annually
thereafter so long as such Lease 

  
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or Mortgage Loan remains a Specially Serviced Asset. The Special Servicer shall prepare a written report of each such inspection performed by it that sets forth in detail the condition of the
related Mortgaged Property and that specifies the existence of (i) any sale, abandonment or transfer of such Mortgaged Property, or (ii) any change in the condition or value of such Mortgaged Property that it, in its good faith and
reasonable judgment, considers material. The Special Servicer shall deliver to the Issuers, the Indenture Trustee, the Property Manager and the Rating Agencies a copy of each such written report prepared by it within 15 days of the completion of
each such inspection. The Special Servicer (i) shall receive reimbursement for reasonable out-of-pocket expenses related to any such inspection and (ii) shall
be entitled to a reasonable inspection fee for any such inspection, in each case from the applicable Issuers pursuant to Section 2.11(b) of the Indenture. 

(b) The Special Servicer, in the case of any Specially Serviced Asset, and the Property Manager, in the case of all other
Leases and Mortgage Loans, shall make reasonable efforts to collect promptly from each related Obligor and review annual operating statements of the related Mortgaged Properties and financial statements of such Obligor required to be provided under
the applicable Mortgage Loan or Lease. 
 (c) Not later than December 15 of each year, commencing December 15,
2014, the Property Manager shall deliver to the Issuers, the Indenture Trustee and the Special Servicer (i) from information, if any, that the Property Manager has most recently received pursuant to Section 3.12(b), a
report setting forth the aggregate Fixed Charge Coverage Ratios of all Mortgaged Properties with respect to which it has received sufficient financial information from the applicable Obligor(s) to permit it to calculate such Fixed Charge Coverage
Ratio (either at the “unit” level or corporate level, as applicable) and, in each case, identifying the period covered by the related financial statements in its possession, and (ii) a schedule, in the form of the Mortgaged Property
Schedule or Mortgage Loan Schedule, as applicable, prepared as of the later of (1) the most recent Series Closing Date and (2) the most recent Transfer Date, and further identifying on such schedule each Lease or Mortgage Loan
(x) that has become a Liquidated Lease or liquidated Mortgage Loan since the most recent delivery of such schedule pursuant to this Section 3.12(c)(ii) (or, in the case of the first such delivery, since the Series
Closing Date), and specifying the date on which the sale or re-lease of the related Mortgaged Property or Mortgage Loan occurred or (y) that has otherwise terminated in accordance with its terms and, in
each case, specifying the date of such sale, re-lease or termination, the amount collected in connection therewith and the amount of any unreimbursed Property Protection Advances, Emergency Property Expenses,
Extraordinary Expenses and other amounts due and unpaid under the related Mortgage Loan or Lease incurred in connection therewith. 

Section 3.13. Annual Statement as to Compliance. 

Each of the Property Manager and the Special Servicer shall deliver to the Issuers, to the Indenture Trustee and, in the case of the Special
Servicer, to the Property Manager, as soon as available, and in any event by the 15th day after each March 31 of each year (or the next succeeding Business Day if any such day is not a
Business Day) beginning in March 2015, an Officer’s Certificate stating, as to each officer signatory thereof, that (i) a review of the activities of the Property Manager or the Special Servicer, as the case may be, during the prior
calendar 

  
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year, and of its performance under this Agreement, has been made under the supervision of the signatories signing such Officer’s Certificate, and (ii) to the best of such
signatory’s knowledge, based on such review, the Property Manager or the Special Servicer, as the case may be, complied in all material respects throughout such period with the minimum servicing standards in this Agreement and fulfilled in all
material respects throughout such period its obligations under this Agreement or, if there was noncompliance with such standards or a default in the fulfillment of any such obligation in any material respect, such Officer’s Certificate shall
include a description of such noncompliance or specify each such default, as the case may be, known to such signatory and the nature and status thereof. 

Section 3.14. Reports by Independent Public Accountants. 

On or before March 31 of each year, beginning in March 2015, 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 the Issuers 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 officer’s assertion made pursuant to Section 3.13 by the Property Manager or the Special Servicer, as the case may be, 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 and that such examination included tests in accordance with the requirements of the Uniform Single Attestation Program for Mortgage Bankers, to
the extent the procedures in such program are applicable to the servicing obligations set forth in this Agreement. 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-Manager. 
 Section 3.15. Access to Certain Information; Delivery
of Certain Information. 
 (a) Each of the Property Manager and the Special Servicer shall afford to the other, to the
Issuers, the Indenture Trustee, the Back-Up Manager and the Rating Agencies and to the OTS, the FDIC and any other banking or insurance regulatory authority that may exercise authority over any holder of Notes
or LLC Interests, reasonable access to any documentation regarding the Leases, Mortgage Loans and Mortgaged Properties and its servicing thereof within its control, except to the extent it is prohibited from doing so by applicable law, rule or
regulation or contract or to the extent such information is subject to a privilege under applicable law. Such access shall be afforded without charge but only upon reasonable prior written request and during normal business hours at the offices of
the Property Manager or the Special Servicer, as the case may be, designated by it. 
 (b) The Property Manager or the
Special Servicer shall notify the Rating Agencies, the Back-Up Manager and the Indenture Trustee of any Mortgaged Property whose Tenant has ceased to exercise its business activity on such Mortgaged Property
within 30 days of becoming aware of such a circumstance. 

  
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 Section 3.16. Title to REO Property. 

(a) If title to any REO Property is acquired by the Special Servicer on behalf of the Issuer, the deed or certificate of sale
shall be issued to the applicable Issuer. Upon acquisition of such REO Property, the Special Servicer shall, if any amounts remain due and owing under the related Mortgage Note, cause the applicable Issuer to execute and deliver to the Indenture
Trustee or the Collateral Agent a new Mortgage (along with appropriate Financing Statements), as applicable, in favor of the Indenture Trustee or the Collateral Agent to secure the lien of the Indenture. 

(b) The Special Servicer shall remit to the Property Manager for deposit in the Collection Account or Release Account, as
applicable, upon receipt, all REO Revenues, Property Insurance Proceeds and Liquidation Proceeds received in respect of an REO Property or Specially Serviced Asset. 

Section 3.17. Management of REO Properties and Mortgaged Properties relating to Defaulted Assets. 

(a) [Reserved] 

(b) At any time that a Mortgaged Property is not subject to a Mortgage Loan or a Lease or is subject to a Mortgage Loan or a
Lease that is (or relates to) a Defaulted Asset or with respect to an REO Property, the Special Servicer’s decision as to how such Mortgaged Property or REO Property shall be managed and operated shall be based on the good faith and reasonable
judgment of the Special Servicer as to the best interest of the applicable Issuer and the Noteholders by maximizing (to the extent commercially feasible) the net after-tax revenues received by the applicable
Issuer with respect to such property and, to the extent consistent with the foregoing, in the same manner as would commercial loan and lease servicers and asset managers operating property comparable to the respective Mortgaged Property or REO
Property under the Servicing Standard. The applicable Issuer, the Indenture Trustee and the Special Servicer may consult with counsel at the expense of the applicable Issuer in connection with determinations required under this
Section 3.17(b). Neither the Indenture Trustee nor the Special Servicer shall be liable to the Issuers, the holders of the Notes, the other parties hereto or each other, nor shall the applicable Issuer be liable to the
other Issuers, any such holders or to the other parties hereto, for errors in judgment made in good faith in the exercise of their discretion while performing their respective duties, obligations and responsibilities under this
Section 3.17(b). Nothing in this Section 3.17(b) is intended to prevent the sale or re-lease of a Mortgaged Property or REO Property pursuant to the terms
and subject to the conditions of Section 3.18 and Article VII, as applicable. 
 (c) The
Special Servicer shall have full power and authority to do any and all things in connection with the servicing and administration of any Defaulted Asset and Mortgaged Property subject to a Defaulted Asset and any REO Property as are


  
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consistent with the Servicing Standard and, consistent therewith, shall request that the Property Manager make, and the Property Manager shall make, Property Protection Advances, or pay (or cause
to be paid) Emergency Property Expenses from funds on deposit in the Collection Account, necessary for the proper operation, management, maintenance and disposition of such Mortgaged Property or REO Property, including: 

 

	 	(i)	all insurance premiums due and payable in respect of such Mortgaged Property or REO Property; 

  

	 	(ii)	all real estate and personal property taxes and assessments in respect of such Mortgaged Property or REO Property that may result in the imposition of a lien thereon (including taxes or other amounts that could
constitute liens prior to or on parity with the lien of the related Mortgage); 

  

	 	(iii)	[Reserved]; and 

  

	 	(iv)	all costs and expenses necessary to maintain, lease, sell, protect, manage, operate and restore such Mortgaged Property or REO Property. 


Notwithstanding the foregoing, the Property Manager shall have no obligation to make any such Property Protection Advance if (as evidenced by an
Officer’s Certificate delivered to the applicable Issuer and the Indenture Trustee) the Property Manager determines, in accordance with the Servicing Standard, that such payment would be a Nonrecoverable Property Protection Advance. The Special
Servicer shall submit requests to make Property Protection Advances to the Property Manager not more than once per month unless the Special Servicer determines on an emergency basis in accordance with the Servicing Standard that earlier payment is
required to protect the interests of the Issuers and the Noteholders. 
 Section 3.18. Sale and Exchange of Mortgage Loans, Leases
and Mortgaged Properties. 
 (a) The Property Manager, the Special Servicer and the applicable Issuer may sell or
purchase, or permit the sale or purchase of, a Mortgage Loan or Mortgaged Property only on the terms and subject to the conditions set forth in this Section 3.18 or as otherwise expressly provided in or contemplated
hereunder. Except with respect to repurchases or substitutions by a related Originator or the Support Provider due to a Collateral Defect, an Issuer may only sell or exchange a Mortgaged Property or Mortgage Loan to or with any of its Affiliates
subject to the applicable conditions (if any) set forth in the Indenture (including any applicable Series Supplement) and herein. 

(b) The Special Servicer shall act on behalf of the applicable Issuer and the Indenture Trustee in negotiating and taking any
other action necessary or appropriate in connection with the sale of any Defaulted Asset, Lease related to a Defaulted Asset or REO Property and the collection of all amounts payable in connection therewith. The Special Servicer shall take such
actions as it determines in accordance with the Servicing Standard will be in the best interests of the applicable Issuer and the Noteholders. Any sale of a Mortgage Loan, Mortgaged Property, Lease, Defaulted Asset or REO


  
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Property shall be free and clear of the lien of the Indenture and shall be final and without recourse to the applicable Issuer or the Indenture Trustee. If such sale is consummated in accordance
with the terms of this Agreement, none of the Property Manager, the Special Servicer or the Indenture Trustee shall have any liability to the Issuers or any holder of Notes with respect to the purchase price therefor accepted by the Property
Manager, the Special Servicer or the Indenture Trustee, as the case may be. 
 Section 3.19. Modifications, Waivers, Amendments and
Consents. 
 (a) The Property Manager and the Special Servicer each may, consistent with the Servicing Standard, agree to
any modification, waiver or amendment of any term of, forgive any payment on, permit the release of the Obligor on or guarantor of, or approve of the assignment of a Tenant’s interest in its Lease with respect to, or the sublease of all or a
portion of, any Mortgaged Property, Lease or Mortgage Loan it is required to service and administer hereunder, without the consent of the Issuers, the Indenture Trustee, any holder of Notes or any Controlling Party or Requisite Global Majority;
provided; that (i) in the reasonable judgment of the party agreeing to any such amendment, such amendment will not cause the Current Cashflow Coverage Ratio to be reduced to or below 1.30 or, if the Current Cashflow Coverage Ratio is
already equal to or lower than 1.30, will not cause the Current Cashflow Coverage Ratio to be further reduced and (ii) in the reasonable judgment of the party agreeing to any such amendment, such amendment is in the best interest of the
Noteholders and will not have an adverse effect on the Collateral Value of the related Mortgaged Property (in the case of any such amendment with respect to a Lease) or Mortgage Loan (in the case of any such amendment with respect to a Mortgage
Loan); provided; that any such amendment (x) in connection with a Delinquent Asset or Defaulted Asset, (y) that is required by the terms of the applicable Lease or Mortgage Loan or (z) with respect to which the Rating Condition
is satisfied, shall not be subject to the foregoing restrictions set forth in (i) or (ii) above; 
 (b) From time to
time, subject to the Servicing Standard and upon satisfaction of the Rating Agency Notification Condition, the Property Manager or Special Servicer, as applicable, shall be entitled (on behalf of the Issuer and the Indenture Trustee) to release an
immaterial portion of any Mortgaged Property that it is then administering from the lien of the Indenture and the Mortgage (and simultaneously release the Issuer’s interest in such portion of such Mortgaged Property) or consent to, or make, an
immaterial modification with respect to any Mortgaged Property that it is then administering; provided, that, such Property Manager or Special Servicer shall have certified that it reasonably believes that such release or modification (both
individually and collectively with any other similar releases or modifications with respect to such Mortgaged Property) will not materially adversely affect (i) the Appraised Value of such Mortgaged Property or (ii) the Noteholders’
or the holders’ of the Related Series Notes interests in such Mortgaged Property; 
 (c) The Property Manager and the
Special Servicer each may, as a condition to its granting any request by an Obligor for consent, modification, waiver or indulgence or any other matter or thing, the granting of which is within the Property Manager’s or Special Servicer’s,
as the case may be, discretion pursuant to the terms of the 

  
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instruments evidencing or securing the related Lease or Mortgage Loan and is permitted by the terms of such Lease or Mortgage Loan, require that such Obligor pay to it, as Additional Servicing
Compensation, a reasonable or customary fee for the additional services performed in connection with such request, together with any related costs and expenses incurred by it; and 

(d) All modifications, waivers, amendments and other actions entered into or taken in respect of a Lease or Mortgage Loan
pursuant to this Section 3.19 shall be in writing. Each of the Property Manager and the Special Servicer shall notify the other such party and the Issuers and the Indenture Trustee, in writing, of any modification, waiver,
amendment or other action entered into or taken in respect of any Lease or Mortgage Loan pursuant to this Section 3.19 and the date thereof, and shall deliver to the Custodian for deposit in the related Lease File or Loan
File an original counterpart of the agreements relating to such modification, waiver, amendment or other action, promptly (and in any event within ten (10) Business Days) following the execution thereof. 

Section 3.20. Transfer of Servicing Between Property Manager and Special Servicer; Record Keeping. 

(a) Upon determining that a Servicing Transfer Event has occurred with respect to any Lease or Mortgage Loan and if the
Property Manager is not also the Special Servicer, the Property Manager shall immediately give notice thereof, and shall deliver the related Servicing File, to the Special Servicer, and shall use its best efforts to provide the Special Servicer with
all information, documents (or copies thereof) and records (including records stored electronically on computer tapes, magnetic discs and the like) relating to such Lease or Mortgage Loan reasonably requested by the Special Servicer to enable it to
assume its functions hereunder with respect thereto without acting through a Sub-Manager. The Property Manager shall use its best efforts to comply with the preceding sentence within five (5) Business
Days of the occurrence of each related Servicing Transfer Event. 
 Upon determining that a Specially Serviced Asset has
become a Corrected Lease or Corrected Loan and if the Property Manager is not also the Special Servicer, the Special Servicer shall immediately give notice thereof, and shall return the related Servicing File, to the Property Manager and, upon
giving such notice and returning such Servicing File, to the Property Manager, (i) the Special Servicer’s obligation to service such Corrected Lease or Corrected Loan shall terminate, (ii) the Special Servicer’s right to receive
the Special Servicing Fee with respect to such Corrected Lease or Corrected Loan shall terminate, and (iii) the obligations of the Property Manager to service and administer such Lease or Mortgage Loan shall resume, in each case, effective as
of the first day of the calendar month following the calendar month in which such notice was delivered and return effected. 

(b) In servicing any Specially Serviced Assets, the Special Servicer shall provide to the Custodian, for the benefit of the
Indenture Trustee, originals of 

  
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documents included within the definition of “Lease File” for inclusion in the related Lease File and “Loan File” for inclusion in the related Loan File (with a copy of each
such original to the Property Manager), and copies of any additional related Lease and Mortgage Loan information, including correspondence with the related Obligor. 

(c) Notwithstanding anything in this Agreement to the contrary, in the event that the Property Manager and the Special Servicer
are the same Person, all notices, certificates, information and consents required to be given by the Property Manager to the Special Servicer or vice versa shall be deemed to be given without the necessity of any action on such Person’s part.

 Section 3.21. Sub-Management Agreements. 

(a) The Property Manager and the Special Servicer may enter into Sub-Management
Agreements to provide for the performance by third parties of any or all of their respective obligations hereunder; provided, that, in each case, the Sub-Management Agreement: (i) is consistent
with this Agreement in all material respects and requires the Sub-Manager to comply with all of the applicable conditions of this Agreement; (ii) provides that if the Property Manager or the Special
Servicer, as the case may be, shall for any reason no longer act in such capacity hereunder (including by reason of a Servicer Replacement Event), any Back-Up Manager, Successor Property Manager or Successor
Special Servicer, may thereupon assume all of the rights and, except to the extent they arose prior to the date of assumption, obligations of the Property Manager or the Special Servicer, as the case may be, under such agreement or, alternatively,
may (or the Indenture Trustee may) terminate such Sub-Management Agreement without cause and without payment of any penalty or termination fee; (iii) provides that the Issuers, the Back-Up Manager, the Indenture Trustee, the other parties hereto and, as and to the extent provided herein, the third party beneficiaries hereof shall be third party beneficiaries under such agreement, but that
(except to the extent the Back-Up Manager or Successor Property Manager or Successor Special Servicer assumes the obligations of the Property Manager or the Special Servicer, as the case may be, under the
applicable Sub-Management Agreement as contemplated by the immediately preceding clause (ii) and, in such case, only from the date of such assumption) none of the Issuers, the Indenture Trustee,
the Back-Up Manager, any other party hereto, any successor Property Manager or Special Servicer, as the case may be, any holder of Notes or LLC Interests or any other third party beneficiary hereof shall have
any duties under such agreement or any liabilities arising therefrom; (iv) permits any purchaser of a Mortgaged Property and any related Lease or Mortgage Loan pursuant to this Agreement to terminate such
Sub-Management Agreement with respect to such purchased Mortgaged Property and related Lease or Mortgage Loan at its option and without penalty; (v) does not permit the
Sub-Manager to enter into or consent to any modification, waiver or amendment or otherwise take any action on behalf of the Property Manager or Special Servicer, as the case may be, contemplated by
Section 3.19 without the written consent of the Property Manager or Special Servicer, as the case may be; and (vi) does not permit the Sub-Manager any rights of indemnification
that may be satisfied out of the Collateral (it being understood that any Sub-Manager shall be entitled to recover amounts in respect of Property Protection Advances as described in the following


  
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paragraph). In addition, each Sub-Management Agreement entered into by the Property Manager shall provide that such agreement shall terminate with respect
to any Lease and the related Mortgaged Property, and any Mortgage Loan serviced thereunder at the time such Lease or Mortgage Loan becomes a Specially Serviced Asset, and each Sub-Management Agreement entered
into by the Special Servicer shall relate only to Specially Serviced Assets and shall terminate with respect to any such Lease or Mortgage Loan that ceases to be a Specially Serviced Asset, in each case pursuant to the terms hereof. 

The Property Manager and the Special Servicer shall each deliver to the Issuers and the Indenture Trustee copies of all Sub-Management Agreements, and any amendments thereto and modifications thereof, entered into by it, promptly upon its execution and delivery of such documents. References in this Agreement to actions taken or to be
taken by the Property Manager or the Special Servicer include actions taken or to be taken by a Sub-Manager on behalf of the Property Manager or the Special Servicer, as the case may be, and in connection
therewith, all amounts advanced by any Sub-Manager to satisfy the obligations of the Property Manager hereunder to make Advances shall be deemed to have been advanced by the Property Manager out of its own
funds and, accordingly, such amounts constituting Advances shall be recoverable by such Sub-Manager in the same manner and out of the same funds as if such Sub-Manager
were the Property Manager. For so long as they are outstanding, Advances shall accrue Advance Interest in accordance with the terms hereof, such interest to be allocable between the Property Manager and such
Sub-Manager as they may agree. For purposes of this Agreement, the Property Manager and the Special Servicer each shall be deemed to have received any payment, and shall be obligated to handle such payment in
accordance with the terms of this Agreement, when a Sub-Manager retained by it receives such payment. The Property Manager and the Special Servicer each shall notify the other, the Issuers and the Indenture
Trustee in writing promptly of the appointment by it of any Sub-Manager. 
 (b) The
Property Manager shall have determined to its commercially reasonable satisfaction that each Sub-Manager shall be authorized to transact business, and shall have obtained all necessary licenses and approvals,
in each jurisdiction in which the failure to be so authorized or qualified or to have obtained such licenses would adversely affect its ability to carry out its obligations under the Sub-Management Agreement
to which it is a party. 
 (c) The Property Manager and the Special Servicer, for the benefit of the Issuers, shall (at no
expense to the Issuers or the Indenture Trustee) monitor the performance and enforce the obligations of their respective Sub-Managers under the related Sub-Management
Agreements. Such enforcement, including the legal prosecution of claims, termination of Sub-Management Agreements in accordance with their respective terms and the pursuit of other appropriate remedies, shall
be in such form and carried out to such an extent and at such time as the Property Manager or the Special Servicer, as applicable, in its good faith and reasonable judgment, would require were it the owner of the Mortgaged Properties and the
Mortgage Loans. Subject to the terms of the related Sub-Management Agreement, the Property Manager and the Special Servicer shall each have the right to (in its sole discretion and without the consent of any
other person) remove a Sub-Manager retained by it at any time it considers such removal to be in the best interests of the Issuers. 

  
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 (d) In the event that the Back-Up Manager
has succeeded to the rights and assumed the obligations hereunder, of the Property Manager or the Special Servicer, then the Back-Up Manager shall succeed to the rights and assume the obligations of the
Property Manager or the Special Servicer, as applicable, under any Sub-Management Agreement, unless the Indenture Trustee elects to terminate any such Sub-Management
Agreement in accordance with its terms. In any event, if a Sub-Management Agreement is to be assumed by the Back-Up Manager, then the predecessor Property Manager or the
Special Servicer, as applicable, at its expense, shall, upon request of the Back-Up Manager, deliver to the Back-Up Manager all documents and records relating to such Sub-Management Agreement and the Mortgaged Properties and the Mortgage Loans then being serviced thereunder and an accounting of amounts collected and held on behalf of it thereunder, and otherwise use its best
efforts to effect the orderly and efficient transfer of the Sub-Management Agreement to the assuming party. 

(e) Notwithstanding any Sub-Management Agreement, the Property Manager and the Special
Servicer shall remain obligated and liable to the Issuers, the Noteholders, the Indenture Trustee and each other for the performance of their respective obligations and duties under this Agreement in accordance with the provisions hereof to the same
extent and under the same terms and conditions as if each alone were servicing and administering the Mortgage Loans, the Mortgaged Properties and Leases for which it is responsible. 

(f) Except as otherwise expressly provided for herein, the Property Manager or Special Servicer, as applicable, will be solely
liable for all fees owed by it to any Sub-Manager, irrespective of whether its compensation pursuant to this Agreement is sufficient to pay such fees. 

(g) Each of the Property Manager and the Special Servicer shall have all the limitations upon liability and all the indemnities
for the actions and omissions of any such Sub-Manager retained by it that it has for its own actions hereunder. 

ARTICLE IV 
 REPORTS 

Section 4.01. Reports to the Issuers, the Indenture Trustee and the Insurers. 

(a) Not later than 2:00 p.m. (New York City time), three (3) Business Days prior to each Payment Date, the Property
Manager shall deliver to each of the Issuers and the Indenture Trustee a report containing the information specified on Exhibit F hereto, and such other information with respect to the Mortgage Loans, the Leases and Mortgaged Properties as
the Indenture Trustee may reasonably request (such report, the “Determination Date Report”), reflecting information as of the close of business on the last day of the related Collection Period, in a mutually agreeable
electronic format. The 

  
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Determination Date Report and any written information supplemental thereto shall include such information with respect to the Mortgage Loans, the Leases and Mortgaged Properties as is required by
the Indenture Trustee for purposes of making the payments required by Section 2.11(b) of the Indenture and the calculations and reports referred to in Section 6.01 of the Indenture and otherwise therein, in each case as set forth in the
written specifications or guidelines issued by any of the Issuers of the Indenture Trustee, as the case may be, from time to time. The Property Manager shall also provide to the Indenture Trustee the wire instructions for the relevant parties to
which payments under Section 2.11(b) of the Indenture will be made. The Determination Date Report shall also contain a certification by the Property Manager that the Issuers have not incurred any indebtedness except indebtedness permitted by
the Transaction Documents. Such information shall be delivered by the Property Manager to each of the Issuers and the Indenture Trustee in agreed-upon format and such electronic or other form as may be reasonably acceptable to the Issuers and the
Indenture Trustee. The Special Servicer shall from time to time (and, in any event, as may be reasonably required by the Property Manager) provide the Property Manager with such information regarding the Specially Serviced Assets as may be necessary
for the Property Manager to prepare each Determination Date Report and any supplemental information to be provided by the Property Manager to the Issuers or the Indenture Trustee. 

(b) By 1:00 p.m. (New York City time), two (2) Business Days after the last day of each Collection Period, the Special
Servicer shall deliver to the Property Manager and the Indenture Trustee a report containing such information relating to the Specially Serviced Assets and in such form as the Indenture Trustee may reasonably request (such report, the
“Special Servicer Report”) reflecting information as of the close of business on the last day of such Collection Period. 

(c) Not later than the 30th day following the end of each calendar quarter, commencing with the quarter ended
September 30, 2014, the Special Servicer shall deliver to the Indenture Trustee and the Property Manager a report containing such information and in such form as the Indenture Trustee may reasonably request (such report a “Modified
Collateral Detail and Realized Loss Report”) with respect to all operating statements and other financial information collected or otherwise obtained by the Special Servicer pursuant to Section 3.12(b) during
such calendar quarter. 
 Section 4.02. Use of Agents. 

The Property Manager may at its own expense utilize agents or
attorneys-in-fact, including Sub-Managers, in performing any of its obligations under this Article IV, but no such
utilization shall relieve the Property Manager from any of such obligations, and the Property Manager shall remain responsible for all acts and omissions of any such agent or
attorney-in-fact. The Property Manager shall have all the limitations upon liability and all the indemnities for the actions and omissions of any such agent or attorney-in-fact that it has for its own actions hereunder pursuant to Article V, and (except as set forth in Section 3.21(a)) any such agent
or attorney-in-fact shall have the benefit of all the limitations upon liability, if any, and all the indemnities provided to the Property Manager under
Section 5.03(a). Such indemnities shall be expenses, costs and liabilities of the Issuers, and any such agent or attorney-in-fact shall be
entitled to be reimbursed (to the same extent the Property Manager would be entitled to be reimbursed) as provided in Section 2.11 of the Indenture. 

  
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 ARTICLE V 

THE PROPERTY MANAGER AND THE SPECIAL SERVICER 

Section 5.01. Liability of the Property Manager and the Special Servicer. 

The Property Manager and the Special Servicer shall be liable in accordance herewith only to the extent of the obligations specifically imposed
upon and undertaken by the Property Manager and the Special Servicer, respectively, herein. 
 Section 5.02. Merger, Consolidation
or Conversion of the Property Manager and the Special Servicer. 
 Subject to the following paragraph, the Property Manager and the
Special Servicer shall each keep in full effect its existence, rights and franchises as a partnership, corporation, bank or association under the laws of the jurisdiction of its formation, and each will obtain and preserve its qualification to do
business as a foreign partnership, corporation, bank or association in each jurisdiction in which such qualification is or shall be necessary to protect the validity and enforceability of this Agreement or any of the Leases and the Mortgage Loans
and to perform its respective duties under this Agreement. 
 Each of the Property Manager and the Special Servicer may be merged or
consolidated with or into any Person, or may transfer all or substantially all of its assets to any Person, in which case any Person resulting from any merger or consolidation to which the Property Manager or the Special Servicer is a party, or any
Person succeeding to the business of the Property Manager or the Special Servicer, will be the successor Property Manager or the successor Special Servicer, as the case may be, hereunder, and each of the Property Manager and the Special Servicer may
transfer any or all of its rights and obligations under this Agreement to any Person; provided, however, that no such successor, surviving Person or transferee shall succeed to the rights of the Property Manager or the Special Servicer
unless (a) the Rating Condition is satisfied or (b) such successor is an affiliate of the Property Manager or the Special Servicer and the obligations of such successor hereunder are guaranteed by the Support Provider. 

Section 5.03. Limitation on Liability of the Property Manager, the Special Servicer and the Back-Up Manager; Environmental Liabilities. 
 (a) None of the Property Manager, the Special Servicer
or the Back-Up Manager or any director, partner, member, manager, officer, employee or agent of any such party or Control Person over any of them shall be under any liability to the Issuers, the Indenture
Trustee, the Collateral Agent, the Custodian or the holders of the Notes or the LLC Interests or any other Person for any action taken, or not taken, in good faith pursuant to this Agreement, or for errors in judgment; provided,
however, that none of the Property Manager, the Special Servicer or the Back-Up Manager shall be protected against any liability that would otherwise be


  
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imposed by reason of misfeasance, bad faith or negligence in the performance of obligations or duties hereunder. The Property Manager and the Special Servicer and the Back-Up Manager (each, an “Applicable Party”) and any director, officer, partner, member, manager, employee or agent of any such person or Control Person of any of them shall be entitled to
indemnification by the Issuers, payable, subject to Section 5.04 of the Indenture and pursuant to Section 2.11 of the Indenture, against any loss, liability or expense incurred in connection with the performance of duties or obligations
hereunder or under any other Transaction Document or in connection with any legal action that relates to this Agreement or any other Transaction Document; provided, however, that such indemnification shall not extend to any loss,
liability or expense incurred by reason of misfeasance, bad faith or negligence in the performance of obligations or duties under this Agreement. Each Applicable Party shall indemnify the Issuers, the Indenture Trustee and the Collateral Agent and
any director, officer, employee, agent or Control Person of any of them against any loss, liability or expense resulting from the misfeasance, bad faith or negligence in the performance of such Applicable Party’s duties or obligations under
this Agreement. No Applicable Party shall be under any obligation to appear in, prosecute or defend any legal action that is not incidental to its respective responsibilities under this Agreement and that in its opinion may involve it in any expense
or liability; provided, however, that each Applicable Party shall be permitted, at its sole discretion, to undertake any such action that it may deem necessary or desirable with respect to the enforcement or protection of the rights
and duties of the parties hereto or the interests of any Issuer hereunder. In such event, the legal expenses and costs of such action, and any liability resulting therefrom, shall be reimbursed by the Issuers in accordance with Section 2.11(b)
of the Indenture. 
 (b) The Property Manager shall enforce or pursue in accordance with the Servicing Standard any claim for payment,
indemnity or reimbursement available to any of the Issuers or the Indenture Trustee in respect of any environmental liabilities, losses, claims, costs or expenses, including, without limitation, any right to payment under an Environmental Indemnity
Agreement or a Performance Undertaking. The Property Manager shall seek payment from the Support Provider for any indemnities due under an Environmental Indemnity Agreement to the extent any such amounts are not paid by the applicable Issuer on a
current basis from the Available Amount on any Payment Date in accordance with Section 2.11(b) of the Indenture. Any amounts advanced by Spirit Realty, in its capacity as Property Manager, in respect of environmental matters that are payable by
the applicable Issuer under an Environmental Indemnity Agreement and are not reimbursed on a current basis as described above, shall be deemed to be payment by Spirit Realty, in its capacity as Support Provider, and Spirit Realty shall not be
entitled to reimbursement of any such amounts as a Property Protection Advance. 
 Section 5.04. Term of Service; Property Manager
and Special Servicer Not to Resign. 
 Subject to (and without limiting) Section 5.02, hereof, neither the
Property Manager nor the Special Servicer shall resign from the obligations and duties hereby imposed on it, except upon determination that the performance of its duties hereunder is no longer permissible under applicable law or are in material
conflict by reason of applicable law with any other activities carried on by it, such other activities causing such a conflict being of a type and 

  
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nature carried on by the Property Manager or the Special Servicer, as the case may be, at the date of this Agreement. Any such determination permitting the resignation of the Property Manager or
the Special Servicer, as applicable, shall be evidenced by an Opinion of Counsel to such effect that shall be delivered to the Issuers and the Indenture Trustee. No such resignation shall become effective until a successor shall have assumed the
responsibilities and obligations of the resigning party hereunder. If within one hundred twenty (120) days of the date of such determination, no successor shall have assumed the applicable responsibilities and obligations of the resigning
party, such Property Manager or Special Servicer shall be permitted to petition a court of competent jurisdiction to appoint a successor. 

Notwithstanding anything to the contrary herein, each of the Property Manager and the Special Servicer may cause all or part of the
obligations and duties imposed on it by this Agreement to be assumed by, and may assign part or all of its rights, benefits or privileges hereunder to, another Person; provided, that (i) the assuming party is an Eligible Successor and
(ii) unless the assuming party or assignee is an Affiliate of the Property Manager or Special Servicer whose obligations and duties hereunder are guaranteed by the Support Provider, the Rating Condition shall have been satisfied with respect to
any such assumption or assignment. Upon any such assignment or assumption, the Property Manager and/or the Special Servicer, as applicable, shall be relieved from all liability hereunder for acts or omissions the assuming Person or assignee, as
applicable, occurring after the date of such assignment or assumption. 
 If the Property Manager, Special Servicer or Back-Up Manager shall resign pursuant to this Section 5.04 or be removed pursuant to Section 6.01, then such resigning Property Manager, Special Servicer or Back-Up Manager, as applicable, must pay all reasonable costs and expenses associated with the transfer of its duties and cooperate reasonably with its successor in order to effect such transfer. 

Except as provided herein, neither the Property Manager nor the Special Servicer shall assign or transfer any of its rights, benefits or
privileges hereunder to any other Person or delegate to or subcontract with, or authorize or appoint, any other Person to perform any of the duties, covenants or obligations to be performed by it hereunder, or cause any other Person to assume such
duties, covenants or obligations. If, pursuant to any provision hereof, all of the duties and obligations of the Property Manager or the Special Servicer are transferred by an assignment and assumption to a successor thereto, the entire amount of
compensation payable to the Property Manager or the Special Servicer, as the case may be, that accrues pursuant hereto from and after the date of such transfer shall be payable to such successor. 

Section 5.05. Rights of Certain Persons in Respect of the Property Manager and the Special Servicer. 

Each of the Property Manager and the Special Servicer shall afford to the other and, also to the Issuers and the Indenture Trustee, upon
reasonable notice, during normal business hours, (a) access to all records maintained by it relating to the Mortgage Loans, Mortgaged Properties and Leases included in the Collateral Pool and in respect of its rights and obligations hereunder
and (b) access to such of its officers as are responsible for such obligations; provided, that, in no event shall the Property Manager or Special Servicer be required to take any action that violates applicable law, contract or
regulation. The Issuers may, 

  
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but are not obligated to, enforce the obligations of the Property Manager and the Special Servicer hereunder and may, but are not obligated to, perform, or cause a designee to perform, any
defaulted obligation of the Property Manager or the Special Servicer hereunder, or, in connection with any such defaulted obligation, exercise the related rights of the Property Manager or the Special Servicer hereunder; provided,
however, that neither the Property Manager nor the Special Servicer shall be relieved of any of its obligations hereunder by virtue of such performance by any such Issuer or its designee. The Issuer shall not have any responsibility or
liability for any action or failure to act by or with respect to the Property Manager or the Special Servicer. 
 Section 5.06.
[Reserved]. 
 Section 5.07. Property Manager or Special Servicer as Owner of Notes. 

The Property Manager or an Affiliate of the Property Manager, or the Special Servicer or an Affiliate of the Special Servicer, may become the
holder of any Notes or any LLC Interests with the same rights (unless otherwise expressly provided in a Transaction Document) as it would have if it were not the Property Manager, the Special Servicer or any such Affiliate. If, at any time during
which the Property Manager, the Special Servicer or any of their respective Affiliates is the holder of any Note or LLC Interest, the Property Manager or the Special Servicer proposes to take or omit to take action (i) which action or omission
is not expressly prohibited by the terms hereof and would not, in the Property Manager or the Special Servicer’s good faith judgment, violate the Servicing Standard, and (ii) which action, if taken, or omission, if made, might nonetheless,
in the Property Manager’s or the Special Servicer’s good faith judgment, be considered by other Persons to violate the Servicing Standard, the Property Manager or the Special Servicer may, but need not, seek the approval of the holders of
the Notes and the LLC Interests to such action or omission by delivering to the Issuers and the Indenture Trustee a written notice that (a) states that it is delivered pursuant to this Section 5.07, (b) identifies the
portion of Notes and LLC Interests beneficially owned by the Property Manager or the Special Servicer or any Affiliate of the Property Manager or the Special Servicer, and (c) describes in reasonable detail the action that the Property Manager
or the Special Servicer, as the case may be, proposes to take or omit. Upon receipt of such notice, the Issuers shall forward such notice to the applicable holders of the LLC Interests. If, at any time, the Requisite Global Majority separately
consent in writing to the proposal described in the such notice, and if the Property Manager or the Special Servicer, as the case may be, takes action and/or omits to take action as proposed in such notice, such action and/or omission will be deemed
to comply with the Servicing Standard. It is not the intent of the foregoing provision that the Property Manager or the Special Servicer be permitted to invoke the procedure set forth herein with respect to routine servicing matters arising
hereunder, but rather in the case of unusual circumstances. 

  
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 ARTICLE VI 

SERVICER REPLACEMENT EVENTS 

Section 6.01. Servicer Replacement Events. 

(a) “Servicer Replacement Event,” wherever used herein with respect to the Property Manager or Special
Servicer, means any one of the following events: 
  

	 	(i)	any failure by the Property Manager or the Special Servicer to remit or deposit moneys, as required under the Indenture or this Agreement, to the Collection Account, the Release Account or the Payment Account, which
failure remains unremedied for one (1) Business Day after the earlier of (x) the date on which notice of such failure, requiring the same to be remedied, is given to the Property Manager or Special Servicer, as applicable, by the Indenture
Trustee, or to such Property Manager or Special Servicer, as applicable, and the Indenture Trustee by the Noteholders holding at least 25% of the Aggregate Series Principal Balance and (y) actual knowledge of such failure by such Property
Manager or Special Servicer, as applicable; or 

  

	 	(ii)	the Property Manager fails to make any P&I Advance as required by this Agreement; 

  

	 	(iii)	the Property Manager fails to make any Property Protection Advance or fails to pay (or, in the event the Property Manager is Spirit Realty, fails to direct the Indenture Trustee to pay) any Emergency Property Expenses
from funds on deposit in the Collection Account, in each case as required by the Indenture or this Agreement, which failure remains unremedied for three (3) Business Days after the earlier of (x) the date on which notice of such failure,
requiring the same to be remedied, shall have been given to such Property Manager by the Indenture Trustee, or to such Property Manager and the Indenture Trustee by the Noteholders holding at least 25% of the Aggregate Series Principal Balance and
(y) actual knowledge of such failure by such Property Manager; or 

  

	 	(iv)	either the Property Manager or the Special Servicer fails to comply in any material respect with any other of the covenants or agreements on the part of the Property Manager or the Special Servicer, as the case may be,
contained in this Agreement, which failure continues unremedied for a period of 30 days after the date on which written notice of such failure shall have been received by the Property Manager or the Special Servicer, as applicable (15 days in the
case of a failure to pay the premium for any insurance policy required to be maintained pursuant to this Agreement or such fewer days as may be required to avoid the commencement of foreclosure proceedings for unpaid real estate taxes or the lapse
of insurance, as applicable); provided, however, that if the failure is capable of being cured and such Property Manager or Special Servicer is diligently pursuing that cure, the 30 day period will be extended for another 30 days; or



  
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	 	(v)	any breach on the part of the Property Manager or the Special Servicer of any representation or warranty contained in this Agreement that materially and adversely affects the interests of the Issuers or the Noteholders
and that continues unremedied for a period of 30 days after the date on which notice of such breach is given to the Property Manager or the Special Servicer, as applicable; provided, however, that if the breach is capable of being
cured and such Property Manager or Special Servicer is diligently pursuing that cure, the 30 day period will be extended for another 30 days; or 

  

	 	(vi)	(a) the Property Manager or the Special Servicer consents to the appointment of a receiver, liquidator, trustee or similar official relating to it or relating to all or substantially all of its assets or admits in
writing its inability to pay its debts or takes other actions indicating its insolvency or inability to pay its obligations; or (b) a decree or order of a court having jurisdiction in any involuntary case for the appointment of a receiver,
liquidator, trustee or similar official in any bankruptcy, insolvency, readjustment of debt, marshalling of assets and liabilities or similar proceedings is entered against the Property Manager or the Special Servicer and the decree or order remains
in force for a period of 60 days; provided, that if any decree or order cannot be discharged, dismissed or stayed within the 60-day period, such Property Manager or Special Servicer will have an
addition 30 days to effect the discharge, so long as it commenced proceedings to have the decree or order dismissed within the initial 60-day period and it is continuing to pursue the discharge; or


  

	 	(vii)	either the Property Manager or Special Servicer assigns any of its obligations to any third party other than as permitted under this Agreement or any other Transaction Document and does not remedy such breach within
five business days of such assignment; or 

  

	 	(viii)	either the Property Manager or the Special Servicer fails to observe any material reporting requirements under this Agreement, which failure remains unremedied 30 days after the date on which written notice of such
failure, requiring the same to be remedied, shall have been given to the Property Manager or the Special Servicer, as applicable, by any other party to this Agreement or the Indenture Trustee; or 


 

	 	(ix)	any Issuer or the Indenture Trustee has received notice in writing from any Rating Agency then rating any Notes at the request of an Issuer citing servicing concerns and stating that the continuation of the Property
Manager or the Special Servicer in such capacity would be the sole cause of or be a material reason for a downgrade, qualification or withdrawal of any of the ratings then assigned by such Rating Agency to such Notes; or 


  
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	 	(x)	the declaration of an Indenture Event of Default; or 

  

	 	(xi)	an Early Amortization Event occurs and is continuing that is reasonably determined by the Backup Manager (unless the Back-Up Manager is then serving as Property Manager or Special
Servicer) or the Requisite Global Majority to be primarily attributable to acts or omissions of the Property Manager or the Special Servicer rather than general market factors (provided that the occurrence of an Early Amortization Event determined
to be attributable to the acts or omissions of a Property Manager or Special Servicer that has been replaced shall not cause a Replacement Event with respect to any Successor Property Manager or Successor Special Servicer (including the Back-Up Manager)); or 

  

	 	(xii)	the Property Manager or the Special Servicer has engaged in fraud, gross negligence or willful misconduct in connection with its performance under this Agreement and such event could reasonably be expected to have a
material adverse effect on the use, value or operation of the Collateral Pool (taken as a whole), and remains unremedied for 30 days after the Property Manager or the Special Servicer receives written notice thereof. 


When a single entity acts as Property Manager and Special Servicer, a Servicer Replacement Event in one such capacity shall constitute a Servicer Replacement
Event in each such capacity. In the event that the same entity is serving as both Property Manager and Special Servicer and such entity is terminated hereunder in one such capacity (in accordance with Section 6.01(b)), it
shall automatically be terminated in both such capacities. Each of the Property Manager and the Special Servicer will notify the Indenture Trustee in writing of the occurrence of a Servicer Replacement Event or an event that, with the giving of
notice or the expiration of any cure period, or both, would constitute a Servicer Replacement Event promptly upon obtaining actual knowledge thereof. 

(b) (i) If any Servicer Replacement Event (other than any Servicer Replacement Event under Sections 6.01(a)(vi))
occurs with respect to the Property Manager or the Special Servicer (in either case, for purposes of this Section 6.01(b), the “Defaulting Party”) of which a responsible officer of the Indenture
Trustee shall have actual knowledge shall occur, then the Indenture Trustee shall provide written notice thereof to the Noteholders requesting that the Noteholders (excluding Spirit Realty and its affiliates) direct the removal of the Property
Manager and/or Special Servicer or waive such Servicer Replacement Event. In the event that, while such Servicer Replacement Event is continuing, the Requisite Global Majority directs the removal of such Property Manager and/or Special Servicer, as
applicable, the Indenture Trustee will terminate such Property Manager or Special Servicer by notice in writing to the Defaulting Party (with a copy of such notice to each other party hereto). For the avoidance of doubt, no such direction may occur
in the event that a Servicer Replacement Event is not continuing. Upon the occurrence of any Servicer Replacement Event under Sections 6.01(a)(vi) with 

  
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respect to any Defaulting Party, such Defaulting Party shall be immediately terminated without any further action on the part of any other person. Following any such termination of a Defaulting
Party as described in this Section 6.01(b), the Back-Up Manager shall replace the Defaulting Party as Property Manager and/or Special Servicer, as applicable, subject to and in
accordance with Section 6.02(b) and shall have all the rights, duties and obligations of the Property Manager and/or Special Servicer, as applicable, hereunder until a Successor Property Manager or Successor Special
Servicer, as applicable, shall have been appointed. Promptly after any such termination, the Indenture Trustee (acting at the written direction of the Requisite Global Majority) shall appoint a successor property manager (the “Successor
Property Manager”) and/or a successor special servicer (the “Successor Special Servicer”) in accordance with Section 6.01(b)(iii), each of which shall serve as and have all the rights,
duties and obligations of the Property Manager of the Special Servicer, as applicable, hereunder; provided, that any Successor Property Manager or Successor Special Servicer must be an Eligible Successor at the time of such appointment. Upon
its appointment, the Successor Property Manager or Successor Special Servicer shall be the successor in all respects to the Property Manager or Special Servicer, as applicable, and shall be subject to all the responsibilities, duties and liabilities
relating thereto placed upon the Property Manager or Special Servicer by the terms and provisions hereof; provided, that, no such Successor Special Servicer or Successor Property Manager shall have any liability with respect to any duties or
obligations of the terminated Property Manager or Special Servicer, as applicable, accruing prior to the date of such appointment. Notwithstanding the foregoing, if a Replacement Event under Section 6.01(b)(ii) or
(iii) occurs as a result of a failure by the Property Manager to make any Advance and the Back-Up Manager makes such Advance, for so long as the Property Manager has not reimbursed the amount of
such Advance to the Back-Up Manager, the Back-Up Manager will have the right to immediately terminate the Property Manager (and the Special Servicer, if the Property
Manager and the Special Servicer are the same entity) and become the Successor Property Manager (and the Successor Special Servicer, if the Property Manager being replaced and the Special Servicer are the same entity). In any such event, the Back-Up Manager shall be deemed to have been appointed the Successor Property Manager and, if applicable, the Successor Special Servicer hereunder (regardless of whether any of the other conditions of this
Section 6.01(b) are satisfied). 
 (ii) Unless otherwise expressly set forth herein, any such appointment of a
Successor Property Manager or Successor Special Servicer will be subject to (i) the satisfaction of the Rating Condition and (ii) the written agreement of the Successor Property Manager or Successor Special Servicer to be bound by the
terms and conditions of this Agreement, together with an Opinion of Counsel regarding the enforceability of such agreement. Subject to the foregoing conditions set forth in Section 6.01(b), any person, including any holder
of Notes or LLC Interests or any Affiliate thereof, may be appointed as Successor Property Manager or Successor Special Servicer. 
 (iii) In
the event that a Successor Property Manager or Successor Special Servicer (other than the Back-Up Manager), as applicable, has failed to assume all of the duties and obligations of the Defaulting Party as
provided in this Agreement within 30 days of written notice of termination to such Defaulting Party (the “Successor Replacement Date”), the Back-

  
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Up Manager shall automatically (and without further action and regardless of whether any of the other conditions of this Section 6.01(b) are satisfied) be (and shall
have been deemed to have been appointed) the Successor Property Manager or the Successor Special Servicer, as applicable, under this Agreement; provided, however, that the Indenture Trustee shall (at the direction of the Requisite
Global Majority) replace the Back-Up Manager acting as Successor Property Manager or Successor Special Servicer without cause upon 30 days written notice and appoint a new Successor Property Manager or
Successor Special Servicer specified in such Requisite Global Majority’s direction; provided, that (i) such appointment shall be subject to the terms and conditions of the appointment of a Successor Property Manager or Successor
Special Servicer, as applicable, set forth in this Section 6.01(b)(i) and (ii) the Back-Up Manager shall continue serving as Property Manager or Special Servicer, as
applicable, until such appointment is effected. 
 (iv) In the event that a Successor Property Manager or Successor Special Servicer, as
applicable, other than the Back-Up Servicer has not been appointed within thirty (30) days of the applicable Successor Replacement Date, the Back-Up Manager may
(but shall not be obligated to) direct the Indenture Trustee to appoint (for the avoidance of doubt, subject to the terms and conditions of the appointment of a Successor Property Manager or Successor Special Servicer, as applicable, set forth in
this Section 6.01(b)(i) and (ii)) a Successor Property Manager or Successor Special Servicer designated by the Back-Up Manager; provided, that the Back-Up Manager will continue serving as Property Manager or Special Servicer, as applicable, until a Successor Property Manager or Successor Special Servicer, as applicable, has been so appointed. If the Back-Up Manager does not direct the Indenture Trustee to appoint a Successor Property Manager or Successor Special Servicer within 60 days of the applicable Successor Replacement Date, then such Back-Up Manager will no longer be permitted to so direct the Indenture Trustee. 
 (v) Each of the Property
Manager and the Special Servicer agrees that, if it is terminated pursuant to this Section 6.01(b), it shall (i) promptly (and in any event not later than ten (10) Business Days prior to the effective date of such
termination) provide the Back-Up Manager or any Successor Property Manager or Successor Special Servicer, as applicable, with all documents and records in accordance with
Section 6.02(b), (ii) cooperate with such successor in effecting the termination of the duties, obligations, responsibilities and rights of the Property Manager or Special Servicer hereunder and transferring such duties,
obligations and responsibilities to such successor, (including carrying out the actions set forth in Section 6.02) and (iii) in the event that it receives any amounts that constitute Collateral, transfer such amounts
to the Property Manager (it being understood that if the Property Manager has been terminated, such amounts shall be transferred to the Successor Property Manager that succeeds such Property Manager) within two (2) Business Days after receipt
thereof; provided, however, that the Property Manager and the Special Servicer each shall, if terminated pursuant to this Section 6.01(b), continue to be obligated for or entitled to pay or receive all amounts
accrued or owing by or to it under this Agreement on or prior to the date of such termination, whether in respect of Property Protection Advances or otherwise, and it and its directors, officers, employees and agents shall continue to be entitled to
the benefits of Section 5.03(a) notwithstanding any such termination. Any Successor Property Manager or a Successor Special Servicer shall use reasonable efforts to diligently complete the physical transfer of servicing
from the terminated Property Manager or Special Servicer, as applicable, with the cooperation of such Property Manager or Special Servicer. 

  
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 Section 6.02. Successor Property Manager. 

(a) In the event that a Successor Property Manager (including the Back-Up Manager) is
appointed, the terminated Property Manager shall arrange for the delivery to the Successor Property Manager of all of the Servicing Files (other than with respect to any Specially Serviced Asset), which Servicing Files shall contain sufficient data
to permit the Successor Property Manager to assume the duties of the Property Manager hereunder without delay on account of the absence of relevant servicing information. In the event that a Successor Special Servicer (including the Back-Up Manager) is appointed, the terminated Special Servicer shall arrange for the delivery to the Successor Special Servicer of all of the Servicing Files for any Specially Serviced Asset, which Servicing Files
shall contain sufficient data to permit the Successor Special Servicer to assume the duties of the Special Servicer hereunder without delay on account of the absence of relevant servicing information. 

(b) The Issuers, if they determine in their reasonable discretion that enforcement rights and/or remedies are available to the
holders of the Notes against the terminated Property Manager or Special Servicer and it is prudent under the circumstances to enforce such rights, agree to enforce their rights under this Agreement against the terminated Property Manager or Special
Servicer, including any rights they have to enforce each Defaulting Party’s obligation to fully cooperate in the orderly transfer and transition of servicing and otherwise comply with the terms of this Agreement. In the event that the Successor
Special Servicer or Successor Property Manager discovers or becomes aware of any errors in any records or data of the terminated Special Servicer or Property Manager which impairs its ability to perform its duties hereunder, such Successor Property
Manager or Successor Special Servicer shall notify the Issuers and the Indenture Trustee in writing of such errors and shall, at such terminated Special Servicer’s or Property Manager’s expense and upon the Issuers’ direction,
undertake to correct or reconstruct such records or data. 
 (c) From and after the date of this Agreement until the Back-Up Manager becomes the Successor Property Manager, the Property Manager shall (i) provide or cause to be provided to the Back-Up Manager on the 20th day of each month, in electronic form, a complete data tape of the Mortgage Loan Schedule, the Mortgaged Property Schedule and such other information as any Issuer may reasonably deem necessary,
including all information necessary to determine the Release Price with respect to any Mortgage Loan or Mortgaged Property and the original purchase price paid by any Issuer in respect of any Mortgage Loan or Mortgaged Property and (ii) make
available to the Back-Up Manager a copy of each Determination Date Report, Modified Collateral Detail and Realized Loss Report and any Special Servicer Report. The
Back-Up Manager will perform an initial comprehensive data integrity review and a monthly review of this information to determine whether it provides adequate information to enable the Back-Up Manager to perform its obligations hereunder as the Back-Up Manager. To the extent that the Back-Up Manager determines within
ten (10) calendar days of its receipt of such information that such information is adequate for the Back-Up Manager to perform its obligations as the Back-Up
Manager, the Back-Up Manager will provide the Issuers and 

  
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the Indenture Trustee with written notice to that effect. To the extent that the Back-Up Manager determines within ten (10) calendar days of its
receipt of such information that such information is inadequate for the Back-Up Manager to perform its obligations as the Back-Up Manager, the Back-Up Manager will provide prompt written notice to the Issuers and the Property Manager identifying any deficiencies in such information that do not enable the Back-Up
Manager to perform its obligations as the Back-Up Manager. The Property Manager shall use its best efforts to provide any such deficient information to the Back-Up
Manager within ten (10) calendar days of receipt of such notice from the Back-Up Manager. 

(d) Within ten (10) Business Days of the date of receipt from the Property Manager, the
Back-Up Manager shall, in order to understand the purpose of each data field (and the interrelationships among such data fields), review the form of Determination Date Report, Modified Collateral Detail and
Realized Loss Report and the Special Servicer Report, each in the form agreed to by the Property Manager and the Back-Up Manager. Provided the data in the Determination Date Report, the Special Servicer Report
and the Modified Collateral Detail and Realized Loss Report are in a format readable by the Back-Up Manager, the Back-Up Manager shall create a set of conversion
routines and database mapping programs, as necessary, that will enable the Back-Up Manager to (i) receive such data from the Property Manager on a monthly basis and to ensure that the data is readable,
and (ii) independently generate such Determination Date Reports and Special Servicer Reports, as applicable, in the event that it is appointed Successor Property Manager or Successor Special Servicer. 

(e) On a monthly basis, the Back-Up Manager shall (x) verify receipt of the
Determination Date Report and the Special Servicer Report required to be delivered by the Property Manager, together with any other records and data supplied to the Issuers, Indenture Trustee or otherwise hereunder, by Property Manager with respect
to the Mortgage Loans and Leases, and (y) verify that such records and data are in a readable format. 
 (f) The Back-Up Manager may resign from its obligations under this Agreement (i) with the consent of the Requisite Global Majority, (ii) upon a determination that the performance of its hereunder duties and
obligations are no longer permitted under applicable law or (iii) if the Back-Up Manager identifies a successor back-up manager whose appointment as successor Back-Up Manager satisfies the Rating Condition, and in each case a written assumption agreement is executed whereby such successor assumes all rights, duties and obligations of the
Back-Up Manager. No such resignation shall become effective a successor shall have assumed the responsibilities and obligations of the Back-Up Manager party hereunder.

 Section 6.03. Additional Remedies of the Issuers and the Indenture Trustee upon a Servicer Replacement Event. 

During the continuance of any Servicer Replacement Event, so long as such Servicer Replacement Event shall not have been remedied, in addition
to the rights specified in Section 6.01, the Issuers shall have the right, and the Indenture Trustee shall have the right, in its own name and as trustee of an express trust, to take all actions now or hereafter existing at
law, 

  
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in equity or by statute to enforce its rights and remedies and to protect the interests, and enforce the rights and remedies, of the Noteholders (including the institution and prosecution of all
judicial, administrative and other proceedings and the filings of proofs of claim and debt in connection therewith). Except as otherwise expressly provided in this Agreement, no remedy provided for by this Agreement shall be exclusive of any other
remedy, and each and every remedy shall be cumulative and in addition to any other remedy, and no delay or omission to exercise any right or remedy shall impair any such right or remedy or shall be deemed to be a waiver of any Servicer Replacement
Event. 
 ARTICLE VII 

TRANSFERS AND EXCHANGES OF MORTGAGED PROPERTIES AND MORTGAGE LOANS BY THE APPLICABLE ISSUERS; RELEASE OF MORTGAGED PROPERTIES AND MORTGAGE
LOANS BY THE APPLICABLE ISSUERS. 
 Section 7.01. Released Mortgage Loans and Released Mortgaged Properties.  

(a) The applicable Issuers may obtain the release (the “Release”) of Mortgage Loans or Mortgaged Properties (any such
Mortgage Loan or Mortgaged Property, a “Released Mortgage Loan” or “Released Mortgaged Property” as applicable) from the lien of the Indenture in connection with (i) the exercise of a Third Party
Purchase Option, (ii) the purchase or substitution of a Delinquent Asset or Defaulted Asset by the Special Servicer or the Property Manager or any assignee thereof, (iii) the repurchase or substitution of a Mortgage Loan or Mortgaged
Property by an applicable Cure Party due to a Collateral Defect, (iv) the sale of a Mortgage Loan or Mortgaged Property to the Support Provider, a third party unaffiliated with Spirit Realty or to a Spirit SPE or (v) the exchange of a
Mortgage Loan or Mortgaged Property with the Support Provider, a third party unaffiliated with Spirit Realty, the Support Provider or a Spirit SPE; provided, however, that in no event shall any such release be obtained unless, after
giving effect to any such Release and any resulting changes to the Collateral Pool, the Indenture Trustee shall have received an Opinion of Counsel to the effect that, for U.S. federal income tax purposes, no tax gain or loss will be recognized by
any Noteholder or any Issuer with respect to any outstanding Series solely as a result of such action and the resulting changes in the Collateral Pool (the “Tax Required Condition”). In connection with the Release of
(i) any Released Mortgaged Property, the related Lease and the related Lease File shall be simultaneously released from the lien of the Indenture or (ii) any Released Mortgage Loan, the related Loan File shall be simultaneously released
from the lien of the Indenture. The applicable Issuers shall obtain any Release that it is required to obtain in accordance with the terms hereof. 

(b) Except in connection with the release of a Mortgage Loan or a Mortgaged Property in exchange for one or more Qualified Substitute Mortgage
Loans or one or more Qualified Substitute Mortgaged Properties, the applicable Issuer will be required to obtain the applicable Release Price in order to obtain the Release of a Mortgage Loan or Mortgaged Property. The “Release
Price” for any Mortgage Loan or Mortgaged Property will be an amount equal to (i) the Third Party Option Price if the release occurs in connection with any Third Party Purchase Option, (ii) with respect to any Delinquent Asset
or Defaulted Asset purchased by the Special Servicer or the Property Manager or any assignee thereof the greater of (A) the Fair Market Value thereof and (B) the Allocated Loan Amount thereof as of the First Collateral Date with


  
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respect thereto, (iii) the Payoff Amount with respect to any Mortgage Loan or Mortgaged Property repurchased by the related Originator or the Support Provider due to a Collateral Defect,
(iv) the greater of (A) the Fair Market Value and (B) the sum of 125% of the Allocated Loan Amount thereof as of the First Collateral Date with respect thereto plus unreimbursed Property Protection Advances (plus Advance Interest
thereon), Emergency Property Expenses, Extraordinary Expenses, Special Servicing Fees, Liquidation Fees and Workout Fees for any Mortgage Loan or Mortgaged Property sold to the Support Provider, to a third party unaffiliated with Spirit Realty or to
a Spirit SPE or (v) the Fair Market Value of any Mortgage Loan or Mortgaged Property, as applicable, in each case if (X) the Property Manager or the Special Servicer deems the release and sale of such Mortgage Loan or Mortgaged Property to
be in the best interest of the Noteholders and (Y) the Rating Agency Notification Condition is satisfied with respect to such release and sale; provided, that after giving effect to such sale, the aggregate Collateral Value of all
Mortgaged Properties (determined as of the First Collateral Date with respect to such Mortgaged Properties) and Mortgage Loans (determined as of the release date with respect to each such Released Mortgage Loan) owned by the Issuer that have been
sold to affiliates of the Issuers pursuant to this clause (v) would not exceed, (a) in any twelve month period, 15.0% of the Aggregate Collateral Value as of the most recent Series Closing Date (which may be as of the date hereof) or (b)
35.0% of the Aggregate Collateral Value (determined as of the applicable Starting Closing Date) during the Series Closing Period in which such sale occurs; provided, further, that the Issuers shall only be permitted to sell such
Mortgaged Properties and Mortgage Loans pursuant to this clause (v) to its affiliates in the event that the Property Manager or the Special Servicer determines that such sale is reasonably necessary in order to manage the Cashflow Coverage
Ratios or compliance with the Maximum Asset Concentrations. In addition, the Issuers shall not acquire any Mortgaged Property or Mortgage Loan pursuant to this Section 7.01 in the event that, after giving effect to such
acquisition, any Property Concentration would exceed the Maximum Asset Concentrations set forth in the Indenture or any Series Supplement and in effect at the time of such acquisition. 

In determining the Fair Market Value with respect to any Mortgaged Property or Mortgage Loan, the Property Manager or the Special Servicer, as
applicable, shall establish a price determined to be the most probable price which such Mortgage Loan or Mortgaged Property should bring in a competitive and open market under all conditions requisite to a fair sale, the buyer and seller each acting
prudently and knowledgeably, and assuming the price is not affected by undue stimulus. In making any such determination, the Property Manager or Special Servicer, as applicable, (X) may obtain an MAI appraisal of the related Mortgaged Property;
provided that in the case of a sale of a Mortgaged Property or Mortgage Loan to an affiliate of the Issuer pursuant to clause (v) of the definition of “Release Price”, the Property Manager or Special Servicer shall obtain such
an appraisal and (Y) shall assume the consummation of a sale as of a specified date and the passing of title from seller to buyer under conditions whereby: (i) buyer and seller are typically motivated; (ii) both parties are well
informed or well advised, and acting in what they consider their best interests; (iii) a reasonable time is allowed for exposure in the open market; (iv) payment is made in terms of cash in United States dollars or in terms of financial
arrangements comparable thereto; and (v) the price represents the normal consideration for such Mortgage Loan or Mortgaged Property unaffected by special or creative financing or sales concessions granted by anyone associated with the sale. In
making any such determination, the Property Manager or Special Servicer shall take into account, among other factors, the period and amount of the delinquency on such Mortgage Loan or Lease, the occupancy level and


  
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physical condition of the related Mortgaged Property, the state of the local economy in the area where the Mortgaged Property is located, and the time and expense associated with a
purchaser’s foreclosing on the related Mortgaged Property. In addition, the Property Manager or the Special Servicer, as applicable, shall refer to all other relevant information obtained by it or otherwise contained in the related servicing
file, taking into account any change in circumstances regarding the related Mortgaged Property known to the Property Manager or the Special Servicer, as applicable, that would materially affect the value of the related Mortgaged Property reflected
in the most recent related appraisal. Furthermore, the Property Manager or the Special Servicer, as applicable, may consider available objective third party information obtained from generally available sources, as well as information obtained from
vendors providing real estate services to the Property Manager or the Special Servicer, as applicable, concerning the market for distressed real estate loans and the real estate market for the subject property type in the area where the related
Mortgaged Property is located. The Property Manager or the Special Servicer, as applicable, may also conclusively rely on any opinions or reports of qualified independent experts in real estate or commercial mortgage loan matters. All reasonable
costs and expenses incurred by the Property Manager or the Special Servicer, as applicable, pursuant to making a determination of Fair Market Value shall constitute, and be reimbursable as, Property Protection Advances. 

(c) Any (i) Release Price (plus sales proceeds in excess thereof (any such excess amount, a “Purchase Premium”))
received by the applicable Issuer in connection with the release of a Mortgage Loan or Mortgaged Property (other than during a Disposition Period) and (ii) Balloon Payments or Principal Prepayments received in connection with a Mortgage Loan,
in each case shall be deposited into the Release Account (or, during the continuance of an Early Amortization Event, the Collection Account). 

(d) For the avoidance of doubt, an Issuer may obtain the release of a Mortgage Loan or a Mortgaged Property in exchange for one or more
Qualified Substitute Mortgage Loans or one or more Qualified Substitute Mortgaged Properties, as applicable, subject to the terms hereof. 

(e) (i) After giving effect to any sale or exchange of a Mortgage Loan or Mortgaged Property, the aggregate Collateral Value of all
Released Mortgaged Properties (determined as of the First Collateral Date with respect to each such Released Mortgaged Property) and Released Mortgage Loans (determined as of the release date with respect to each such Released Mortgage Loan) sold or
exchanged by any Issuer during the Closing Date Period in which such sale or exchange occurs shall not exceed 35.0% of the Aggregate Collateral Value (determined as of the applicable Starting Closing Date) unless the Rating Condition is satisfied;
provided that releases and exchanges or substitutions in connection with Collateral Defects, sales pursuant to the exercise of Third Party Purchase Options, sales during the Disposition Period and Risk-Based Substitutions shall not be
subject to the foregoing limitation or taken into consideration in determining such aggregate Collateral Values of such Released Mortgaged Properties and Released Mortgage Loans.. 

(ii) If any of the following criteria are satisfied, the release of a Mortgaged Property in exchange for one or more Qualified Substitute
Mortgaged Properties or, solely in the case of clause (d) below, the release of a Mortgage Loan in exchange for one or more Qualified Substitute Mortgage Loans or Qualified Substitute Mortgaged Properties will constitute a
“Risk-Based Substitution”: (a) the remaining term to maturity of the related Lease is less than three 

  
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years from the date of the proposed substitution and the Property Manager, in accordance with the Servicing Standard, determines that there is a reasonable risk of
non-renewal of such Lease; (b) based on written communications from the Tenant under such Lease, the Property Manager, in accordance with the Servicing Standard, determines that there is a
reasonable risk of non-renewal of such Lease; (c) the Issuer has received from the Tenant under the related Lease written notice of the non-renewal of such Lease;
or (d) the Property Manager, in accordance with the Servicing Standard, determines that there is a reasonable risk of monetary default by the Tenant under such Lease or the Borrower under such Mortgage Loan, as applicable, or such a default has
occurred or such Lease or Mortgage Loan is or relates to a Defaulted Asset 
 (iii) If the Class Principal Balance of any Class of
Notes is greater than zero on the Payment Date that is three years prior to the latest Legal Final Payment date of any outstanding, then a disposition period (the “Disposition Period”) will commence on such Payment
Date and will continue until the earlier of (i) the date on which the Class Principal Balance of each Class of Notes is reduced to zero and (ii) such Legal Final Payment Date. During the Disposition Period, the Property Manager
shall utilize efforts consistent with the Servicing Standard to sell (on behalf of the Issuers) Mortgage Loans and Mortgaged Properties to third parties for the applicable Release Price (and in accordance with the other provisions set forth herein)
in an amount sufficient to generate proceeds which would, when applied as described in Section 2.11 of the Indenture cause the Class Principal Balance of each Class of Notes to be reduced to zero. 

(f) Except with respect to repurchases or substitutions by the Originator or Support Provider due to a Collateral Defect, an Issuer may only
sell or exchange its Mortgaged Properties and Mortgage Loans to or with any of its affiliates subject to the following conditions: (a) such Issuer may sell or exchange such Mortgaged Properties and Mortgage Loans only to or with a Spirit SPE
that is not the Originator who conveyed such Mortgaged Property or Mortgage Loan to the Issuer or, in the case of such Mortgaged Properties or Mortgage Loans that are (or relate to) Delinquent Assets or Defaulted Assets, to or with the Property
Manager, the Special Servicer or a Spirit SPE that is not the Originator who conveyed such Delinquent Asset or Defaulted Asset to the Issuer and (b) unless such Issuer receives (or has previously received) an Opinion of Counsel relating to
“true sale”, “true contribution” or similar matters (or a bring-down to any such Opinion of Counsel previously given), the Aggregate Collateral Value of all Mortgaged Properties and Mortgage Loans owned by such Issuer that are
sold to or exchanged with affiliates of such Issuer during any Closing Date Period or twelve-month period may not exceed (a) 15.0% of the Collateral Value of the Mortgage Loans and Mortgaged Properties owned by such Issuer as of the beginning of
such twelve-month period or the Starting Closing Date of such Closing Date Period, as applicable or (b) 10.0% of the Collateral Value of the Mortgage Loans and Mortgaged Properties owned by such Issuer as of the first date on which such Issuer
issued (or co-issued) any Notes. 
 Section 7.02. Third Party Purchase
Options; Release of Mortgaged Properties to Affiliates under Defaulted or Delinquent Assets; Other Sales or Exchanges.  
 (a) In
the event any third party authorized to do so exercises a Third Party Purchase Option in accordance with the terms of the applicable Lease, the Third Party Option Price paid by such third party shall be deposited into the Release Account (or, during
the continuance of an Early Amortization Amount, the Collection Account), at the direction of the Property Manager, 

  
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and upon receipt of an Officer’s Certificate from the Property Manager to the effect that such deposit has been or will be made (which the Property Manager shall deliver to the Indenture
Trustee and the Issuers promptly after such deposit is made or immediately prior to the time at which such deposit will be made), the Indenture Trustee shall execute and deliver such instruments of transfer or assignment, in each case without
recourse, as shall be provided to it by the Property Manager and are reasonably necessary to release the related Mortgage or any other lien on or security interest in such Mortgaged Property (each, a “Third Party Option Mortgaged
Property”), whereupon such Mortgaged Property may be sold, transferred or otherwise disposed of by such Issuer, free and clear of the lien of the Indenture and any Mortgage; provided, however, that the Tax Required
Condition is met. Each of the applicable Issuers and the Property Manager hereby covenant and agree that they shall not solicit any Person to exercise any Third Party Purchase Option. 

(b) A Mortgaged Property leased under or constituting any Delinquent Asset or any Defaulted Asset, or a Mortgage Property securing or
constituting any Delinquent Asset or any Defaulted Asset, may at the option of the Property Manager or Special Servicer be (a) purchased by the Special Servicer or the Property Manager or any assignee thereof for cash in an amount equal to the
applicable Release Price, or (b) substituted for one or more Qualified Substitute Mortgaged Properties or Qualified Substitute Mortgage Loans owned by the Special Servicer, the Property Manager or any assignee thereof; provided, that
(1) no Early Amortization Event has occurred and is continuing or would occur as a result of such purchase or substitution or (2) the Rating Condition is satisfied with respect to such purchase or substitution; provided, further,
that the Tax Required Condition is met. The Indenture Trustee shall execute and deliver such instruments of release, transfer or assignment, in each case without recourse, as shall be provided to it by the applicable Issuer and are reasonably
necessary to release any lien or security interest in the Released Mortgage Loan or Released Mortgage Property relating to such purchase or substitution, whereupon such Mortgaged Property may be sold, transferred or otherwise disposed of by such
Issuer, free and clear of the lien of the Indenture and any Mortgage. 
 (c) The applicable Issuer may (i) sell any of its Mortgage
Loans or Mortgaged Properties and related Leases for cash equal to any amount not less than the applicable Release Price and/or (ii) exchange such Mortgage Loan or Mortgaged Property for one or more Qualified Substitute Mortgage Loans or
Qualified Substitute Mortgaged Properties, as applicable, in each case in a transaction with (1) a third party unaffiliated with Spirit Realty or (2) a Spirit SPE; provided, however, that the Tax Required Condition is met,
that no Early Amortization Event or has occurred and is continuing or would occur as a result of such sale or exchange (unless the Rating Condition is satisfied with respect to such sale or exchange) and that any Spirit SPE purchasing such Mortgage
Loan or Mortgaged Property must agree in writing not to transfer or convey such Mortgage Loan or Mortgaged Property to the Support Provider or any Affiliate thereof that was a prior owner of such Mortgage Loan or Mortgaged Property without the
receipt of an Opinion of Counsel relating to true sale matters with respect to such sale or exchange. The Indenture Trustee shall execute and deliver such instruments of release, transfer or assignment, in each case without recourse, as shall be
provided to it by the applicable Issuer and are reasonably necessary to release any lien or security interest in the Released Mortgage Loan or Released Mortgage Property relating to such sale or exchange, whereupon such Mortgaged Property may be
sold, transferred or otherwise disposed of by such Issuer, free and clear of the lien of the Indenture and any Mortgage. 

  
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 Section 7.03. Transfer of Lease to New Mortgaged Property.  

In the event a Tenant under a Lease requests that such Lease be modified to apply to a property (owned by such Tenant or an Affiliate thereof)
in lieu of the related Mortgaged Property, the substitute property shall be acquired by the applicable Issuer (with the consent of the Issuer and the Property Manager or Special Servicer, as applicable) from such Tenant or Affiliate thereof in
exchange for the original Mortgaged Property (each such original Mortgaged Property, a “Lease Transfer Mortgaged Property”) and such substitute property will be mortgaged to the Indenture Trustee;
provided, however, that none of the applicable Issuer, the Property Manager or the Special Servicer shall consent to the substitution of a Lease Transfer Mortgaged Property unless (i) the substituted property is a Qualified
Substitute Mortgaged Property and satisfies any criteria set forth in such Lease, (ii) the Property Manager and Back-Up Manager have been reimbursed for all Property Protection Advances and Emergency
Property Expenses related to the Lease Transfer Mortgaged Property and (iii) the Tax Required Condition is met. Upon the Indenture Trustee’s receipt of an Officer’s Certificate from the Property Manager to the effect that such
modification and substitution has been or will be completed in accordance with the terms hereof (which shall include a certification that the applicable Issuer has executed and delivered (or immediately will execute and deliver) a Mortgage with
respect to the applicable Lease Transfer Mortgaged Property to the Indenture Trustee), the Indenture Trustee shall execute and deliver such instruments of release, transfer or assignment, in each case without recourse, as shall be provided to it by
such Issuer and are reasonably necessary to release any lien or security interest in the Lease Transfer Mortgaged Property, whereupon such Lease Transfer Mortgaged Property may be sold, transferred or otherwise disposed of by such Issuer, free and
clear of the lien of the Indenture and any Mortgage. Any proceeds of such sale, transfer or other disposition shall not constitute part of the Collateral and shall not be deposited in the Collection Account or the Release Account. 

Section 7.04. Criteria Applicable to all Mortgage Properties and Mortgage Loans included in the Collateral Pool. 

(a) No Issuer shall acquire, either in connection with a New Issuance or as a Qualified Substitute Mortgage Loan or Qualified Substitute
Mortgaged Property, any real property or mortgage loan that will not meet the definition of “Mortgaged Property” or “Mortgage Loan”, as applicable, set forth herein or that is operated in a business sector other than a
“Business Sector” as defined in the most recent Series Supplement which includes a definition of “Business Sector. 
 (b) For
each Mortgaged Property included in the Collateral Pool, on or prior to the later of (i) the First Collateral Date with respect to such Mortgaged Property and (ii) the Applicable Series Closing Date, the Property Manager shall assign such
Mortgaged Property to a particular Business Sector (and such Mortgaged Property shall be categorized as solely being in such Business Sector). From and after such assignment with respect to such Mortgaged Property, the Property Manager shall not
assign such Mortgaged Property to a different Business Sector. 
 (c) For each Mortgaged Property securing a Mortgage Loan included in the
Collateral Pool, on or prior to the later of (i) the First Collateral Date with respect to such Mortgage Loan 

  
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and (ii) the Applicable Series Closing Date, the Property Manager shall assign such Mortgaged Property to a particular Business Sector (and such Mortgaged Property shall be categorized as
solely being in such Business Sector). From and after such assignment with respect to such Mortgaged Property, the Property Manager shall not assign such Mortgaged Property to a different Business Sector. 

Section 7.05. Restrictions on Environmental Condition Mortgaged Properties. 

An Environmental Condition Mortgaged Property shall not be considered a Qualified Substitute Mortgaged Property; provided that a
Protective Mortgage Loan may be secured by an Environmental Condition Mortgaged Property (and, for the avoidance of doubt, any Environmental Condition Mortgaged Property may be considered a Qualified Substitute Mortgaged Property for purposes of
determining whether a Protective Mortgage Loan constitutes a Qualified Substitute Protective Mortgage Loan). 
 ARTICLE VIII 

TERMINATION 
 Section 8.01.
Termination Upon Repurchase or Liquidation of All Mortgaged Properties or Discharge of Indenture. 
 The respective obligations and
responsibilities under this Agreement of the Property Manager, the Special Servicer, the Back-Up Manager and the Issuers shall terminate upon the earlier of (i) liquidation or final payment under the last
remaining Mortgage Loan or Lease with respect to a Mortgaged Property included in the Collateral Pool and (ii) satisfaction of the indebtedness evidenced by the Notes. 

ARTICLE IX 
 MISCELLANEOUS
PROVISIONS 
 Section 9.01. Amendment. 

Subject to the provisions of Article VIII of the Indenture governing amendments, supplements and other modifications to this Agreement, this
Agreement may be amended, supplemented or modified by the parties hereto from time to time but only by the mutual written agreement signed by the parties hereto with 20 days’ prior written notice to the Rating Agencies. The Property Manager
shall furnish to each party hereto and to the Issuers a fully executed counterpart of each amendment to this Agreement. 
 The parties
hereto agree that no modifications or amendments will be made to the Indenture, any Series Supplement or other Transaction Documents without the consent of the Property Manager, the Special Servicer or the
Back-Up Manager, as applicable, if such person would be materially adversely affected by such modification or amendment, regardless of whether such person is a party to such agreement. 

  
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 Section 9.02. Counterparts.  

This Agreement may be executed simultaneously in any number of counterparts, each of which shall be deemed to be an original, and all such
counterparts shall constitute but one and the same instrument. This Agreement may be executed in several counterparts, each of which counterparts shall be deemed an original instrument and all of which together shall constitute a single Agreement.
Delivery of an executed counterpart of a signature page of this Agreement in Portable Document Format (PDF) or by facsimile transmission shall be as effective as delivery of a manually executed original counterpart of this Agreement. 

Section 9.03. GOVERNING LAW. 

THIS AGREEMENT SHALL BE CONSTRUED IN ACCORDANCE WITH THE INTERNAL LAWS OF THE STATE OF NEW YORK APPLICABLE TO AGREEMENTS MADE AND TO BE
PERFORMED IN SUCH STATE (WITHOUT REGARD TO CONFLICT OF LAWS PRINCIPLES), AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS. 

Section 9.04. Notices. 

All notices, requests and other communications hereunder shall be in writing and, unless otherwise provided herein, shall be deemed to have
been duly given if delivered by courier or mailed by first class mail, postage prepaid, or if transmitted by facsimile and confirmed in a writing delivered or mailed as aforesaid, to: 

(a) the Property Manager or Special Servicer, Spirit Realty, L.P., 16767 N. Perimeter Drive, Suite 210, Scottsdale, Arizona
85260; fax: 480-606-0826; 
 (b) in the case
of the Back-Up Manager, Midland Loan Services, a division of PNC Bank, National Association, 10851 Mastin Street, Suite 700, Overland Park, Kansas, 66210, Attention: President, facsimile number: 913-253-9009, with a copy to, Andrascik & Tita LLC, 1425 Locust Street, Suite 268, Philadelphia, PA 19102, Attention: Stephanie Tita; 

(c) in the case of the Issuers: Spirit Master Funding VII, LLC, 16767 N. Perimeter Drive, Suite 210, Scottsdale, Arizona 85260;
fax: 480-606-0826; 
 (d) in the case of the
Indenture Trustee, Citibank, N.A., 388 Greenwich Street, 14th Floor, New York, New York 10013, Attention: Structured Finance Agency and Trust- Spirit Master Funding, LLC, facsimile number: 212-816-5527; 
 (e) in the case of any Originator,
at its address for notices specified in the related Property Transfer Agreement; provided, however, that any notice required to be given hereunder to any Originator which has ceased to exist as a legal entity for any reason may be
given directly to the Support Provider; 

  
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 (f) in the case of the Support Provider, at its address for notices specified in
the Performance Undertakings; 
 (g) in the case of any Rating Agency, as provided in each outstanding Series Supplement;

 or, as to each such Person, to such other address and facsimile number as shall be designated by such Person in a written notice to parties hereto. Any
notice required or permitted to be delivered to a holder of LLC Interests or Notes shall be deemed to have been duly given if mailed by first class mail, postage prepaid, at the address of such holder as shown in the register maintained for such
purposes under the applicable LLC Agreement and the Indenture, respectively. Any notice so mailed within the time prescribed in this Agreement shall conclusively be presumed to have been duly given, whether or not such holder receives such notice.

 Section 9.05. Severability of Provisions. 

If any one or more of the covenants, agreements, provisions or terms of this Agreement shall be for any reason whatsoever held invalid, then
such covenants, agreements, provisions or terms shall be deemed severable from the remaining covenants, agreements, provisions or terms of this Agreement and shall in no way affect the validity or enforceability of the other provisions of this
Agreement. 
 Section 9.06. Effect of Headings and Table of Contents. 

The article and section headings and the table of contents herein are for convenience of reference only and shall not limit or otherwise affect
the construction hereof. 
 Section 9.07. Notices to Rating Agencies. 

(a) The Indenture Trustee shall promptly provide notice to the Rating Agencies with respect to each of the following of which a Responsible
Officer of the Indenture Trustee has actual knowledge: 
 (i) any requests for the satisfaction of the Rating Condition; 

(ii) the occurrence of any Servicer Replacement Event that has not been cured; and 

(iii) the resignation or termination of the Property Manager or the Special Servicer and the appointment of a successor. 

(b) The Property Manager shall promptly provide notice to the Rating Agencies with respect to each of the following of which it has actual
knowledge: 

  
 -97- 








 (i) the resignation or removal of the Indenture Trustee and the appointment of a successor; 

(ii) any change in the location of the Collection Account or the Release Account; 

(iii) any change in the identity of an Obligor; and 

(iv) any requests for the satisfaction of the Rating Condition; 

(v) any addition or removal of a Mortgage Loan or Mortgaged Property from the Collateral. 

(c) Each of the Property Manager and the Special Servicer, as the case may be, shall furnish each Rating Agency such information with respect
to the Mortgage Loans, Leases and Mortgaged Properties as such Rating Agency shall reasonably request and that the Property Manager or the Special Servicer, as the case may be, can reasonably provide. 

(d) Prior to providing any information to, or communicating with, any Rating Agency in accordance with its obligations hereunder or under the
Indenture, the Property Manager, Special Servicer or Indenture Trustee, as applicable, shall cause such information or communication to be uploaded to the 17g-5 Website subject to and in accordance with the
terms of the Indenture relating thereto (including with respect to such uploading). 
 (e) Any Officer’s Certificate,
Opinion of Counsel, report, notice, request or other material communication prepared by the Property Manager, the Special Servicer, the Issuer Members on behalf of each Issuer or the Indenture Trustee, or caused to be so prepared, for dissemination
to any of the parties to this Agreement or any holder of Notes or LLC Interests shall also be concurrently forwarded by such Person to Spirit Realty and the Issuers to the extent not otherwise required to be so forwarded. 

Section 9.08. Successors and Assigns: Beneficiaries. 

The provisions of this Agreement shall be binding upon and inure to the benefit of the respective successors and assigns of the parties hereto.
The Indenture Trustee shall be an express third party beneficiary hereof. No other person, including any Obligor, shall be entitled to any benefit or equitable right, remedy or claim under this Agreement. Except as otherwise expressly permitted
herein, the Back-Up Manager may not assign any of its rights, duties or obligations under this Agreement, in whole or in part, without the prior written consent of each other party hereto. 

Section 9.09. Complete Agreement. 

This Agreement embodies the complete agreement among the parties with respect to the subject matter hereof and may not be varied or (other than
pursuant to Section 8.01) terminated except by a written agreement conforming to the provisions of Section 9.01. All prior negotiations or representations of the parties are merged into this
Agreement and shall have no force or effect unless expressly stated herein. 

  
 -98- 








 Section 9.10. [Reserved] 

Section 9.11. Consent to Jurisdiction 

Any action or proceeding against any of the parties hereto relating in any way to this Agreement may be brought and enforced in the courts of
the State of New York sitting in the borough of Manhattan or of the United States District Court for the Southern District of New York and each of the parties hereto irrevocably submits to the jurisdiction of each such court in respect of any such
action or proceeding. Each of the parties hereto hereby waives, to the fullest extent permitted by law, any right to remove any such action or proceeding by reason of improper venue or inconvenient forum. 

Section 9.12. No Proceedings. 

The Property Manager, the Special Servicer, each Issuer (with respect to any other Issuer) and the
Back-Up Manager hereby covenant and agree that, prior to the date which is two years and thirty-one days after the payment in full of the latest maturing Note, it will
not institute against, or join with, encourage or cooperate with any other Person in instituting, against an Issuer any bankruptcy, reorganization, arrangement, insolvency or liquidation proceedings, or other proceedings, under any federal or state
bankruptcy or similar law; provided, however, that nothing in this Section 9.12 shall constitute a waiver of any right to indemnification, reimbursement or other payment from the Issuer pursuant to the
Indenture. In the event that any such Person takes action in violation of this Section 9.12, the applicable Issuer, shall file or cause to be filed an answer with the bankruptcy court or otherwise properly contesting the
filing of such a petition by any such Person against such Issuer or the commencement of such action and raising the defense that such Person has agreed in writing not to take such action and should be estopped and precluded therefrom and such other
defenses, if any, as its counsel advises that it may assert. The provisions of this Section 9.12 shall survive the termination of this Agreement, and the resignation or removal of any party hereto. Nothing contained herein
shall preclude participation by any Person in the assertion or defense of its claims in any such proceeding involving an Issuer. 
 The
obligations of each Issuer under Agreement are solely the obligations of such Issuer. No recourse shall be had for the payment of any amount owing in respect of any fee hereunder or any other obligation or claim arising out of or based upon this
Agreement against any member, employee, officer or director of such Issuer. Fees, expenses, costs or other obligations payable by an Issuer hereunder shall be payable by such Issuer solely to the extent that funds are then available or thereafter
become available for such purpose pursuant to Section 2.11 of the Indenture. In the event that sufficient funds are not available for their payment pursuant to Section 2.11 of the Indenture, the excess unpaid amount of such fees, expenses,
costs or other obligations shall in no event constitute a claim (as defined in Section 101 of the Bankruptcy Code) against, or corporate obligation of, such Issuer. 

  
 -99- 








 IN WITNESS WHEREOF, each party hereto has caused this Agreement to be duly executed by their
respective officers or representatives all as of the day and year first above written. 
  

			
	SPIRIT MASTER FUNDING, LLC, as Issuer
	
	 By: Spirit SPE Manager, LLC, its
manager



 
			
		
	 By:
	 	 
	 Name:
	 	
	 Title:
	 	


  

			
	SPIRIT MASTER FUNDING II, LLC, as Issuer
	
	 By: Spirit SPE Manager, LLC, its
manager



 
			
		
	 By:
	 	 
	 Name:
	 	
	 Title:
	 	


  

			
	SPIRIT MASTER FUNDING III, LLC, as Issuer
	
	 By: Spirit SPE Manager, LLC, its
manager



 
			
		
	 By:
	 	 
	 Name:
	 	
	 Title:
	 	


  

			
	SPIRIT REALTY L.P.


 
			
		
	 By:
	 	 
	 Name:
	 	
	 Title:
	 	


 Signature Page to Property Management and Servicing Agreement 







 
			
	 MIDLAND LOAN SERVICES, A

DIVISION OF PNC BANK, NATIONAL

ASSOCIATION, as Back-Up
Manager



 
			
		
	    By:	 	  

		 	Name:
		 	Title:


 Signature Page to Property Management and Servicing Agreement 







 EXHIBIT A-1 

MORTGAGED PROPERTY SCHEDULE 
  

																			
	 Prop ID
	 	 Obligor
	 	 Concept
	 	 Address
	 	 City
	 	 ST
	 	Zip
Code	 	Duff &
Phelps
Concluded
Values	 	 	Lease
Expiration
	P00306	 	Skyline Chili, Inc.	 	Skyline Chili	 	2805 Centre Drive	 	Fairborn	 	OH	 	45324	 	$	1,340,000	 	 	02/11/18
									
	P00323	 	Chapala - Overland #11, Inc. (Individual Guarantors)	 	Casa Mexico	 	1459 South Vinnell Way	 	Boise	 	ID	 	83709	 	$	670,000	 	 	10/31/18
	P00327	 	Burger King Corporation	 	Burger King	 	488 East Main Street	 	Apopka	 	FL	 	32703	 	$	1,100,000	 	 	08/31/14
	P00328	 	Burger King Corporation	 	Burger King	 	2400 13th Street	 	Saint Cloud	 	FL	 	34769	 	$	1,230,000	 	 	08/31/14
	P00329	 	Burger King Corporation	 	Burger King	 	11834 East Colonial Drive	 	Orlando	 	FL	 	32826	 	$	1,270,000	 	 	08/31/14
	P00330	 	Wen-Alabama, Inc. (Individual Guarantors)	 	Wendy’s	 	2983 Cottingham Expressway	 	Pineville	 	LA	 	71360	 	$	1,960,000	 	 	06/30/15
	P00331	 	Southern California Food Services Holding Corp.	 	Wendy’s	 	1219 Oak Ridge Turnpike	 	Oak Ridge	 	TN	 	37830	 	$	1,210,000	 	 	04/28/15
	P00332	 	Southern California Food Services Holding Corp.	 	Wendy’s	 	2544 Decatur Pike	 	Athens	 	TN	 	37303	 	$	1,150,000	 	 	04/28/15
	P00349	 	Skyline Chili, Inc.	 	Skyline Chili	 	9135 Owenfield Drive	 	Lewis Center	 	OH	 	43035	 	$	1,120,000	 	 	10/22/18
	P00379	 	Southern California Food Services Holding Corp.	 	Wendy’s	 	8749 Campo Road	 	La Mesa	 	CA	 	91941	 	$	1,900,000	 	 	08/02/15
	P00380	 	Interfoods Of America, Inc	 	Popeye’s Chicken & Biscuits	 	3411 North Pace Boulevard	 	Pensacola	 	FL	 	32505	 	$	870,000	 	 	07/06/18
	P00390	 	Famous Dave’s of America, Inc.	 	Famous Dave’s	 	14200 60th Street North	 	Stillwater	 	MN	 	55082	 	$	1,760,000	 	 	03/01/19
	P00391	 	Famous Dave’s of America, Inc.	 	Famous Dave’s	 	7825 Vinewood Lane	 	Maple Grove	 	MN	 	55369	 	$	2,800,000	 	 	03/01/19
	P00392	 	Famous Dave’s of America, Inc.	 	Famous Dave’s	 	7593 147th Street West	 	Apple Valley	 	MN	 	55124	 	$	1,820,000	 	 	03/01/19
	P00399	 	Interfoods Of America, Inc	 	Popeye’s Chicken & Biscuits	 	5534 Northwest 7th Avenue	 	Miami	 	FL	 	33127	 	$	590,000	 	 	09/30/16
	P00400	 	Interfoods Of America, Inc	 	Popeye’s Chicken & Biscuits	 	233 West Hillsboro Boulevard	 	Deerfield Beach	 	FL	 	33441	 	$	900,000	 	 	09/29/16









																			
	P00401	 	Interfoods Of America, Inc	 	Popeye’s Chicken & Biscuits	 	3291 West Broward Boulevard	 	Fort Lauderdale	 	FL	 	33312	 	$	700,000	 	 	12/03/16
	P00406	 	Interfoods Of America, Inc	 	Popeye’s Chicken & Biscuits	 	107 South 25th Street	 	Fort Pierce	 	FL	 	34947	 	$	820,000	 	 	07/12/19
	P00408	 	Interfoods Of America, Inc	 	Popeye’s Chicken & Biscuits	 	9854 Halls Ferry Road	 	St. Louis	 	MO	 	63136	 	$	890,000	 	 	03/22/19
	P00410	 	Interfoods Of America, Inc	 	Popeye’s Chicken & Biscuits	 	2877 Target Drive	 	St. Louis	 	MO	 	63136	 	$	750,000	 	 	03/22/19
	P00415	 	1st University Credit Union	 	1st University Credit Union	 	605 South University Parks Drive	 	Waco	 	TX	 	76706	 	$	680,000	 	 	08/31/14
	P00421	 	Checkers Drive-in Restaurants, Inc.	 	Rally’s	 	401 Vincennes Avenue	 	New Albany	 	IN	 	47150	 	$	830,000	 	 	12/31/19
	P00422	 	Checkers Drive-in Restaurants, Inc.	 	Rally’s	 	2502 South Preston Street # 3	 	Louisville	 	KY	 	40217	 	$	610,000	 	 	12/31/19
	P00424	 	Checkers Drive-in Restaurants, Inc.	 	Rally’s	 	7843 US Highway 42	 	Florence	 	KY	 	41042	 	$	680,000	 	 	12/31/19
	P00426	 	Checkers Drive-in Restaurants, Inc.	 	Rally’s	 	2371 Saint Claude Avenue	 	New Orleans	 	LA	 	70117	 	$	540,000	 	 	12/31/19
	P00429	 	Goldco, LLC	 	Burger King	 	1400 West Jefferson Street	 	Quincy	 	FL	 	32351	 	$	1,190,000	 	 	08/31/14
	P00434	 	QK, Inc. (Indiividual Guarantors)	 	Denny’s	 	17053 East Shea Boulevard	 	Fountain Hills	 	AZ	 	85268	 	$	1,240,000	 	 	02/01/16
	P00436	 	Arby’s Restaurant Group, Inc.	 	Arby’s	 	1375 North Main Street	 	Madisonville	 	KY	 	42431	 	$	1,990,000	 	 	02/28/21
	P00437	 	Arby’s Restaurant Group, Inc.	 	Arby’s	 	163 Altama Connector Boulevard	 	Brunswick	 	GA	 	31525	 	$	1,400,000	 	 	07/31/20
	P00439	 	Arby’s Restaurant Group, Inc.	 	Arby’s	 	251 South Main Street	 	Tooele	 	UT	 	84074	 	$	1,120,000	 	 	06/30/17
	P00440	 	Arby’s Restaurant Group, Inc.	 	Arby’s	 	2501 Mayport Road	 	Jacksonville	 	FL	 	32233	 	$	770,000	 	 	09/03/18
	P00442	 	Arby’s Restaurant Group, Inc.	 	Arby’s	 	1116 Highway 81 West	 	McDonough	 	GA	 	30253	 	$	1,640,000	 	 	07/31/20
	P00443	 	Arby’s Restaurant Group, Inc.	 	Arby’s	 	403 Tri County Plaza	 	Cumming	 	GA	 	30040	 	$	1,700,000	 	 	12/31/20
	P00446	 	Arby’s Restaurant Group, Inc.	 	Arby’s	 	6775 US Highway 90	 	Daphne	 	AL	 	36526	 	$	880,000	 	 	02/28/17
	P00449	 	Arby’s Restaurant Group, Inc.	 	Arby’s	 	7750 Airport Boulevard	 	Mobile	 	AL	 	36608	 	$	880,000	 	 	02/28/17


  
 A-2 









																			
	P00450	 	Arby’s Restaurant Group, Inc.	 	Arby’s	 	7002 Georgetown Road	 	Indianapolis	 	IN	 	46268	 	$	770,000	 	 	10/16/18
	P00451	 	Arby’s Restaurant Group, Inc.	 	Arby’s	 	11190 Beach Boulevard	 	Jacksonville	 	FL	 	32246	 	$	1,620,000	 	 	04/30/22
	P00453	 	Arby’s Restaurant Group, Inc.	 	Arby’s	 	9361 Atlantic Boulevard	 	Jacksonville	 	FL	 	32225	 	$	890,000	 	 	07/31/14
	P00454	 	Arby’s Restaurant Group, Inc.	 	Arby’s	 	622 Fair Road	 	Statesboro	 	GA	 	30458	 	$	1,360,000	 	 	03/31/20
	P00455	 	Arby’s Restaurant Group, Inc.	 	Arby’s	 	514 North Highway 52	 	Moncks Corner	 	SC	 	29461	 	$	640,000	 	 	12/30/18
	P00459	 	Interfoods Of America, Inc	 	Popeye’s Chicken & Biscuits	 	2490 Northwest 79th Street	 	Miami	 	FL	 	33147	 	$	660,000	 	 	09/01/16
	P00677	 	Arby’s Restaurant Group, Inc.	 	Arby’s	 	2649 Richmond Road	 	Lexington	 	KY	 	40509	 	$	680,000	 	 	07/31/14
	P00679	 	Arby’s Restaurant Group, Inc.	 	Arby’s	 	16005 US Highway 441	 	Eustis	 	FL	 	32726	 	$	900,000	 	 	07/31/14
	P00675	 	Arby’s Restaurant Group, Inc.	 	Arby’s	 	2600 South Orange Avenue	 	Orlando	 	FL	 	32806	 	$	730,000	 	 	07/31/14
	P00676	 	Arby’s Restaurant Group, Inc.	 	Arby’s	 	1305 Tuskawilla Road	 	Winter Springs	 	FL	 	32708	 	$	800,000	 	 	07/31/14
	P00673	 	Arby’s Restaurant Group, Inc.	 	Arby’s	 	5660 Beach Boulevard	 	Jacksonville	 	FL	 	32207	 	$	860,000	 	 	07/31/14
	P00689	 	Casa Ole’ Restaurants, Inc	 	Monterey’s Tex Mex	 	3201 Freedom Boulevard	 	Bryan	 	TX	 	77802	 	$	1,650,000	 	 	06/25/18
	P00687	 	Casa Ole’ Restaurants, Inc	 	Monterey’s Tex Mex	 	410 South Gordon Street	 	Alvin	 	TX	 	77511	 	$	970,000	 	 	06/25/18
	P00688	 	Casa Ole’ Restaurants, Inc	 	Monterey’s Tex Mex	 	12520 Greenspoint Drive	 	Houston	 	TX	 	77060	 	$	1,180,000	 	 	06/25/18
	P00692	 	Arby’s Restaurant Group, Inc.	 	Arby’s	 	1228 South Broadway Street	 	Lexington	 	KY	 	40504	 	$	650,000	 	 	07/31/14
	P00708	 	Pizza Properties, Ltd	 	Peter Piper Pizza	 	2210 West University	 	Edinburg	 	TX	 	78539	 	$	2,470,000	 	 	03/31/20
	P00709	 	Pizza Properties, Ltd	 	Peter Piper Pizza	 	402 South Bibb Avenue	 	Eagle Pass	 	TX	 	78852	 	$	2,340,000	 	 	03/31/20
	P00710	 	Pizza Properties, Ltd	 	Peter Piper Pizza	 	4526 East Highway 83	 	Rio Grande City	 	TX	 	78582	 	$	1,520,000	 	 	03/31/20
	P00711	 	Pizza Properties, Ltd	 	Peter Piper Pizza	 	3101 East Expressway 83	 	Weslaco	 	TX	 	78596	 	$	2,520,000	 	 	03/31/20


  
 A-3 









																			
	P00737	 	Pizza Properties, Ltd	 	Peter Piper Pizza	 	9450 Dyer Street	 	El Paso	 	TX	 	79924	 	$	2,260,000	 	 	03/31/20
	P00730	 	Hom Furniture, Inc.	 	HOM Furniture, Inc.	 	4726 Mall Drive	 	Hermantown	 	MN	 	55811	 	$	10,020,000	 	 	04/30/20
	P00731	 	Hom Furniture, Inc.	 	HOM Furniture, Inc.	 	2921 Mall Drive	 	Eau Claire	 	WI	 	54701	 	$	8,630,000	 	 	04/30/20
	P00738	 	RDS Detroit, Inc.	 	Rite Aid	 	25100 Harper Avenue	 	St. Clair Shores	 	MI	 	48081	 	$	1,710,000	 	 	12/31/18
	P00748	 	Sky Ventures, LLC	 	Pizza Hut	 	545 Highway 9 East	 	Forest City	 	IA	 	50436	 	$	580,000	 	 	05/31/20
	P00750	 	Sky Ventures, LLC	 	Pizza Hut	 	260 Carson Avenue	 	Elk River	 	MN	 	55330	 	$	650,000	 	 	05/31/20
	P00753	 	Sky Ventures, LLC	 	Pizza Hut	 	5501 Grand Avenue	 	Duluth	 	MN	 	55808	 	$	590,000	 	 	05/31/20
	P00757	 	Sky Ventures, LLC	 	Pizza Hut	 	1101 Highway 25 North	 	Buffalo	 	MN	 	55313	 	$	490,000	 	 	05/31/20
	P00758	 	Sky Ventures, LLC	 	Pizza Hut	 	1918 London Road	 	Duluth	 	MN	 	55812	 	$	600,000	 	 	05/31/20
	P00760	 	Sky Ventures, LLC	 	Pizza Hut	 	623 Hammond Avenue	 	Superior	 	WI	 	54880	 	$	770,000	 	 	05/31/20
	P00761	 	Sky Ventures, LLC	 	Pizza Hut	 	3854 North Central Avenue	 	Columbia Heights	 	MN	 	55421	 	$	480,000	 	 	05/31/20
	P00763	 	Sky Ventures, LLC	 	Pizza Hut	 	1653 Weir Drive	 	Woodbury	 	MN	 	55125	 	$	1,070,000	 	 	05/31/20
	P00765	 	Sky Ventures, LLC	 	Pizza Hut	 	1211 7th Avenue	 	Two Harbors	 	MN	 	55616	 	$	450,000	 	 	05/31/20
	P00767	 	Sky Ventures, LLC	 	Pizza Hut	 	1205 North 25th Street	 	Clear Lake	 	IA	 	50428	 	$	690,000	 	 	05/31/20
	P00768	 	Sky Ventures, LLC	 	Pizza Hut	 	1157 South Main	 	Sauk Centre	 	MN	 	56378	 	$	410,000	 	 	05/31/20
	P00773	 	Sky Ventures, LLC	 	Pizza Hut	 	319 North Benton	 	Sauk Rapids	 	MN	 	56379	 	$	400,000	 	 	05/31/20
	P00775	 	Sky Ventures, LLC	 	Pizza Hut	 	17305 Kenrick Avenue	 	Lakeville	 	MN	 	55044	 	$	870,000	 	 	05/31/20
	P00777	 	Sky Ventures, LLC	 	Pizza Hut	 	1101 37th Street East	 	Hibbing	 	MN	 	55746	 	$	620,000	 	 	05/31/20
	P00779	 	Sky Ventures, LLC	 	Pizza Hut	 	1404 East College Drive	 	Marshall	 	MN	 	56258	 	$	430,000	 	 	05/31/20


  
 A-4 









																			
	P00780	 	Falcon Holdings, LLC	 	Church’s Chicken	 	276 Park Avenue	 	Mansfield	 	OH	 	44902	 	$	540,000	 	 	05/31/22
	P00781	 	Falcon Holdings, LLC	 	Church’s Chicken	 	700 South Arlington	 	Akron	 	OH	 	44306	 	$	470,000	 	 	05/31/22
	P00782	 	Falcon Holdings, LLC	 	Church’s Chicken	 	1520 East Main	 	Columbus	 	OH	 	43205	 	$	640,000	 	 	05/31/22
	P00784	 	Falcon Holdings, LLC	 	Church’s Chicken	 	4375 Refugee Road	 	Columbus	 	OH	 	43232	 	$	600,000	 	 	05/31/22
	P00785	 	Falcon Holdings, LLC	 	Church’s Chicken	 	1391 Wooster Avenue	 	Akron	 	OH	 	44320	 	$	530,000	 	 	05/31/22
	P00787	 	Falcon Holdings, LLC	 	Church’s Chicken	 	410 9th Street, Northeast	 	Canton	 	OH	 	44704	 	$	750,000	 	 	05/31/22
	P00790	 	Falcon Holdings, LLC	 	Church’s Chicken	 	1211 South Main	 	Akron	 	OH	 	44301	 	$	740,000	 	 	05/31/22
	P00792	 	Falcon Holdings, LLC	 	Church’s Chicken	 	4414 North Saginaw	 	Flint	 	MI	 	48505	 	$	600,000	 	 	05/31/22
	P00795	 	Falcon Holdings, LLC	 	Church’s Chicken	 	16100 Livemois	 	Detroit	 	MI	 	48221	 	$	600,000	 	 	05/31/22
	P00797	 	Falcon Holdings, LLC	 	Church’s Chicken	 	9137 Grand River	 	Detroit	 	MI	 	48204	 	$	580,000	 	 	05/31/22
	P00798	 	Falcon Holdings, LLC	 	Church’s Chicken	 	13611 West 8 Mile Road	 	Detroit	 	MI	 	48235	 	$	670,000	 	 	05/31/22
	P00799	 	Falcon Holdings, LLC	 	Church’s Chicken	 	24960 Dequindre	 	Warren	 	MI	 	48091	 	$	720,000	 	 	05/31/22
	P00800	 	Falcon Holdings, LLC	 	Church’s Chicken	 	15525 Chicago Avenue	 	Detroit	 	MI	 	48228	 	$	690,000	 	 	05/31/22
	P00801	 	Falcon Holdings, LLC	 	Church’s Chicken	 	11501 Woodward Avenue	 	Detroit	 	MI	 	48202	 	$	530,000	 	 	05/31/22
	P00802	 	Falcon Holdings, LLC	 	Church’s Chicken	 	2928 East 7 Mile Road	 	Detroit	 	MI	 	48234	 	$	570,000	 	 	05/31/22
	P00803	 	Falcon Holdings, LLC	 	Church’s Chicken	 	13531 Fenkell Street	 	Detroit	 	MI	 	48227	 	$	440,000	 	 	05/31/22
	P00805	 	Falcon Holdings, LLC	 	Church’s Chicken	 	14260 Gratiot Avenue	 	Detroit	 	MI	 	48205	 	$	690,000	 	 	05/31/22
	P00806	 	Falcon Holdings, LLC	 	Church’s Chicken	 	5443 East 21st Street	 	Indianapolis	 	IN	 	46218	 	$	550,000	 	 	05/31/22
	P00807	 	Falcon Holdings, LLC	 	Church’s Chicken	 	3860 North College	 	Indianapolis	 	IN	 	46205	 	$	620,000	 	 	05/31/22


  
 A-5 









																			
	P00808	 	Falcon Holdings, LLC	 	Church’s Chicken	 	11965 East Warren	 	Detroit	 	MI	 	48214	 	$	660,000	 	 	05/31/22
	P00809	 	Falcon Holdings, LLC	 	Church’s Chicken	 	3970 Lafayette Road	 	Indianapolis	 	IN	 	46254	 	$	990,000	 	 	05/31/22
	P00811	 	Falcon Holdings, LLC	 	Church’s Chicken	 	5040 East 38th Street	 	Indianapolis	 	IN	 	46218	 	$	640,000	 	 	05/31/22
	P00812	 	Falcon Holdings, LLC	 	Church’s Chicken	 	4590 West 5th Avenue	 	Gary	 	IN	 	46406	 	$	530,000	 	 	05/31/22
	P00813	 	Falcon Holdings, LLC	 	Church’s Chicken	 	333 East 159th Street	 	Harvey	 	IL	 	60426	 	$	660,000	 	 	05/31/22
	P00814	 	Falcon Holdings, LLC	 	Church’s Chicken	 	3863 North Post	 	Indianapolis	 	IN	 	46226	 	$	570,000	 	 	05/31/22
	P00815	 	Falcon Holdings, LLC	 	Church’s Chicken	 	500 South Western Avenue	 	Peoria	 	IL	 	61605	 	$	500,000	 	 	05/31/22
	P00817	 	Falcon Holdings, LLC	 	Church’s Chicken	 	3701 Grant Street	 	Gary	 	IN	 	46408	 	$	540,000	 	 	05/31/22
	P00818	 	Falcon Holdings, LLC	 	Church’s Chicken	 	1409 South Broadway	 	Gary	 	IN	 	46407	 	$	700,000	 	 	05/31/22
	P00819	 	Falcon Holdings, LLC	 	Church’s Chicken	 	4812 West North Avenue	 	Chicago	 	IL	 	60639	 	$	620,000	 	 	05/31/22
	P00820	 	Falcon Holdings, LLC	 	Church’s Chicken	 	345 North Collins Avenue	 	Joliet	 	IL	 	60432	 	$	450,000	 	 	05/31/22
	P00821	 	Falcon Holdings, LLC	 	Church’s Chicken	 	7102 South Stoney Island	 	Chicago	 	IL	 	60649	 	$	580,000	 	 	05/31/22
	P00822	 	Falcon Holdings, LLC	 	Church’s Chicken	 	200 East 103rd Street	 	Chicago	 	IL	 	60628	 	$	520,000	 	 	05/31/22
	P00824	 	Falcon Holdings, LLC	 	Church’s Chicken	 	431 North Austin	 	Chicago	 	IL	 	60644	 	$	530,000	 	 	05/31/22
	P00826	 	Falcon Holdings, LLC	 	Church’s Chicken	 	6600 South Halsted	 	Chicago	 	IL	 	60621	 	$	580,000	 	 	05/31/22
	P00827	 	Falcon Holdings, LLC	 	Church’s Chicken	 	1808 West 47th Street	 	Chicago	 	IL	 	60609	 	$	840,000	 	 	05/31/22
	P00828	 	Falcon Holdings, LLC	 	Church’s Chicken	 	1855 South Blue Island	 	Chicago	 	IL	 	60608	 	$	720,000	 	 	05/31/22
	P00829	 	Falcon Holdings, LLC	 	Church’s Chicken	 	2806 West Cermak Avenue	 	Chicago	 	IL	 	60623	 	$	580,000	 	 	05/31/22
	P00871	 	HD Supply, Inc.	 	HD Supply	 	100 Tandem Drive	 	Greer	 	SC	 	29650	 	$	470,000	 	 	12/31/14


  
 A-6 









																			
	P00844	 	HD Supply, Inc.	 	HD Supply	 	914 Chris Drive	 	West Columbia	 	SC	 	29169	 	$	400,000	 	 	12/31/14
	P00865	 	HD Supply, Inc.	 	HD Supply	 	1118 Interstate Boulevard	 	Florence	 	SC	 	29501	 	$	380,000	 	 	12/31/14
	P00866	 	HD Supply, Inc.	 	HD Supply	 	117 Industrial Circle	 	Martinsburg	 	WV	 	25401	 	$	180,000	 	 	12/31/14
	P00867	 	HD Supply, Inc.	 	HD Supply	 	1215 North Bradley Road	 	Spokane	 	WA	 	99212	 	$	660,000	 	 	12/31/14
	P00858	 	HD Supply, Inc.	 	HD Supply	 	2208 South 14th Street	 	Mattoon	 	IL	 	61938	 	$	460,000	 	 	12/31/14
	P00855	 	HD Supply, Inc.	 	HD Supply	 	238 Hurricane Shoals Road	 	Lawrenceville	 	GA	 	30045	 	$	670,000	 	 	12/31/14
	P00856	 	HD Supply, Inc.	 	HD Supply	 	2820 Mary Linda Avenue Northeast	 	Roanoke	 	VA	 	24012	 	$	450,000	 	 	12/31/14
	P00857	 	HD Supply, Inc.	 	HD Supply	 	315 9th Street Southeast	 	Hickory	 	NC	 	28602	 	$	440,000	 	 	12/31/19
	P00853	 	HD Supply, Inc.	 	HD Supply	 	341 Gees Mill Bus Parkway	 	Conyers	 	GA	 	30013	 	$	580,000	 	 	12/31/14
	P00851	 	HD Supply, Inc.	 	HD Supply	 	5905 Old Rutledge Pike	 	Knoxville	 	TN	 	37924	 	$	340,000	 	 	12/31/14
	P00852	 	HD Supply, Inc.	 	HD Supply	 	6501 Amsterdam Way	 	Wilmington	 	NC	 	28405	 	$	460,000	 	 	12/31/14
	P00850	 	HD Supply, Inc.	 	HD Supply	 	7281 East 30th Street	 	Indianapolis	 	IN	 	46219	 	$	990,000	 	 	12/31/14
	P00849	 	HD Supply, Inc.	 	HD Supply	 	856 Henri DeTonti Boulevard	 	Tontitown	 	AR	 	72770	 	$	290,000	 	 	12/31/14
	P00895	 	America’s Powersports, Inc.	 	Cycle Nation of Huntsville	 	12401 South Memorial Parkway	 	Huntsville	 	AL	 	35803	 	$	2,150,000	 	 	02/22/24
	P00905	 	Hastings Entertainment, Inc	 	Hastings	 	726 10th Avenue South	 	Great Falls	 	MT	 	59401	 	$	5,250,000	 	 	04/30/19
	P00906	 	American Multi-Cinema, Inc	 	AMC Theatre	 	2515 East Camelback Road	 	Phoenix	 	AZ	 	85016	 	$	14,100,000	 	 	12/18/17
	P00916	 	Hastings Entertainment, Inc	 	Hastings	 	1705 North Main Street	 	Roswell	 	NM	 	88201	 	$	4,120,000	 	 	07/31/19
	P00919	 	Blue Rhino Corp. & Ferrellgas Partners, L.P.	 	Blue Rhino	 	300 County Road 448	 	Tavares	 	FL	 	32778	 	$	6,330,000	 	 	08/31/19
	P00920	 	Gander Mountain Company	 	Gander Mountain	 	6801 120th Avenue	 	Kenosha	 	WI	 	53140	 	$	12,400,000	 	 	08/31/19


  
 A-7 









																			
	P00921	 	Carmike Cinemas, Inc.	 	Carmike Cinemas	 	2435 Edgewood Road Southwest	 	Cedar Rapids	 	IA	 	52404	 	$	8,070,000	 	 	02/29/24
	P00922	 	Humperdink’s Texas, LLC	 	Humperdinks	 	3820 Beltline Road	 	Addison	 	TX	 	75001	 	$	3,760,000	 	 	09/30/24
	P00923	 	Humperdink’s Texas, LLC	 	Humperdinks	 	6050 Greenville Avenue	 	Dallas	 	TX	 	75206	 	$	1,640,000	 	 	09/30/24
	P00924	 	Humperdink’s Texas, LLC	 	Humperdinks	 	2208 West Northwest Highway	 	Dallas	 	TX	 	75220	 	$	3,330,000	 	 	09/30/24
	P00925	 	Humperdink’s Texas, LLC	 	Humperdinks	 	700 Six Flags Drive	 	Arlington	 	TX	 	76011	 	$	4,510,000	 	 	09/30/24
	P00926	 	CBI Restaurants, Inc. & Taco Bueno Restaurants, Inc.	 	Taco Bueno	 	1601 Garth Brooks Boulevard	 	Yukon	 	OK	 	73099	 	$	1,050,000	 	 	09/30/24
	P00930	 	Gander Mountain Company	 	Gander Mountain	 	8635 Clinton Street	 	New Hartford	 	NY	 	13413	 	$	8,000,000	 	 	09/30/19
	P00931	 	Dave & Buster’s, Inc.	 	Dave & Buster’s	 	2215 D & B Drive	 	Marietta	 	GA	 	30067	 	$	14,930,000	 	 	12/31/21
	P00933	 	RBLS, Inc.	 	Ashley Furniture	 	1411 Airway Boulevard	 	El Paso	 	TX	 	79925	 	$	5,600,000	 	 	08/02/19
	P00935	 	Blue Rhino Corp. & Ferrellgas Partners, L.P.	 	Blue Rhino	 	1750 Agua Mansa Road	 	Riverside	 	CA	 	92509	 	$	7,720,000	 	 	10/31/19
	P00938	 	Sonic Restaurants, Inc.	 	Sonic	 	3307 North Broadway Street	 	Knoxville	 	TN	 	37918	 	$	850,000	 	 	03/14/16
	P00939	 	Sonic Restaurants, Inc.	 	Sonic	 	113 1st Street	 	Radford	 	VA	 	24141	 	$	720,000	 	 	03/14/16
	P00949	 	Sonic Restaurants, Inc.	 	Sonic	 	1015 Volunteer Parkway	 	Bristol	 	TN	 	37625	 	$	600,000	 	 	03/14/16
	P00946	 	Sonic Restaurants, Inc.	 	Sonic	 	1124 East Stone Drive	 	Kingsport	 	TN	 	37660	 	$	750,000	 	 	03/14/16
	P00944	 	Sonic Restaurants, Inc.	 	Sonic	 	411 Foothills Mall Drive	 	Maryville	 	TN	 	37801	 	$	1,370,000	 	 	03/14/16
	P00940	 	Sonic Restaurants, Inc.	 	Sonic	 	355 North Franklin Street	 	Christiansburg	 	VA	 	24073	 	$	740,000	 	 	03/14/16
	P00941	 	Sonic Restaurants, Inc.	 	Sonic	 	647 East Main Street	 	Pulaski	 	VA	 	24301	 	$	680,000	 	 	03/14/16
	P00942	 	Sonic Restaurants, Inc.	 	Sonic	 	790 East Main Street	 	Wytheville	 	VA	 	24382	 	$	610,000	 	 	03/14/16
	P00958	 	Rite Aid Corp.	 	Rite Aid	 	804 East Winthrop Avenue	 	Millen	 	GA	 	30442	 	$	1,790,000	 	 	12/31/24


  
 A-8 









																			
	P00959	 	Rite Aid Corp.	 	Rite Aid	 	301 South Broad Street	 	Thomasville	 	GA	 	31792	 	$	2,270,000	 	 	12/31/24
	P00957	 	Rite Aid Corp.	 	Rite Aid	 	1410 Delaware Avenue	 	Buffalo	 	NY	 	14209	 	$	1,380,000	 	 	12/31/24
	P00955	 	Rite Aid Corp.	 	Rite Aid	 	104 Genesee Street	 	Oneida	 	NY	 	13421	 	$	2,240,000	 	 	12/31/24
	P00956	 	Rite Aid Corp.	 	Rite Aid	 	735 North Water Street	 	Uhrichsville	 	OH	 	44683	 	$	2,420,000	 	 	12/31/24
	P00953	 	Rite Aid Corp.	 	Rite Aid	 	3601 Midvale Avenue	 	Philadelphia	 	PA	 	19129	 	$	1,610,000	 	 	12/31/24
	P00954	 	Rite Aid Corp.	 	Rite Aid	 	120 Jefferson Avenue	 	Moundsville	 	WV	 	26041	 	$	1,430,000	 	 	12/31/24
	P00960	 	Sonic Restaurants, Inc.	 	Sonic	 	1003 West Elk Avenue	 	Elizabethton	 	TN	 	37643	 	$	760,000	 	 	03/14/16
	P00961	 	Flying Star Cafes, Inc. (Individual Guarantor)	 	Flying Star Café	 	8001 Menaul Boulevard Northeast	 	Albuquerque	 	NM	 	87110	 	$	2,060,000	 	 	12/31/24
	P00962	 	Flying Star Cafes, Inc. (Individual Guarantor)	 	Flying Star Café	 	4501 Juan Tabo Boulevard Northeast	 	Albuquerque	 	NM	 	87111	 	$	3,660,000	 	 	12/31/24
	P00973	 	HD Supply, Inc.	 	HD Supply	 	1751 L Avenue	 	Riviera Beach	 	FL	 	33401	 	$	620,000	 	 	12/31/14
	P00972	 	HD Supply, Inc.	 	HD Supply	 	2007 Northwest 15th Avenue	 	Pompano Beach	 	FL	 	33069	 	$	1,340,000	 	 	12/31/14
	P00971	 	HD Supply, Inc.	 	HD Supply	 	3509 North Loop 336 West	 	Conroe	 	TX	 	77304	 	$	1,120,000	 	 	12/31/19
	P00970	 	HD Supply, Inc.	 	HD Supply	 	5409-100 Broadway Avenue	 	Jacksonville	 	FL	 	32254	 	$	2,050,000	 	 	12/31/14
	P00967	 	HD Supply, Inc.	 	HD Supply	 	6231 Idlewild Street	 	Fort Myers	 	FL	 	33912	 	$	1,590,000	 	 	12/31/19
	P00965	 	HD Supply, Inc.	 	HD Supply	 	6854 Distribution Avenue South	 	Jacksonville	 	FL	 	32256	 	$	530,000	 	 	12/31/14
	P00966	 	HD Supply, Inc.	 	HD Supply	 	8091 Supply Drive	 	Fort Myers	 	FL	 	33912	 	$	1,280,000	 	 	12/31/14
	P00974	 	Rite Aid Corp.	 	Rite Aid	 	5627-99 Chestnut Street	 	Philadelphia	 	PA	 	19139	 	$	3,130,000	 	 	01/31/25
	P01122	 	Seed Restaurant Group, Inc. & Fazoli’s Restaurants, Inc.	 	Fazoli’s	 	439 West Coliseum Boulevard	 	Fort Wayne	 	IN	 	46805	 	$	820,000	 	 	11/30/18
	P01089	 	Heartland Food, LLC	 	Burger King	 	1308 North Keller Drive	 	Effingham	 	IL	 	62401	 	$	1,280,000	 	 	04/15/25


  
 A-9 









																			
									
	P01084	 	Heartland Food, LLC	 	Burger King	 	10550 South Avenue B	 	Chicago	 	IL	 	60617	 	$	1,080,000	 	 	08/28/17
	P01085	 	Heartland Food, LLC	 	Burger King	 	1750 North Harlem Avenue	 	Elmwood Park	 	IL	 	60707	 	$	1,030,000	 	 	08/28/17
	P01092	 	Heartland Food, LLC	 	Burger King	 	1144 West Boughton Road	 	Bolingbrook	 	IL	 	60440	 	$	1,050,000	 	 	08/28/17
	P01111	 	Arby’s Restaurant Group, Inc.	 	Arby’s	 	1518 South Washington Street	 	Crawfordsville	 	IN	 	47933	 	$	910,000	 	 	07/01/18
	P01121	 	Seed Restaurant Group, Inc.	 	Fazoli’s	 	5550 Highway 52 North	 	Rochester	 	MN	 	55901	 	$	610,000	 	 	02/06/17
	P01119	 	Seed Restaurant Group, Inc.	 	Fazoli’s	 	498 Southeast State Route 291	 	Lees Summit	 	MO	 	64063	 	$	700,000	 	 	07/03/17
	P01096	 	NPC International, Inc.	 	Pizza Hut	 	708 Jackson Street	 	Pana	 	IL	 	62557	 	$	320,000	 	 	03/21/15
	P01101	 	NPC International, Inc.	 	Pizza Hut	 	1215 West Main Street	 	Shelbyville	 	IL	 	62565	 	$	450,000	 	 	03/21/15
	P01112	 	Arby’s Restaurant Group, Inc.	 	Arby’s	 	545 South State Road 67	 	Mooresville	 	IN	 	46158	 	$	750,000	 	 	02/16/19
	P01087	 	Heartland Food, LLC	 	Burger King	 	725 US Highway 24 West	 	Gilman	 	IL	 	60938	 	$	770,000	 	 	12/31/22
	P01088	 	Heartland Food, LLC	 	Burger King	 	2651 South Veterans Parkway	 	Springfield	 	IL	 	62704	 	$	1,500,000	 	 	09/30/28
	P01095	 	Heartland Food, LLC	 	Burger King	 	1503 Woodlawn Road	 	Lincoln	 	IL	 	62656	 	$	690,000	 	 	09/29/18
	P01090	 	Heartland Food, LLC	 	Burger King	 	4241 North Prospect Street	 	Decatur	 	IL	 	62526	 	$	910,000	 	 	07/02/32
	P01091	 	Heartland Food, LLC	 	Burger King	 	2901 South Grand Avenue East	 	Springfield	 	IL	 	62703	 	$	1,010,000	 	 	09/29/18
	P01094	 	Heartland Food, LLC	 	Burger King	 	1290 Normantown Road	 	Romeoville	 	IL	 	60446	 	$	1,040,000	 	 	03/31/19
	P01103	 	NPC International, Inc.	 	Pizza Hut	 	1600 West Euclid Avenue	 	Des Moines	 	IA	 	50313	 	$	600,000	 	 	06/06/15
	P01109	 	Golden Partners, Inc.	 	Golden Corral	 	2020 East Primrose	 	Springfield	 	MO	 	65804	 	$	3,840,000	 	 	12/31/24
	P01110	 	Golden Partners, Inc.	 	Golden Corral	 	5001 Warden Road	 	North Little Rock	 	AR	 	72116	 	$	3,480,000	 	 	12/31/24
	P01107	 	Golden Partners, Inc.	 	Golden Corral	 	1801 South Waldron	 	Fort Smith	 	AR	 	72903	 	$	3,610,000	 	 	12/31/24


  
 A-10 









																			
									
	P01108	 	Golden Partners, Inc.	 	Golden Corral	 	3551 Shepherd of the Hills Expressway	 	Branson	 	MO	 	65616	 	$	3,960,000	 	 	12/31/24
	P01157	 	Crème de la Crème, Inc.	 	Crème de la Crème	 	7550 Park Meadows Drive	 	Lone Tree	 	CO	 	80124	 	$	5,650,000	 	 	09/30/25
	P01158	 	Crème de la Crème, Inc.	 	Crème de la Crème	 	4625 Weaver Parkway	 	Warrenville	 	IL	 	60555	 	$	6,280,000	 	 	09/30/25
	P01159	 	Crème de la Crème, Inc.	 	Crème de la Crème	 	4600 West 115th Street	 	Leawood	 	KS	 	66211	 	$	5,650,000	 	 	09/30/25
	P01250	 	Crème de la Crème, Inc.	 	Crème de la Crème	 	501 Oakmont Lane	 	Westmont	 	IL	 	60559	 	$	6,330,000	 	 	09/30/25
	P01167	 	Hoyts Cinemas, Ltd & Hush Holding Company, Inc.	 	Regal Cinemas	 	950 Foxcroft Avenue	 	Martinsburg	 	WV	 	25401	 	$	6,650,000	 	 	05/31/18
	P01168	 	Carmike Cinemas, Inc.	 	Carmike Cinemas	 	1550 Pulsar Drive	 	Colorado Springs	 	CO	 	80916	 	$	3,980,000	 	 	06/30/20
	P01169	 	Carmike Cinemas, Inc.	 	Carmike Cinemas	 	1807 Martin Luther King Jr. Boulevard	 	Durham	 	NC	 	27707	 	$	4,350,000	 	 	03/31/19
	P01170	 	Carmike Cinemas, Inc.	 	Carmike Cinemas	 	5320 Forest Drive	 	Columbia	 	SC	 	29206	 	$	4,400,000	 	 	06/30/21
	P01172	 	Carmike Cinemas, Inc.	 	Carmike Cinemas	 	4822 Koger Boulevard	 	Greensboro	 	NC	 	27407	 	$	4,820,000	 	 	10/31/21
	P01173	 	Carmike Cinemas, Inc.	 	Carmike Cinemas	 	201 Tall Pines Avenue	 	Longview	 	TX	 	75605	 	$	4,290,000	 	 	06/30/20
	P01174	 	Carmike Cinemas, Inc.	 	Carmike Cinemas	 	111 Cinema Drive	 	Wilmington	 	NC	 	28403	 	$	4,770,000	 	 	05/31/22
	P01203	 	Carmike Cinemas, Inc.	 	Carmike Cinemas	 	3640 Reynolda Road	 	Winston-Salem	 	NC	 	27106	 	$	3,390,000	 	 	12/31/18
	P01206	 	Platinum Restaurant Group, LLC (Individual Guarantor)	 	Eddie Merlot’s	 	1502 Illinois Road South	 	Fort Wayne	 	IN	 	46804	 	$	3,620,000	 	 	11/30/20
	P01207	 	Platinum Restaurant Group, LLC (Individual Guarantor)	 	Eddie Merlot’s	 	3645 East 96th Street	 	Indianapolis	 	IN	 	46240	 	$	4,770,000	 	 	11/30/20
	P01208	 	Carrols, LLC	 	Burger King	 	365 Amherst Street	 	Buffalo	 	NY	 	14207	 	$	1,900,000	 	 	12/31/24
	P01209	 	Carrols, LLC	 	Burger King	 	1083 Hertel Avenue	 	Buffalo	 	NY	 	14216	 	$	2,010,000	 	 	12/31/24
	P01210	 	Carrols, LLC	 	Burger King	 	1459 French Road	 	Cheektowaga	 	NY	 	14225	 	$	1,400,000	 	 	12/31/24
	P01211	 	Carrols, LLC	 	Burger King	 	34 Hamburg Street	 	East Aurora	 	NY	 	14052	 	$	940,000	 	 	12/31/14


  
 A-11 









																			
	P01213	 	Carrols, LLC	 	Burger King	 	937 Fairmount Avenue	 	Jamestown	 	NY	 	14701	 	$	1,290,000	 	 	12/31/14
	P01214	 	Carrols, LLC	 	Burger King	 	3701 Diann Marie Road	 	Louisville	 	KY	 	40242	 	$	1,630,000	 	 	12/31/24
	P01216	 	Carrols, LLC	 	Burger King	 	6450 Outer Loop	 	Louisville	 	KY	 	40228	 	$	1,390,000	 	 	08/02/14
	P01217	 	Carrols, LLC	 	Burger King	 	2553 Military Road	 	Niagara Falls	 	NY	 	14304	 	$	2,340,000	 	 	12/31/24
	P01218	 	Carrols, LLC	 	Burger King	 	10 South Cascade Street	 	Springville	 	NY	 	14141	 	$	1,250,000	 	 	12/31/24
	P01221	 	Capitol Racquet Sports, Inc. (Individual Guarantors)	 	Courthouse Athletic Club	 	300 Glen Creek Road Northwest	 	Salem	 	OR	 	97304	 	$	10,800,000	 	 	11/30/25
	P01222	 	Capitol Racquet Sports, Inc. (Individual Guarantors)	 	Courthouse Athletic Club	 	6250 Commercial Street South	 	Salem	 	OR	 	97306	 	$	8,070,000	 	 	11/30/25
	P01223	 	Capitol Racquet Sports, Inc. (Individual Guarantors)	 	Courthouse Athletic Club	 	4132 Devonshire North	 	Salem	 	OR	 	97305	 	$	6,850,000	 	 	11/30/25
	P01224	 	Capitol Racquet Sports, Inc. (Individual Guarantors)	 	Courthouse Athletic Club	 	117 McNary Estates Drive	 	Keizer	 	OR	 	97303	 	$	5,920,000	 	 	11/30/25
	P01225	 	Capitol Racquet Sports, Inc. (Individual Guarantors)	 	Courthouse Athletic Club	 	2975 River Road South	 	Salem	 	OR	 	97302	 	$	6,170,000	 	 	11/30/25
	P01234	 	Aspen Education Group, Inc.	 	Former Academy of the Sierras	 	42675 Road 44	 	Reedley	 	CA	 	93654	 	$	5,310,000	 	 	11/30/20
	P01235	 	Aspen Education Group, Inc.	 	Former Academy at Swift River	 	151 South Street	 	Cummington	 	MA	 	01026	 	$	6,550,000	 	 	11/30/20
	P01236	 	Aspen Education Group, Inc.	 	Former New Leaf Academy of North Carolina	 	2075 North Rugby Road	 	Hendersonville	 	NC	 	28791	 	$	3,490,000	 	 	12/06/20
	P01237	 	Aspen Education Group, Inc.	 	Former Bromley Brook School	 	2595 Depot Street	 	Manchester Center	 	VT	 	05255	 	$	6,860,000	 	 	11/30/20
	P01242	 	NPC International, Inc.	 	Pizza Hut	 	200 East Taylor Street	 	Creston	 	IA	 	50801	 	$	340,000	 	 	06/06/15
	P01244	 	Formed Fiber Technologies	 	Manufacturing	 	1630 Ferguson Court	 	Sidney	 	OH	 	45365	 	$	5,600,000	 	 	08/31/18
	P01245	 	Aspen Education Group, Inc.	 	Former Mount Bachelor Academy	 	33051 Northeast Ochoco Highway	 	Prineville	 	OR	 	97754	 	$	5,900,000	 	 	12/21/20
	P01252	 	Hardee’s Food Systems, Inc.	 	Hardee’s	 	1208 Industrial Boulevard	 	East Ellijay	 	GA	 	30539	 	$	830,000	 	 	09/30/20


  
 A-12 









																			
	P01253	 	Hardee’s Food Systems, Inc.	 	Hardee’s	 	451 West Ottawa Street	 	Paxton	 	IL	 	60957	 	$	930,000	 	 	03/31/18
	P01254	 	Heartland Food, LLC	 	Burger King	 	408 North Lincoln Road	 	Escanaba	 	MI	 	49829	 	$	1,200,000	 	 	02/01/19
	P01255	 	Heartland Food, LLC	 	Burger King	 	800 South Washburn Street	 	Oshkosh	 	WI	 	54904	 	$	1,410,000	 	 	11/22/24
	P01259	 	Arby’s Restaurant Group, Inc.	 	Arby’s	 	1010 Foxcroft Avenue	 	Martinsburg	 	WV	 	25401	 	$	1,680,000	 	 	08/24/19
	P01261	 	Arby’s Restaurant Group, Inc.	 	Arby’s	 	1224 South Mission Street	 	Mount Pleasant	 	MI	 	48858	 	$	1,200,000	 	 	07/16/18
	P01262	 	Arby’s Restaurant Group, Inc.	 	Arby’s	 	44905 Mound	 	Sterling Heights	 	MI	 	48314	 	$	1,340,000	 	 	08/15/19
	P01263	 	Trefz & Trefz, Inc. (Individual Guarantors)	 	Arby’s	 	2209 Cherry Road	 	Rock Hill	 	SC	 	29732	 	$	1,180,000	 	 	08/31/15
	P01265	 	Harris Foods, Inc	 	Wendy’s	 	177 North Lee Street	 	Forsyth	 	GA	 	31029	 	$	1,660,000	 	 	01/31/26
	P01266	 	Harris Foods, Inc	 	Wendy’s	 	1961 Eatonton Road	 	Madison	 	GA	 	30650	 	$	1,730,000	 	 	01/31/26
	P01267	 	ADF PA, LLC	 	Pizza Hut	 	145 Sheraton Drive	 	New Cumberland	 	PA	 	17070	 	$	1,120,000	 	 	01/31/26
	P01268	 	ADF PA, LLC	 	Pizza Hut	 	320 North Reading Road	 	Ephrata	 	PA	 	17522	 	$	1,170,000	 	 	01/31/26
	P01269	 	ADF PA, LLC	 	Pizza Hut	 	5275 Devonshire Road	 	Harrisburg	 	PA	 	17112	 	$	1,280,000	 	 	01/31/26
	P01270	 	ADF PA, LLC	 	Pizza Hut	 	732 East Cumberland Street	 	Lebanon	 	PA	 	17042	 	$	1,200,000	 	 	01/31/26
	P01271	 	ADF PA, LLC	 	Pizza Hut	 	10 Sporting Green Drive	 	Mechanicsburg	 	PA	 	17050	 	$	1,650,000	 	 	01/31/26
	P01272	 	ADF PA, LLC	 	Pizza Hut	 	4483 North Front Street	 	Harrisburg	 	PA	 	17110	 	$	1,090,000	 	 	01/31/26
	P01273	 	ADF PA, LLC	 	Pizza Hut	 	4401 Derry Street	 	Harrisburg	 	PA	 	17111	 	$	940,000	 	 	01/31/26
	P01548	 	ADF PA, LLC	 	Pizza Hut	 	1440 Manheim Pike	 	Lancaster	 	PA	 	17601	 	$	620,000	 	 	01/31/26
	P01279	 	Martin’s Restaurant Systems, Inc.	 	Martin’s	 	2005 Cobb Parkway Northwest	 	Kennesaw	 	GA	 	30152	 	$	1,550,000	 	 	02/28/21
	P01280	 	Martin’s Restaurant Systems, Inc.	 	Martin’s	 	3440 Highway 5	 	Douglassville	 	GA	 	30135	 	$	1,610,000	 	 	02/28/21


  
 A-13 









																			
	P01281	 	Martin’s Restaurant Systems, Inc.	 	Martin’s	 	5222 Floyd Road	 	Mableton	 	GA	 	30126	 	$	1,440,000	 	 	02/28/21
	P01282	 	Martin’s Restaurant Systems, Inc.	 	Martin’s	 	896 Joe Frank Harris Parkway	 	Cartersville	 	GA	 	30121	 	$	1,500,000	 	 	02/28/21
	P01283	 	Martin’s Restaurant Systems, Inc.	 	Martin’s	 	1100 Highway 78 W	 	Villa Rica	 	GA	 	30180	 	$	1,810,000	 	 	02/28/21
	P01284	 	Martin’s Restaurant Systems, Inc.	 	Martin’s	 	612 Bankhead Highway	 	Carrollton	 	GA	 	30117	 	$	1,400,000	 	 	02/28/21
	P01285	 	Martin’s Restaurant Systems, Inc.	 	Martin’s	 	1214 West Avenue	 	Cartersville	 	GA	 	30120	 	$	1,070,000	 	 	02/28/21
	P01286	 	Martin’s Restaurant Systems, Inc.	 	Martin’s	 	3721 Floyd Road	 	Floyd	 	GA	 	30106	 	$	1,480,000	 	 	02/28/21
	P01287	 	Martin’s Restaurant Systems, Inc.	 	Martin’s	 	7200 Jonesboro Road	 	Morrow	 	GA	 	30260	 	$	1,200,000	 	 	02/28/21
	P01288	 	Martin’s Restaurant Systems, Inc.	 	Martin’s	 	3866 Atlanta Highway	 	Hiram	 	GA	 	30141	 	$	2,610,000	 	 	02/28/21
	P01289	 	Martin’s Restaurant Systems, Inc.	 	Martin’s	 	1215 Powder Springs Road	 	Marietta	 	GA	 	30064	 	$	1,350,000	 	 	02/28/21
	P01290	 	Martin’s Restaurant Systems, Inc.	 	Martin’s	 	5796 Fairburn Road	 	Douglassville	 	GA	 	30134	 	$	2,120,000	 	 	02/28/21
	P01291	 	Martin’s Restaurant Systems, Inc.	 	Martin’s	 	2185 Veterans Memorial Highway	 	Austell	 	GA	 	30168	 	$	1,240,000	 	 	02/28/21
	P01292	 	Martin’s Restaurant Systems, Inc.	 	Martin’s	 	6220 Mableton Parkway	 	Mableton	 	GA	 	30126	 	$	1,540,000	 	 	02/28/21
	P01293	 	Martin’s Restaurant Systems, Inc.	 	Martin’s	 	6350 Jimmy Carter Boulevard	 	Norcross	 	GA	 	30093	 	$	1,350,000	 	 	02/28/21
	P01306	 	Mosaica Education, Inc.	 	Columbus Art & Technology Academy	 	2255 Kimberly Parkway East	 	Columbus	 	OH	 	43232	 	$	8,980,000	 	 	11/14/19
	P01307	 	Mosaica Education, Inc.	 	Columbus Preparatory Academy	 	3333 Chipewa Drive	 	Columbus	 	OH	 	43214	 	$	9,020,000	 	 	12/16/19
	P01315	 	Mosaica Education, Inc.	 	Bingham Arts Academy	 	555 South Fifth Avenue	 	Alpena	 	MI	 	49707	 	$	2,930,000	 	 	12/16/19
	P01530	 	Bob Hurley Ford, LLC	 	Bob Hurley Ford	 	745 West 51st Street	 	Tulsa	 	OK	 	74107	 	$	7,330,000	 	 	10/11/16
	P01563	 	Hardee’s Food Systems, Inc.	 	Hardee’s	 	101 Princeton Boulevard	 	Adairsville	 	GA	 	30103	 	$	870,000	 	 	11/30/21


  
 A-14 









																			
	P01573	 	Heartland Food, LLC	 	Burger King	 	1540 East Northwest Highway	 	Palatine	 	IL	 	60067	 	$	850,000	 	 	08/28/17
	P01574	 	Heartland Food, LLC	 	Burger King	 	11124 31st Street	 	Westchester	 	IL	 	60154	 	$	890,000	 	 	08/28/17
	P01601	 	ADF Midatlantic, LLC	 	Pizza Hut	 	6422 Sargent Road	 	Hyattsville	 	MD	 	20782	 	$	1,140,000	 	 	11/30/26
	P01603	 	ADF Midatlantic, LLC	 	Pizza Hut	 	24 East Frederick Road	 	Walkersville	 	MD	 	21793	 	$	790,000	 	 	11/30/26
	P01604	 	ADF Midatlantic, LLC	 	Pizza Hut	 	1396 Dual 40 Highway	 	Hagerstown	 	MD	 	21740	 	$	1,120,000	 	 	11/30/26
	P01605	 	ADF Midatlantic, LLC	 	Pizza Hut	 	9200 New Hampshire Avenue	 	Silver Spring	 	MD	 	20903	 	$	1,500,000	 	 	11/30/26
	P01606	 	ADF Midatlantic, LLC	 	Pizza Hut	 	1220 West Patrick	 	Frederick	 	MD	 	21703	 	$	820,000	 	 	11/30/26
	P01607	 	ADF Midatlantic, LLC	 	Pizza Hut	 	3319 Superior Lane	 	Bowie	 	MD	 	20715	 	$	650,000	 	 	11/30/26
	P01608	 	ADF Midatlantic, LLC	 	Pizza Hut	 	205 Frederick Road	 	Thurmont	 	MD	 	21788	 	$	1,420,000	 	 	11/30/26
	P01609	 	ADF Midatlantic, LLC	 	Pizza Hut	 	9119 Annapolis Road	 	Lanham	 	MD	 	20706	 	$	640,000	 	 	11/30/26
	P01610	 	ADF Midatlantic, LLC	 	Pizza Hut	 	1821 Wiehle Avenue	 	Reston	 	VA	 	20190	 	$	1,450,000	 	 	11/30/26
	P01611	 	ADF Midatlantic, LLC	 	Pizza Hut	 	210 South Seton Avenue	 	Emmitsburg	 	MD	 	21727	 	$	450,000	 	 	11/30/26
	P01612	 	ADF Midatlantic, LLC	 	Pizza Hut	 	6409 Old Alexandria Ferry Road	 	Clinton	 	MD	 	20735	 	$	610,000	 	 	11/30/26
	P01613	 	ADF Midatlantic, LLC	 	Pizza Hut	 	7623 South Osborne Road	 	Upper Marlboro	 	MD	 	20772	 	$	610,000	 	 	11/30/26
	P01625	 	ADF Midatlantic, LLC	 	Pizza Hut	 	1049 West Glebe Road	 	Alexandria	 	VA	 	22305	 	$	1,490,000	 	 	11/30/26
	P01626	 	ADF Midatlantic, LLC	 	Pizza Hut	 	876 North Main Street	 	Culpeper	 	VA	 	22701	 	$	660,000	 	 	11/30/26
	P01627	 	ADF Midatlantic, LLC	 	Pizza Hut	 	95 Broadview Avenue	 	Warrenton	 	VA	 	20186	 	$	780,000	 	 	11/30/26
	P01622	 	Bondcote Corporation	 	Manufacturing	 	509 Burgis Avenue	 	Pulaski	 	VA	 	24301	 	$	2,380,000	 	 	12/31/21
	P01623	 	Bondcote Corporation	 	Manufacturing	 	4090 Pepperell Way	 	Dublin	 	VA	 	24084	 	$	2,310,000	 	 	12/31/21


  
 A-15 









																			
	P01646	 	Express Oil Change, LLC	 	Express Oil Change	 	1479 Montgomery Highway	 	Birmingham	 	AL	 	35216	 	$	1,760,000	 	 	03/31/26
	P01648	 	Express Oil Change, LLC	 	Express Oil Change	 	8400 1st Avenue North	 	Birmingham	 	AL	 	35206	 	$	1,160,000	 	 	03/31/26
	P01649	 	Express Oil Change, LLC	 	Express Oil Change	 	136 First Street North	 	Alabaster	 	AL	 	35007	 	$	1,720,000	 	 	03/31/26
	P01643	 	Express Oil Change, LLC	 	Express Oil Change	 	3635 Lorna Road	 	Birmingham	 	AL	 	35216	 	$	2,070,000	 	 	03/31/26
	P01650	 	Express Oil Change, LLC	 	Express Oil Change	 	922 9th Avenue	 	Bessemer	 	AL	 	35020	 	$	1,660,000	 	 	03/31/26
	P01645	 	Express Oil Change, LLC	 	Express Oil Change	 	1412 Pinson Valley Parkway	 	Birmingham	 	AL	 	35217	 	$	1,310,000	 	 	03/31/26
	P01640	 	Express Oil Change, LLC	 	Express Oil Change	 	316 Fieldstown Road	 	Gardendale	 	AL	 	35071	 	$	1,940,000	 	 	03/31/26
	P01647	 	Express Oil Change, LLC	 	Express Oil Change	 	5101 Oporto-Madrid Boulevard	 	Birmingham	 	AL	 	35210	 	$	1,730,000	 	 	03/31/26
	P01642	 	Express Oil Change, LLC	 	Express Oil Change	 	525 South Quindard Boulevard	 	Oxford	 	AL	 	36203	 	$	1,390,000	 	 	03/31/26
	P01637	 	Express Oil Change, LLC	 	Express Oil Change	 	1554 Montgomery Highway	 	Birmingham	 	AL	 	35216	 	$	1,540,000	 	 	03/31/26
	P01644	 	Express Oil Change, LLC	 	Express Oil Change	 	2556 Rocky Ridge Road	 	Birmingham	 	AL	 	35243	 	$	1,270,000	 	 	03/31/26
	P01639	 	Express Oil Change, LLC	 	Express Oil Change	 	5700 Sanderson Street Northwest	 	Huntsville	 	AL	 	36830	 	$	1,930,000	 	 	03/31/26
	P01634	 	Express Oil Change, LLC	 	Express Oil Change	 	1855 Opelika Road	 	Auburn	 	AL	 	36830	 	$	1,770,000	 	 	03/31/26
	P01641	 	Express Oil Change, LLC	 	Express Oil Change	 	2549 Bob Wallace Avenue	 	Huntsville	 	AL	 	35805	 	$	1,310,000	 	 	03/31/26
	P01636	 	Express Oil Change, LLC	 	Express Oil Change	 	5860 Wall-Triana Highway	 	Madison	 	AL	 	35758	 	$	1,940,000	 	 	03/31/26
	P01631	 	Express Oil Change, LLC	 	Express Oil Change	 	8861 Madison Boulevard	 	Madison	 	AL	 	35758	 	$	1,690,000	 	 	03/31/26
	P01638	 	Express Oil Change, LLC	 	Express Oil Change	 	11951 Memorial Parkway Southwest	 	Huntsville	 	AL	 	35803	 	$	1,890,000	 	 	03/31/26
	P01633	 	Express Oil Change, LLC	 	Express Oil Change	 	3203 Memorial Parkway Northwest	 	Huntsville	 	AL	 	35810	 	$	1,290,000	 	 	03/31/26
	P01629	 	Express Oil Change, LLC	 	Express Oil Change	 	1222 Beltline Road Southwest	 	Decatur	 	AL	 	35603	 	$	1,570,000	 	 	03/31/26


  
 A-16 









																			
	P01635	 	Express Oil Change, LLC	 	Express Oil Change	 	2731 Florence Boulevard	 	Florence	 	AL	 	35630	 	$	1,350,000	 	 	03/31/26
	P01630	 	Express Oil Change, LLC	 	Express Oil Change	 	3819 University Drive	 	Huntsville	 	AL	 	35601	 	$	1,290,000	 	 	03/31/26
	P01632	 	Express Oil Change, LLC	 	Express Oil Change	 	1011 6th Avenue Southeast	 	Decatur	 	AL	 	35601	 	$	940,000	 	 	03/31/26
	P01628	 	Express Oil Change, LLC	 	Express Oil Change	 	4665 Center Point Road	 	Pinson	 	AL	 	35126	 	$	1,250,000	 	 	03/31/26
	P01652	 	Sanford’s Grub & Pub, Inc. of Wyoming, Colorado, & South Dakota, White Pony, Inc., & Corner Pocket of Gillette, Inc.	 	Sanford’s	 	167 14th Street West	 	Dickinson	 	ND	 	58601	 	$	1,820,000	 	 	12/31/21
	P01653	 	Sanford’s Grub & Pub, Inc. of Wyoming, Colorado, & South Dakota, White Pony, Inc., & Corner Pocket of Gillette, Inc.	 	Sanford’s	 	401 West Cedar Street	 	Rawlins	 	WY	 	82301	 	$	510,000	 	 	12/31/21
	P01654	 	Sanford’s Grub & Pub, Inc. of Wyoming, Colorado, & South Dakota, White Pony, Inc., & Corner Pocket of Gillette, Inc.	 	Sanford’s	 	115 East 17th Street	 	Cheyenne	 	WY	 	82001	 	$	2,460,000	 	 	12/31/21
	P01656	 	Sanford’s Grub & Pub, Inc. of Wyoming, Colorado, & South Dakota, White Pony, Inc., & Corner Pocket of Gillette, Inc.	 	Sanford’s	 	1526 Oakridge Drive	 	Fort Collins	 	CO	 	80525	 	$	2,580,000	 	 	12/31/21
	P01657	 	Sanford’s Grub & Pub, Inc. of Wyoming, Colorado, & South Dakota, White Pony, Inc., & Corner Pocket of Gillette, Inc.	 	Sanford’s	 	306 7th Street	 	Rapid City	 	SD	 	57701	 	$	2,460,000	 	 	12/31/21
	P01658	 	Sanford’s Grub & Pub, Inc. of Wyoming, Colorado, & South Dakota, White Pony, Inc., & Corner Pocket of Gillette, Inc.	 	Sanford’s	 	202 Main Street	 	Lander	 	WY	 	82520	 	$	1,070,000	 	 	12/31/21
	P01659	 	Sanford’s Grub & Pub, Inc. of Wyoming, Colorado, & South Dakota, White Pony, Inc., & Corner Pocket of Gillette, Inc.	 	Sanford’s	 	241 South Center	 	Casper	 	WY	 	82601	 	$	860,000	 	 	12/31/21
	P01660	 	Austin-Westran, LLC	 	Industrial / Manufacturing	 	602 East Blackhawk Drive	 	Byron	 	IL	 	61010	 	$	6,080,000	 	 	12/31/16
	P01661	 	Chase Lumber Company, Inc.	 	Chase Lumber	 	17600 East Smith Road	 	Aurora	 	CO	 	80011	 	$	2,830,000	 	 	12/31/21
	P01673	 	Interfoods Of America, Inc	 	Popeye’s Chicken & Biscuits	 	3499 West Oakland Park Boulevard	 	Lauderdale Lakes	 	FL	 	33311	 	$	870,000	 	 	12/22/18


  
 A-17 









																			
	P01674	 	Goldco, LLC	 	Burger King	 	2007 West Hill Avenue	 	Valdosta	 	GA	 	31601	 	$	1,030,000	 	 	07/31/26
	P01681	 	The Twins Group, Inc.	 	Taco Bell	 	985 West Main Street	 	Tipp City	 	OH	 	45371	 	$	1,170,000	 	 	09/30/18
	P01682	 	The Twins Group, Inc.	 	Taco Bell	 	2079 Main Street	 	Bellefontaine	 	OH	 	43311	 	$	1,330,000	 	 	09/30/18
	P01685	 	TB Corp.	 	Taco Bueno	 	445 North Clark Road	 	Cedar Hill	 	TX	 	75104	 	$	1,180,000	 	 	09/30/25
	P01686	 	TB Corp.	 	Taco Bueno	 	1120 Highway 287 North	 	Mansfield	 	TX	 	75006	 	$	1,220,000	 	 	09/30/25
	P01688	 	Arby’s Restaurant Group, Inc.	 	Arby’s	 	1630 North Main Street	 	North Canton	 	OH	 	44720	 	$	890,000	 	 	06/30/19
	P01690	 	Hometown Folks, LLC	 	Burger King	 	160 New Highway 68	 	Sweetwater	 	TN	 	37874	 	$	770,000	 	 	02/09/19
	P01691	 	Hometown Folks, LLC	 	Burger King	 	250 Dinah Shore Boulevard	 	Winchester	 	TN	 	37398	 	$	730,000	 	 	06/18/18
	P01694	 	K-Mac Enterprises, Inc.	 	Taco Bell	 	820 South Highway 65	 	Sedalia	 	MO	 	65301	 	$	1,480,000	 	 	12/31/24
	P01695	 	K-Mac Enterprises, Inc.	 	Taco Bell	 	1348 North Glenstone	 	Springfield	 	MO	 	65802	 	$	1,170,000	 	 	12/31/24
	P01697	 	The Twins Group, Inc.	 	Taco Bell	 	501 South Gilbert	 	Danville	 	IL	 	61832	 	$	1,350,000	 	 	04/30/19
	P01702	 	RMH Illinois, LLC	 	Applebee’s	 	2795 Plainfield Road	 	Joliet	 	IL	 	60435	 	$	2,970,000	 	 	06/30/25
	P01705	 	RMH Illinois, LLC	 	Applebee’s	 	9380 Joliet Road	 	Hodgkins	 	IL	 	60525	 	$	2,900,000	 	 	06/30/25
	P01701	 	RMH Illinois, LLC	 	Applebee’s	 	2411 Sycamore Road	 	DeKalb	 	IL	 	60115	 	$	2,700,000	 	 	06/30/25
	P01703	 	RMH Illinois, LLC	 	Applebee’s	 	125 Randall Road	 	Elgin	 	IL	 	60123	 	$	2,440,000	 	 	06/30/25
	P01699	 	RMH Illinois, LLC	 	Applebee’s	 	6656 West Grand Avenue	 	Chicago	 	IL	 	60707	 	$	2,960,000	 	 	06/30/25
	P01715	 	Arby’s Restaurant Group, Inc.	 	Arby’s	 	17032 North 99th Avenue	 	Sun City	 	AZ	 	85373	 	$	1,310,000	 	 	05/31/16
	P01716	 	Heartland Food, LLC	 	Burger King	 	2889 New York Street	 	Aurora	 	IL	 	60504	 	$	1,140,000	 	 	12/31/22
	P01723	 	Mealey’s Furniture Holdings, Inc.	 	Mealey’s Furniture	 	3150 Knights Road	 	Bensalem	 	PA	 	19020	 	$	5,780,000	 	 	01/31/27


  
 A-18 









																			
	P01724	 	Mealey’s Furniture Holdings, Inc.	 	Mealey’s Furniture	 	179 Lincoln Highway	 	Fairless Hills	 	PA	 	19030	 	$	10,870,000	 	 	01/31/27
	P01725	 	Mealey’s Furniture Holdings, Inc.	 	Mealey’s Furniture	 	130 Enterprise Avenue	 	Morrisville	 	PA	 	19067	 	$	11,000,000	 	 	01/31/27
	P01733	 	Unique Ventures Group, LLC (Individual Guarantors)	 	Perkins Family Restaurant	 	7175 Engle Road	 	Middleburg Heights	 	OH	 	44130	 	$	2,650,000	 	 	02/28/27
	P01734	 	Unique Ventures Group, LLC (Individual Guarantors)	 	Perkins Family Restaurant	 	1601 Prospect Road	 	Ashtabula	 	OH	 	44004	 	$	1,330,000	 	 	02/28/27
	P01735	 	Unique Ventures Group, LLC (Individual Guarantors)	 	Perkins Family Restaurant	 	4334 Buffalo Road	 	Erie	 	PA	 	16510	 	$	1,660,000	 	 	02/28/27
	P01736	 	Unique Ventures Group, LLC (Individual Guarantors)	 	Perkins Family Restaurant	 	1871 Oakland Avenue	 	Indiana	 	PA	 	15701	 	$	880,000	 	 	02/28/27
	P01737	 	Unique Ventures Group, LLC (Individual Guarantors)	 	Perkins Family Restaurant	 	587 East Main Street	 	Canfield	 	OH	 	44406	 	$	1,370,000	 	 	02/28/27
	P01738	 	Unique Ventures Group, LLC (Individual Guarantors)	 	Perkins Family Restaurant	 	115 Ludlow Street	 	Warren	 	PA	 	16365	 	$	1,060,000	 	 	02/28/27
	P01739	 	Unique Ventures Group, LLC (Individual Guarantors)	 	Perkins Family Restaurant	 	2714 West Lake Road	 	Erie	 	PA	 	16505	 	$	1,280,000	 	 	02/28/27
	P01741	 	Unique Ventures Group, LLC (Individual Guarantors)	 	Perkins Family Restaurant	 	915 West Main Street	 	Grove City	 	PA	 	16127	 	$	1,280,000	 	 	02/28/27
	P01742	 	Unique Ventures Group, LLC (Individual Guarantors)	 	Perkins Family Restaurant	 	78 Perkins Road	 	Clarion	 	PA	 	16214	 	$	1,370,000	 	 	02/28/27
	P01743	 	Unique Ventures Group, LLC (Individual Guarantors)	 	Perkins Family Restaurant	 	18276 Conneaut Lake Road	 	Meadville	 	PA	 	16335	 	$	2,560,000	 	 	02/28/27
	P01744	 	Unique Ventures Group, LLC (Individual Guarantors)	 	Perkins Family Restaurant	 	207 Plum Street	 	Edinboro	 	PA	 	16412	 	$	960,000	 	 	02/28/27
	P01745	 	Unique Ventures Group, LLC (Individual Guarantors)	 	Perkins Family Restaurant	 	1953 Niles-Cortland Road	 	Warren	 	OH	 	44484	 	$	1,970,000	 	 	02/28/27
	P01746	 	Unique Ventures Group, LLC (Individual Guarantors)	 	Perkins Family Restaurant	 	4403 Peach Street	 	Erie	 	PA	 	16509	 	$	1,300,000	 	 	02/28/27
	P01747	 	Unique Ventures Group, LLC (Individual Guarantors)	 	Perkins Family Restaurant	 	31-35 Bolivar Drive	 	Bradford	 	PA	 	16701	 	$	840,000	 	 	02/28/27
	P01748	 	Unique Ventures Group, LLC (Individual Guarantors)	 	Perkins Family Restaurant	 	2728 West State Road	 	Olean	 	NY	 	14760	 	$	1,280,000	 	 	02/28/27
	P01749	 	Unique Ventures Group, LLC (Individual Guarantors)	 	Perkins Family Restaurant	 	310 West Columbus Avenue	 	Corry	 	PA	 	16407	 	$	900,000	 	 	02/28/27
	P01750	 	Unique Ventures Group, LLC (Individual Guarantors)	 	Perkins Family Restaurant	 	5550 Interstate Boulevard	 	Austintown	 	OH	 	44515	 	$	1,900,000	 	 	02/28/27


  
 A-19 









																			
	P01751	 	Unique Ventures Group, LLC (Individual Guarantors)	 	Perkins Family Restaurant	 	4896 Everhard Road	 	Canton	 	OH	 	44718	 	$	2,280,000	 	 	02/28/27
									
	P01752	 	Unique Ventures Group, LLC (Individual Guarantors)	 	Perkins Family Restaurant	 	804 Boardman-Poland Road	 	Youngstown	 	OH	 	44512	 	$	2,570,000	 	 	02/28/27
									
	P01769	 	El Chico Restaurants of America, Inc. & CRG Holdings, LLC	 	Bru Burger	 	3010 Lakecrest Circle	 	Lexington	 	KY	 	40513	 	$	1,910,000	 	 	08/31/33
	P01770	 	El Chico Restaurants of America, Inc.	 	El Chico	 	5015 Hinkleville Road	 	Paducah	 	KY	 	42001	 	$	2,160,000	 	 	12/31/21
	P01765	 	El Chico Restaurants of America, Inc.	 	Former El Chico	 	4015 Fern Avenue	 	Shreveport	 	LA	 	71105	 	$	1,610,000	 	 	12/31/21
	P01774	 	El Chico Restaurants of Texas, L.P.	 	El Chico	 	1315 North Collins	 	Arlington	 	TX	 	76011	 	$	2,230,000	 	 	12/31/21
	P01775	 	El Chico Restaurants of Texas, L.P.	 	El Chico	 	2104 South First Street	 	Lufkin	 	TX	 	75901	 	$	1,700,000	 	 	12/31/21
	P01862	 	Ignite Restaurant Group, Inc. (Formerly Joe’s Crab Shack Holdings, Inc.)	 	Joe’s Crab Shack	 	2120 South Highway 6	 	Houston	 	TX	 	77077	 	$	3,430,000	 	 	03/31/27
	P01864	 	Ignite Restaurant Group, Inc. (Formerly Joe’s Crab Shack Holdings, Inc.)	 	Joe’s Crab Shack	 	711 East Expressway 83	 	McAllen	 	TX	 	78501	 	$	2,750,000	 	 	03/31/27
	P01859	 	Ignite Restaurant Group, Inc. (Formerly Joe’s Crab Shack Holdings, Inc.)	 	Joe’s Crab Shack	 	3825 Interstate 10 South	 	Beaumont	 	TX	 	77705	 	$	2,980,000	 	 	03/31/27
	P01860	 	Ignite Restaurant Group, Inc. (Formerly Joe’s Crab Shack Holdings, Inc.)	 	Joe’s Crab Shack	 	3320 Central Expressway	 	Plano	 	TX	 	75074	 	$	3,640,000	 	 	03/31/27
	P01861	 	Ignite Restaurant Group, Inc. (Formerly Joe’s Crab Shack Holdings, Inc.)	 	Joe’s Crab Shack	 	2621 South Loop West	 	Houston	 	TX	 	77054	 	$	3,790,000	 	 	03/31/27
	P01865	 	Ignite Restaurant Group, Inc. (Formerly Joe’s Crab Shack Holdings, Inc.)	 	Joe’s Crab Shack	 	20001 East Jackson Drive	 	Independence	 	MO	 	64057	 	$	3,100,000	 	 	03/31/27
	P01870	 	Charleston’s Restaurant Group, Inc.	 	Charleston’s	 	300 Ed Noble Parkway	 	Norman	 	OK	 	73072	 	$	4,260,000	 	 	06/30/22
	P01871	 	Charleston’s Restaurant Group, Inc.	 	Charleston’s	 	6839 South Yale Avenue	 	Tulsa	 	OK	 	74136	 	$	4,110,000	 	 	06/30/22
	P01980	 	American Huts, Inc.	 	Pizza Hut	 	7504 Clinton Highway	 	Powell	 	TN	 	37849	 	$	800,000	 	 	09/30/30
	P01981	 	American Huts, Inc.	 	Pizza Hut	 	407 New Highway 68	 	Sweetwater	 	TN	 	37874	 	$	690,000	 	 	09/30/30
	P01982	 	American Huts, Inc.	 	Pizza Hut	 	7401 Chapman Highway	 	Knoxville	 	TN	 	37920	 	$	820,000	 	 	09/30/30
	P01983	 	American Huts, Inc.	 	Pizza Hut	 	776 Mountain Creek Road	 	Chattanooga	 	TN	 	37405	 	$	710,000	 	 	09/30/30


  
 A-20 









																			
	P01984	 	American Huts, Inc.	 	Pizza Hut	 	1112 North Charles G Selvers Boulevard	 	Clinton	 	TN	 	37716	 	$	840,000	 	 	09/30/30
	P01986	 	American Huts, Inc.	 	Pizza Hut	 	5454 Alabama Highway	 	Ringgold	 	GA	 	30736	 	$	970,000	 	 	09/30/30
	P01987	 	American Huts, Inc.	 	Pizza Hut	 	405 North Main Street	 	LaFayette	 	GA	 	30728	 	$	870,000	 	 	09/30/30
	P01988	 	American Huts, Inc.	 	Pizza Hut	 	290 South Main Street	 	Trenton	 	GA	 	30752	 	$	670,000	 	 	09/30/30
	P01989	 	American Huts, Inc.	 	Pizza Hut	 	212 Cedar Lane	 	Knoxville	 	TN	 	37912	 	$	1,110,000	 	 	09/30/30
	P01990	 	American Huts, Inc.	 	Pizza Hut	 	375 Hannum Street	 	Alcoa	 	TN	 	37701	 	$	590,000	 	 	09/30/30
	P01991	 	American Huts, Inc.	 	Pizza Hut	 	430 Highway 411 South	 	Chatsworth	 	GA	 	30705	 	$	930,000	 	 	09/30/30
	P01992	 	American Huts, Inc.	 	Pizza Hut	 	629 North Main Street	 	Crossville	 	TN	 	38555	 	$	670,000	 	 	09/30/30
	P01993	 	American Huts, Inc.	 	Pizza Hut	 	1624 South Roane Street	 	Harriman	 	TN	 	37748	 	$	600,000	 	 	09/30/30
	P01994	 	American Huts, Inc.	 	Pizza Hut	 	10043 Dayton Pike	 	Soddy Daisy	 	TN	 	37379	 	$	920,000	 	 	09/30/30
	P01995	 	American Huts, Inc.	 	Pizza Hut	 	1215 Congress Parkway Northwest	 	Athens	 	TN	 	37303	 	$	710,000	 	 	09/30/30
	P01996	 	American Huts, Inc.	 	Pizza Hut	 	2418 Airport Highway	 	Alcoa	 	TN	 	37701	 	$	1,020,000	 	 	09/30/30
	P01997	 	American Huts, Inc.	 	Pizza Hut	 	7410 Rhea County Highway	 	Dayton	 	TN	 	37321	 	$	770,000	 	 	09/30/30
	P01998	 	American Huts, Inc.	 	Pizza Hut	 	354 Kimball Crossing Drive	 	Kimball	 	TN	 	17070	 	$	1,020,000	 	 	09/30/30
	P00880	 	A-OK, LLC (Individual Guarantor)	 	Krispy Kreme	 	1502 Southeast Walton Boulevard	 	Bentonville	 	AR	 	72712	 	$	1,720,000	 	 	06/30/19
	P00881	 	A-OK, LLC (Individual Guarantor)	 	Krispy Kreme	 	1315 Shackleford Road	 	Little Rock	 	AR	 	72211	 	$	1,930,000	 	 	06/30/19
	P00882	 	A-OK, LLC (Individual Guarantor)	 	Krispy Kreme	 	4301 South Loop 289	 	Lubbock	 	TX	 	79423	 	$	1,720,000	 	 	06/30/19
	P00907	 	Armstrong Garden Centers, Inc.	 	Pike Nurseries	 	5795 State Bridge Road	 	Alpharetta	 	GA	 	30022	 	$	2,930,000	 	 	03/31/21
	P00908	 	Armstrong Garden Centers, Inc.	 	Pike Nurseries	 	3431 Ernest W. Barrett Parkway	 	Marietta	 	GA	 	30064	 	$	960,000	 	 	03/31/21


  
 A-21 









																			
	P00910	 	Armstrong Garden Centers, Inc.	 	Pike Nurseries	 	4020 Roswell Road	 	Atlanta	 	GA	 	30342	 	$	660,000	 	 	03/31/21
	P00911	 	Armstrong Garden Centers, Inc.	 	Pike Nurseries	 	2955 Holcomb Bridge Road	 	Alpharetta	 	GA	 	30022	 	$	3,950,000	 	 	03/31/21
	P00912	 	Armstrong Garden Centers, Inc.	 	Pike Nurseries	 	2900 Johnson Ferry Road	 	Marietta	 	GA	 	30062	 	$	950,000	 	 	03/31/21
	P01566	 	Burger King Corporation	 	Burger King	 	2790 Hickory Bvld	 	Hudson	 	NC	 	28638	 	$	810,000	 	 	12/28/18
	P01567	 	Burger King Corporation	 	Burger King	 	7011 Raeford Road	 	Fayetteville	 	NC	 	28304	 	$	890,000	 	 	03/22/19
	P01565	 	Burger King Corporation	 	Burger King	 	2543 Springs Road Northeast	 	Hickory	 	NC	 	28601	 	$	1,730,000	 	 	06/12/20
	P01569	 	Burger King Corporation	 	Burger King	 	2117 Cedar Creek Road	 	Fayetteville	 	NC	 	28301	 	$	1,160,000	 	 	06/17/17
	P01568	 	Burger King Corporation	 	Burger King	 	3012 Hope Mills Road	 	Hope Mills	 	NC	 	28348	 	$	1,610,000	 	 	06/17/17
	P01570	 	Burger King Corporation	 	Burger King	 	1601 South Main Street	 	Lillington	 	NC	 	27546	 	$	1,000,000	 	 	06/17/17
	P01070	 	2JR Pizza Enterprises, LLC	 	Pizza Hut	 	3125 Agency Street	 	Burlington	 	IA	 	52601	 	$	180,000	 	 	09/30/19
	P01077	 	2JR Pizza Enterprises, LLC	 	Pizza Hut	 	709 First Avenue	 	Rock Falls	 	IL	 	61071	 	$	1,040,000	 	 	09/30/19
	P01079	 	2JR Pizza Enterprises, LLC	 	Pizza Hut	 	1320 11th Street	 	De Witt	 	IA	 	52742	 	$	640,000	 	 	09/30/19
	P01621	 	2JR Pizza Enterprises, LLC	 	Pizza Hut	 	1310 North Roosevelt Avenue	 	Burlington	 	IA	 	52601	 	$	900,000	 	 	09/30/19
	P01238	 	JCIM, LLC	 	Manufacturing	 	1833 Frenchtown Center Drive	 	Monroe	 	MI	 	48162	 	$	15,000,000	 	 	08/31/23
	P01624	 	JCIM, LLC	 	Manufacturing	 	2200 Revard Road	 	Monroe	 	MI	 	48162	 	$	11,200,000	 	 	08/31/23
	P02122	 	Crème de la Crème, Inc.	 	Crème de la Crème	 	724 North Center Boulevard	 	Romeoville	 	IL	 	60446	 	$	7,230,000	 	 	09/30/27
	P02165	 	Crème de la Crème, Inc.	 	Crème de la Crème	 	2349 Meadow Church Road	 	Duluth	 	GA	 	30096	 	$	6,440,000	 	 	09/30/27
	P02192	 	Crème de la Crème, Inc.	 	Crème de la Crème	 	299 Walton Avenue	 	Mt. Laurel	 	NJ	 	08054	 	$	7,140,000	 	 	09/30/27
	P01558	 	PCS Holdings, LLC	 	PCS Quality Concrete	 	10980 Guilford Road	 	Annapolis Junction	 	MD	 	20701	 	$	1,030,000	 	 	11/30/28


  
 A-22 









																			
	P02166	 	Westward Dough Operating Company, LLC	 	Krispy Kreme	 	7514 East Parkway Drive	 	Lone Tree	 	CO	 	80124	 	$	3,060,000	 	 	07/26/24
	P01071	 	NPC International, Inc.	 	Pizza Hut	 	2075 John F. Kennedy Road	 	Dubuque	 	IA	 	52002	 	$	640,000	 	 	09/30/19
	P01072	 	NPC International, Inc.	 	Pizza Hut	 	49 Cedar Street	 	Tipton	 	IA	 	52772	 	$	530,000	 	 	09/30/19
	P01074	 	NPC International, Inc.	 	Pizza Hut	 	1845 8th Street Southeast	 	Dyersville	 	IA	 	52040	 	$	610,000	 	 	09/30/19
	P01075	 	NPC International, Inc.	 	Pizza Hut	 	1640 First Street West	 	Independence	 	IA	 	50644	 	$	580,000	 	 	09/30/19
	P01076	 	NPC International, Inc.	 	Pizza Hut	 	1129 East Main Street	 	Manchester	 	IA	 	52057	 	$	710,000	 	 	09/30/19
	P02169	 	PMT Industries, LLC	 	Manufacturing	 	2105 Schmiede Street	 	Surgoinsville	 	TN	 	37873	 	$	4,540,000	 	 	01/12/27
	P02173	 	K-Mac Enterprises, Inc.	 	KFC	 	4207 Grand Avenue	 	Fort Smith	 	AR	 	72904	 	$	1,400,000	 	 	07/31/27
	P02178	 	Universal Pool Co., Inc.	 	The Great Escape	 	4343 Elmore Avenue	 	Davenport	 	IA	 	52807	 	$	6,440,000	 	 	08/31/27
	P02179	 	Universal Pool Co., Inc.	 	The Great Escape	 	38101 Chester Road	 	Avon	 	OH	 	44011	 	$	4,130,000	 	 	08/31/27
	P02180	 	Universal Pool Co., Inc.	 	The Great Escape	 	5000 Holiday Drive	 	Peoria	 	IL	 	61615	 	$	6,700,000	 	 	08/31/27
	P02181	 	Universal Pool Co., Inc.	 	The Great Escape	 	7511 Park Place	 	Loves Park	 	IL	 	61111	 	$	7,470,000	 	 	08/31/27
	P02182	 	Universal Pool Co., Inc.	 	The Great Escape	 	7787 159th Street	 	Tinley Park	 	IL	 	60477	 	$	2,990,000	 	 	08/31/27
	P02183	 	Universal Pool Co., Inc.	 	The Great Escape	 	1850 West Irving Park Road	 	Schaumburg	 	IL	 	60193	 	$	4,430,000	 	 	08/31/27
	P02184	 	Universal Pool Co., Inc.	 	The Great Escape	 	2409 West Lincoln Highway	 	Merrillville	 	IN	 	46410	 	$	5,300,000	 	 	08/31/27
	P02185	 	Universal Pool Co., Inc.	 	The Great Escape	 	1400 Townline Road	 	Mundelein	 	IL	 	60060	 	$	5,780,000	 	 	08/31/27
	P02186	 	Universal Pool Co., Inc.	 	The Great Escape	 	3220 Chicagoland Circle	 	Joliet	 	IL	 	60435	 	$	7,190,000	 	 	08/31/27
	P02187	 	Universal Pool Co., Inc.	 	The Great Escape	 	1610 75th Street	 	Downers Grove	 	IL	 	60516	 	$	3,770,000	 	 	08/31/27
	P02188	 	Universal Pool Co., Inc.	 	The Great Escape	 	7265 Grand Avenue	 	Gurnee	 	IL	 	60031	 	$	2,330,000	 	 	08/31/27


  
 A-23 









																			
	P02189	 	Universal Pool Co., Inc.	 	The Great Escape	 	1995 West Wilson Street	 	Batavia	 	IL	 	60510	 	$	5,140,000	 	 	08/31/27
	P02190	 	Universal Pool Co., Inc.	 	The Great Escape	 	150 Trade Street	 	Aurora	 	IL	 	60504	 	$	5,690,000	 	 	08/31/27
	P02191	 	Universal Pool Co., Inc.	 	The Great Escape	 	2421 South Randall Road	 	Algonquin	 	IL	 	60102	 	$	9,240,000	 	 	08/31/27
	P01755	 	Gettysburg Land Holdings, LLC	 	Renn Kirby Chevrolet Buick	 	55 Expedition Trail	 	Gettysburg	 	PA	 	17325	 	$	2,710,000	 	 	06/30/17
	P02193	 	Goodrich Quality Theatres, Inc.	 	Goodrich Theaters	 	6550 US Route 6	 	Portage	 	IN	 	46368	 	$	13,700,000	 	 	12/31/28
	P02194	 	Goodrich Quality Theatres, Inc.	 	Goodrich Theaters	 	550 North Randall Road	 	Batavia	 	IL	 	60510	 	$	14,300,000	 	 	12/31/28
	P02195	 	Goodrich Quality Theatres, Inc.	 	Goodrich Theaters	 	13825 Norell Road	 	Noblesville	 	IN	 	46060	 	$	16,400,000	 	 	12/31/28
	P03349	 	Goodrich Quality Theatres, Inc.	 	Goodrich Theaters	 	3250 Kabobel Drive	 	Saginaw	 	MI	 	48604	 	$	11,090,000	 	 	12/31/28
	P02203	 	V&J National Enterprises, LLC (Individual Guarantor)	 	Pizza Hut	 	107 Utica Street	 	Hamilton	 	NY	 	13346	 	$	440,000	 	 	07/16/17
	P02205	 	Doro, Inc.	 	Hardee’s	 	715 East Main Street	 	Watertown	 	WI	 	53094	 	$	700,000	 	 	10/31/16
	P02206	 	Fire Grill, LLC	 	Burger King	 	3107 Highway 227	 	Carrollton	 	KY	 	41008	 	$	750,000	 	 	09/30/17
	P00914	 	Dickinson Theatres, Inc.	 	Dickinson Theatres	 	4900 Northeast 80th Street	 	Kansas City	 	MO	 	64119	 	$	7,680,000	 	 	12/31/20
	P00915	 	Dickinson Theatres, Inc.	 	Dickinson Theatres	 	1451 Northeast Douglas Street	 	Lees Summit	 	MO	 	64086	 	$	10,080,000	 	 	12/31/20
	P00951	 	Dickinson Theatres, Inc.	 	Dickinson Theatres	 	10301 South Memorial Drive	 	Bixby	 	OK	 	74133	 	$	12,000,000	 	 	12/31/20
	P02208	 	Dickinson Theatres, Inc.	 	Dickinson Theatres	 	1325 North Litchfield Road	 	Goodyear	 	AZ	 	85338	 	$	8,250,000	 	 	12/31/20
	P02209	 	Big Sandy Distribution, Inc.	 	Big Sandy Furniture	 	1000 Liberty Park Drive	 	Hurricane	 	WV	 	25526	 	$	4,370,000	 	 	07/31/27
	P02210	 	Big Sandy Distribution, Inc.	 	Big Sandy Furniture	 	1404 North Bridge Street	 	Chillicothe	 	OH	 	45601	 	$	3,330,000	 	 	07/31/27
	P02211	 	Big Sandy Distribution, Inc.	 	Big Sandy Furniture	 	45 County Road 407	 	South Point	 	OH	 	45680	 	$	4,580,000	 	 	07/31/27
	P02212	 	Big Sandy Distribution, Inc.	 	Big Sandy Furniture	 	730 10th Street	 	Portsmouth	 	OH	 	45662	 	$	2,610,000	 	 	07/31/27


  
 A-24 









																			
	P02213	 	Big Sandy Distribution, Inc.	 	Big Sandy Furniture	 	5560 US Route 60	 	Ashland	 	KY	 	41101	 	$	3,300,000	 	 	07/31/27
	P02214	 	Big Sandy Distribution, Inc.	 	Big Sandy Furniture	 	1600 Garfield Avenue	 	Parkersburg	 	WV	 	26101	 	$	5,820,000	 	 	07/31/27
	P02215	 	Big Sandy Distribution, Inc.	 	Big Sandy Furniture	 	635 Winchester Avenue	 	Ashland	 	KY	 	41101	 	$	1,530,000	 	 	07/31/27
	P02216	 	Unique Ventures Group, LLC (Individual Guarantors)	 	Burger King	 	3911 Milan Road	 	Sandusky	 	OH	 	44870	 	$	1,520,000	 	 	06/30/28
	P02217	 	Unique Ventures Group, LLC (Individual Guarantors)	 	Burger King	 	7677 Broadview	 	Seven Hills	 	OH	 	44131	 	$	1,130,000	 	 	06/30/28
	P02218	 	Unique Ventures Group, LLC (Individual Guarantors)	 	Burger King	 	6671 Pearl Road	 	Parma Heights	 	OH	 	44130	 	$	1,300,000	 	 	06/30/28
	P02219	 	V&J National Enterprises, LLC (Individual Guarantor)	 	Pizza Hut	 	812 Hamilton Street	 	Geneva	 	NY	 	14456	 	$	420,000	 	 	07/16/17
	P00335	 	Black Angus Steakhouses, LLC	 	Black Angus	 	7606 West Bell Road	 	Glendale	 	AZ	 	85308	 	$	2,410,000	 	 	09/30/16
	P01247	 	Automotive Remarketing Group, Inc. (Individual Guarantor)	 	America’s Auto Auction	 	11982 New Kings Road	 	Jacksonville	 	FL	 	32219	 	$	3,460,000	 	 	12/31/25
	P01248	 	Automotive Remarketing Group, Inc. (Individual Guarantor)	 	America’s Auto Auction	 	8544 East Admiral Place	 	Tulsa	 	OK	 	74115	 	$	2,630,000	 	 	12/31/25
	P01249	 	Automotive Remarketing Group, Inc. (Individual Guarantor)	 	America’s Auto Auction	 	2415 Highway 101 South	 	Greenville	 	SC	 	29651	 	$	4,960,000	 	 	12/31/25
	P02242	 	Automotive Remarketing Group, Inc. (Individual Guarantor)	 	America’s Auto Auction	 	219 North Loop 12	 	Irving	 	TX	 	75067	 	$	8,500,000	 	 	12/31/25
	P02243	 	Automotive Remarketing Group, Inc. (Individual Guarantor)	 	America’s Auto Auction	 	1440 FM 3083	 	Conroe	 	TX	 	77301	 	$	4,660,000	 	 	12/31/25
	P02244	 	Automotive Remarketing Group, Inc. (Individual Guarantor)	 	America’s Auto Auction	 	112 South Irving Heights Drive	 	Irving	 	TX	 	75061	 	$	3,410,000	 	 	12/31/25
	P01226	 	Carmike Cinemas, Inc.	 	Carmike Cinemas	 	3930 East DuPont Road	 	Fort Wayne	 	IN	 	46825	 	$	14,200,000	 	 	01/31/21
	P01304	 	HHI Formtech, LLC	 	Manufacturing	 	690 West Maple Road	 	Troy	 	MI	 	48084	 	$	1,720,000	 	 	03/31/26
	P01305	 	HHI Formtech, LLC	 	Manufacturing	 	2727 West 14 Mile Road	 	Royal Oak	 	MI	 	48073	 	$	8,840,000	 	 	03/31/26
	P02251	 	The Twins Group, Inc.	 	Taco Bell	 	1000 Brown Street	 	Dayton	 	OH	 	45409	 	$	1,190,000	 	 	03/31/15
	P02252	 	Specialty Retail Shops Holding Corp.	 	Pamida	 	718 4th Street	 	Gothenburg	 	NE	 	69138	 	$	2,160,000	 	 	12/31/22


  
 A-25 









																			
	P02253	 	Specialty Retail Shops Holding Corp.	 	Pamida	 	140 South Highway 20	 	Thermopolis	 	WY	 	82443	 	$	2,180,000	 	 	12/31/22
	P02254	 	Specialty Retail Shops Holding Corp.	 	Pamida	 	1511 East 4th Street	 	Ainsworth	 	NE	 	69210	 	$	2,180,000	 	 	12/31/22
	P02256	 	Specialty Retail Shops Holding Corp.	 	Pamida	 	404 East Highway 20	 	O’Neill	 	NE	 	68763	 	$	2,170,000	 	 	12/31/22
	P02255	 	Hardee’s Food Systems, Inc.	 	Hardee’s	 	1029 Paris Road	 	Mayfield	 	KY	 	42066	 	$	950,000	 	 	03/31/18
	P00301	 	Pizza Hut of America, Inc.	 	Pizza Hut	 	4127 Frederica Street	 	Owensboro	 	KY	 	42301	 	$	690,000	 	 	05/14/15
	P00300	 	Pizza Hut of America, Inc.	 	Pizza Hut	 	925 North Green River Road	 	Evansville	 	IN	 	47715	 	$	480,000	 	 	03/31/15
	P01676	 	Solea Mexican Grill, LLC (Individual Guarantor)	 	Solea Mexican Grill	 	1104 Mutual Way	 	Appleton	 	WI	 	54913	 	$	970,000	 	 	03/31/15
	P00302	 	NPC International, Inc.	 	Pizza Hut	 	606 North 1st Street	 	Madill	 	OK	 	73446	 	$	480,000	 	 	04/30/20
	P00303	 	NPC International, Inc.	 	Pizza Hut	 	1000 West Maple Avenue	 	Geneva	 	AL	 	36340	 	$	540,000	 	 	04/30/20
	P00304	 	NPC International, Inc.	 	Pizza Hut	 	11621 Columbia Road	 	Blakely	 	GA	 	39823	 	$	580,000	 	 	04/30/20
	P00305	 	NPC International, Inc.	 	Pizza Hut	 	1119 Paris Road	 	Mayfield	 	KY	 	42066	 	$	480,000	 	 	04/30/20
	P00381	 	NPC International, Inc.	 	Pizza Hut	 	1551 West Main Street	 	Salem	 	IL	 	62881	 	$	520,000	 	 	04/30/20
	P01097	 	NPC International, Inc.	 	Pizza Hut	 	1602 North 8th Street	 	Vandalia	 	IL	 	62471	 	$	560,000	 	 	04/30/20
	P01098	 	NPC International, Inc.	 	Pizza Hut	 	105 West Lincoln Avenue	 	Charleston	 	IL	 	61920	 	$	450,000	 	 	04/30/20
	P01099	 	NPC International, Inc.	 	Pizza Hut	 	205 North Keller Drive	 	Effingham	 	IL	 	62401	 	$	560,000	 	 	04/30/20
	P01100	 	NPC International, Inc.	 	Pizza Hut	 	1204 German Street	 	Maquoketa	 	IA	 	52060	 	$	270,000	 	 	04/30/20
	P01102	 	NPC International, Inc.	 	Pizza Hut	 	303 West Springfield Road	 	Taylorville	 	IL	 	62568	 	$	440,000	 	 	04/30/20
	P01104	 	NPC International, Inc.	 	Pizza Hut	 	1002 Short Street	 	Decorah	 	IA	 	52101	 	$	490,000	 	 	04/30/20
	P01105	 	NPC International, Inc.	 	Pizza Hut	 	303 North K Avenue	 	Vinton	 	IA	 	52349	 	$	230,000	 	 	04/30/20


  
 A-26 









																			
	P02202	 	Monro Muffler Brake, Inc	 	Tire Warehouse	 	195 Riverside Street	 	Portland	 	ME	 	04102	 	$	1,190,000	 	 	08/31/25
	P02259	 	Carmike Cinemas, Inc.	 	Carmike Cinemas	 	5501 Atlantic Springs Road	 	Raleigh	 	NC	 	27616	 	$	10,200,000	 	 	03/31/20
	P00842	 	DAN-LOC, LLC	 	Dan-Loc Bolt & Gasket	 	725 North Drennan	 	Houston	 	TX	 	77003	 	$	7,510,000	 	 	02/28/18
	P02204	 	Bojangles’ Restaurants, Inc.	 	Bojangle’s	 	1160 Lenoir Rhyne Boulevard, Southeast	 	Hickory	 	NC	 	28601	 	$	2,140,000	 	 	06/30/26
	P01063	 	Charter Foods, Inc.	 	Long John Silver’s	 	4833 North Broadway	 	Knoxville	 	TN	 	37918	 	$	560,000	 	 	07/31/20
	P01059	 	Charter Foods, Inc.	 	Long John Silver’s	 	2816 Magnolia Avenue	 	Knoxville	 	TN	 	37914	 	$	350,000	 	 	07/31/20
	P01053	 	Charter Foods, Inc.	 	Long John Silver’s	 	757 North Main Street	 	Crossville	 	TN	 	38555	 	$	610,000	 	 	07/31/20
	P01054	 	Charter Foods, Inc.	 	Long John Silver’s	 	2550 East Morris Boulevard	 	Morristown	 	TN	 	37814	 	$	1,210,000	 	 	07/31/20
	P01056	 	Charter Foods, Inc.	 	Long John Silver’s	 	1282 Oak Ridge Turnpike	 	Oak Ridge	 	TN	 	37830	 	$	1,070,000	 	 	07/31/20
	P01058	 	Charter Foods, Inc.	 	Long John Silver’s	 	1612 South Roane Street	 	Harriman	 	TN	 	37748	 	$	760,000	 	 	07/31/20
	P01060	 	Charter Foods, Inc.	 	Long John Silver’s	 	2005 West Andrew Johnson Highway	 	Morristown	 	TN	 	37814	 	$	650,000	 	 	07/31/20
	P01061	 	Charter Foods, Inc.	 	Long John Silver’s	 	1595 East Andrew Johnson Highway	 	Greenville	 	TN	 	37743	 	$	540,000	 	 	07/31/20
	P02175	 	Mariane, Inc.	 	Taco Bell	 	1201 South Mission Street	 	Mount Pleasant	 	MI	 	48858	 	$	1,780,000	 	 	10/31/25
	P00317	 	Red Robin Gourmet Burgers Inc	 	Red Robin Gourmet Burgers	 	6420 Grand Avenue	 	Gurnee	 	IL	 	60031	 	$	2,010,000	 	 	07/31/25
	P01693	 	Specialized Packaging Group L.P.	 	Former Manufacturing	 	8100 South 77th Avenue	 	Bridgeview	 	IL	 	60455	 	$	5,650,000	 	 	12/31/21
	P00314	 	American Blue Ribbon Holdings, LLC	 	Max & Erma’s	 	2240 North Canton Center Road	 	Canton	 	MI	 	48187	 	$	2,810,000	 	 	03/31/23
	P00315	 	American Blue Ribbon Holdings, LLC	 	Max & Erma’s	 	936 Sheraton Drive	 	Mars	 	PA	 	16046	 	$	3,210,000	 	 	03/31/23
	P00318	 	American Blue Ribbon Holdings, LLC	 	Max & Erma’s	 	130 Andrews Drive	 	Pittsburgh	 	PA	 	15275	 	$	3,170,000	 	 	03/31/23
	P00433	 	American Blue Ribbon Holdings, LLC	 	Max & Erma’s	 	4279 Cemetery Road	 	Hilliard	 	OH	 	43026	 	$	2,380,000	 	 	03/31/23


  
 A-27 









																			
	P00360	 	Luby’s, Inc.	 	Fuddruckers	 	3929 Southwest Freeway	 	Houston	 	TX	 	77027	 	$	2,250,000	 	 	05/31/20
	P00362	 	Luby’s, Inc.	 	Fuddruckers	 	6455 East Southern Avenue	 	Mesa	 	AZ	 	85206	 	$	1,860,000	 	 	05/31/20
	P00365	 	Luby’s, Inc.	 	Fuddruckers	 	7250 Highway 6 North	 	Houston	 	TX	 	77095	 	$	1,910,000	 	 	05/31/20
	P00367	 	Luby’s, Inc.	 	Fuddruckers	 	13010 Northwest Freeway	 	Houston	 	TX	 	77040	 	$	1,850,000	 	 	05/31/20
	P00369	 	Luby’s, Inc.	 	Fuddruckers	 	7704 West Bell Road	 	Glendale	 	AZ	 	85308	 	$	1,790,000	 	 	05/31/20
	P00374	 	Luby’s, Inc.	 	Fuddruckers	 	10500 Town and Country Way	 	Houston	 	TX	 	77024	 	$	1,860,000	 	 	05/31/20
	P00375	 	Luby’s, Inc.	 	Fuddruckers	 	4360 Kingwood Drive	 	Kingwood	 	TX	 	77339	 	$	1,650,000	 	 	05/31/20
	P00351	 	Interfoods Of America, Inc	 	Popeye’s Chicken & Biscuits	 	2265 Oneal Lane	 	Baton Rouge	 	LA	 	70816	 	$	650,000	 	 	03/07/19
	P00417	 	Buffet City of Florida, Inc. (Individual Guarantors)	 	Buffet City	 	1070 South Volusia Avenue	 	Orange City	 	FL	 	32763	 	$	1,130,000	 	 	08/31/23
	P02005	 	Goldmug, LLC (Individual Guarantor)	 	Old Mexico Cantina	 	93 Walker Street	 	Gadsden	 	AL	 	35904	 	$	920,000	 	 	12/31/15
	P00428	 	Rally’s of Ohio, Inc.	 	Rally’s	 	602 North Baldwin Avenue	 	Marion	 	IN	 	46952	 	$	680,000	 	 	12/31/19
	P01258	 	W&A Foods, Inc. (Individual Guarantor)	 	Wendy’s	 	6834 Wesley Street	 	Greenville	 	TX	 	75402	 	$	660,000	 	 	10/31/19
	P00783	 	Cajun Global, LLC; Cajun Funding Corp.; Cajun Restaurants, LLC	 	Church’s Chicken	 	920 North Grand Avenue	 	St. Louis	 	MO	 	63106	 	$	650,000	 	 	05/31/22
	P00786	 	Cajun Global, LLC; Cajun Funding Corp.; Cajun Restaurants, LLC	 	Church’s Chicken	 	3525 North Grand Avenue	 	St. Louis	 	MO	 	63107	 	$	650,000	 	 	05/31/22
	P00788	 	Cajun Global, LLC; Cajun Funding Corp.; Cajun Restaurants, LLC	 	Church’s Chicken	 	805 North Kings Highway	 	St. Louis	 	MO	 	63108	 	$	480,000	 	 	05/31/22
	P00789	 	Cajun Global, LLC; Cajun Funding Corp.; Cajun Restaurants, LLC	 	Church’s Chicken	 	7260 Manchester Road	 	Maplewood	 	MO	 	63143	 	$	440,000	 	 	05/31/22
	P00791	 	Cajun Global, LLC; Cajun Funding Corp.; Cajun Restaurants, LLC	 	Church’s Chicken	 	1753 Woodson Road	 	Overland	 	MO	 	63114	 	$	920,000	 	 	05/31/22
	P00793	 	Cajun Global, LLC; Cajun Funding Corp.; Cajun Restaurants, LLC	 	Church’s Chicken	 	4401 Marshall Road	 	St. Louis	 	MO	 	63134	 	$	750,000	 	 	05/31/22
	P00794	 	Cajun Global, LLC; Cajun Funding Corp.; Cajun Restaurants, LLC	 	Church’s Chicken	 	10646 New Halls Ferry	 	Ferguson	 	MO	 	63135	 	$	570,000	 	 	05/31/22


  
 A-28 









																			
	P00796	 	Cajun Global, LLC; Cajun Funding Corp.; Cajun Restaurants, LLC	 	Church’s Chicken	 	7215 Natural Bridge	 	Normandy	 	MO	 	63121	 	$	680,000	 	 	05/31/22
	P00810	 	Cajun Global, LLC; Cajun Funding Corp.; Cajun Restaurants, LLC	 	Church’s Chicken	 	5520 Caseyville Avenue	 	Washington Park	 	IL	 	62204	 	$	500,000	 	 	05/31/22
	P00823	 	Cajun Global, LLC; Cajun Funding Corp.; Cajun Restaurants, LLC	 	Church’s Chicken	 	2601 State Street	 	East St. Louis	 	IL	 	62201	 	$	510,000	 	 	05/31/22
	P01679	 	Devika, Inc.	 	Jack in the Box	 	2680 Grass Valley Highway	 	Auburn	 	CA	 	95603	 	$	670,000	 	 	04/30/21
	P02287	 	Dillon Tire, Inc.	 	Dillon Tire	 	4101 West O Street	 	Lincoln	 	NE	 	68528	 	$	3,850,000	 	 	07/31/22
	P02288	 	Baby Jack II Automotive Ltd (Individual Guarantor)	 	Caldwell Country Chevrolet	 	800 East State Highway 21	 	Caldwell	 	TX	 	77836	 	$	3,600,000	 	 	12/31/22
	P02289	 	Unique Ventures Group, LLC (Individual Guarantors)	 	Perkins Family Restaurant	 	219 East Central Avenue	 	Titusville	 	PA	 	16354	 	$	800,000	 	 	02/28/27
	P00747	 	Han Nara Enterprises, LP (Individual Guarantor)	 	Ashley Furniture	 	4597 Southwest Drive	 	Abilene	 	TX	 	79605	 	$	2,500,000	 	 	05/31/21
	P00313	 	Platinum Restaurant Group, LLC (Individual Guarantor)	 	Eddie Merlot’s	 	201 Bridewell Drive	 	Burr Ridge	 	IL	 	60521	 	$	3,830,000	 	 	05/31/26
	P01086	 	St. Ann Enterprises	 	Burger King	 	10458 Saint Charles Rock Road	 	Saint Ann	 	MO	 	63074	 	$	1,410,000	 	 	06/30/31
	P00979	 	Devry Education Group Inc.	 	Carrington College	 	8503 North 27th Avenue	 	Phoenix	 	AZ	 	85051	 	$	6,380,000	 	 	11/30/18
	P00978	 	Devry Education Group Inc.	 	Carrington College	 	2701 West Bethany Home Road	 	Phoenix	 	AZ	 	85017	 	$	4,200,000	 	 	11/30/18
	P00968	 	Shale-Inland Holdings, LLC	 	HD Supply	 	4355 Drane Field Road	 	Lakeland	 	FL	 	33811	 	$	2,240,000	 	 	12/31/19
	P02318	 	FQSR, LLC	 	KFC	 	2840 Greenbriar Parkway Southwest	 	Atlanta	 	GA	 	30331	 	$	1,090,000	 	 	02/29/32
	P02319	 	FQSR, LLC	 	KFC	 	2430 Salem Road Southeast	 	Conyers	 	GA	 	30013	 	$	1,080,000	 	 	02/29/32
	P02320	 	FQSR, LLC	 	KFC	 	9607 Highway 5	 	Douglasville	 	GA	 	30135	 	$	1,120,000	 	 	02/29/32
	P02321	 	FQSR, LLC	 	KFC	 	1970 North Cobb Parkway	 	Kennesaw	 	GA	 	30152	 	$	950,000	 	 	02/29/32
	P02322	 	FQSR, LLC	 	KFC	 	4720 Alabama Road Northeast	 	Roswell	 	GA	 	30075	 	$	1,230,000	 	 	02/29/32
	P00432	 	Fidelity Newport Holdings, LLC	 	Max & Erma’s	 	1391 Arrowhead Drive	 	Maumee	 	OH	 	43537	 	$	1,170,000	 	 	01/31/22


  
 A-29 









																			
	P02342	 	Oregano’s Holdings, Inc.	 	Oregano’s Pizza Bistro	 	1008 East Camelback Road	 	Phoenix	 	AZ	 	85014	 	$	1,700,000	 	 	10/31/31
	P02343	 	Oregano’s Holdings, Inc.	 	Oregano’s Pizza Bistro	 	1130 South Dobson Road	 	Mesa	 	AZ	 	85202	 	$	1,790,000	 	 	10/31/31
	P02344	 	Oregano’s Holdings, Inc.	 	Oregano’s Pizza Bistro	 	328 North Gilbert Road	 	Gilbert	 	AZ	 	85234	 	$	2,630,000	 	 	10/31/31
	P02345	 	Carmax Auto Superstores, Inc.	 	CarMax	 	1215 Ernest Barrett Parkway	 	Kennesaw	 	GA	 	30144	 	$	9,090,000	 	 	02/28/17
	P00948	 	Red Rock, LLC	 	Sonic	 	6949 Maynardsville Pike	 	Knoxville	 	TN	 	39912	 	$	590,000	 	 	03/31/22
	P02207	 	Palazzo 16 Theatres, LLC	 	Dickinson Theatres	 	8601 West 135th Street	 	Overland Park	 	KS	 	66223	 	$	18,000,000	 	 	12/31/20
	P00860	 	HD Supply, Inc.	 	Hughes Supply	 	1840 Shelton Avenue	 	Statesville	 	NC	 	28677	 	$	920,000	 	 	12/31/14
	P00868	 	HD Supply, Inc.	 	Hughes Supply	 	1065 Sunset Boulevard	 	West Columbia	 	SC	 	29169	 	$	840,000	 	 	12/31/14
	P00848	 	HD Supply, Inc.	 	Hughes Supply	 	850 East Pine Log Road	 	Aiken	 	SC	 	29803	 	$	360,000	 	 	12/31/14
	P00845	 	HD Supply, Inc.	 	Hughes Supply	 	990 Pedigo Way	 	Bowling Green	 	KY	 	42103	 	$	340,000	 	 	12/31/14
	P00963	 	HD Supply, Inc.	 	Hughes Supply	 	8700 Highway 27 South	 	Sebring	 	FL	 	33876	 	$	570,000	 	 	12/31/14
	P00964	 	HD Supply, Inc.	 	Hughes Supply	 	8326 Lemon Road	 	Port Richey	 	FL	 	34668	 	$	1,330,000	 	 	12/31/14
	P00847	 	HD Supply, Inc.	 	Hughes Supply	 	10645 Auto Mall Parkway	 	D’Iberville	 	MS	 	39540	 	$	600,000	 	 	12/31/14
	P00862	 	HD Supply, Inc.	 	Hughes Supply	 	1234 South Pleasantburg Drive	 	Greenville	 	SC	 	29605	 	$	540,000	 	 	12/31/14
	P00969	 	HD Supply, Inc.	 	Hughes Supply	 	5311 Doolittle Road	 	Jacksonville	 	FL	 	32254	 	$	2,660,000	 	 	12/31/14
	P00861	 	HD Supply, Inc.	 	Hughes Supply	 	1930 31st Street	 	Gulfport	 	MS	 	39501	 	$	1,090,000	 	 	12/31/14
	P00846	 	HD Supply, Inc.	 	Hughes Supply	 	103 Industrial Drive	 	Hattiesburg	 	MS	 	39401	 	$	800,000	 	 	12/31/14
	P02408	 	FQSR, LLC	 	KFC	 	3014 Independence Avenue	 	Kansas City	 	MO	 	64124	 	$	610,000	 	 	03/31/34
	P02409	 	FQSR, LLC	 	KFC	 	3522 State Avenue	 	Kansas City	 	KS	 	66102	 	$	690,000	 	 	03/31/34


  
 A-30 









																			
	P01764	 	El Chico Restaurants of America, Inc.	 	El Chico	 	2815 North Highway 75	 	Sherman	 	TX	 	75090	 	$	2,220,000	 	 	09/30/24
	P01766	 	El Chico Restaurants of America, Inc.	 	El Chico	 	204 West Shawnee Avenue	 	Muskogee	 	OK	 	74401	 	$	2,830,000	 	 	09/30/24
	P01767	 	El Chico Restaurants of America, Inc.	 	El Chico	 	124 Holiday Drive	 	Ardmore	 	OK	 	73401	 	$	2,920,000	 	 	09/30/24
	P01768	 	El Chico Restaurants of America, Inc.	 	El Chico	 	9825 East 21st Street	 	Tulsa	 	OK	 	74129	 	$	2,970,000	 	 	09/30/24
	P01771	 	El Chico Restaurants of America, Inc.	 	El Chico	 	8409 Interstate 30	 	Little Rock	 	AR	 	72209	 	$	2,950,000	 	 	09/30/24
	P01776	 	El Chico Restaurants of America, Inc.	 	El Chico	 	1028 Central Expressway	 	Wichita Falls	 	TX	 	76305	 	$	2,650,000	 	 	09/30/24
	P01550	 	Z &H Foods, Inc. (Individual Guarantor)	 	Popeye’s Chicken & Biscuits	 	6127 Callaghan Road	 	San Antonio	 	TX	 	78228	 	$	1,100,000	 	 	09/30/21
	P01552	 	Z &H Foods, Inc. (Individual Guarantor)	 	Popeye’s Chicken & Biscuits	 	457 West Broadway Road	 	Tempe	 	AZ	 	85282	 	$	990,000	 	 	09/30/21
	P01553	 	Z &H Foods, Inc. (Individual Guarantor)	 	Popeye’s Chicken & Biscuits	 	846 Southeast Military Drive	 	San Antonio	 	TX	 	78214	 	$	990,000	 	 	09/30/21
	P01554	 	Z &H Foods, Inc. (Individual Guarantor)	 	Popeye’s Chicken & Biscuits	 	7606 Guilbeau Road	 	San Antonio	 	TX	 	78250	 	$	950,000	 	 	09/30/21
	P01555	 	Z &H Foods, Inc. (Individual Guarantor)	 	Popeye’s Chicken & Biscuits	 	1744 Horal Street	 	San Antonio	 	TX	 	78227	 	$	990,000	 	 	09/30/21
	P01575	 	Z &H Foods, Inc. (Individual Guarantor)	 	Popeye’s Chicken & Biscuits	 	5625 Richmond Avenue	 	Houston	 	TX	 	77057	 	$	1,120,000	 	 	09/30/21
	P02418	 	Ignite Restaurant Group, Inc. (Formerly Joe’s Crab Shack Holdings, Inc.)	 	Joe’s Crab Shack	 	805 Citadel Drive	 	Colorado Springs	 	CO	 	80909	 	$	1,590,000	 	 	06/30/18
	P01722	 	Fitness International, LLC	 	LA Fitness	 	17500 Hall Road	 	Clinton Township	 	MI	 	48038	 	$	8,720,000	 	 	06/30/29
	P01720	 	Tacala, LLC, Tacala Investment Corp., & Tacala Georgia Corp.	 	Taco Bell	 	2491 Keith Street Northwest	 	Cleveland	 	TN	 	37311	 	$	1,060,000	 	 	12/31/28
	P00338	 	Tacala, LLC, Tacala Investment Corp., & Tacala Georgia Corp.	 	Taco Bell	 	2303 Dayton Boulevard	 	Red Bank	 	TN	 	37415	 	$	1,350,000	 	 	10/14/26
	P00339	 	Tacala, LLC, Tacala Investment Corp., & Tacala Georgia Corp.	 	Taco Bell	 	4115 Hixson Pike	 	Chattanooga	 	TN	 	37415	 	$	1,080,000	 	 	10/20/26
	P01559	 	Tacala, LLC, Tacala Investment Corp., & Tacala Georgia Corp.	 	Taco Bell	 	4115 Rossville Boulevard	 	Chattanooga	 	TN	 	37407	 	$	1,320,000	 	 	01/31/25
	P01718	 	Tacala, LLC, Tacala Investment Corp., & Tacala Georgia Corp.	 	Taco Bell	 	1093 Blowing Rock Road	 	Boone	 	NC	 	28607	 	$	1,230,000	 	 	07/31/26


  
 A-31 









																			
	P02174	 	Burger King Corporation	 	Burger King	 	13600 West McNichols Road	 	Detroit	 	MI	 	48235	 	$	1,250,000	 	 	12/31/32
	P01780	 	River Valley Restaurants, LLC	 	Hardee’s	 	1440 7th Street	 	Parkersburg	 	WV	 	26101	 	$	1,370,000	 	 	07/31/21
	P01597	 	HOA Restaurant Group, LLC	 	Hooters	 	7912 West Broad Street	 	Richmond	 	VA	 	23294	 	$	1,490,000	 	 	12/31/22
	P01598	 	HOA Restaurant Group, LLC	 	Hooters	 	1211 Huguenot Road	 	Midlothian	 	VA	 	23113	 	$	1,450,000	 	 	12/31/22
	P01556	 	Zhe Ton Zou & Rengem Yang (Individual Guarantors)	 	Super Hibachi Grill Lucky Buffet	 	1770 Ashville Road Northeast	 	Leeds	 	AL	 	35094	 	$	880,000	 	 	01/31/19
	P02461	 	United Supermarkets, LLC	 	United Supermarkets	 	920 North Willis Street	 	Abilene	 	TX	 	79603	 	$	4,200,000	 	 	07/13/19
	P01052 [1]	 	Pine Creek Medical Center, LLC (Individual Guarantors)	 	Pine Creek Medical Center	 	9032 Harry Hines Boulevard	 	Dallas	 	TX	 	75235	 	$	35,800,000	 	 	08/28/25
	P02462 [1]	 	Pine Creek Medical Center, LLC (Individual Guarantors)	 	Pine Creek Medical Center	 	9080 Harry Hines Boulevard	 	Dallas	 	TX	 	75235	 	 	N/A	 	 	08/28/25
	P00326	 	Shelton Restaurant Group, LLC, SRG Baton Rouge, LLC, & SRG Baton Rouge II, LLC	 	Popeye’s Chicken & Biscuits	 	11413 Reulet Avenue	 	Baton Rouge	 	LA	 	70816	 	$	800,000	 	 	12/31/33
	P00404	 	Shelton Restaurant Group, LLC, SRG Baton Rouge, LLC, & SRG Baton Rouge II, LLC	 	Popeye’s Chicken & Biscuits	 	5946 Airline Highway	 	Baton Rouge	 	LA	 	70805	 	$	1,280,000	 	 	12/31/33
	P00405	 	Shelton Restaurant Group, LLC, SRG Baton Rouge, LLC, & SRG Baton Rouge II, LLC	 	Popeye’s Chicken & Biscuits	 	290 Lobdell Highway	 	Port Allen	 	LA	 	70767	 	$	1,090,000	 	 	12/31/33
	P00412	 	Shelton Restaurant Group, LLC, SRG Baton Rouge, LLC, & SRG Baton Rouge II, LLC	 	Popeye’s Chicken & Biscuits	 	2200 South Range Avenue	 	Denham Springs	 	LA	 	70726	 	$	830,000	 	 	12/31/33
	P00456	 	Shelton Restaurant Group, LLC, SRG Baton Rouge, LLC, & SRG Baton Rouge II, LLC	 	Popeye’s Chicken & Biscuits	 	5275 Government Street	 	Baton Rouge	 	LA	 	70806	 	$	880,000	 	 	12/31/33
	P00458	 	Shelton Restaurant Group, LLC, SRG Baton Rouge, LLC, & SRG Baton Rouge II, LLC	 	Popeye’s Chicken & Biscuits	 	10706 Florida Boulevard	 	Baton Rouge	 	LA	 	70815	 	$	760,000	 	 	12/31/33
	P03308	 	Shelton Restaurant Group, LLC, SRG Baton Rouge, LLC, & SRG Baton Rouge II, LLC	 	Popeye’s Chicken & Biscuits	 	1300 West Pinhook Road	 	Lafayette	 	LA	 	70503	 	$	1,080,000	 	 	12/31/33
	P03309	 	Shelton Restaurant Group, LLC, SRG Baton Rouge, LLC, & SRG Baton Rouge II, LLC	 	Popeye’s Chicken & Biscuits	 	921 South Union Street	 	Opelousas	 	LA	 	70570	 	$	1,080,000	 	 	12/31/33


  
 A-32 









																			
	P03266	 	Pier 1 Imports (U.S.), Inc.	 	Pier One Imports	 	7320 South Lindbergh Boulevard	 	St. Louis	 	MO	 	63125	 	$	1,800,000	 	 	08/31/23
	P03265	 	Winstead’s Company	 	Winstead’s	 	10711 Roe Avenue	 	Overland Park	 	KS	 	66211	 	$	2,202,381	 	 	07/31/30
	P03301	 	ABRA, Inc.	 	ABRA Auto Body and Glass	 	290 Sharon Industrial Way & 3730 Lawrenceville Suwanee Road	 	Suwanee	 	GA	 	30024	 	$	2,110,753	 	 	10/31/26
	P03302	 	R.A. Johnson, Inc. (Individual Guarantors)	 	Rick Johnson Auto and Tire	 	966 Central Avenue	 	Naples	 	FL	 	34102	 	$	603,949	 	 	12/31/22
	P03347	 	BBL Holdings, LLC (Individual Guarantors)	 	Slim Chicken	 	4201 North State Line Avenue	 	Texarkana	 	TX	 	75503	 	$	1,050,135	 	 	06/18/28
	P03310	 	AFC Enterprises, Inc.	 	Popeye’s Chicken & Biscuits	 	6085 Stage Road	 	Bartlett	 	TN	 	38134	 	$	2,020,000	 	 	04/30/26
	P03311	 	AFC Enterprises, Inc.	 	Popeye’s Chicken & Biscuits	 	3660 Austin Peay Highway	 	Memphis	 	TN	 	38128	 	$	1,950,000	 	 	04/30/26
	P03312	 	AFC Enterprises, Inc.	 	Popeye’s Chicken & Biscuits	 	619 Highway 7 South	 	Holly Springs	 	MS	 	38635	 	$	450,000	 	 	04/30/26
	P03313	 	AFC Enterprises, Inc.	 	Popeye’s Chicken & Biscuits	 	1105 West Poplar Avenue	 	Collierville	 	TN	 	38017	 	$	1,360,000	 	 	04/30/26
	P03314	 	AFC Enterprises, Inc.	 	Popeye’s Chicken & Biscuits	 	1188 Murfreesboro Pike	 	Nashville	 	TN	 	37217	 	$	1,040,000	 	 	04/30/26
	P03315	 	AFC Enterprises, Inc.	 	Popeye’s Chicken & Biscuits	 	992 Goodman Road	 	Horn Lake	 	MS	 	38637	 	$	1,220,000	 	 	04/30/26
	P03316	 	AFC Enterprises, Inc.	 	Popeye’s Chicken & Biscuits	 	914 Jefferson Street	 	Nashville	 	TN	 	37208	 	$	1,520,000	 	 	04/30/26
	P03303	 	R.A. Johnson, Inc. (Individual Guarantors)	 	Rick Johnson Auto and Tire	 	4020 Green Boulevard	 	Naples	 	FL	 	34116	 	$	892,925	 	 	12/31/22
	P03304	 	R.A. Johnson, Inc. (Individual Guarantors)	 	Rick Johnson Auto and Tire	 	4740 Radio Road	 	Naples	 	FL	 	34104	 	$	980,917	 	 	12/31/22
	P03305	 	R.A. Johnson, Inc. (Individual Guarantors)	 	Rick Johnson Auto and Tire	 	15530 South Tamiami Trail	 	Ft. Myers	 	FL	 	33908	 	$	1,129,904	 	 	12/31/22
	P03307	 	R.A. Johnson, Inc. (Individual Guarantors)	 	Rick Johnson Auto and Tire	 	20331 Grand Oaks Boulevard	 	Estero	 	FL	 	33928	 	$	923,922	 	 	12/31/22
	P03306	 	R.A. Johnson, Inc. (Individual Guarantors)	 	Rick Johnson Auto and Tire	 	20441 South Tamiami Trail	 	Estero	 	FL	 	33928	 	$	1,039,912	 	 	12/31/22
	P03348	 	Boozman-Hof Regional Eye Clinic, P.A.	 	BoozmanHof Regional Eye Clinic	 	3737 West Walnut Street	 	Rogers	 	AR	 	72756	 	$	5,200,000	 	 	03/15/27


  
 A-33 









																			
	P03352	 	American LubeFast Holding, LLC, American LubeFast Management, LLC, & LubeFast Remote, LLC	 	American LubeFast	 	701 Memorial Drive	 	Waycross	 	GA	 	31501	 	$	500,000	 	 	03/31/33
	P03350	 	Emerging Brands, Inc.	 	Henry Hudson’s	 	27 East Sheridan Avenue	 	Oklahoma City	 	OK	 	73104	 	$	2,790,000	 	 	12/31/28
	P03351	 	Children’s Learning Adventure USA, LLC	 	Children’s Learning Adventure	 	9340 North Sam Houston Parkway	 	Humble	 	TX	 	77396	 	$	10,475,000	 	 	01/08/37
	P03681	 	Milo’s Holdings, LLC	 	Milo’s	 	208 State Farm Parkway	 	Homewood	 	AL	 	35209	 	$	1,610,000	 	 	03/31/33
	P03684	 	PC Chicago Holdings, LLC	 	Planet Fitness	 	8315 South Holland Road	 	Chicago	 	IL	 	60620	 	$	4,700,000	 	 	03/31/28
	P03682	 	CB Restaurants, Inc.	 	Bricktown Brewery	 	1 North Oklahoma Avenue	 	Oklahoma City	 	OK	 	73104	 	$	2,360,000	 	 	12/31/27
	P03683	 	CB Restaurants, Inc.	 	Bricktown Brewery	 	4845 North Kickapoo Street	 	Shawnee	 	OK	 	74804	 	$	2,050,000	 	 	12/31/27
	 SPECIAL CIRCUMSTANCES:

	P00378 [2]	 	SRG Baton Rouge II, LLC	 	Popeye’s Chicken & Biscuits	 	8194 Plank Road	 	Baton Rouge	 	LA	 	70811	 	$	670,000	 	 	02/28/13
	P00402 [2]	 	SRG Baton Rouge II, LLC	 	Popeye’s Chicken & Biscuits	 	14620 Plank Road	 	Baker	 	LA	 	70714	 	$	780,000	 	 	02/28/13
	P00977 [3]	 	Devry Education Group Inc.	 	Carrington College	 	3550 North Oracle Road	 	Tucson	 	AZ	 	85704	 	$	7,430,000	 	 	11/30/18
	P01600
[4]	 	KEE Action Sports I, LLC	 	Kee Action Sports	 	570 Mantua Boulevard	 	Sewell	 	NJ	 	08080	 	$	5,200,000	 	 	05/31/17
	 HOLDOVER TENANTS

	P01709	 	Hospitality West, LLC (Individual Guarantors)	 	Pizza Hut	 	37 Center Street	 	Hornell	 	NY	 	14843	 	$	610,000	 	 	09/30/13
	P01710	 	Hospitality West, LLC (Individual Guarantors)	 	Pizza Hut	 	10370 Bennett Road	 	Fredonia	 	NY	 	14063	 	$	720,000	 	 	09/30/13
	 RECENT RELETS - DUE DILIGENCE NOT YET COMPLETE

	P00902	 	Krispy Kreme Doughnut Corporation	 	Krispy Kreme	 	3814 University Boulevard West	 	Jacksonville	 	FL	 	32217	 	$	1,060,000	 	 	N/A
	P01706	 	Chick-fil-A Inc.	 	Chick-fil-A	 	354 West Army Trail Road	 	Bloomingdale	 	IL	 	60108	 	$	2,170,000	 	 	N/A


  
 A-34 









																			
	VACANT PROPERTIES
									
	P00394	 	N/A	 	Former Friendly Ice Cream Corp	 	600 Mountain View Drive	 	Colchester	 	VT	 	05446	 	$	1,950,000	 	 	N/A
	P00419	 	N/A	 	Former North 30 Food Sales, LLC	 	11487 Highway 49 North	 	Gulfport	 	MS	 	39503	 	$	1,030,000	 	 	N/A
	P00681	 	N/A	 	Former Mexican Restaurants, Inc.	 	1520 Southmore Avenue	 	Pasadena	 	TX	 	77502	 	$	1,100,000	 	 	N/A
	P00682	 	N/A	 	Former Mexican Restaurants, Inc.	 	2726 Spencer Highway	 	Pasadena	 	TX	 	77504	 	$	750,000	 	 	N/A
	P00683	 	N/A	 	Former Mexican Restaurants, Inc.	 	2730 East Highway 190	 	Copperas Cove	 	TX	 	76522	 	$	780,000	 	 	N/A
	P00976	 	N/A	 	Former Devry, Inc.	 	630 West Southern Avenue	 	Mesa	 	AZ	 	85210	 	$	735,000	 	 	N/A
	P01114	 	N/A	 	Former US Beef Corp	 	411 West Grand Avenue	 	Chickasha	 	OK	 	73018	 	$	650,000	 	 	N/A
	P01220	 	N/A	 	Former Armstrong Garden Centers, Inc.	 	6100 Lawrenceville Highway	 	Tucker	 	GA	 	30084	 	$	1,830,000	 	 	N/A
	P01241	 	N/A	 	Former Berry-Hinckley Industries	 	425 Maestro Drive	 	Reno	 	NV	 	89511	 	$	2,760,000	 	 	N/A
	P01599	 	N/A	 	Former Cornett Hospitality, LLC	 	1776 North Parham Road	 	Richmond	 	VA	 	23294	 	$	1,900,000	 	 	N/A
	P01675	 	N/A	 	Former Papa Gus, Inc.	 	10950 West Good Hope Road	 	Milwaukee	 	WI	 	53224	 	$	1,100,000	 	 	N/A
	P01683	 	N/A	 	Former The Twins Group, Inc.	 	654 East Dixie Drive	 	West Carrollton	 	OH	 	45449	 	$	290,000	 	 	N/A
	P01700	 	N/A	 	Former Apple Illinois, LLC	 	418 East Rollins Road	 	Round Lake Beach	 	IL	 	60073	 	$	1,165,000	 	 	N/A
	P01704	 	N/A	 	Former Apple Illinois, LLC	 	400 Town Center	 	Matteson	 	IL	 	60443	 	$	1,100,000	 	 	N/A
	P01727	 	N/A	 	Former Cornett Hospitality, LLC	 	4627 Williamson Road Northwest	 	Roanoke	 	VA	 	24012	 	$	750,000	 	 	N/A
	P01778	 	N/A	 	Former Apple Illinois, LLC	 	449 South Route 59	 	Aurora	 	IL	 	60504	 	$	1,470,000	 	 	N/A


  
 A-35 









																			
	SOLD PROPERTIES
									
	P00772	 	N/A	 	Pizza Hut (Sky Ventures)	 	1300 West Broadway	 	Minneapolis	 	MN	 	55411	 	 	N/A	 	 	N/A
	P00774	 	N/A	 	Pizza Hut (Sky Ventures)	 	1685 White Bear Avenue	 	Maplewood	 	MN	 	55109	 	 	N/A	 	 	N/A
	P00872	 	N/A	 	Camelback Ski Resort (CBH2O)	 	#1 Camelback Road	 	Tannersville	 	PA	 	18372	 	 	N/A	 	 	N/A

 Footnotes: 
  

	[1]	Properties P01052 & P02462 were valued together 


	[2]	Properties P00378 & P00402 will become vacant possessed early in 2014 


	[3]	Roughly 1,400 SF of property P00977 is currently vacant 


	[4]	Kee Action Sports leases 50% of the building, the remaining space is currently vacant 


  
 A-36 








 EXHIBIT A-2 

MORTGAGE LOAN SCHEDULE 
  

																			
	 Prop ID
	  	 Obligor
	  	 Concept
	  	 Address
	  	 City
	  	 ST
	  	Zip
Code	  	Duff &
Phelps
Concluded
Values [1]	 	  	Maturity
of Loan
	P01318	  	ADF Property Company, LLC (Individual Guarantors)	  	Pizza Hut	  	10401 South US Highway 1	  	Port Saint Lucie	  	FL	  	34952	  	$	700,000	 	  	11/01/17
	P01319	  	ADF Property Company, LLC (Individual Guarantors)	  	Pizza Hut	  	6170 Congress Avenue	  	Lantana	  	FL	  	33462	  	$	1,090,000	 	  	11/01/17
	P01323	  	ADF Property Company, LLC (Individual Guarantors)	  	Pizza Hut	  	949 South Main Street	  	Belle Glade	  	FL	  	33430	  	$	700,000	 	  	11/01/17
	P01324	  	ADF Property Company, LLC (Individual Guarantors)	  	Pizza Hut	  	2800 Congress Avenue	  	Lake Worth	  	FL	  	33461	  	$	1,040,000	 	  	11/01/17
	P01327	  	ADF Property Company, LLC (Individual Guarantors)	  	Pizza Hut	  	2795 Highway 441 South	  	Okeechobee	  	FL	  	34974	  	$	700,000	 	  	11/01/17
	P01016	  	Dapper Properties III, LLC	  	Advance Auto Parts / Discount Auto Parts	  	1603 South Main Street	  	Atmore	  	AL	  	36502	  	$	540,000	 	  	03/01/21
	P01017	  	Dapper Properties III, LLC	  	Advance Auto Parts / Discount Auto Parts	  	5605 East Rite Road	  	Theodore	  	AL	  	36582	  	$	770,000	 	  	03/01/21
	P01018	  	Dapper Properties III, LLC	  	Advance Auto Parts / Discount Auto Parts	  	8300 Northwest 103rd Street	  	Hialeah Gardens	  	FL	  	33016	  	$	1,340,000	 	  	03/01/21
	P01019	  	Dapper Properties III, LLC	  	Advance Auto Parts / Discount Auto Parts	  	615 North Dixie Freeway	  	New Smyrna Beach	  	FL	  	32168	  	$	980,000	 	  	03/01/21
	P01020	  	Dapper Properties III, LLC	  	Advance Auto Parts / Discount Auto Parts	  	7522 Southgate Boulevard	  	Margate	  	FL	  	33068	  	$	930,000	 	  	03/01/21
	P01021	  	Dapper Properties III, LLC	  	Advance Auto Parts / Discount Auto Parts	  	5121 Powerline Road	  	Fort Lauderdale	  	FL	  	33309	  	$	1,240,000	 	  	03/01/21
	P01022	  	Dapper Properties III, LLC	  	Advance Auto Parts / Discount Auto Parts	  	3012 West Hillsborough Avenue	  	Tampa	  	FL	  	33614	  	$	970,000	 	  	03/01/21
	P01023	  	Dapper Properties III, LLC	  	Advance Auto Parts / Discount Auto Parts	  	10824 South US Highway 41	  	Gibsonton	  	FL	  	33534	  	$	1,000,000	 	  	03/01/21
	P01024	  	Dapper Properties III, LLC	  	Advance Auto Parts / Discount Auto Parts	  	2636 South Smithville Road	  	Dayton	  	OH	  	45420	  	$	880,000	 	  	03/01/21
	P01025	  	Dapper Properties III, LLC	  	Advance Auto Parts / Discount Auto Parts	  	3210 Library Road	  	Castle Shannon	  	PA	  	15234	  	$	1,290,000	 	  	03/01/21


  
 A-37 









																			
	P01026	  	Dapper Properties III, LLC	  	Advance Auto Parts / Discount Auto Parts	  	3317 Agency Street	  	Burlington	  	IA	  	52601	  	$	710,000	 	  	03/01/21
	P01027	  	Dapper Properties III, LLC	  	Advance Auto Parts / Discount Auto Parts	  	311 East Oakland Avenue	  	Camilla	  	GA	  	31730	  	$	950,000	 	  	03/01/21
	P01028	  	Dapper Properties III, LLC	  	Advance Auto Parts / Discount Auto Parts	  	2815 Montgomery Street	  	Savannah	  	GA	  	31405	  	$	990,000	 	  	03/01/21
	P01029	  	Dapper Properties III, LLC	  	Advance Auto Parts / Discount Auto Parts	  	1501 Manchester Expressway	  	Columbus	  	GA	  	31904	  	$	1,030,000	 	  	03/01/21
	P01030	  	Dapper Properties III, LLC	  	Advance Auto Parts / Discount Auto Parts	  	203 West 6th Street	  	Waynesboro	  	GA	  	30830	  	$	840,000	 	  	03/01/21
	P01031	  	Dapper Properties III, LLC	  	Advance Auto Parts / Discount Auto Parts	  	402 Columbia Street	  	Blakely	  	GA	  	31723	  	$	770,000	 	  	03/01/21
	P01032	  	Dapper Properties III, LLC	  	Advance Auto Parts / Discount Auto Parts	  	2196 US Highway 17	  	Richmond Hill	  	GA	  	31324	  	$	890,000	 	  	03/01/21
	P01033	  	Dapper Properties III, LLC	  	Advance Auto Parts / Discount Auto Parts	  	3602 Peach Orchard Road	  	Augusta	  	GA	  	30906	  	$	970,000	 	  	03/01/21
	P01034	  	Dapper Properties III, LLC	  	Advance Auto Parts / Discount Auto Parts	  	760 East King Avenue	  	Kingsland	  	GA	  	31548	  	$	930,000	 	  	03/01/21
	P01035	  	Dapper Properties III, LLC	  	Advance Auto Parts / Discount Auto Parts	  	310 West Taylor Street	  	Griffin	  	GA	  	30223	  	$	1,060,000	 	  	03/01/21
	P01036	  	Dapper Properties III, LLC	  	Advance Auto Parts / Discount Auto Parts	  	5621 Riverdale Drive	  	College Park	  	GA	  	30349	  	$	750,000	 	  	03/01/21
	P01037	  	Dapper Properties III, LLC	  	Advance Auto Parts / Discount Auto Parts	  	1496 US Highway 19	  	Leesburg	  	GA	  	31763	  	$	1,170,000	 	  	03/01/21
	P01038	  	Dapper Properties III, LLC	  	Advance Auto Parts / Discount Auto Parts	  	950 East Boston Street	  	Covington	  	LA	  	70433	  	$	1,130,000	 	  	03/01/21
	P01039	  	Dapper Properties III, LLC	  	Advance Auto Parts / Discount Auto Parts	  	2602 Washington Avenue	  	Alton	  	IL	  	62002	  	$	920,000	 	  	03/01/21
	P01040	  	Dapper Properties III, LLC	  	Advance Auto Parts / Discount Auto Parts	  	3510 Gravois Avenue	  	St. Louis	  	MO	  	63118	  	$	1,170,000	 	  	03/01/21
	P01041	  	Dapper Properties III, LLC	  	Advance Auto Parts / Discount Auto Parts	  	5060 Hardy Street	  	Hattiesburg	  	MS	  	39402	  	$	1,320,000	 	  	03/01/21
	P01042	  	Dapper Properties III, LLC	  	Advance Auto Parts / Discount Auto Parts	  	300 US Highway 80 West	  	Clinton	  	MS	  	39056	  	$	1,010,000	 	  	03/01/21
	P01043	  	Dapper Properties III, LLC	  	Advance Auto Parts / Discount Auto Parts	  	1259 Ellis Avenue	  	Jackson	  	MS	  	39209	  	$	1,020,000	 	  	03/01/21
	P01044	  	Dapper Properties III, LLC	  	Advance Auto Parts / Discount Auto Parts	  	179 Sgt Prentiss Drive	  	Natchez	  	MS	  	39120	  	$	1,070,000	 	  	03/01/21


  
 A-38 









																			
	P01045	  	Dapper Properties III, LLC	  	Advance Auto Parts / Discount Auto Parts	  	198 Northside Drive	  	Newton	  	MS	  	39345	  	$	820,000	 	  	03/01/21
	P01046	  	Dapper Properties III, LLC	  	Advance Auto Parts / Discount Auto Parts	  	614 Central Avenue West	  	Wiggins	  	MS	  	39577	  	$	1,010,000	 	  	03/01/21
	P01047	  	Dapper Properties III, LLC	  	Advance Auto Parts / Discount Auto Parts	  	550 East Baruch Street	  	Denmark	  	SC	  	29042	  	$	550,000	 	  	03/01/21
	P00981	  	Tabu Property I, LLC	  	Taco Bueno	  	1321 Desiree Lane	  	Hurst	  	TX	  	74145	  	$	600,000	 	  	07/01/21
	P00982	  	Tabu Property I, LLC	  	Taco Bueno	  	2307 South Cooper Street	  	Arlington	  	TX	  	76015	  	$	600,000	 	  	07/01/21
	P00983	  	Tabu Property I, LLC	  	Taco Bueno	  	5600 Camp Bowie Boulevard	  	Fort Worth	  	TX	  	76107	  	$	730,000	 	  	07/01/21
	P00984	  	Tabu Property I, LLC	  	Taco Bueno	  	1528 Brown Trail	  	Bedford	  	TX	  	76021	  	$	1,340,000	 	  	07/01/21
	P00985	  	Tabu Property I, LLC	  	Taco Bueno	  	7436 East Admiral Place	  	Tulsa	  	OK	  	74115	  	$	1,330,000	 	  	07/01/21
	P00986	  	Tabu Property I, LLC	  	Taco Bueno	  	8601 Highway 80 West	  	Fort Worth	  	TX	  	76116	  	$	1,140,000	 	  	07/01/21
	P00987	  	Tabu Property I, LLC	  	Taco Bueno	  	205 Spur 350	  	Euless	  	TX	  	76040	  	$	670,000	 	  	07/01/21
	P00988	  	Tabu Property I, LLC	  	Taco Bueno	  	4117 Buffalo Gap Road	  	Abilene	  	TX	  	79605	  	$	1,290,000	 	  	07/01/21
	P00989	  	Tabu Property I, LLC	  	Taco Bueno	  	5748 Southwest Green Oaks Boulevard	  	Arlington	  	TX	  	76017	  	$	1,410,000	 	  	07/01/21
	P00990	  	Tabu Property I, LLC	  	Taco Bueno	  	1550 West University Drive	  	Denton	  	TX	  	76201	  	$	1,470,000	 	  	07/01/21
	P00991	  	Tabu Property I, LLC	  	Taco Bueno	  	6350 Lake Worth Boulevard	  	Lake Worth	  	TX	  	76135	  	$	1,370,000	 	  	07/01/21
	P00992	  	Tabu Property I, LLC	  	Taco Bueno	  	8611 South Lewis Avenue	  	Tulsa	  	OK	  	74137	  	$	960,000	 	  	07/01/21
	P00993	  	Tabu Property I, LLC	  	Taco Bueno	  	5724 Broadway Boulevard	  	Garland	  	TX	  	75043	  	$	1,090,000	 	  	07/01/21
	P00994	  	Tabu Property I, LLC	  	Taco Bueno	  	1113 West Northwest Highway	  	Grapevine	  	TX	  	76051	  	$	1,090,000	 	  	07/01/21
	P00995	  	Tabu Property I, LLC	  	Taco Bueno	  	301 West Shawnee Street	  	Muskogee	  	OK	  	74401	  	$	1,050,000	 	  	07/01/21
	P00996	  	Tabu Property I, LLC	  	Taco Bueno	  	2001 Northwest 23rd Street	  	Oklahoma City	  	OK	  	73106	  	$	730,000	 	  	07/01/21


  
 A-39 









																			
	P00997	  	Tabu Property I, LLC	  	Taco Bueno	  	7057 Ridgmar Meadow Road	  	Fort Worth	  	TX	  	76116	  	$	650,000	 	  	07/01/21
	P00998	  	Tabu Property I, LLC	  	Taco Bueno	  	1210 West Will Rogers Boulevard	  	Claremore	  	OK	  	74017	  	$	1,390,000	 	  	07/01/21
	P00999	  	Tabu Property I, LLC	  	Taco Bueno	  	1301 South Meridian Avenue	  	Oklahoma City	  	OK	  	73108	  	$	600,000	 	  	07/01/21
	P01000	  	Tabu Property I, LLC	  	Taco Bueno	  	6112 South Garnett Road	  	Broken Arrow	  	OK	  	74012	  	$	1,170,000	 	  	07/01/21
	P01001	  	Tabu Property I, LLC	  	Taco Bueno	  	2630 South Buckner Boulevard	  	Dallas	  	TX	  	75227	  	$	660,000	 	  	07/01/21
	P01002	  	Tabu Property I, LLC	  	Taco Bueno	  	722 South Main Street	  	Sapulpa	  	OK	  	74066	  	$	1,120,000	 	  	07/01/21
	P01003	  	Tabu Property I, LLC	  	Taco Bueno	  	5010 US Highway 277 South	  	Abilene	  	TX	  	79605	  	$	970,000	 	  	07/01/21
	P01004	  	Tabu Property I, LLC	  	Taco Bueno	  	3023 Southwest 29th Street	  	Oklahoma City	  	OK	  	73119	  	$	750,000	 	  	07/01/21
	P01005	  	Tabu Property I, LLC	  	Taco Bueno	  	6834 Wesley Street	  	Greenville	  	TX	  	75402	  	$	890,000	 	  	07/01/21
	P01006	  	Tabu Property I, LLC	  	Taco Bueno	  	2951 North Belt Line Road	  	Irving	  	TX	  	75062	  	$	1,030,000	 	  	07/01/21
	P01007	  	Tabu Property I, LLC	  	Taco Bueno	  	5380 North Beach Street	  	Haltom City	  	TX	  	76137	  	$	1,370,000	 	  	07/01/21
	P01008	  	Tabu Property I, LLC	  	Taco Bueno	  	5341 William D. Tate Avenue	  	Grapevine	  	TX	  	76051	  	$	1,040,000	 	  	07/01/21
	P01009	  	Tabu Property I, LLC	  	Taco Bueno	  	2404 Westport Parkway	  	Fort Worth	  	TX	  	76177	  	$	640,000	 	  	07/01/21
	P01010	  	Tabu Property I, LLC	  	Taco Bueno	  	3204 Southeast Loop 820	  	Forest Hill	  	TX	  	76140	  	$	1,450,000	 	  	07/01/21
	P01011	  	Tabu Property I, LLC	  	Taco Bueno	  	3700 Eldorado Parkway	  	McKinney	  	TX	  	75070	  	$	600,000	 	  	07/01/21
	P01012 [2]	  	Tabu Property I, LLC	  	Taco Bueno	  	5032 South Sheridan Road	  	Tulsa	  	OK	  	74145	  	$	347,000	 	  	07/01/16
	P01013 [2]	  	Tabu Property I, LLC	  	Taco Bueno	  	1725 West Owen K. Garriott Road	  	Enid	  	OK	  	73703	  	$	164,000	 	  	07/01/16
	P01015 [2]	  	Tabu Property I, LLC	  	Taco Bueno	  	2305 East Southlake Boulevard	  	Southlake	  	TX	  	76092	  	$	160,000	 	  	07/01/16
	P01794 [2]	  	Unique Ventures Group, LLC (Individual Guarantors)	  	Perkins Family Restaurant	  	3334 Wilmington Road	  	New Castle	  	PA	  	16105	  	$	956,000	 	  	03/01/27


  
 A-40 









																			
	P01793 [2]	  	Unique Ventures Group, LLC (Individual Guarantors)	  	Perkins Family Restaurant	  	3870 Elm Road, Northeast	  	Warren	  	OH	  	44483	  	$	546,000	 	  	03/01/27
	P01792 [2]	  	Unique Ventures Group, LLC (Individual Guarantors)	  	Perkins Family Restaurant	  	Route 358 Hadley Road	  	Greenville	  	PA	  	16125	  	$	390,000	 	  	03/01/27
	P02220 [2]	  	Unique Ventures Group, LLC (Individual Guarantors)	  	Burger King	  	18000 Bagley Avenue	  	Middleburg Heights	  	OH	  	44130	  	$	204,000	 	  	05/01/26
	P02221 [2]	  	Unique Ventures Group, LLC (Individual Guarantors)	  	Burger King	  	12380 Pearl Road	  	Strongsville	  	OH	  	44136	  	$	189,000	 	  	07/01/28
	P00891	  	Spirit FJ SMF SPE, LLC	  	Flying J Travel Plaza	  	950 State Road 206 West	  	Saint Augustine	  	FL	  	32086	  	$	12,100,000	 	  	05/01/34
	P00893	  	Spirit FJ SMF SPE, LLC	  	Flying J Travel Plaza	  	5300 South SR 3	  	Spiceland	  	IN	  	47385	  	$	13,600,000	 	  	05/01/34
	P00894	  	Spirit FJ SMF SPE, LLC	  	Flying J Travel Plaza	  	15236 State Route 180	  	Catlettsburg	  	KY	  	41129	  	$	12,500,000	 	  	05/01/34
	P01579	  	Spirit BK SMF SPE, LLC	  	Burger King	  	5025 Ramsey Street	  	Fayetteville	  	NC	  	28311	  	$	1,290,000	 	  	05/01/34
	P01578	  	Spirit BK SMF SPE, LLC	  	Burger King	  	1305 South 5th Street	  	Mebane	  	NC	  	27302	  	$	1,210,000	 	  	05/01/34
	P01577	  	Spirit BK SMF SPE, LLC	  	Burger King	  	101 Commerce Parkway	  	Garner	  	NC	  	27529	  	$	1,150,000	 	  	05/01/34

 Footnotes: 
  

	[1]	Unless otherwise stated, Duff & Phelps concluded values pertain to the property securing the loans 


	[2]	Duff & Phelps concluded values are equal to the rounded principal loan balance as of the date of value 


  
 A-41 








 EXHIBIT B 

FORM OF REQUEST FOR RELEASE — PROPERTY MANAGER 

[Date] 
 [Collateral Agent] 

[ADDRESS] 
 Citibank, N.A. 

388 Greenwich Street 
 14th Floor 
 New York, New York 10013 

Attention: Agency and Trust, Spirit Master Funding Series 201[    ]-[    ] 

Spirit Master Funding, LLC 
 14631 N. Scottsdale Road, Suite 200

 Scottsdale, Arizona 85254 
 Spirit Master Funding II, LLC

 14631 N. Scottsdale Road, Suite 200 
 Scottsdale, Arizona
85254 
 Spirit Master Funding III, LLC 
 14631 N. Scottsdale
Road, Suite 200 
 Scottsdale, Arizona 85254 
  

	 	Re:	Spirit Master Funding, Net-Lease Mortgage Notes, Spirit Master Funding Series 201[    ]-[    ] 


In connection with the administration of the Lease Files held by or on behalf of you as trustee under that certain Second Amended and Restated
Property Management and Servicing Agreement, dated as of May 20, 2014 (the “Property Management Agreement”), among Spirit Master Funding, LLC, Spirit Master Funding II, LLC, Spirit Master Funding III, LLC and any other
joining party issuer, each as an issuer (each, an “Issuer”), the undersigned, as property manager (the “Property Manager”) and special servicer (the “Special Servicer”) and
Midland Loan Services, a division of PNC Bank, National Association, as back-up manager (the “Back-Up Manager”), the undersigned as Property
Manager hereby requests a release of the Lease File (or the portion thereof specified below) held by the Custodian on behalf of the Indenture Trustee with respect to the following described Lease for the reason indicated below. 

Tenant’s Name:
                                         
                                        

Address:
                                         
                                         
           

  
 B-1 








 Lease No.:
                                         
                                         
       
 If only particular documents in the Lease File are requested, please specify which: 

Reason for requesting Lease File (or portion thereof): 
  

	 	1.	Lease paid in full and terminated. 

 The undersigned hereby certifies that all amounts received
in connection with the Lease that are required to be deposited in the Collection Account pursuant to the Property Management Agreement, have been or will be so deposited. 
  

	 	2.	Other. (Describe) 

 The undersigned acknowledges that the above Lease File (or requested
portion thereof) will be held by the undersigned in accordance with the provisions of the Property Management Agreement and will be returned to you or your designee within ten (10) days of our receipt thereof, unless the Lease has become a
Liquidated Lease, in which case the Lease File (or such portion thereof) will be retained by us permanently. 
 Capitalized terms used but
not defined herein shall have the meanings ascribed to them in the Property Management Agreement. 
  

			
	SPIRIT REALTY, L.P.
	as Property Manager
		
	        By:	 	  

		 	Name:
		 	Title:



  
 B-2 








 EXHIBIT C 

FORM OF REQUEST FOR RELEASE — SPECIAL SERVICER 

[Date] 
 LaSalle Bank, National
Association 
 [ADDRESS] 
 Spirit Master Funding I, LLC, Spirit
Master Funding II, LLC, Spirit Master Funding III, LLC 
 [ADDITIONAL ISSUERS] 

14631 N. Scottsdale Road, Suite 200 
 Scottsdale, Arizona 85254

  

	 	Re:	Spirit Master Funding, LLC, Net-Lease Mortgage Notes, Spirit Master Funding Series 201[_]-[_] 


In connection with the administration of the Lease Files held by or on behalf of you as trustee under that certain Second Amended and Restated
Property Management and Servicing Agreement, dated as of May 20, 2014 (the “Property Management Agreement”), among Spirit Master Funding, LLC, Spirit Master Funding II, LLC, Spirit Master Funding III, LLC and any other
joining party issuer, each as an issuer (each, an “Issuer”), the undersigned, as property manager (the “Property Manager”) and special servicer (the “Special Servicer”) and
Midland Loan Services, a division of PNC Bank, National Association, as back-up manager (the “Back-Up Manager”), the undersigned as Special
Servicer hereby requests a release of the Lease File (or the portion thereof specified below) held by the Custodian on behalf of the Indenture Trustee with respect to the following described Lease for the reason indicated below. 

Tenant’s Name:
                                         
                    
 Address:
                                         
                        
 Loan
No.:                                        
                         
 If
only particular documents in the Lease File are requested, please specify which: 
 Reason for requesting Lease File (or portion thereof): 

 

	 	1.	The Tenant is being evicted. 

  

	 	2.	Other. (Describe) 

 The undersigned acknowledges that the above Lease File (or requested
portion thereof) will be held by the undersigned in accordance with the provisions of the Property Management Agreement and will be returned to you or your designee within ten (10) days of our receipt thereof, unless (i) the Tenant is
being evicted, in which case the Lease File (or such portion thereof) will be returned when no longer required by us for such purpose, or (ii) we deliver to the Indenture Trustee an Officer’s Certificate stating that the Lease has become a
Liquidated Lease and all amounts received or to be received in connection with such liquidation that are required to be deposited into the Release Account or the Collection Account pursuant to Section 3.04(a) of the
Property Management Agreement have been or will be so deposited. 

  
 C-1 








 Capitalized terms used but not defined herein shall have the meanings ascribed to them in the
Property Management Agreement. 
  

			
	SPIRIT REALTY, L.P., as Special Servicer
		
	        By:	 	  

		 	Name:
		 	Title:



  
 C-2 








 EXHIBIT D 

FORM OF LIMITED POWERS OF ATTORNEY 

FROM ISSUER OR INDENTURE TRUSTEE 
 KNOW ALL
MEN BY THESE PRESENTS: 
 WHEREAS, pursuant to that certain Second Amended and Restated Property Management and Servicing Agreement, dated
as of May 20, 2014 (the “Property Management Agreement”), among Spirit Master Funding, LLC, Spirit Master Funding II, LLC, Spirit Master Funding III, LLC and any other joining party issuer, each as an issuer (each, an
“Issuer”), the undersigned, as property manager (the “Property Manager”) and special servicer (the “Special Servicer”) and Midland Loan Services, a division of PNC Bank,
National Association, as back-up manager (the “Back-Up Manager”), the [Property Manager] [Special Servicer]
(hereafter, the “Servicer”) administers and services certain “Mortgaged Properties” and “Leases” as such terms are defined in the Agreement, in accordance with the terms of the Agreement and such Leases;
and, 
 WHEREAS, pursuant to the terms of the Agreement, Spirit Realty is granted certain powers, responsibilities and authority in
connection with its servicing and administration subject to the terms of the Agreement; and 
 WHEREAS, [ISSUER][the
Indenture Trustee] (hereafter, the “Grantor”) has been requested by Spirit Realty pursuant to the Agreement to grant this Limited Power of Attorney to Spirit Realty to enable it to execute and deliver, on behalf of
the Grantor, certain documents and instruments related to the Mortgaged Properties and Leases, thereby empowering Spirit Realty to take such actions as it deems necessary to comply with its servicing, administrative and management duties under and
in accordance with the Agreement. 
 NOW, THEREFORE, KNOW ALL MEN BY THESE PRESENTS: 

The Grantor does make, constitute and appoint [Spirit Realty, L.P., a Delaware limited partnership], its true and lawful agent and attorney in
fact with respect to the Mortgaged Properties and Leases held by the Grantor, in its name, place and stead, to (A) prepare, execute and deliver: (i) any and all financing statements, continuation statements and other documents or
instruments necessary to maintain the validity, enforceability, perfection and priority of the Grantor’s interest in any real property (collectively, the “Mortgaged Property”) and any Lease with respect to any Mortgaged
Property; (ii) subject to the provisions of the Agreement, any and all modifications, waivers, consents, assumptions, amendments or subordinations with respect to a Lease or documents relating thereto; and (iii) any and all instruments
necessary or appropriate for the eviction of any Tenant under a Lease serviced by Spirit Realty and consistent with the authority granted by the Agreement; and (B) to take any and all actions on behalf of the Grantor in connection with
maintaining and defending the enforceability of any such Lease obligation, including but not limited to the execution of any and all instruments necessary or appropriate in defense of and for the collection and enforcement of said Lease obligation
in accordance with the terms of the Agreement. 

  
 D-1 








 ARTICLE I 

The enumeration of particular powers hereinabove is not intended in any way to limit the grant to the Property Manager as the Grantor’s
attorney in fact of full power and authority with respect to the Leases and Mortgaged Properties to execute and deliver any such documents, instrument or other writing as fully, in all intents and purposes, as Grantor might or could do if personally
present. The Grantor hereby ratifies and confirms whatsoever such attorney in fact shall and may do by virtue hereof, and the Grantor agrees and represents to those dealing with such attorney in fact that they may rely upon this power of attorney
until termination of the power of attorney under the provisions of Article III below. As between the Grantor and the Property Manager, the Property Manager may not exercise any right, authority or power granted by this instrument in a manner that
would violate the terms of the Agreement or the servicing standard imposed on the Property Manager by the Agreement, but any and all third parties dealing with Property Manager as the Grantor’s attorney in fact may rely completely,
unconditionally and conclusively on the Property Manager’s authority and need not make inquiry about whether the Property Manager is acting pursuant to the Agreement or such standard. Any trustee, title company or other third party may rely
upon a written statement by the Property Manager that any particular lease or property in question is subject to and included under this power of attorney and the Agreement. 

ARTICLE II 
 An act or thing
lawfully done hereunder by the Property Manager shall be binding on the Grantor and the Grantor’s successor and assigns. 
 ARTICLE III

 This power of attorney shall continue in full force and effect from the date hereof until the earlier of (a) one year from the date
hereof or (b) the earliest occurrence of any of the following events, unless sooner revoked in writing by the Grantor: 
  

	 	(i)	the suspension or termination of this limited power of attorney by the Grantor; 

  

	 	(ii)	the transfer of the Property Manager’s servicing rights and obligations as the [Property Manager][Special Servicer] under the Agreement from the Property Manager to another servicer;


  

	 	(iii)	the appointment of a receiver or conservator with respect to the business of the Property Manager; 

  

	 	(iv)	the filing of a voluntary or involuntary petition in bankruptcy by or against the Property Manager; or 

  

	 	(v)	the occurrence of a Servicer Replacement Event. 


  
 D-2 








 Nothing herein shall be deemed to amend or modify the Agreement or the respective rights, duties
or obligations of the Grantor or Spirit Realty thereunder, and nothing herein shall constitute a waiver of any rights or remedies thereunder. 

IN WITNESS WHEREOF, the Grantor has caused this instrument to be executed and its corporate seal to be affixed hereto by its officer duly
authorized as of the         day of                     ,
            . 
  

			
	 [                    ],

as an Issuer under that certain Property Management and Servicing Agreement dated as of May 20, 2014

		
	        By:	 	  

		 	Name:
		 	Title:


  

  
 D-3 








 EXHIBIT E 

CALCULATION OF FIXED CHARGE COVERAGE RATIOS 
  

	 	1.	Adjusted EBITDAR: As to any unit, an amount equal to the sum of such unit’s (i) pre-tax income, (ii) interest expense, (iii) all non-cash amounts in respect of depreciation and amortization, (iv) all non-recurring expenses, (v) specifically documented discretionary management fees, and
(vi) all operating lease or rent expense (including with respect to any Equipment Loans) less (vii) all non-recurring income and normalized overhead based on the applicable parent
company’s general and administrative expenses as a percent of sales (if not available, industry standards applied); 

  

	 	2.	Fixed Charges: As to any unit, an amount equal to the sum of (i) total operating lease or rent expenses, (ii) interest expense, and (iii) scheduled principal payments on indebtedness, in each case
for the period of time as to which such figure is presented; and 

  

	 	3.	FCCR: Adjusted EBITDAR/Fixed Charges. 

 Or in summarized Form 

(EBITDA + Management Fees + Rent) / ( Rent + Principal + Interest) 

In the event that the Property Manager does not receive sufficient financial information with respect to any Mortgaged Property from the applicable Obligor(s)
to make the calculations set forth above on a “unit” level, but does receive sufficient financial information with respect to such Mortgaged Property from the applicable Obligor(s) to make comparable calculations with respect to such
Mortgaged Property on a corporate level, when calculating the FCCR in connection with such Mortgaged Property, the Property Manager may make such changes to the provisions contained in this Exhibit E as may be reasonably necessary to make
such comparable calculations. 







 EXHIBIT F 

FORM OF DETERMINATION DATE REPORT 







 EXHIBIT G 

FORM OF JOINDER AGREEMENT 

FORM OF JOINDER AGREEMENT 

THIS JOINDER AGREEMENT (this “Agreement”), dated as of [            ],
201[        ], is entered into by and among [SPIRIT SPE] (the “New Issuer”), SPIRIT REALTY, L.P., in its capacity as Property Manager and Special Servicer, as applicable, and MIDLAND LOAN SERVICES, A
DIVISION OF PNC BANK, NATIONAL ASSOCIATION, in its capacity as Back-Up Manager, under that certain Second Amended and Restated Property Management and Servicing Agreement, dated as of May 20, 2014 (the
“Property Management Agreement”), among Spirit Master Funding, LLC, Spirit Master Funding II, LLC, Spirit Master Funding III, LLC and any other joining party issuer, each as an issuer (each, an
“Issuer”), the undersigned, as property manager (the “Property Manager”) and special servicer (the “Special Servicer”) and Midland Loan Services, a division of PNC Bank,
National Association, as back-up manager (the “Back-Up Manager”). All capitalized terms used herein and not otherwise defined shall have the
meanings set forth in the Property Management Agreement. 
 The New Issuer is a [ENTITY] established under the laws of the State of
[            ] on [            ], 201[        ], operates under an [Amended and Restated]
[ENTITY AGREEMENT], dated as of [            ], 201[        ] (the “New Issuer Agreement”). 

The New Issuer, the Property Manager, the Special Servicer and the Back-Up Manager hereby agree as
follows: 
 1. The New Issuer hereby acknowledges, agrees and confirms that, by its execution of this Agreement, effective as of the date
hereof, the New Issuer shall become a party to the Property Management Agreement, shall be deemed to be a signatory to the Property Management Agreement and shall have all of the rights and obligations of an Issuer as specified in the Property
Management Agreement. The New Issuer hereby ratifies, as of the date hereof, and agrees to be bound by, all of the applicable terms, provisions and conditions contained in the Property Management Agreement. 

2. The address of the New Issuer for purposes of Section 9.04(c) of the Property Management Agreement shall be as follows: 

 

			
	    [ADDRESS]	 	
		
	    Attention:	 	  

		
	Facsimile No.	 	  

	
	With a copy to
		
	    [ADDRESS]	 	
		
	    Attention:	 	  

		
	Facsimile No.	 	  










 3. This Agreement may be executed in any number of counterparts, each of which when so executed
and delivered shall be an original, but all of which shall constitute one and the same instrument. 
 4. THIS AGREEMENT AND THE RIGHTS AND
OBLIGATIONS OF THE PARTIES HEREUNDER SHALL BE GOVERNED BY AND CONSTRUED AND INTERPRETED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK. 

IN WITNESS WHEREOF, the New Issuer, the Property Manager, the Special Servicer and the Back-Up Manager
have caused this Agreement to be duly executed by their respective officers or representatives all as of the day and year first above written. 
  

			
	[NEW ISSUER]
		
	By:	 	
                     
                                         
   

	Name:	 	  

	Title:	 	  

	
	SPIRIT REALTY, L.P., as Property Manager and Special Servicer
		
	By:	 	  

	Name:	 	  

	Title:	 	  

	
	MIDLAND LOAN SERVICES, A DIVISION OF PNC BANK, NATIONAL ASSOCIATION, as Back-Up Manager
		
	By:	 	  

	Name:	 	  

	Title:	 	  










 EXHIBIT H 

INDENTURE