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Contract analysis / rw-insurance-no-claims-declaration.docx

rw-insurance-no-claims-declaration.docx

1036-00004 · 20 clauses

High · 1 Medium · 0 Standard · 0

1. GMP Fairfield I LLC, a Delaware limited liability company;

1. GMP Fairfield I LLC, a Delaware limited liability company;

2. GMP Fairfield II LLC, a Delaware limited liability company;

2. GMP Fairfield II LLC, a Delaware limited liability company;

3. GMP Westlake LLC, a Delaware limited liability company;

3. GMP Westlake LLC, a Delaware limited liability company;

4. GMP Katy LLC, a Delaware limited liability company;

4. GMP Katy LLC, a Delaware limited liability company;

5. GMP Alliance LLC, a Delaware limited liability company;

5. GMP Alliance LLC, a Delaware limited liability company;

6. GMP Lakeland LLC, a Delaware limited liability company;

6. GMP Lakeland LLC, a Delaware limited liability company;

7. GMP Southport LLC, a Delaware limited liability company;

7. GMP Southport LLC, a Delaware limited liability company;

8. GMP Murfreesboro LLC, a Delaware limited liability company;

8. GMP Murfreesboro LLC, a Delaware limited liability company;

9. GMP Buckhead LLC, a Delaware limited liability company;

9. GMP Buckhead LLC, a Delaware limited liability company;

10. GMP SouthPark LLC, a Delaware limited liability company;

10. GMP SouthPark LLC, a Delaware limited liability company;

11. GMP Cool Springs LLC, a Delaware limited liability company;

11. GMP Cool Springs LLC, a Delaware limited liability company;

12. GMP Brickell LLC, a Delaware limited liability company;

12. GMP Brickell LLC, a Delaware limited liability company;

13. GMP Peachtree LLC, a Delaware limited liability company; and

13. GMP Peachtree LLC, a Delaware limited liability company; and

14. GMP Mount Juliet LLC, a Delaware limited liability company. High

⚑ Non-compete / exclusivity restraint

14. GMP Mount Juliet LLC, a Delaware limited liability company. A complete listing of the Target Entities, including their respective employer identification numbers, properties held, property addresses, property types, and rentable square footage, is set forth on Exhibit A attached hereto and incorporated herein by reference. The aggregate purchase price for the membership interests in the Target Entities is One Bil

1. Outstanding principal balances are stated as of February 28, 2024, the date of executi

1. Outstanding principal balances are stated as of February 28, 2024, the date of execution of the PSA. Amortization payments made between February 28, 2024 and the Closing Date (June 6, 2024) may result in a modest reduction to the outstanding principal balances as of the Closing Date.

2. The Pinnacle Federal Bank facility is structured as a Master Loan Agreement with eight

2. The Pinnacle Federal Bank facility is structured as a Master Loan Agreement with eight (8) separate loan tranches, each secured by a separate mortgage or deed of trust on the corresponding logistics property. The eight properties subject to this facility are: Westlake Distribution Hub, Katy Freeway Logistics Park, Alliance Commerce Center, Lakeland Crossings Industrial, Southport Logistics Park, Murfreesboro Distr

3. The Veltrano Capital Lending Corp. facility is structured as a single Loan Agreement w

3. The Veltrano Capital Lending Corp. facility is structured as a single Loan Agreement with four (4) separate loan tranches, each secured by a separate mortgage or deed of trust on the corresponding office property. The four properties subject to this facility are: Buckhead Place Office Tower, SouthPark Corporate Center, Cool Springs Office Park, and Brickell Bay Office Building.

4. The Sycamore Life Insurance Company facility is structured as a Note Purchase Agreemen

4. The Sycamore Life Insurance Company facility is structured as a Note Purchase Agreement with two (2) separate promissory notes, each secured by a separate mortgage or deed of trust on the corresponding logistics property. The two properties subject to this facility are: Fairfield Logistics Center I and Fairfield Logistics Center II.

5. All three lender consents to the change of control were obtained prior to the Closing

5. All three lender consents to the change of control were obtained prior to the Closing Date, as described in Section 2.6 of this Declaration.

6. Replacement guaranty agreements were executed by Fairwater Real Estate Investment Trus